Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Jan. 31, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | BMBL | ||
Entity Registrant Name | Bumble Inc. | ||
Entity Central Index Key | 0001830043 | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity File Number | 001-40054 | ||
Entity Well Known Seasoned Issuer | Yes | ||
Entity Incorporation State Country Code | DE | ||
Entity Tax Identification Number | 85-3604367 | ||
Entity Address Postal Zip Code | 78756 | ||
Entity Address, Address Line One | 1105 West 41st Street | ||
Entity Address City Or Town | Austin | ||
Entity Address State Or Province | TX | ||
City Area Code | 512 | ||
Local Phone Number | 696-1409 | ||
Security12b Title | Class A common stock, par value $0.01 per share | ||
Security Exchange Name | NASDAQ | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Public Float | $ 2,409,772,587 | ||
ICFR Auditor Attestation Flag | true | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | New York, NY, USA | ||
Documents Incorporated by Reference [Text Block] | Portions of the registrant’s definitive proxy statement relating to its 2023 Annual Meeting of Stockholders, or Proxy Statement, to be filed hereafter are incorporated by reference into Part III of this Annual Report on Form 10-K. Except with respect to information specifically incorporated by reference into this Annual Report, the Proxy Statement shall not be deemed to be filed as part hereof. | ||
Common Class A | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 130,169,045 | ||
Common Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 20 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 402,559 | $ 369,175 |
Accounts receivable, net | 66,930 | 47,538 |
Other current assets | 31,882 | 52,751 |
Total current assets | 501,371 | 469,464 |
Right-of-use assets | 17,419 | 26,410 |
Property and equipment, net | 14,467 | 14,627 |
Goodwill | 1,579,770 | 1,540,112 |
Intangible assets, net | 1,524,428 | 1,696,798 |
Deferred tax assets, net | 24,050 | 19,572 |
Other noncurrent assets | 31,116 | 10,013 |
Total assets | 3,692,621 | 3,776,996 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Accounts payable | 3,367 | 19,169 |
Deferred revenue | 46,108 | 39,569 |
Accrued expenses and other current liabilities | 156,443 | 111,482 |
Current portion of long-term debt, net | 5,750 | 5,750 |
Total current liabilities | 211,668 | 175,970 |
Long-term debt, net | 619,223 | 623,231 |
Deferred tax liabilities,net | 8,077 | 0 |
Payable to related parties pursuant to a tax receivable agreement | 385,486 | 388,780 |
Other liabilities | 14,588 | 119,246 |
Total liabilities | 1,239,042 | 1,307,227 |
Commitments and contingencies (Note 20) | ||
Shareholders' Equity: | ||
Preferred stock (par value $0.01; 600,000,000 shares authorized; no shares issued and outstanding as of December 31, 2022 and 2021, respectively) | 0 | 0 |
Additional paid-in capital | 1,691,911 | 1,588,426 |
Accumulated deficit | (139,871) | (60,125) |
Accumulated other comprehensive income | 74,477 | 78,603 |
Total shareholders' equity | 1,627,815 | 1,608,196 |
Noncontrolling interests | 825,764 | 861,573 |
Total shareholders' equity | 2,453,579 | 2,469,769 |
Total liabilities and shareholders' equity | 3,692,621 | 3,776,996 |
Common Class A | ||
Shareholders' Equity: | ||
Common stock | 1,298 | 1,292 |
Common Class B | ||
Shareholders' Equity: | ||
Common stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 600,000,000 | 600,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Class A | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 6,000,000,000 | 6,000,000,000 |
Common stock, shares issued | 129,774,299 | 129,212,949 |
Common stock, shares outstanding | 129,774,299 | 129,212,949 |
Common Class B | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, shares issued | 20 | 20 |
Common stock, shares outstanding | 20 | 20 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 39,990 | $ 539,546 | $ 903,503 | $ 760,910 |
Operating costs and expenses: | ||||
Cost of revenue | 10,790 | 143,628 | 249,490 | 205,171 |
Selling and marketing expense | 11,157 | 152,588 | 249,269 | 211,711 |
General and administrative expense | 44,907 | 181,807 | 319,300 | 265,738 |
Product development expense | 4,087 | 46,994 | 98,575 | 105,917 |
Depreciation and amortization expense | 408 | 91,767 | 89,713 | 107,056 |
Total operating costs and expenses | 71,349 | 616,784 | 1,006,347 | 895,593 |
Operating earnings (loss) | (31,359) | (77,238) | (102,844) | (134,683) |
Interest income (expense) | 50 | (21,927) | (24,063) | (24,574) |
Other income (expense), net | (882) | (917) | 16,189 | 3,160 |
Income (loss) before income taxes | (32,191) | (100,082) | (110,718) | (156,097) |
Income tax benefit (provision) | (365) | (9,411) | (3,406) | 437,837 |
Net earnings (loss) | (32,556) | (109,493) | (114,124) | 281,740 |
Net earnings (loss) attributable to noncontrolling interests | 1,917 | 806 | (34,378) | (28,075) |
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ (34,473) | $ (110,299) | $ (79,746) | $ 309,815 |
Net earnings (loss) per share / unit attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners | ||||
Basic earnings (loss) per share / unit | $ 0 | $ (0.04) | $ (0.62) | $ 1.50 |
Earnings Per Share, Diluted | $ 0 | $ (0.04) | $ (0.62) | $ 1.45 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Operations - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||||
Net loss | $ (32,556) | $ (109,493) | $ (109,493) | $ (114,124) | $ 281,740 |
Other comprehensive income (loss), net of tax: | |||||
Change in foreign currency translation adjustment | (774) | 176,244 | (6,262) | (2,710) | |
Total other comprehensive income (loss), net of tax | (774) | $ 176,244 | 176,244 | (6,262) | (2,710) |
Comprehensive income (loss) | (33,330) | 66,751 | (120,386) | 279,030 | |
Comprehensive income (loss) attributable to noncontrolling interests | 1,917 | 806 | (36,514) | (29,026) | |
Comprehensive income (loss) attributable to Bumble Inc. shareholders' / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ (35,247) | $ 65,945 | $ (83,872) | $ 308,056 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Limited Partners Interest | Common Class A IPO [Member] | Limited Partners' Equity | Issued Share Capital | Common Stock Common Class A | Common Stock Common Class B | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total Buzz Holdings L.P. Owners' Equity | Noncontrolling Interests |
Beginning balance at Dec. 31, 2019 | $ 29,682 | $ 11 | $ (3,788) | $ 3,449 | $ 644 | $ 23,352 | $ 23,668 | $ 6,014 | |||||
Beginning balance, shares at Dec. 31, 2019 | 108,431 | 6,940 | |||||||||||
Stock-based compensation expense | 336 | 336 | 336 | ||||||||||
Net loss | (32,556) | (34,473) | (34,473) | 1,917 | |||||||||
Other comprehensive income, net of tax | (774) | (774) | (774) | ||||||||||
Ending balance at Jan. 28, 2020 | (3,312) | $ 11 | $ (3,788) | 3,785 | (130) | (11,121) | (11,243) | 7,931 | |||||
Ending balance, shares at Jan. 28, 2020 | 108,431 | 6,940 | |||||||||||
Net loss | (109,493) | ||||||||||||
Other comprehensive income, net of tax | 176,244 | ||||||||||||
Ending balance at Dec. 31, 2020 | 2,080,866 | $ 2,000,412 | $ 1,903,121 | $ 0 | $ 0 | $ 0 | 0 | 176,244 | 695 | 2,080,060 | 806 | ||
Ending balance, shares at Dec. 31, 2020 | 2,119,412 | 0 | 100 | 0 | |||||||||
Beginning balance at Jan. 29, 2020 | 0 | $ 0 | 0 | 0 | 0 | ||||||||
Beginning balance, shares at Jan. 29, 2020 | 0 | ||||||||||||
Stock-based compensation expense | 13,703 | 13,703 | |||||||||||
Net loss | (109,493) | (110,299) | 806 | ||||||||||
Dividends paid | (360,000) | $ (360,000) | (360,000) | ||||||||||
Issuance of Limited Partners' Interest | 2,360,412 | 2,360,412 | 2,360,412 | ||||||||||
Other comprehensive income, net of tax | 176,244 | 176,244 | 176,244 | ||||||||||
Ending balance at Dec. 31, 2020 | 2,080,866 | $ 2,000,412 | $ 1,903,121 | $ 0 | $ 0 | $ 0 | 0 | 176,244 | 695 | 2,080,060 | 806 | ||
Ending balance, shares at Dec. 31, 2020 | 2,119,412 | 0 | 100 | 0 | |||||||||
Issuance of Limited Partners' Interest, shares | 2,119,412 | ||||||||||||
Limited Partners’ interest | 1,903,816 | ||||||||||||
Acquisition of noncontrolling interests | $ 806 | (806) | |||||||||||
Net earnings prior to Reorganization Transactions | 370,635 | 370,635 | |||||||||||
Stock-based compensation expense | 11,587 | 11,587 | |||||||||||
Effect of the Reorganization Transactions | (2,286,149) | $ 826 | 1,075,019 | (95,882) | 1,306,186 | ||||||||
Effect of the Reorganization Transactions, shares | 82,642,374 | ||||||||||||
Retirement Of Class B Common Stock, Shares | (80) | ||||||||||||
Issuance of Class A common stock sold in the initial public offering, net of offering costs | 2,358,371 | $ 575 | 2,236,787 | 121,009 | |||||||||
Issuance of Class A common stock sold in the initial public offering, net of offering costs, shares | 57,500,000 | ||||||||||||
Purchase of Class A Common Stock in the initial public offering | 1,018,365 | $ 1,018,365 | |||||||||||
Purchase of Class A Common Stock in the initial public offering, shares | 24,798,848 | ||||||||||||
Purchase of Common Units from Pre-IPO Common Unitholders in the initial public offering | 973,289 | 609,489 | 363,800 | ||||||||||
Vested Incentive Units | (6,385) | 6,385 | |||||||||||
Issuance of Founder loan common units | (29,034) | 29,034 | |||||||||||
Equity plan modification from liability to equity settled due to Reorganization | 22,107 | 22,107 | |||||||||||
Impact of Tax Receivable Agreement due to exchanges of Common Units | (387,669) | (387,669) | |||||||||||
Stock-based compensation expense | 105,254 | 105,254 | |||||||||||
Retirement of treasury stock | $ 248 | $ (1,018,365) | 1,018,117 | ||||||||||
Retirement of treasury stock, Shares | 24,798,848 | 24,798,848 | |||||||||||
Cancellation of restricted shares | $ (1) | (2,146) | 2,147 | ||||||||||
Cancellation of restricted shares, shares | 178,806 | ||||||||||||
Exercise of options | 545 | 734 | (189) | ||||||||||
Exercise of options, Shares | 12,668 | ||||||||||||
Restricted stock units issued, net of shares withheld for taxes | (8,668) | $ 2 | (5,227) | (3,443) | |||||||||
Restricted stock units issued, net of shares withheld for taxes, Shares | 235,148 | ||||||||||||
Exchange of common units for Class A common stock | $ (138) | (206,592) | 206,730 | ||||||||||
Exchange of Common Units for Class A common stock, shares | 13,800,413 | ||||||||||||
Net loss subsequent to Reorganization Transactions | (88,895) | (60,820) | (28,075) | ||||||||||
Net loss | 281,740 | ||||||||||||
Other comprehensive income, net of tax | (2,710) | (1,759) | (951) | ||||||||||
Ending balance at Dec. 31, 2021 | 2,469,769 | $ 0 | $ 1,292 | $ 0 | $ 0 | 1,588,426 | 78,603 | (60,125) | 1,608,196 | 861,573 | |||
Ending balance, shares at Dec. 31, 2021 | 129,212,949 | 20 | 0 | ||||||||||
Issuance of Class A common stock sold in the initial public offering, net of offering costs, shares | 57,500,000 | ||||||||||||
Purchase of Class A Common Stock in the initial public offering | $ (1,991,600) | ||||||||||||
Impact of Tax Receivable Agreement due to exchanges of Common Units | (200) | (200) | (200) | ||||||||||
Stock-based compensation expense | 113,994 | 113,994 | 113,994 | ||||||||||
Cancellation of restricted shares | (292) | (292) | 292 | ||||||||||
Cancellation of restricted shares, shares | (33,272) | ||||||||||||
Restricted stock units issued, net of shares withheld for taxes | (9,598) | $ 5 | (10,932) | (10,927) | 1,329 | ||||||||
Restricted stock units issued, net of shares withheld for taxes, Shares | 509,742 | ||||||||||||
Exchange of common units for Class A common stock | $ 1 | 915 | 916 | (916) | |||||||||
Exchange of Common Units for Class A common stock, shares | 84,880 | ||||||||||||
Net loss | (114,124) | (79,746) | (79,746) | (34,378) | |||||||||
Other comprehensive income, net of tax | (6,262) | (4,126) | (4,126) | (2,136) | |||||||||
Ending balance at Dec. 31, 2022 | $ 2,453,579 | $ 1,298 | $ 1,691,911 | $ 74,477 | $ (139,871) | $ 1,627,815 | $ 825,764 | ||||||
Ending balance, shares at Dec. 31, 2022 | 129,774,299 | 20 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||||||
Net earnings (loss) | $ (32,556) | $ (109,493) | $ (109,493) | $ (114,124) | $ 281,740 | |
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: | ||||||
Depreciation and amortization | 408 | 91,767 | 89,713 | 107,056 | ||
Impairment losses | 0 | 0 | 145,388 | 26,431 | ||
Gain on settlement of lease liabilities | 0 | 0 | (2,140) | 0 | ||
Loss on extinguishment of long term debt | 0 | 0 | 0 | 3,398 | ||
Changes in fair value of interest rate swap | 0 | 1,586 | (17,086) | (6,593) | ||
Change in fair value of contingent earn-out liability | 0 | 27,800 | (47,134) | 55,900 | ||
Tax receivable agreement liability remeasurement expense | 0 | 0 | 5,332 | 1,112 | ||
Non-cash lease expense | (226) | (109) | 4,539 | 5,438 | ||
Deferred income tax | 26 | 496 | (5,454) | (448,395) | ||
Stock-based compensation expense | 4,156 | 27,468 | 111,008 | 123,910 | ||
Net foreign exchange difference | (198) | 2,337 | 2,571 | 8,692 | ||
Research and development tax credit | 0 | (1,211) | (1,191) | (1,322) | ||
Other, net | 31 | 3,397 | (3,553) | 3,946 | ||
Changes in assets and liabilities: | ||||||
Accounts receivable | (17,599) | 10,737 | (20,723) | (9,953) | ||
Other current assets | (2,175) | (46,949) | 22,964 | 24,328 | ||
Accounts payable | 12,984 | 2,970 | (13,997) | (3,531) | ||
Deferred revenue | 289 | 21,814 | 5,889 | 8,654 | ||
Legal liabilities | (521) | (18,374) | 11,995 | (46,377) | ||
Lease liabilities | (636) | (5,575) | (5,984) | (5,464) | ||
Accrued expenses and other current liabilities | 32,711 | 44,381 | (34,991) | (25,081) | ||
Other, net | 0 | 27 | (81) | 948 | ||
Net cash provided by (used in) operating activities | (3,306) | 53,069 | 132,941 | 104,837 | ||
Cash flows from investing activities: | ||||||
Capital expenditures | (1,045) | (10,632) | (16,333) | (13,653) | ||
Acquisition of business, net of cash acquired | 0 | (2,837,706) | (69,720) | 0 | ||
Other, net | 16 | (2,313) | 0 | 1,169 | ||
Net cash used in investing activities | (1,029) | (2,850,651) | (86,053) | (12,484) | ||
Cash flows from financing activities: | ||||||
Proceeds from issuance of Class A common stock sold in initial public offering, net of offering costs | 0 | 0 | 0 | 2,358,371 | ||
Payments to purchase and retire common stock | 0 | 0 | 0 | (1,018,365) | ||
Purchase of Common Units from Pre-IPO Common Unitholders in the initial public offering | 0 | 0 | 0 | (973,289) | ||
Proceeds from exercise of options | 0 | 0 | 0 | 545 | ||
Proceeds from repayments of loans to related companies | 0 | 41,929 | 0 | 0 | ||
Debt issuance costs | 0 | (17,913) | 0 | 0 | ||
Limited Partners’ interest | 0 | 2,360,412 | 0 | 0 | ||
Proceeds from term loan | 0 | 850,000 | 0 | 0 | ||
Repayment of term loan | 0 | (5,000) | (5,750) | (206,438) | ||
Dividends paid | 0 | (360,000) | 0 | 0 | ||
Withholding tax paid on behalf of employees on stock based awards | 0 | 0 | (9,204) | (9,338) | ||
Net cash provided by (used in) financing activities | 0 | 2,869,428 | (14,954) | 151,486 | ||
Effects of exchange rate changes on cash and cash equivalents | 813 | 2,513 | 5,933 | (2,950) | ||
Net increase (decrease) in cash and cash equivalents and restricted cash | (3,522) | 74,359 | 37,867 | 240,889 | ||
Cash and cash equivalents and restricted cash, beginning of the period | 57,449 | 53,927 | 369,175 | 128,286 | $ 57,449 | |
Cash and cash equivalents and restricted cash, end of the period | 53,927 | 128,286 | 128,286 | 407,042 | 369,175 | 128,286 |
Less restricted cash | 0 | 257 | 257 | 4,483 | 0 | 257 |
Cash and cash equivalents, end of the period | $ 53,927 | $ 128,029 | $ 128,029 | $ 402,559 | $ 369,175 | $ 128,029 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2022 | |
Organization and Basis of Presentation | Company Overview Bumble Inc.’s main operations are providing online dating and social networking platforms through subscription and in-app purchases dating products servicing North America, Europe and various other countries around the world. Bumble Inc. provides these services through websites and applications that it owns and operates. Bumble Inc. (the "Company" or "Bumble") was incorporated as a Delaware corporation on October 5, 2020 for the purpose of facilitating an initial public offering (“IPO”) and other related transactions in order to operate the business of Buzz Holdings L.P. (“Bumble Holdings”) and its subsidiaries. Prior to the IPO and the Reorganization Transactions, Bumble Holdings L.P. ("Bumble Holdings"), a Delaware limited partnership, was formed primarily as a vehicle to finance the acquisition (the “Sponsor Acquisition”) of a majority stake in Worldwide Vision Limited by a group of investment funds managed by Blackstone Inc. (“Blackstone” or our "Sponsor"). As Bumble Holdings did not have any previous operations, Worldwide Vision Limited, a Bermuda exempted limited company, is viewed as the predecessor to Bumble Holdings and its consolidated subsidiaries. Accordingly, these consolidated financial statements include certain historical consolidated financial and other data for Worldwide Vision Limited for periods prior to the completion of the business combination. On February 16, 2021, the Company completed its IPO of 57.5 million shares of Class A common stock at an offering price of $ 43 per share and received net proceeds of $ 2,361.2 million after deducting underwriting discounts and commissions. The Company used the proceeds from the issuance of 48.5 million shares ($ 1,991.6 million) to redeem shares of Class A common stock and purchase limited partnership interests of Bumble Holdings ("Common Units") from entities affiliated with our Sponsor, at a price per share / Common Unit equal to the IPO price, net of underwriting discounts and commissions. In connection with the IPO, the organizational structure was converted to an umbrella partnership-C-Corporation with Bumble Inc. becoming the general partner of Bumble Holdings. The Reorganization Transactions were accounted for as a transaction between entities under common control. As a result, the financial statements for periods subsequent to the Sponsor Acquisition and prior to the IPO and the Reorganization Transactions have been adjusted to combine the previously separate entities for presentation purposes. As the general partner, Bumble Inc. operates and controls all of the business and affairs, and through Bumble Holdings and its subsidiaries, conducts the business. Bumble Inc. consolidates Bumble Holdings in its consolidated financial statements and reports a noncontrolling interest related to the Common Units held by the pre-IPO common unitholders and the incentive units held by the continuing incentive unitholders in the consolidated financial statements. Assuming the exchange of all outstanding Common Units for shares of Class A common stock on a one-for-one basis under the exchange agreement entered into by holders of Common Units, there would be 188,511,832 shares of Class A common stock outstanding (which does not reflect any shares of Class A common stock issuable in exchange for as-converted Incentive Units or upon settlement of certain other interests) as of December 31, 2022. All references to the “Company”, “we”, “our” or “us” in this report are to Bumble Inc. Secondary Offering On September 15, 2021, the Company completed a secondary offering of 20.7 million shares of Class A common stock on behalf of certain selling stockholders affiliated with Blackstone (the "Selling Stockholders") at a price of $ 54.00 per share. This transaction resulted in the issuance of 9.2 million shares of Class A common stock for the period ending September 30, 2021. Bumble did not sell any shares of Class A common stock in the offering and did not receive any of the proceeds from the sale. Bumble paid the costs associated with the sale of shares by the Selling Stockholders, net of the underwriting discounts. Basis of Presentation and Consolidation The Company prepares the consolidated financial statements in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the financial statements of the Company, all entities that are wholly-owned by the Company and all entities in which the Company has a controlling financial interest. All intercompany transactions and balances have been eliminated. A noncontrolling interest in a consolidated subsidiary represents the portion of the equity (net assets) in a subsidiary not attributable, directly or indirectly, to the Company. Noncontrolling interests are presented as a separate component of equity in the consolidated balance sheets and the presentation of net income is modified to present earnings and other comprehensive income attributed to controlling and noncontrolling interests. The Company’s noncontrolling interest represents substantive profit-sharing arrangements and profit and losses are attributable to controlling and noncontrolling interests using an attribution method. As a result of the Sponsor Acquisition as further discussed in Note 7, Business Combination , periods prior to January 28, 2020 reflect the financial statements of Worldwide Vision Limited prior to the business combination (referred to herein as the “Predecessor”). Periods subsequent to January 28, 2020 reflect the financial statements of the Company after the business combination (referred to herein as the “Successor”). The Company’s assets and liabilities were adjusted to fair value on the closing date of the business combination. Due to the change in the basis of accounting, the consolidated financial statements for the Predecessor and the Successor are not necessarily comparable. Where applicable, a black line separates the Successor and Predecessor periods to highlight the lack of comparability. Revision of Previously Issued Financial Statements |
Summary of Selected Significant
Summary of Selected Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Selected Significant Accounting Policies | Note 2 - Summary of Selected Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses. The Company’s significant estimates relate to business combinations, asset impairments, potential obligations associated with legal contingencies, the fair value of contingent consideration, the fair value of derivatives, stock-based compensation, tax receivable agreements, and income taxes. These estimates are based on management’s best estimates and judgment. Actual results may differ from these estimates. Estimates, judgments and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Uncertainty about these assumptions, judgments and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents include cash in banks, cash on hand, cash in electronic money accounts and overnight deposits. As of December 31, 2022, the Company has classified the cash held in Russia as restricted cash due to the sanctions imposed by the Russia-Ukraine Conflict, which is included in other noncurrent assets within the accompanying consolidated balance sheets . Accounts Receivable Accounts receivable are recorded net of an allowance for credit losses, potential chargebacks and refunds issued to users. The amount of this allowance is primarily based upon historical experience and future economic expectations. The Company maintains an allowance for expected credit losses to provide for the estimated amount of accounts receivable that will not be collected. The Company determines if an allowance is needed by considering a number of factors, including the Company’s previous loss history, the length of time accounts receivable are past due, the specific customer’s ability to pay the obligation to the Company, reasonable and supportable forecasts of future economic conditions, and the current economic condition of the general economy. As of December 31, 2022, the Company had an allowance for credit losses of $ 0.5 million. No allowance for credit losses was recorded as of December 31, 2021 as all accounts receivable were considered collectible. Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of cash and cash equivalents and accounts receivable. Cash and cash equivalents are principally maintained with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of investments. The Company has not experienced any losses on these deposits. The Company’s accounts receivable balances are predominantly with third-party aggregators and these are subject to normal credit risks which management believes to be not significant. As of December 31, 2022, two third party aggregators a ccounted for approximately 90 % of the Company’s gross accounts receivable. As of December 31, 2021 , one third party aggregator accounted for approximately 71 % of the Company’s gross accounts receiv able. Leases Company as a lessee Under Financial Accounting Standards Board ("FASB") ASC Topic 842, Leases , (“ASC 842”), the Company determines whether an arrangement is or contains a lease at contract inception. Right-of-use assets and lease liabilities, which are disclosed on the consolidated balance sheets, are recognized at the commencement date of the lease based on the present value of the lease payments over the lease term using the Company’s incremental borrowing rate on the lease commencement date. If the lease contains an option to extend the lease term, the renewal option is considered in the lease term if it is reasonably certain that the Company will exercise the option. Operating lease expense is recognized on a straight-line basis over the term of the lease. Short-term leases, defined as leases with an initial term of twelve months or less, are not recorded on the consolidated balance sheets. Company as a lessor Amounts due from lessees under finance leases are recorded as receivables at the amount of the Company’s lease receivable. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Company’s lease receivable. Amounts due from lessees under operating leases are recorded as receivables at the amount of the Company’s lease receivable. Rental income from operating leases is recognized on a straight-line basis over the term of the lease. Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation and accumulated impairment, if any. Cost of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, as follows: Leasehold improvements Lesser of lease term or useful life Furniture and fixtures 4 years Computer equipment 3 years Internal-Use Software The Company incurs costs to develop software to be used solely to meet internal needs and applications used to deliver its services. These software development costs meet the criteria for capitalization once the preliminary project stage is complete and it is probable that the project will be completed, and the software will be used to perform the function intended. Costs capitalized during the application development stage include salaries, benefits, bonus, stock-based compensation, and taxes for employees who are directly involved in the development of new products or features, direct costs of materials and services incurred in developing or obtaining internal-use software and interest costs incurred, if applicable. Costs associated with post implementation activities are expensed as incurred. Capitalized software development costs are classified as intangibles, net on the consolidated balance sheets. The cost of internal-use software is amortized on a straight-line method over the estimated useful life of the applicable software which is typically three years . Impairment of Long-lived Assets Long-lived assets, which primarily consist of property and equipment and right-of-use assets, are reviewed for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value is deemed not to be recoverable, an impairment loss is recorded equal to the amount by which the carrying value of the long-lived asset exceeds its fair value. The remaining estimated useful lives of property and equipment and right-of-use assets are routinely reviewed and, if the estimate is revised, the remaining unamortized balance is amortized or depreciated over the revised estimated useful life. During the year ended December 31, 2022, the Company determined that a right-of-use asset associated with its decision to discontinue its operations in Russia was fully impaired and recognized an impairment charge of $ 4.4 million in general and administrative expense in the accompanying consolidated statement of operations. See Note 10, Restructuring, for additional information on impairment. Business Combination The Company accounts for business combinations using the acquisition method of accounting. The purchase price is allocated to the assets acquired and liabilities assumed, including identifiable intangible assets, based on their fair values at the date of acquisition, with the exception of contract assets and contract liabilities from contracts with customers. On January 1, 2022, the Company adopted ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , under which the Company recognizes and measures revenue contract assets and contract liabilities (including deferred revenue) acquired in a business combination on the acquisition date as if the revenue contracts were originated by the Company in accordance with ASC 606, Revenue from Contracts with Customers . The adoption of ASU 2021-08 did not have a material impact to the Company's consolidated financial position, results of operations and cash flows. Any excess of the amount paid over the fair values of the identifiable net assets acquired is allocated to goodwill. These fair value determinations require judgment and involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. The Company has entered into contingent earn-out arrangements that were determined to be part of the purchase consideration in connection with business acquisitions. The Company classified the arrangements as a liability at the time of the relevant acquisition, as it will be settled in cash, and reflected the change in the liability at its current fair value for each subsequent reporting period thereafter until settled. The changes in the remeasured fair value of the relevant contingent earn-out liabilities during each reporting period is recognized in general and administrative expense in the accompanying consolidated statements of operations. See Note 7, Business Combination , for additional information. Transaction costs associated with business combinations are expensed as incurred. Goodwill Goodwill is the excess of cost over the fair value of net assets acquired. Goodwill is not amortized but tested for impairment annually as of October 1 or more frequently if certain circumstances indicate a possible impairment may exist. The Company tests goodwill for impairment at a reporting unit level. The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. The qualitative assessment includes, but is not limited to, market and macroeconomic conditions, cost factors, cash flows, changes in key management personnel and our share price. The result of this assessment determines whether it is necessary to perform a quantitative goodwill impairment test. There were no impairment charges recorded for goodwill for the years ended December 31, 2022 and 2021, respectively. Intangible Assets, net The Company tests intangible assets that are not amortized (i.e., Bumble and Badoo brands) for impairment at the asset level. Indefinite-lived intangibles are tested for impairment annually as of October 1 or more frequently if certain circumstances indicate a possible impairment may exist. The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of the asset is less than its carrying value. If we determine that it is more likely than not that the intangible asset is impaired, we perform a quantitative assessment by comparing the fair value of the asset with its carrying amount. If the fair value, which is based on future cash flows, exceeds the carrying value, the asset is not considered impaired. If the carrying amount exceeds the fair value, an impairment loss would be recognized in an amount equal to the excess of the carrying amount of the asset over the fair value of the asset. Intangible assets with definite lives are reviewed for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value is deemed not to be recoverable, an impairment loss is recorded equal to the amount by which the carrying value of the long-lived asset exceeds its fair value. The remaining estimated useful lives of definite-lived intangible assets are routinely reviewed and, if the estimate is revised, the remaining unamortized balance is amortized over the revised estimated useful life. During the years ended December 31, 2022 and 2021, the Company determined that certain indefinite and definite-lived intangible assets were impaired and recognized impairment charges of $ 141.0 million a nd $ 26.4 million, respectively. The impairment charges are in "General and administrative expense" within the accompanying consolidated statement of operations . See Note 9, Goodwill and Intangible Assets, net for additional information on impairment. Intangible assets are stated at cost less accumulated amortization and accumulated impairment, if any. Amortization is calculated on a straight-line basis over the estimated useful lives of the definite-lived intangible assets, as follows: User base 4 years White label contracts 8 years Fruitz brand 15 years Trademark 10 years Domain 3 years Developed technology 5 years Investments The Company has certain investments in privately held companies and limited partnerships. These investments are carried at cost, less any impairments, and are adjusted for subsequent observable price changes obtained from orderly transactions for identical or similar investments issued by the same investee in accordance with the measurement alternative in ASC 321, Certain investment in Debt and Equity Securities . The investments are included in "Other noncurrent assets" in the accompanying consolidated balance sheets. Any gains or losses are recorded to other income (loss), net on the accompanying consolidated statement of operations. Fair Value Measurements The Company follows ASC 820, Fair Value Measurement , for financial assets and liabilities measured at fair value on a recurring basis. The Company uses the fair value hierarchy to categorize the financial instruments measured at fair value based on the available inputs to the valuation and the degree to which they are observable or not observable in the market. The three levels of the fair value hierarchy are as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Assets and liabilities valued based on observable market data for similar instruments, such as quoted prices for similar assets or liabilities. • Level 3—Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available. See Note 12, Fair Value Measurements, net for additional information. Derivatives The Company uses interest rate derivative instruments to manage the risk related to fluctuating cash flows from interest rate changes on the debt. These instruments are not designated as hedges for accounting purposes and are recorded in "Other noncurrent assets" or “Other liabilities,” with changes in fair value recognized in “Other income (expense), net.” Revenue Recognition The Company recognizes revenue from services in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, the Company recognizes revenue when or as the Company’s performance obligations are satisfied by transferring control of the promised services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps as prescribed by ASC 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies performance obligations. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assess whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenue is primarily derived in the form of recurring subscriptions and in-app purchases. Subscription revenue is presented net of taxes, refunds and credit card chargebacks. This revenue is initially deferred and is recognized using the straight-line method over the term of the applicable subscription period. Revenue from lifetime subscriptions is deferred over the average estimated expected period of the subscriber relationship, which is currently estimated to be twelve months. Revenue from the purchase of in-app features is recognized based on usage. Unused in-app purchase fees expire and are recognized as revenue after six months. The Company also earns revenue from online advertising and partnerships. Online advertising revenue is recognized when an advertisement is displayed. Revenue from partnerships is recognized according to the contractual terms of the partnership. As permitted under the practical expedient available under ASC 606, t he Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, and (ii) contracts for which the Company recognizes revenue at the amount which it has the right to invoice for services performed. During the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2 020, there were no customers representing greater than 10 % of total revenue. For the periods presented, revenue across apps was as follows: Successor Predecessor (in thousands) Year Year Period from Period from Bumble App $ 694,329 $ 528,585 $ 334,979 $ 23,256 Badoo App and Other 209,174 232,325 204,567 16,734 Total Revenue $ 903,503 $ 760,910 $ 539,546 $ 39,990 Assets Recognized from the Costs to Obtain a Contract with a Customer The Company has determined that certain costs paid to third party aggregators, primarily mobile app store fees, meet the requirements to be capitalized as a cost of obtaining a contract. These costs are capitalized and amortized over the period of contract performance, typically over the term of the applicable subscription period, and expensed to cost of revenue. Deferred Revenue Deferred revenue consists of advance payments that are received or are contractually due in advance of the Company’s performance. The Company’s deferred revenue is reported on a contract by contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the term of the applicable subscription period or expected completion of the performance obligation is one year or less. The deferred revenue balance is $ 46.1 million and $ 39.6 million at December 31, 2022 and 2021, respectively. During the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, the Company recognized reven ue of $ 39.6 million, $ 30.9 million, $ 9.6 million and $ 10.6 million, respectively, that was included in the deferred revenue balance at the beginning of each respective period. Advertising Costs Advertising costs are expensed in the period in which the services are first delivered to the Company. Where media space is purchased in advance, expense is deferred until the advertising service has been received by the Company. Advertising costs represent online marketing, including fees paid to search engines and social media sites, brand marketing such as out of home and television advertising, field marketing and partner-related payments to those who direct traffic to the Company’s platforms. Advertising expense was $ 207.7 million, $ 175.0 million, $ 138.0 million and $ 9.8 million for the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to Dec ember 31, 2020 and for the period from January 1, 2020 to January 28, 2020, respectively. Debt Issuance Costs Costs incurred in connection with obtaining new debt financing are deferred and amortized over the life of the related financing. If such financing is settled or replaced prior to maturity with debt instruments that have substantially different terms, the settlement is treated as an extinguishment and the unamortized costs are charged to gain or loss on extinguishment of debt. If such financing is settled or replaced with debt instruments from the same lender that do not have substantially different terms, the new debt agreement is accounted for as a modification for the prior debt agreement and the unamortized costs remain capitalized, the new original issuance discount costs are capitalized. The new lenders pro-rata portion of third-party fees are deducted from the carrying value of the loans as additional discounts. For existing lenders, the pro-rata portion of third-party fees are expensed as incurred. Deferred costs are recognized as a direct reduction in the carrying amount of the debt instrument on the consolidated balance sheets and are amortized to interest expense over the term of the related debt using the effective interest method. Income Taxes The Company accounts for income taxes under the liability method, and deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying values of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided if it is determined that it is more likely than not that the deferred tax asset will not be realized. The Company records interest (and penalties where applicable), net of any applicable related income tax benefit, on potential income tax contingencies as a component of income tax provision. The Company evaluates and accounts for uncertain tax positions using a two-step approach. Recognition (step one) occurs when the Company concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustainable upon examination. Measurement (step two) determines the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Derecognition of a tax position that was previously recognized would occur when the Company subsequently determines that a tax position no longer meets the more likely-than-not threshold of being sustained. Tax Receivable Agreement In connection with our IPO, the Company entered into a tax receivable agreement with certain pre-IPO owners whereby the Company agreed to pay to such pre-IPO owners 85 % of the benefits that the Company realizes, or is deemed to realize, as a result of our allocable share of existing tax basis acquired in the IPO, increases in our share of existing tax basis and adjustments to the tax basis of the assets of Bumble Holdings as a result of sales or exchanges of Common Units (including Common Units issued upon conversion of vested Incentive Units), and our utilization of certain tax attributes of the Blocker Companies (including the Blocker Companies’ allocable share of existing tax basis) and certain other tax benefits related to entering into the tax receivable agreement. Actual tax benefits realized by the Company may differ from tax benefits calculated under the tax receivable agreement as a result of the use of certain assumptions in the tax receivable agreement, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. Payments to be made under the tax receivable agreement will depend upon a number of factors, including the timing and amount of our future income. The Company accounts for amounts payable under the tax receivable agreement in accordance with ASC 450, Contingencies . As such, subsequent changes in the fair value of the tax receivable agreement liability between reporting periods are recognized in the statement of operations. See Note 6, Payable to Related Parties Pursuant to a Tax Receivable Agreement , for additional information on the tax receivable agreement . Foreign Currencies The Company’s consolidated financial statements are presented in U.S. dollars, which is the Company’s functional currency. The financial position and operating results of foreign entities whose primary economic environment is based on their local currency are consolidated using the local currency as the functional currency. These local currency assets and liabilities are translated into U.S. dollars at the rates of exchange as of the balance sheet date, and local currency revenue and expenses of these operations are translated at average rates of exchange during the period. Translation gains and losses are included in accumulated other comprehensive income as a component of shareholders’ equity. Transaction gains and losses resulting from assets and liabilities denominated in a currency other than the functional currency are included in “Other income (expense), net” in the accompanying consolidated statements of operations. For the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, the Company recorded a gain (loss) of $ 3.7 million, $( 0.1 ) million, $( 9.5 ) million and $( 0.6 ) million, respectively. Restructuring Charges Restructuring charges, associated with office closure or exiting a market, consist primarily of severance, relocation, right-of-use asset impairment and other related costs. The Company evaluates the nature of these costs to determine if they relate to ongoing benefit arrangements which are accounted for under ASC 712, Compensation - Nonretirement Postemployment Benefits , or one-time benefit arrangements which are accounted for under ASC 420, Exit or Disposal Cost Obligations . The Company records a liability for ongoing employee termination benefits when it is probable that an employee is entitled to them and the amount of the benefits can be reasonably estimated. One-time employee termination costs are recognized when management has communicated the termination plan to employees, unless future service is required, in which case the costs are recognized ratably over the future service period. All other related costs are recognized when incurred. Restructuring charges are recognized as an operating expense within the consolidated statements of operations and are classified based on each employee’s respective function. See Note 10, Restructuring , for additional information on restructuring charges. Earnings (Loss) per Share/Unit Basic earnings (loss) per unit is computed by dividing net earnings (loss) attributable to the Company by the weighted average number of common units outstanding during the period. Diluted earnings (loss) per unit is computed by dividing net earnings (loss) attributable to the Company by the weighted-average units outstanding during the period after adjusting for the impact of securities that would have a dilutive effect on earnings (loss) per unit. All earnings (loss) for the Predecessor period from January 1, 2020 to January 28, 2020 were entirely allocable to Predecessor shareholders and non-controlling interest. Additionally, due to the impact of the Sponsor Acquisition, the Company’s capital structure for the Predecessor and Successor periods is not comparable. As a result, the presentation of earnings (loss) per share for the periods prior to such transaction is not meaningful and only earnings (loss) per unit for periods subsequent to the Sponsor Acquisition are presented herein. See Note 15, Earnings ( Loss) per Share/Unit, for additional information on dilutive securities. Stock-Based Compensation The Company issues stock-based awards to employees that are generally in the form of stock options, restricted shares, incentive units, or restricted stock units (“RSUs”). Compensation cost for equity awards is measured at their grant-date fair value, and in the case of restricted shares and RSUs is estimated based on the fair value of the Company’s underlying common stock. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model for time-vesting awards or a Monte Carlo simulation approach in an option pricing framework for exit-vesting awards. These require management to make assumptions with respect to the fair value of the Company’s equity award on the grant date, including the expected term of the award, the expected volatility of the Company’s stock calculated based on a period of time generally commensurate with the expected term of the award, risk-free interest rates and expected dividend yields of the Company’s stock. For time-vesting awards, compensation cost is recognized over the requisite service period, which is generally the vesting period, using the graded attribution method. For performance-based stock awards, compensation expense is recognized over the requisite service period on a straight-line basis when achievement is probable. At the IPO date, the Company concluded that our public offering represented a qualifying liquidity event that would cause the performance conditions to be probable of occurring. For periods prior to the Company’s IPO, the grant date fair value of stock-based compensation awards and the underlying equity were determined on each grant date using a Monte Carlo model. As the Company's equity was not publicly traded, there was no history of market prices for the Company's equity. Thus, estimating grant date fair value required the Company to make assumptions, including the value of the Company's equity, expected time to liquidity, and expected volatility. See Note 16, Stock-based Compensation, for a discussion of the Company’s stock-based compensation plans and awards. Recently Issued Pronouncements Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU” 2020-04) Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and then subsequent amendments, which provide optional guidance and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. In December 2022, the FASB issued ASU 2022-06 Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848 (ASU 2022-06), which extends the optional transition relief to ease the potential burden in accounting for reference rate reform on financial reporting. The transition relief is provided through December 30, 2024 based on the expectation that the LIBOR will cease to be published as of June 30, 2023. The amendments are effective prospectively at any point through December 31, 2024. The Company continues to implement its transition plan toward cessation of LIBOR and the modification of its loans and other financial instruments with attributes that are either directly or indirectly influenced by LIBOR. The Company expects to utilize the LIBOR transition relief allowed under ASU 2020-04, as applicable, and does not expect such adoption to have a material impact on its accounting and disclosures. |
Revisions of Previously-Issued
Revisions of Previously-Issued Financial Statements | 12 Months Ended |
Dec. 31, 2022 | |
Prior Period Adjustment [Abstract] | |
Revisions of Previously-Issued Financial Statements | Note 3 - Revisions of Previously-Issued Financial Statements As presented in our previously filed Quarterly Report on Form 10-Q for the quarter ended September 30, 2022, the Company identified certain errors in its previously issued financial statements related to the recognition and presentation of debt issuance costs and refunds from third-party aggregators. Accordingly, during 2022, 2021 and 2020, certain immaterial errors existed. The Company assessed the materiality of the misstatements both quantitatively and qualitatively and determined the correction of these errors to be immaterial to all prior consolidated financial statements taken as a whole and, therefore, amending previously filed reports to correct the errors was not required. However, the Company concluded that the cumulative effect of correcting the errors in the quarter ended September 30, 2022 would materially misstate the Company’s unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2022. Accordingly, the Company has made the necessary adjustments to correct the prior periods financial statements as summarized below. In addition, the amounts labeled “Adjustment” also include certain other previously identified adjustments that were not recorded, as such errors were deemed immaterial to the periods presented. The Company will also revise such information in future filings to reflect the correction of the errors. The remainder of the notes to the Company's consolidated financial statements have been updated and revised, as applicable, to reflect the impacts of the adjustments described above. The following tables summarize the revisions of previously-issued financial statements (in thousands): Consolidated Balance Sheets December 31, 2021 December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Goodwill $ 1,540,112 $ — $ 1,540,112 $ 1,540,915 $ ( 803 ) $ 1,540,112 Deferred tax assets, net 19,090 482 19,572 — 104 104 Other noncurrent assets 9,319 694 10,013 3,319 919 4,238 Total assets 3,775,820 1,176 3,776,996 3,637,268 220 3,637,488 Deferred revenue 39,924 ( 355 ) 39,569 31,269 ( 355 ) 30,914 Current portion of long-term debt, net 2,588 3,162 5,750 5,338 3,162 8,500 Total current liabilities 173,163 2,807 175,970 241,334 2,807 244,141 Long-term debt, net 620,351 2,880 623,231 820,876 742 821,618 Deferred tax liabilities, net — — — 428,087 586 428,673 Total liabilities 1,301,540 5,687 1,307,227 1,552,487 4,135 1,556,622 Additional paid-in capital 1,586,781 1,645 1,588,426 — — — Accumulated deficit ( 52,856 ) ( 7,269 ) ( 60,125 ) — 695 695 Accumulated other comprehensive income 80,629 ( 2,026 ) 78,603 180,852 ( 4,608 ) 176,244 Total Bumble Inc. shareholders’ / Buzz Holdings L.P. owners’ equity 1,615,846 ( 7,650 ) 1,608,196 2,083,973 ( 3,913 ) 2,080,060 Noncontrolling interests 858,434 3,139 861,573 808 ( 2 ) 806 Total shareholders’ / owners’ equity 2,474,280 ( 4,511 ) 2,469,769 2,084,781 ( 3,915 ) 2,080,866 Total liabilities and shareholders’ / owners’ equity 3,775,820 1,176 3,776,996 3,637,268 220 3,637,488 Consolidated Statements of Operations and Consolidated Statements of Comprehensive Operations Year Ended December 31, 2021 Period from January 29, through December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Revenue $ 765,660 $ ( 4,750 ) $ 760,910 $ 542,192 $ ( 2,646 ) $ 539,546 Cost of revenue 209,921 ( 4,750 ) 205,171 146,629 ( 3,001 ) 143,628 General and administrative expense 265,738 — 265,738 178,615 3,192 181,807 Total operating costs and expenses 900,343 ( 4,750 ) 895,593 616,593 191 616,784 Operating earnings (loss) ( 134,683 ) — ( 134,683 ) ( 74,401 ) ( 2,837 ) ( 77,238 ) Interest income (expense) ( 25,609 ) 1,035 ( 24,574 ) ( 22,134 ) 207 ( 21,927 ) Other income (expense), net 11,166 ( 8,006 ) 3,160 ( 5,525 ) 4,608 ( 917 ) Income (loss) before income taxes ( 149,126 ) ( 6,971 ) ( 156,097 ) ( 102,060 ) 1,978 ( 100,082 ) Income tax benefit (provision) 436,071 1,766 437,837 ( 8,126 ) ( 1,285 ) ( 9,411 ) Net earnings (loss) 286,945 ( 5,205 ) 281,740 ( 110,186 ) 693 ( 109,493 ) Net earnings (loss) attributable to noncontrolling interests ( 30,834 ) 2,759 ( 28,075 ) 808 ( 2 ) 806 Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners 317,779 ( 7,964 ) 309,815 ( 110,994 ) 695 ( 110,299 ) Change in foreign currency translation adjustment ( 7,319 ) 4,609 ( 2,710 ) 180,852 ( 4,608 ) 176,244 Total other comprehensive income (loss), net of tax ( 7,319 ) 4,609 ( 2,710 ) 180,852 ( 4,608 ) 176,244 Comprehensive income (loss) 279,626 ( 596 ) 279,030 70,666 ( 3,915 ) 66,751 Comprehensive income (loss) attributable to noncontrolling interests ( 33,673 ) 4,647 ( 29,026 ) 808 ( 2 ) 806 Comprehensive income (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners 313,299 ( 5,243 ) 308,056 69,858 ( 3,913 ) 65,945 Net earnings (loss) per share / unit attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners Basic earnings (loss) per share / unit 1.52 ( 0.02 ) 1.50 ( 0.05 ) 0.01 ( 0.04 ) Diluted earnings (loss) per share / unit 1.48 ( 0.03 ) 1.45 ( 0.05 ) 0.01 ( 0.04 ) Consolidated Statements of Cash Flows Year Ended December 31, 2021 Period from January 29, through December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Cash flows from operating activities: Net Earnings $ 286,945 $ ( 5,205 ) $ 281,740 $ ( 110,186 ) $ 693 $ ( 109,493 ) Loss on extinguishment of long term debt — 3,398 3,398 — — — Deferred income tax ( 446,629 ) ( 1,766 ) ( 448,395 ) ( 789 ) 1,285 496 Net foreign exchange difference 4,084 4,608 8,692 6,945 ( 4,608 ) 2,337 Other, net 6,093 ( 1,035 ) 5,058 3,604 ( 207 ) 3,397 Deferred revenue 8,654 — 8,654 22,169 ( 355 ) 21,814 Net cash provided by (used in) operating activities 104,837 — 104,837 56,261 ( 3,192 ) 53,069 Cash flows from financing activities: Debt issuance costs — — — ( 21,105 ) 3,192 ( 17,913 ) Net cash provided by (used in) financing activities 151,486 — 151,486 2,866,236 3,192 2,869,428 |
Stockholders Equity
Stockholders Equity | 12 Months Ended |
Dec. 31, 2022 | |
Class of Stock [Line Items] | |
Stockholders Equity | Note 14 - Shareholders' Equity Equity Structure Prior to Initial Public Offering and Reorganization Limited Partner’s Interest On January 29, 2020, Bumble Holdings, and the wholly owned indirect subsidiary, Buzz Merger Sub Limited, executed the Merger Agreement with Worldwide Vision Limited whereby Bumble Holdings agreed to purchase all of the outstanding equity interest of Worldwide Vision Limited (see Note 7, Business Combination ). In conjunction with the Sponsor Acquisition, the equity that was in existence in the Predecessor periods was settled and no longer outstanding subsequent to January 29, 2020. Prior to the IPO, Limited Partners' Interest was inclusive of Capital Contribution from the Parent, Additional Paid-in Capital, and Retained Earnings. The capital structure of Bumble Holdings consisted of two different classes of limited partnership interests, Class A and Class B units. Class A units were issued and held by Blackstone, an affiliate of Accel Partners LP., our Founder, and certain members of senior management in exchange for capital contributions (“Class A Units”). Class B units were issued to senior management, select members of the Company's board of directors (the “Board”) and select employees of Bumble Holdings and represent profit interests of Bumble Holdings which vest subject to certain service and performance conditions. As of December 31, 2020, there were 2,453,784,599 units of Class A and 153,273,895 units of Class B outstanding. Noncontrolling Interests Prior to the IPO, the Company’s noncontrolling interests represented a reserve for minority interests’ share of accumulated profits and losses of Huggle App (UK) Limited and Lumen App Limited and pre-Sponsor Acquisition, Bumble Holding Limited and its subsidiaries. Initial Public Offering On February 16, 2021, the Company completed its IPO of 57.5 million shares of Class A common stock at an offering price of $ 43 per share. The Company received net proceeds of $ 2,361.2 million after deducting underwriting discounts and commissions. The Company used the proceeds from the issuance of 48.5 million shares ($ 1,991.6 million) in the IPO to redeem shares of Class A common stock and purchase Common Units from entities affiliated with our Sponsor, at a price per share / Common Unit equal to the IPO price, net of underwriting discounts and commissions. The Company used a portion of the proceeds from the issuance of 9.0 million shares ($ 369.6 million) in the IPO to repay $ 200.0 million of outstanding indebtedness. Secondary Offering On September 15, 2021, the Company completed a secondary offering of 20.7 million shares of Class A common stock on behalf of certain selling stockholders affiliated with Blackstone Inc. (the "Selling Stockholders") at a price of $ 54.00 per share. This transaction resulted in the issuance of 9.2 million shares of Class A common stock for the period ended September 30, 2021. Bumble did not sell any shares of Class A common stock in the offering and did not receive any of the proceeds from the sale. Bumble paid the costs associated with the sale of shares by the Selling Stockholders, net of the underwriting discounts. Reorganization Prior to the IPO, on February 10, 2021 the limited partnership agreement of Bumble Holdings was amended and restated, resulting in the following: • Bumble Inc. became the general partner of Bumble Holdings with 100 % of the voting power and control of the management of Bumble Holdings. • All outstanding Class A Units were either (1) reclassified into a new class of limited partnership interest referred to as “Common Units”, or (2) directly or indirectly exchanged for vested shares of Class A common stock of Bumble Inc. • All outstanding Class B Units were either (1) reclassified into a new class of limited partnership interest referred to as “Incentive Units”, or (2) directly or indirectly exchanged for vested shares of Class A common stock of Bumble Inc. (in the case of vested Class B Units) and restricted shares of Class A common stock of Bumble Inc. (in the case of unvested Class B Units). • Recognition of a noncontrolling interest due to the Pre-IPO Common Unitholders retaining an economic interest in Bumble Holdings related to Common Units not exchanged for vested shares of Class A common stock. As part of the Reorganization Transactions, the Blocker Companies entered into certain restructuring transactions that resulted in the Pre-IPO Shareholders acquiring newly issued shares of Class A common stock in exchange for their ownership interests in the Blocker Companies and the Company acquiring an equal number of outstanding Common Units. Additionally, Bumble Inc. and the holders of all Common Units entered into an exchange agreement in which the holders of the Common Units will have the right on a quarterly basis to exchange their Common Units for shares of Class A common stock of the Company on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Subsequent to the Reorganization Transactions, our Sponsor effected certain exchanges of Common Units for Class A shares that were contemplated to have occurred pursuant to the Blocker Restructuring, with the net change to the capital structure being 4,455,510 Common Units in Bumble Holdings being exchanged on April 1, 2021, on a one-for-one basis, for Class A common stock in the Company. We gave retrospective effect to these transactions when estimating our tax receivable agreement liability, see Note 5 – Income Taxes . Amendment and Restatement of Certificate of Incorporation The Company’s amended and restated certificate of incorporation has three classes of ownership interests: 6,000,000,000 shares of Class A common stock, par value $ 0.01 per share, 1,000,000 shares of Class B common stock, par value $ 0.01 per share, and 600,000,000 shares of preferred stock, par value $ 0.01 per share. Class A Common Stock Shares of Class A common stock have both voting and economic rights. Holders of Class A common stock are entitled to one vote for each share of Class A common stock held. Notwithstanding the foregoing, unless they elect otherwise, our Founder and affiliates of Blackstone (collectively, the “Principal Stockholders”) are entitled to outsized voting rights. Until the High Vote Termination Date (as defined below), each share of Class A common stock held by a Principal Stockholder is entitled to ten votes . “High Vote Termination Date” means the earlier to occur of (i) seven years from the closing of this offering and (ii) the date the parties to the stockholders agreement cease to own in the aggregate 7.5 % of the outstanding shares of Class A common stock, assuming exchange of all Common Units. Shares of Class A common stock are entitled to dividends and pro rata distribution of remaining available assets upon liquidation. Shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights. As of December 31, 2022 and 2021 , there were 129,774,299 and 129,212,949 shares of Class A common stock outstanding. Class B Common Stock Shares of Class B common stock have voting but no economic rights. Holders of Class B common stock generally are entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each Common Unit of Bumble Holdings held by such holder. Notwithstanding the foregoing, unless they elect otherwise, each Principal Stockholder that holds Class B common stock is entitled to outsized voting rights. Until the High Vote Termination Date, each Principal Stockholder that holds Class B common stock is entitled, without regard to the number of shares of Class B common stock held by such Principal Stockholder, to a number of votes equal to 10 times the aggregate number of Common Units of Bumble Holdings held by such Principal Stockholder. Shares of Class B common stock do not have any right to receive dividends or distribution upon liquidation. As of December 31, 2022 and 2021, there were 20 shares of Class B common stock outstanding. Preferred Stock The Company is authorized to issue, without the approval of its stockholders, one or more series of preferred stock. The Board may determine, with respect to any series of preferred stock, the powers (including voting powers), preferences and relative, participating, optional or other special rights. As of December 31, 2022 and 2021 , no preferred stock has been issued. Treasury Stock During fiscal 2021, the Company used a portion of the proceeds from the issuance of 48.5 million shares in the IPO to redeem shares of Class A common stock from the pre-IPO owners. Repurchases of the Company's common stock are included in treasury stock at the cost of shares repurchased. During fiscal 2021, the Company retired and restored the treasury stock to the status of authorized, but unissued, shares of Class A common stock. Distributions No dividends were paid in the year ended December 31, 2022 and 2021. During the period from January 29, 2020 to December 31, 2020, the Company declared a dividend of $ 360.0 million to the pre-IPO owners, of which approximately $ 334.3 million was paid by the Company on October 28, 2020 and $ 25.6 million of which was used by Whitney Wolfe Herd to partially repay the loan to Founder, and to pay related fees and expenses in connection therewith. The dividend that was paid on October 28, 2020 and the Founder Loan repayment is accounted for as an increase to Limited Partners’ Interest. No dividends were paid in the period from January 1, 2020 to January 28, 2020. No dividends were outstanding at December 31, 2022, 2021 and 2020. Noncontrolling Interests The Company’s noncontrolling interests represent a reserve related to the Common Units held by the pre-IPO Common Unitholders and the Common Units to which continuing incentive unitholders would be entitled to following exchange of their Vested Incentive Units. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Note 4 - Leases Company as a lessee The Company has operating leases for office space, data centers and other facilities in several states and international locations. Lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. Generally, the leases have initial terms ranging from one to nine years. Renewal options are typically not recognized as part of the right of use assets and lease liabilities as it is not reasonably certain at the lease commencement date that the Company will exercise these options to extend the leases. The Company elected certain practical expedients under ASC 842 which allow us to combine lease and non-lease components of lease payments in determining right-of-use assets and related lease liabilities. We also elected the short-term lease exception. Leases with an initial term of twelve-months or less that do not include an option to purchase the underlying asset are not recorded on the consolidated balance sheets and are expensed on a straight-line basis over the lease term. Expenses related to short-term leases wer e $ 0.3 million, $ 0.4 million, $ 0.3 million and $ 0.0 million for the year ended December 31, 2022, the year ended December 31, 2021 the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, respectively. Components of lease cost included in general and administrative expenses on the consolidated statement of operations are as follows (in thousands): Successor Predecessor Year Year Period from Period from Operating lease cost $ 4,539 $ 5,438 $ 4,165 $ 410 Expense relating to short-term leases 314 363 331 36 Total lease cost $ 4,853 $ 5,801 $ 4,496 $ 446 Supplemental cash flow information related to leases is as follows (in thousands): Successor Predecessor Year Year Period from Period from Cash paid for amounts included in the measurement of lease liabilities $ 5,984 $ 5,464 $ 5,575 $ 636 Right-of-use assets obtained in exchange for lease liabilities 1,954 19,570 146 — During the year ended December 31, 2022 , the Company entered into two new leases on properties in Europe resulting in an increase of $ 2.0 million in right-of-use assets and a corresponding increase in lease liabilities. During the year ended December 31, 2021, the Company extended the leases on its properties in the United States and other countries, resulting in an increase of $ 19.6 million in right-of-use assets and a corresponding increase in lease liabilities compared to the prior year. Supplemental balance sheet information related to leases is as follows (in thousands, except lease term and discount rate): December 31, December 31, 2022 2021 Assets: Right-of-use assets $ 17,419 $ 26,410 Liabilities: Accrued expenses and other current liabilities $ 3,135 $ 3,898 Other liabilities 13,750 21,711 Total operating lease liabilities $ 16,885 $ 25,609 Weighted average remaining operating lease term (years) 6.0 6.8 Weighted average operating lease discount rate 4.4 % 5.0 % The Company’s leases do not provide a readily determinable implicit discount rate. The Company estimates its incremental borrowing rate as the discount rate based on the information available at lease commencement. As the Company enters into operating leases in multiple jurisdictions and denominated in currencies other than the U.S. dollar, judgment is used to determine the Company’s incremental borrowing rate including (1) conversion of the subordinated borrowing rate (using published yield curves) to an unsubordinated and collateralized rate, (2) adjusting the rate to align with the term of each lease, and (3) adjusting the rate to incorporate the effects of the currency in which the lease is denominated. Future maturities on lease liabilities as of December 31, 2022, are as follows (in thousands): Years Ended December 31, 2023 $ 3,823 2024 1,361 2025 3,901 2026 3,531 2027 3,328 Thereafter 3,456 Total lease payments 19,400 Less: imputed interest ( 2,515 ) Total lease liabilities $ 16,885 There were no leases with residual value guarantees or executed leases that had not yet commenced as of December 31, 2022 and 2021. Company as a lessor In prior periods, the Company had classified a lease as a finance lease as it was reasonably certain that the lessee would exercise its option to purchase the property at the end of the lease. During the fourth quarter of 2021, the lessee exercised its option and the Company sold its legal and beneficial interest in the leased property which it had acquired in 2019 for an immaterial gain which is included in “Other income (expense), net” in the accompanying consolidated statements of operation. Sublease considerations The Company is also a sublessor on one operating lease that expires in 2028. The Company recorded $ 0.6 million, $ 0.6 million, $ 0.5 million and $ 0.0 million in sublease income during the year ended December 31, 2022, the year ended December 31, 2021 , the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 5 - Income Taxes The Company is a corporation for U.S. federal and state income tax purposes. Each of the Company's accounting predecessor, Bumble Holdings, and Bumble Holdings’ accounting predecessor, Worldwide Vision Limited, is, and has been since the Sponsor Acquisition, treated as a flow-through entity for U.S. federal income tax purposes and as such, has generally not been subject to U.S. federal income tax at the entity level. Accordingly, the pre-IPO results of operations and other financial information set forth in this Annual Report do not include any material provisions for U.S. federal income tax. Following our initial public offering, the Company is subject to U.S. federal and state income tax as a corporation on its share of Bumble Holdings’ taxable income. U.S. and foreign (loss) earnings before income taxes and noncontrolling interests are as follows (in thousands): Successor Predecessor Year Year Period Period U.S. $ ( 177,415 ) $ ( 180,256 ) $ ( 44,333 ) $ ( 168 ) Foreign 66,697 24,159 ( 55,749 ) ( 32,023 ) Total $ ( 110,718 ) $ ( 156,097 ) $ ( 100,082 ) $ ( 32,191 ) The components of the income tax (benefit) provision are as follows (in thousands): Successor Predecessor Year Year Period Period Current income tax (benefit) provision: Federal $ 598 $ — $ — $ — State 542 ( 122 ) 162 — Foreign 7,708 10,680 8,753 452 Current income tax provision $ 8,848 $ 10,558 $ 8,915 $ 452 Deferred income tax (benefit) provision: Federal $ ( 65 ) $ 192 $ ( 100 ) $ — State — — ( 91 ) — Foreign ( 5,377 ) ( 448,587 ) 687 ( 87 ) Deferred income tax (benefit) provision ( 5,442 ) ( 448,395 ) 496 ( 87 ) Income tax (benefit) provision $ 3,406 $ ( 437,837 ) $ 9,411 $ 365 The Company recorded income tax expense of $ 3.4 million for the year ended December 31, 2022 compared to an income tax benefit of $ 437.8 million recorded for the year ended December 31, 2021. The income tax benefit of $ 437.8 million recorded in the year ended December 31, 2021 includes a $ 441.5 million deferred tax benefit related to the reversal of net deferred tax liabilities recorded at our Maltese and UK entities due to a restructuring of our international operations which occurred on January 1, 2021. In addition, the income tax expense for the year ended December 31, 2022 and the income tax benefit for the year ended December 31, 2021 reflects the impact of our assessment that we will not be able to realize the benefit of certain deferred tax assets arising in the current year for which a valuation allowance has been recorded. The tax effects of cumulative temporary differences that give rise to significant deferred tax assets and deferred tax liabilities are presented below (in thousands): December 31, December 31, 2022 2021 Deferred tax assets: Investment in partnership $ 147,708 $ 164,220 Depreciation and amortization 12 275 Net operating loss carryforward 50,577 42,229 Interest expense carryforward 6,838 1,530 Tax Receivable Agreement 31,705 31,223 Share-based compensation 22,491 14,887 Foreign tax credit carryforward 6,003 — Other 3,665 2,991 Total deferred tax assets 268,999 257,355 Less: Valuation allowance ( 242,152 ) ( 237,783 ) Deferred tax assets, net of valuation allowance $ 26,847 $ 19,572 Deferred tax liabilities: Depreciation and amortization 10,874 — Total deferred tax liabilities 10,874 — Deferred tax (liabilities) assets, net $ 15,973 $ 19,572 As of December 31, 2022 , the Company had deferred tax assets related to federal, state and foreign net operating loss carryforwards of $ 45.5 million, $ 4.4 million and $ 0.6 million, r espectively. Both the federal and foreign net operating losses can be carried forward indefinitely. We recognize deferred tax assets to the extent we believe these assets are more likely than not to be realized. In making such a determination, we consider all positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations. A valuation allowance is provided if it is determined that it is more likely than not that the deferred tax asset will not be realized. After consideration of all positive and negative evidence, we have recorded a valuation allowance with respect to our U.S. federal and state deferred tax assets relating to the investment in partnership, net operating loss carryforwards, interest expense carryforwards and the TRA Liability. For the rest of the deferred tax assets in our foreign jurisdictions, a valuation allowance was not deemed necessary based upon our determination that these deferred tax assets are more likely than not to be realized. A reconciliation of the statutory federal effective tax rate to the effective tax rate is as follows: Successor Predecessor Year Year Period Period Income tax provision at the statutory rate (1) 21 % 21 % 35 % 35 % Nondeductible expenses ( 1 )% ( 1 )% ( 78 )% ( 39 )% State taxes, net of federal benefit 1 % 1 % — — Non-controlling interest 7 % ( 14 )% — — Effect of foreign taxes ( 2 )% ( 3 )% — — Share-based compensation ( 6 )% ( 2 )% — ( 1 )% Impact of IP realignment — 283 % — — Tax rebate — — 29 % — Tax rate differential — — 25 % 4 % Valuation allowance ( 22 )% ( 4 )% — — Tax rate change — — ( 22 )% — Other ( 1 )% ( 1 )% 2 % — Income tax provision ( 3 )% 280 % ( 9 )% ( 1 )% (1) The effective tax rate for the year ended December 31, 2020 was based on a primary tax domicile in Malta which has a statutory tax rate of 35 %. Due to the IPO and related restructuring involving the transfer of intangible property to the US, the primary tax domicile of the Company has moved to the United States with a statutory tax rate of 21 %. The transfer of the intangible property to the US resulted in deferred tax benefit of $ 441.5 million that is included as “Impact of IP realignment” in the rate reconciliation above. Uncertain Tax Positions We file income tax returns in each jurisdiction in which we operate, both domestically and internationally. Due to the complexity involved with certain tax matters, we have considered all relevant facts and circumstances for the financial statement recognition, measurement, presentation and disclosure of uncertain tax positions taken or expected to be taken in income tax returns. We believe that there are no other jurisdictions in which the outcome of uncertain tax matters is likely to be material to our results of operations, financial position or cash flows. We further believe that we have made adequate provision for all income tax uncertainties. A rollforward of unrecognized tax benefits, excluding accrued penalties and interest, for the year ended December 31, 2022 is as follows: Successor (in thousands) Year Year Balance, beginning of the period $ 1,500 $ — Additions based on tax positions related to the current year 13,101 1,500 Balance, end of the period $ 14,601 $ 1,500 Of the total amount of unrecognized tax benefits as of December 31, 2022 and 2021, $ 2.1 million and $ 1.5 million, respectively, would favorably impact our effective tax rate if recognized. We believe that the amount of unrecognized tax benefits disclosed above is reasonably possible to change significantly over the next 12 months. Interest and penalties related to income tax matters are recognized the amounts within the “Income tax benefit (provision)” on our consolidated statements of operations. We currently file income tax returns in the U.S. and all foreign jurisdictions in which we have entities, which are periodically under audit by federal, state, and foreign tax authorities. These audits can involve complex matters that may require an extended period of time for resolution. We remain subject to U.S. federal and state income tax examinations for the tax years 2019 through 2022 and in the foreign jurisdictions in which we operate for varying periods from 2017 through 2022. We currently have income tax examinations open for the United Kingdom for 2019 and 2020. Although the outcome of open tax audits is uncertain, in management’s opinion, adequate provisions for income taxes have been made. If actual outcomes differ materially from these estimates, they could have a material impact on our financial condition and results of operations. Differences between actual results and assumptions or changes in assumptions in future periods are recorded in the period they become known. To the extent additional information becomes available prior to resolution, such accruals are adjusted to reflect probable outcomes. |
Payable to Related Parties Purs
Payable to Related Parties Pursuant to a Tax Receivable Agreement | 12 Months Ended |
Dec. 31, 2022 | |
Tax Receivable Agreement [Abstract] | |
Payable to Related Parties Pursuant to a Tax Receivable Agreement | In connection with the Reorganization Transactions and our IPO, we entered into a tax receivable agreement with certain of our pre-IPO owners that provides for the payment by the Company to such pre-IPO owners of 85 % of the benefits, that the Company realizes, or is deemed to realize, as a result of the Company's allocable share of existing tax basis acquired in our IPO and other tax benefits related to entering into the tax receivable agreement. The payments under the tax receivable agreement are not conditioned upon continued ownership of the Company by the pre-IPO owners. We have determined that it is more likely than not that we will be unable to realize tax benefits related to certain basis adjustments and acquired net operating losses that were received in connection with the Reorganization Transactions and our IPO. As a result of this determination, we have no t recorded the benefit of these deferred tax assets as of December 31, 2022. The realizability of the deferred tax assets is evaluated based on all positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent results of operations. We will assess the realizability of the deferred tax assets at each reporting period, and a change in our estimate of our liability associated with the tax receivable agreement may result as additional information becomes available, including results of operations in future periods. At the time of the Sponsor Acquisition, the assets and liabilities of Bumble Holdings were adjusted to fair value on the closing date of the business combination for both financial reporting and income tax purposes. As a result of the IPO transaction, we inherited certain tax benefits associated with this stepped-up basis (“Common Basis”) created when certain pre-IPO owners acquired their interests in Bumble Holdings in the Sponsor Acquisition. This Common Basis entitles us to the depreciation and amortization deductions previously allocable to the pre-IPO owners. Based on current projections, we anticipate having sufficient taxable income to be able to realize the benefit of this Common Basis and have recorded a tax receivable agreement liability to related parties of $ 394.3 million related to these benefits as of December 31, 2022 of which $ 8.8 million is includ ed in "Other current liabilities." To the extent that we determine that we are able to realize the tax benefits associated with the basis adjustments and net operating losses, we would record an additional liability of $ 278.5 million for a total liability of $ 672.8 million. I f, in the future, we are not able to utilize the Common Basis, we would record a reduction in the tax receivable agreement liability to related parties that would result in a benefit recorded within our consolidated statement of operations. |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2022 | |
Business Combinations [Abstract] | |
Business Combination | Note 7 - Business Combination Fruitz Acquisition On January 31, 2022, the Company entered into a definitive agreement to purchase all of the outstanding shares of Flashgap SAS (“Flashgap”), pursuant to a Share Purchase Agreement dated January 31, 2022 (“Purchase Agreement”), by and among Bumble, Flashgap, and the company’s selling shareholders, for a purchase price of approximately $ 75.4 million. Flashgap (popularly known as Fruitz), is a fast growing dating app with a Gen Z focus, which is a growing segment of online dating consumers. Fruitz complements our existing Bumble and Badoo apps and will allow the Company to expand our product offerings to a dynamic Gen Z market. The acquisition of Fruitz was accounted for using the acquisition method of accounting which required that the assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date (based on Level 3 measurements). As detailed below, the Company entered into a contingent earn-out arrangement that was determined to be part of the purchase consideratio n. See Note 12, Fair Value Measurements for further discussion. The following tables summarize the purchase consideration and the purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed (in thousands): Cash consideration $ 72,275 Fair value of contingent earn-out liability 3,100 Total purchase price $ 75,375 Purchase price allocation $ 75,375 Less fair value of net assets acquired: Cash and cash equivalents 2,555 Accounts receivable 799 Other current assets 57 Property and equipment 17 Intangible assets 42,930 Deferred revenue ( 650 ) Accounts payable ( 1,045 ) Deferred tax liabilities ( 10,819 ) Net assets acquired 33,844 Goodwill $ 41,531 Goodwill, which is not expected to be tax deductible, is primarily attributable to assembled workforce, expected synergies and other factors. The fair values of the identifiable intangible assets acquired at the date of acquisition are as follows (in thousands): Acquisition Weighted- Brand $ 38,000 15 Developed technology 4,100 4 User base 830 4 Total identifiable intangible assets acquired $ 42,930 The fair values of the acquired brand and developed technology were determined using a relief from royalty methodology. The fair value of the user base was determined using an excess earnings methodology. The valuations of intangible assets incorporates significant unobservable inputs and require significant judgment and estimates, including the amount and timing of future cash flows. $ 1.1 million . These costs are recorded in “General and administrative expense” in the consolidated statements of operations. Sponsor Acquisition On January 29, 2020, the Company, and the wholly owned indirect subsidiary, Buzz Merger Sub Limited, executed an Agreement and Plan of Merger (the “Merger Agreement”) with Worldwide Vision Limited whereby the Company agreed to purchase all of the outstanding equity interest of Worldwide Vision Limited, for a purchase price of approximately $ 2.9 billion, as detailed below. The Sponsor Acquisition is accounted for using the acquisition method of accounting which requires that the assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date (based on Level 3 measurements). The contingent earn-out liability is discussed in Note 12, Fair Value Measurements . The following tables summarize the purchase consideration and the purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed (in thousands): Cash paid to former owners of Worldwide Vision Limited $ 2,239,827 Issued ownership interest in the Company 349,992 Cash paid to related party 125,000 Settlement of amounts owed to Worldwide Vision Limited by former owners 42,075 Buyout of minority shareholders of a subsidiary 44,750 Consideration related to holdback settlement 36,418 Fair value of contingent earn-out liability 12,900 Total purchase consideration $ 2,850,962 Purchase price allocation $ 2,850,962 Less fair value of net assets acquired: Cash and cash equivalents 53,927 Other current assets 127,464 Property and equipment 14,241 Intangible assets 1,785,000 Other noncurrent assets 17,826 Deferred revenue ( 9,600 ) Other current liabilities ( 143,293 ) Deferred income taxes ( 398,688 ) Other long-term liabilities ( 51,878 ) Net assets acquired 1,394,999 Goodwill $ 1,455,963 Goodwill is primarily attributable to assembled workforce, expected synergies and other factors. The fair values of the identifiable intangible assets acquired at the date of Sponsor Acquisition are as follows (in thousands): Acquisition Date Weighted- Brands $ 1,430,000 Indefinite Developed technology 220,000 5 User base 105,000 2.5 White label contracts 30,000 8 Total identifiable intangible assets acquired $ 1,785,000 The Company has white label contracts, whereby the Company’s platform technology is licensed to other dating apps and websites. These contracts provide on-going revenue and value to the Company. The fair values of brands and developed technology were determined using relief of royalty methodology. The fair values of user base and white label contracts were determined using excess earnings methodology. The valuations of intangible assets incorporate significant unobservable inputs and require significant judgment and estimates, including the amount and timing of future cash flows. The Company recognized approximately $ 48.2 million of transaction costs in the period from January 29, 2020 to December 31, 2020. Transaction costs incurred by the Predecessor associated with the Sponsor Acquisition were approximately $ 40.3 million and were included as an assumed liability by the Company at closing. These costs are recorded in general and administrative expense in the Successor and Predecessor consolidated statements of operations. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | A summary of the Company’s property and equipment, net is as follows (in thousands): December 31, December 31, Computer equipment $ 22,366 $ 21,675 Leasehold improvements 6,135 7,288 Furniture and fixtures 875 904 Total property and equipment, gross 29,376 29,867 Accumulated depreciation ( 14,909 ) ( 15,240 ) Total property and equipment, net $ 14,467 $ 14,627 Depreciation expense related to property and equipment, net for the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020 w as $ 8.6 million, $ 9.1 million, $ 7.4 million and $ 0.4 million, respectively. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, net | Note 9 - Goodwill and Intangible Assets, net Goodwill The changes in the carrying amount of goodwill for the periods presented is as follows (in thousands): Balance as of December 31, 2020 $ 1,540,915 Goodwill adjustment, net (1) ( 803 ) Balance as of December 31, 2021 1,540,112 Fruitz acquisition 41,531 Foreign currency translation adjustment ( 1,873 ) Balance as of December 31, 2022 $ 1,579,770 (1) Relates to the impact of $ 0.8 million of deferred income taxes. There were no impairment charges record ed for goodwill for the years ended December 31, 2022 and 2021 , respectively. Intangible Assets, net A summary of the Company’s intangible assets, net is as follows (in thousands): December 31, 2022 Gross Accumulated Impairment losses Net Carrying Weighted- Bumble and Badoo brands $ 1,511,269 $ — $ ( 141,000 ) $ 1,370,269 Indefinite Fruitz brand 36,280 ( 2,217 ) — 34,063 14.1 Developed technology 248,727 ( 143,704 ) — 105,023 2.1 User base 113,487 ( 112,877 ) — 610 — White label contracts 33,384 ( 6,953 ) ( 26,431 ) — — Other 17,761 ( 3,298 ) — 14,463 4.3 Total intangible assets, net $ 1,960,908 $ ( 269,049 ) $ ( 167,431 ) $ 1,524,428 December 31, 2021 Gross Accumulated Impairment losses Net Carrying Weighted- Bumble and Badoo brands $ 1,511,269 $ — $ — $ 1,511,269 Indefinite Developed technology 244,813 ( 93,845 ) — 150,968 3.1 User base 112,695 ( 86,399 ) — 26,296 0.6 White label contracts 33,384 ( 6,953 ) ( 26,431 ) — — Other 9,106 ( 841 ) — 8,265 5.3 Total intangible assets, net $ 1,911,267 $ ( 188,038 ) $ ( 26,431 ) $ 1,696,798 During the fourth quarter of 2022, the Company determined that the fair value of the Badoo brand was more likely than not less than its carrying value based on a review of qualitative factors and proceeded to compare the fair value with its carrying amount. We evaluated the fair value of the reporting unit by using the relief from royalty methodology based on management’s assumptions. As such, the Company recognized an impairment charge of $ 141.0 million in general and administrative expense in the accompanying consolidated statement of operations. The valuation of intangible assets incorporates significant unobservable inputs and requires significant judgment and estimates, including the amount and timing of future cash flows. See Note 12, Fair Value Measurements for additional information. During the fourth quarter of 2021, the Company identified an indicator of impairment specific to the white label contracts. As a result, the Company performed an impairment analysis which determined the asset was impaired. Accordingly, the Company recognized an impairment char ge of $ 26.4 million in the accompanying consolidated statement of operations which resulted in a write down of the asset in its entirety. The valuation of intangible assets incorporates significant unobservable inputs and requires significant judgment and estimates, including the amount and timing of future cash flows. See Note 12, Fair Value Measurements for additional information. Amortization expense related to intangible assets, net for the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020 was $ 81.1 million, $ 97.9 million, $ 84.4 million, $ 0.0 million, respectively. As of December 31, 2022, amortization of intangible assets with definite lives is estimated to be as follows (in thousands): 2023 $ 56,377 2024 56,007 2025 9,639 2026 3,186 2027 and thereafter 26,114 Total $ 151,323 |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Note 10 - Restructuring On March 8, 2022, the Company announced that it adopted a restructuring plan to discontinue its existing operations in Russia and remove its apps from the Apple App Store and Google Play Store in Russia and Belarus. In connection with the restructuring plan, approximately 120 employees were impacted. The Company has substantially completed its exit from Russian operations as of December 31, 2022. The Company incurred restructuring charges totaling approximately $ 5.9 million consisting primarily of right-of-use asset impairment, lease termination gain, severance benefits, relocation and other related costs during the twelve months ended December 31, 2022. The following table presents the total restructuring charges by function (in thousands): Year Cost of revenue $ 119 Selling and marketing 34 General and administrative 4,680 Product development 1,018 Total $ 5,851 During the year ended December 31, 2022, the Company determined that the Moscow office was fully impaired and recorded an impairment charge of $ 4.4 million, which was included in general and administrative expense in the accompanying consolidated statements of operations. On October 28, 2022, the Company entered into a lease termination agreement for its Moscow office (“Lease Termination Agreement”). The Lease Termination Agreement provided that the Lease Agreement, dated as of December 28, 2011, would terminate effective October 31, 2022. As consideration for Landlord’s agreement to enter into the Lease Termination Agreement, the Company was required to pay approximately $ 1.8 million during the fourth quarter of 2022. Upon termination of the lease, the Company recognized a gain of approximately $ 2.2 million, representing the write off of the lease liability of approximately $ 4.0 million, net of the termination compensation to the Landlord of approximately $ 1.8 million. The following table summarizes the restructuring related liabilities (in thousands): Employee Related Benefits Other Total Balance as of December 31, 2021 $ — $ — $ — Restructuring charges 3,440 163 3,603 Cash payments ( 2,941 ) ( 163 ) ( 3,104 ) Balance as of December 31, 2022 $ 499 $ — $ 499 |
Other Financial Data
Other Financial Data | 12 Months Ended |
Dec. 31, 2022 | |
Other Financial Data Disclosure [Abstract] | |
Other Financial Data | Consolidated Balance Sheets Information Other current assets are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Capitalized aggregator fees $ 10,917 $ 8,183 Prepayments 9,201 10,989 Income tax receivable 4,491 30,563 Other receivables 7,273 3,016 Total other current assets $ 31,882 $ 52,751 Accrued expenses and other current liabilities are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Legal liabilities $ 20,501 $ 8,767 Payroll and related expenses 20,814 14,176 Marketing expenses 19,874 13,706 Other accrued expenses 14,536 11,967 Lease liabilities 3,135 3,898 Income tax payable 3,092 42,317 Contingent earn-out liability 52,327 — Payable to related parties pursuant to a tax receivable agreement 8,826 — Other payables 13,338 16,651 Total accrued expenses and other current liabilities $ 156,443 $ 111,482 Other non-current liabilities are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Lease liabilities $ 13,750 $ 21,711 Contingent earn-out liability — 96,600 Other liabilities 838 935 Total other liabilities $ 14,588 $ 119,246 Consolidated Statement of Cash Flows Information Supplemental cash flow information is as follows (in thousands): Successor Predecessor Year Year Period from Period from Taxes paid $ 46,850 $ 33,421 $ 42 $ — Interest paid 26,154 22,339 19,862 — |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 12 - Fair Value Measurements The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Fair Assets: Cash and cash equivalents $ 402,559 $ — $ — $ 402,559 Derivative asset — 22,094 — 22,094 Investments in equity securities — — 2,577 2,577 $ 402,559 $ 22,094 $ 2,577 $ 427,230 Liabilities: Contingent earn-out liability $ — $ — $ 52,327 $ 52,327 $ — $ — $ 52,327 $ 52,327 December 31, 2021 Level 1 Level 2 Level 3 Total Fair Assets: Cash and cash equivalents $ 369,175 $ — $ — $ 369,175 Derivative asset — 5,008 — 5,008 Investments in equity securities — — 2,610 2,610 $ 369,175 $ 5,008 $ 2,610 $ 376,793 Liabilities: Contingent earn-out liability $ — $ — $ 96,600 $ 96,600 $ — $ — $ 96,600 $ 96,600 There were no transfers between levels between December 31, 2021 and December 31, 2022. The carrying value of accounts receivable, accounts payable, income tax payable, accrued expenses and other payables approximate their fair values due to the short-term maturities of these instruments. The Company’s contingent earn-out liability that is measured at fair value on a recurring basis using significant unobservable inputs (Level 3) total ed $ 52.3 million a nd $ 96.6 million as of December 31, 2022 and 2021, with the total fair value move ment of $ 47.1 million an d $ 55.9 million for the years ended December 31, 2022 and 2021, respectively, included in “General and administrative expense.” As of December 31, 2022 , there is a contingent consideration arrangement, consisting of an earn-out payment to former shareholders of Worldwide Vision Limited of up to $ 150 million. The Company determined the fair value of the contingent earn-out liability by using a probability-weighted analysis to determine the amount of the liabilities, and, if the arrangement is long-term in nature, applying a discount rate that captures the risks associated with the obligation. The number of scenarios in the probability-weighted analyses vary; generally, more scenarios are prepared for longer duration and more complex arrangements. As of December 31, 2022 and 2021, the fair value of the contingent earn-out liability reflects a risk-free rate o f 4.7 % an d 0.5 %, respectively. As of December 31, 2022, there is a contingent consideration arrangement, consisting of an earn-out payment of up to $ 10 million in connection with the acquisition of Fruitz in January 2022. The Company determined the fair value of the contingent earn-out liability using a probability-weighted analysis and applied a discount rate that captures the risks associated with the obligation that is long-term in nature. As of December 31, 2022 , the fair value of the contingent earn-out liability reflects a risk-free rate of 4.7 %. The fair value of the contingent earn-out liability is sensitive to changes in the forecasts of earnings and/or the relevant operating metrics and changes in discount rates. The Company remeasures the fair value of the contingent earn-out liability each reporting period, and changes are recognized in “General and administrative expense” in the accompanying consolidated statements of operations. The contingent earn-out liability as of December 31, 2022 and 2021 is included in “Other liabilities” in the accompanying consolidated balance sheets. Asset and liabilities that are measured at fair value on a non-recurring basis include long-lived assets and indefinite-lived intangible assets. During the year ended December 31, 2022, the right-of-use asset for our Moscow office and the Badoo brand were measured and recorded at fair value using unobservable inputs (Level 3). The total impairment loss recorded on those assets was $ 145.4 million as of December 31, 2022. During the fourth quarter of 2021, the white label contracts were measured and recorded at fair value using unobservable inputs (Level 3). The total impairment loss recorded on t hose assets was $ 26.4 million as of December 31, 2021. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 13 - Debt Total debt is comprised of the following (in thousands): December 31, December 31, Term Loan due January 29, 2027 $ 632,813 $ 638,562 Less: unamortized debt issuance costs 7,840 9,581 Less: current portion of debt, net 5,750 5,750 Total long-term debt, net $ 619,223 $ 623,231 Credit Agreements On January 29, 2020, the Company and the wholly-owned subsidiaries, Buzz Bidco LLC, Buzz Merger Sub Limited, and Buzz Finco LLC (collectively, the “Borrowers”) entered into a credit agreement (the “Original Credit Agreement”). The Original Credit Agreement permitted the Company to borrow up to $ 625.0 million through a seven-year $ 575.0 million term loan (“Original Term Loan”), as well as a five-year senior secured revolving credit facility of $ 50.0 million (the "Revolving Credit Facility") and $ 25.0 million available through letters of credit. In connection with the Original Credit Agreement, the Company incurred and paid debt issuance costs of $ 16.3 million during the year ended December 31, 2020. On October 19, 2020, the Company amended the Original Credit Agreement and entered into the First Amendment to the Credit Agreement (the “Amended Credit Agreement”), which provides for incremental borrowing of an aggregate principal amount of $ 275.0 million (the “Incremental Term Loan”, collectively with the Original Term Loan, the “Term Loans”). The terms of the Amended Credit Agreement were unchanged from the Original Credit Agreement, and the sole purpose of the Amendment was to increase the principal available to the Company. In connection with the Amended Credit Agreement, the Company incurred and paid debt issuance costs of $ 4.8 million during the year ended December 31, 2020, of which approximately $ 1.6 million was capitalized as debt issuance costs. On March 31, 2021, the Company used proceeds from the IPO to repay outstanding indebtedness on the Incremental Term Loan Facility in an aggregate principal amount of $ 200.0 million, which has prepaid our obligated principal repayments until maturity on the Incremental Term Loan and, as a result, has reduced our contractual obligations. In connection with the repayment, the Company recognized a $ 3.4 million loss on extinguishment of long-term debt. Based on the calculation of the applicable consolidated first lien net leverage ratio, the applicable margin for borrowings under the Revolving Credit Facility is between 1.00 % to 1.50 % with respect to base rate borrowings and between 2.00 % and 2.50 % with respect to LIBOR rate borrowings. The applicable commitment fee under the revolving credit facility is between 0.375 % and 0.500 % per annum based upon the consolidated first lien net leverage ratio, The Borrower must also pay customary letter of credit fees and an annual administrative agency fee. The interest rates in effect for the Original Term Loan and the Incremental Term Loan as of December 31, 2022 were 7.13 % and 7.63 %, respectively. The Original Term Loan Facility amortizes in equal quarterly installments in aggregate annual amounts equal to 1.00 % of the principal amount of the Original Term Loan Facility outstanding as of the date of the closing of the Original Term Loan Facility, with the balance being payable at maturity on January 29, 2027 . The Incremental Term Loan Facility amortizes in equal quarterly installments in aggregate annual amounts equal to 1.00 % of the principal amount of the Incremental Term Loan Facility outstanding as of the date of the closing of the Incremental Term Loan Facility, with the balance being payable at maturity on January 29, 2027 . Following the $ 200.0 million aggregate principal payment of amount of outstanding indebtedness during the three months ended March 31, 2021 quarterly installment payments on the Incremental Term Loan Facility are no longer required for the remaining term of the facility. Principal amounts outstanding under the Revolving Credit Facility are due and payable in full at maturity on January 29, 2025. As of December 31, 2022, and at all times during the period, the Company was in compliance with the financial debt covenants. As the loans are issued with a floating rate of interest, the Company believes that the fair value of the obligations is approximated by the principal amount of the loans as of December 31, 2022. The carrying value of the Term Loans includes the outstanding principal amount, less unamortized debt issuance costs. Therefore, the Company assumes the carrying value of the debt, before any transaction costs, would closely approximate the fair value of the loan obligation with the assumptions above. Future maturities of long-term debt as of December 31, 2022, were as follows (in thousands): 2023 $ 5,750 2024 5,750 2025 5,750 2026 5,750 2027 and thereafter 609,813 Total $ 632,813 |
Shareholders_ Equity
Shareholders’ Equity | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Shareholders’ Equity | Note 14 - Shareholders' Equity Equity Structure Prior to Initial Public Offering and Reorganization Limited Partner’s Interest On January 29, 2020, Bumble Holdings, and the wholly owned indirect subsidiary, Buzz Merger Sub Limited, executed the Merger Agreement with Worldwide Vision Limited whereby Bumble Holdings agreed to purchase all of the outstanding equity interest of Worldwide Vision Limited (see Note 7, Business Combination ). In conjunction with the Sponsor Acquisition, the equity that was in existence in the Predecessor periods was settled and no longer outstanding subsequent to January 29, 2020. Prior to the IPO, Limited Partners' Interest was inclusive of Capital Contribution from the Parent, Additional Paid-in Capital, and Retained Earnings. The capital structure of Bumble Holdings consisted of two different classes of limited partnership interests, Class A and Class B units. Class A units were issued and held by Blackstone, an affiliate of Accel Partners LP., our Founder, and certain members of senior management in exchange for capital contributions (“Class A Units”). Class B units were issued to senior management, select members of the Company's board of directors (the “Board”) and select employees of Bumble Holdings and represent profit interests of Bumble Holdings which vest subject to certain service and performance conditions. As of December 31, 2020, there were 2,453,784,599 units of Class A and 153,273,895 units of Class B outstanding. Noncontrolling Interests Prior to the IPO, the Company’s noncontrolling interests represented a reserve for minority interests’ share of accumulated profits and losses of Huggle App (UK) Limited and Lumen App Limited and pre-Sponsor Acquisition, Bumble Holding Limited and its subsidiaries. Initial Public Offering On February 16, 2021, the Company completed its IPO of 57.5 million shares of Class A common stock at an offering price of $ 43 per share. The Company received net proceeds of $ 2,361.2 million after deducting underwriting discounts and commissions. The Company used the proceeds from the issuance of 48.5 million shares ($ 1,991.6 million) in the IPO to redeem shares of Class A common stock and purchase Common Units from entities affiliated with our Sponsor, at a price per share / Common Unit equal to the IPO price, net of underwriting discounts and commissions. The Company used a portion of the proceeds from the issuance of 9.0 million shares ($ 369.6 million) in the IPO to repay $ 200.0 million of outstanding indebtedness. Secondary Offering On September 15, 2021, the Company completed a secondary offering of 20.7 million shares of Class A common stock on behalf of certain selling stockholders affiliated with Blackstone Inc. (the "Selling Stockholders") at a price of $ 54.00 per share. This transaction resulted in the issuance of 9.2 million shares of Class A common stock for the period ended September 30, 2021. Bumble did not sell any shares of Class A common stock in the offering and did not receive any of the proceeds from the sale. Bumble paid the costs associated with the sale of shares by the Selling Stockholders, net of the underwriting discounts. Reorganization Prior to the IPO, on February 10, 2021 the limited partnership agreement of Bumble Holdings was amended and restated, resulting in the following: • Bumble Inc. became the general partner of Bumble Holdings with 100 % of the voting power and control of the management of Bumble Holdings. • All outstanding Class A Units were either (1) reclassified into a new class of limited partnership interest referred to as “Common Units”, or (2) directly or indirectly exchanged for vested shares of Class A common stock of Bumble Inc. • All outstanding Class B Units were either (1) reclassified into a new class of limited partnership interest referred to as “Incentive Units”, or (2) directly or indirectly exchanged for vested shares of Class A common stock of Bumble Inc. (in the case of vested Class B Units) and restricted shares of Class A common stock of Bumble Inc. (in the case of unvested Class B Units). • Recognition of a noncontrolling interest due to the Pre-IPO Common Unitholders retaining an economic interest in Bumble Holdings related to Common Units not exchanged for vested shares of Class A common stock. As part of the Reorganization Transactions, the Blocker Companies entered into certain restructuring transactions that resulted in the Pre-IPO Shareholders acquiring newly issued shares of Class A common stock in exchange for their ownership interests in the Blocker Companies and the Company acquiring an equal number of outstanding Common Units. Additionally, Bumble Inc. and the holders of all Common Units entered into an exchange agreement in which the holders of the Common Units will have the right on a quarterly basis to exchange their Common Units for shares of Class A common stock of the Company on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. Subsequent to the Reorganization Transactions, our Sponsor effected certain exchanges of Common Units for Class A shares that were contemplated to have occurred pursuant to the Blocker Restructuring, with the net change to the capital structure being 4,455,510 Common Units in Bumble Holdings being exchanged on April 1, 2021, on a one-for-one basis, for Class A common stock in the Company. We gave retrospective effect to these transactions when estimating our tax receivable agreement liability, see Note 5 – Income Taxes . Amendment and Restatement of Certificate of Incorporation The Company’s amended and restated certificate of incorporation has three classes of ownership interests: 6,000,000,000 shares of Class A common stock, par value $ 0.01 per share, 1,000,000 shares of Class B common stock, par value $ 0.01 per share, and 600,000,000 shares of preferred stock, par value $ 0.01 per share. Class A Common Stock Shares of Class A common stock have both voting and economic rights. Holders of Class A common stock are entitled to one vote for each share of Class A common stock held. Notwithstanding the foregoing, unless they elect otherwise, our Founder and affiliates of Blackstone (collectively, the “Principal Stockholders”) are entitled to outsized voting rights. Until the High Vote Termination Date (as defined below), each share of Class A common stock held by a Principal Stockholder is entitled to ten votes . “High Vote Termination Date” means the earlier to occur of (i) seven years from the closing of this offering and (ii) the date the parties to the stockholders agreement cease to own in the aggregate 7.5 % of the outstanding shares of Class A common stock, assuming exchange of all Common Units. Shares of Class A common stock are entitled to dividends and pro rata distribution of remaining available assets upon liquidation. Shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights. As of December 31, 2022 and 2021 , there were 129,774,299 and 129,212,949 shares of Class A common stock outstanding. Class B Common Stock Shares of Class B common stock have voting but no economic rights. Holders of Class B common stock generally are entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each Common Unit of Bumble Holdings held by such holder. Notwithstanding the foregoing, unless they elect otherwise, each Principal Stockholder that holds Class B common stock is entitled to outsized voting rights. Until the High Vote Termination Date, each Principal Stockholder that holds Class B common stock is entitled, without regard to the number of shares of Class B common stock held by such Principal Stockholder, to a number of votes equal to 10 times the aggregate number of Common Units of Bumble Holdings held by such Principal Stockholder. Shares of Class B common stock do not have any right to receive dividends or distribution upon liquidation. As of December 31, 2022 and 2021, there were 20 shares of Class B common stock outstanding. Preferred Stock The Company is authorized to issue, without the approval of its stockholders, one or more series of preferred stock. The Board may determine, with respect to any series of preferred stock, the powers (including voting powers), preferences and relative, participating, optional or other special rights. As of December 31, 2022 and 2021 , no preferred stock has been issued. Treasury Stock During fiscal 2021, the Company used a portion of the proceeds from the issuance of 48.5 million shares in the IPO to redeem shares of Class A common stock from the pre-IPO owners. Repurchases of the Company's common stock are included in treasury stock at the cost of shares repurchased. During fiscal 2021, the Company retired and restored the treasury stock to the status of authorized, but unissued, shares of Class A common stock. Distributions No dividends were paid in the year ended December 31, 2022 and 2021. During the period from January 29, 2020 to December 31, 2020, the Company declared a dividend of $ 360.0 million to the pre-IPO owners, of which approximately $ 334.3 million was paid by the Company on October 28, 2020 and $ 25.6 million of which was used by Whitney Wolfe Herd to partially repay the loan to Founder, and to pay related fees and expenses in connection therewith. The dividend that was paid on October 28, 2020 and the Founder Loan repayment is accounted for as an increase to Limited Partners’ Interest. No dividends were paid in the period from January 1, 2020 to January 28, 2020. No dividends were outstanding at December 31, 2022, 2021 and 2020. Noncontrolling Interests The Company’s noncontrolling interests represent a reserve related to the Common Units held by the pre-IPO Common Unitholders and the Common Units to which continuing incentive unitholders would be entitled to following exchange of their Vested Incentive Units. |
Earnings (Loss) per Share _ Uni
Earnings (Loss) per Share / Unit | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share / Unit | Note 15 - Earnings (Loss) per Share / Unit The Company computes earnings per share (“EPS”) of Class A common stock using the two-class method required for participating securities. The Company considers unvested restricted shares and vested RSUs to be participating securities because holders are entitled to be credited with dividend equivalent payments, upon the payment by the Company of dividends on shares of Common Stock. Undistributed earnings allocated to participating securities are subtracted from net earnings (loss) attributable to Bumble Inc. in determining net earnings (loss) attributable to common stockholders. Basic EPS is computed by dividing net earnings (loss) attributable to common stockholders / unitholders by the weighted-average number of shares of our Class A common stock / Units outstanding. For the calculation of diluted EPS, net earnings (loss) attributable to common stockholders / unitholders for basic EPS is adjusted by the effect of dilutive securities. Diluted EPS attributable to common stockholders / unitholders is computed by dividing the resulting net earnings (loss) attributable to common stockholders / unitholders by the weighted-average number of common shares / units outstanding, adjusted to give effect to dilutive elements including restricted shares, RSUs, and options to the extent these are dilutive. The following table sets forth a reconciliation of the numerators used to compute the Company's basic and diluted earnings (loss) per share / unit (in thousands). Year Year Period from Numerator: Net earnings (loss) $ ( 114,124 ) $ 281,740 $ ( 109,493 ) Net loss attributable to noncontrolling interests ( 34,378 ) ( 28,075 ) 806 Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,746 ) $ 309,815 $ ( 110,299 ) The following table sets forth the computation of the Company's basic and diluted earnings (loss) per share / unit (in thousands, except share / unit amounts, and per share / unit amounts). Year Year Period from Basic earnings (loss) per share / unit attributable to common stockholders / unitholders Numerator Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,691 ) $ 182,085 $ ( 110,299 ) Less: net earnings (loss) attributable to participating securities — 446 — Net earnings (loss) attributable to common stockholders / unitholders $ ( 79,691 ) $ 181,639 $ ( 110,299 ) Denominator Weighted average number of shares of Class A common stock / units outstanding 129,421,157 121,425,908 2,453,947,685 Basic earnings (loss) per share / unit attributable to common stockholders / unitholders $ ( 0.62 ) $ 1.50 $ ( 0.04 ) Diluted earnings (loss) per share / unit attributable to common stockholders / unitholders Numerator Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,691 ) $ 177,720 $ ( 110,299 ) Increase in net earnings (loss) attributable to common shareholders upon conversion of potentially dilutive Common Units — 102,714 — Less: net earnings (loss) attributable to participating securities — 435 — Net earnings (loss) attributable to common stockholders / unitholders $ ( 79,691 ) $ 279,999 $ ( 110,299 ) Denominator Number of shares / units used in basic computation 129,421,157 121,425,908 2,453,947,685 Add: weighted-average effect of dilutive securities Restricted Shares — — — RSUs — 1,033,701 — Options — 5,569 — Common Units to Convert to Class A Common Stock — 70,210,298 — Weighted average shares of Class A common stock / units outstanding used to calculate diluted earnings (loss) per share / unit 129,421,157 192,675,476 2,453,947,685 Diluted earnings (loss) per share / unit attributable to common stockholders / unitholders $ ( 0.62 ) $ 1.45 $ ( 0.04 ) The following table sets forth potentially dilutive securities that were excluded from the diluted earnings (loss) per share computation because the effect would be anti-dilutive, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the periods: Year Year Period from Time-vesting awards: Options 2,946,118 2,038,016 — Restricted shares 58,247 — — RSUs 4,845,852 626,537 — Incentive units 3,857,248 325,920 — Class B units — — 91,910,366 Total time-vesting awards 11,707,465 2,990,473 91,910,366 Exit-vesting awards: Options 164,362 222,424 — Restricted shares 55,744 — — RSUs 761,473 1,217,951 — Incentive units 3,724,214 4,324,868 — Class B units — — 61,273,583 Total exit-vesting awards 4,705,793 5,765,243 61,273,583 Total 16,413,258 8,755,716 153,183,949 |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Total stock-based compensation cost was as follows: Successor Predecessor (in thousands) Year Year Period from Period from Cost of revenue $ 3,819 $ 3,749 $ 615 $ — Selling and marketing expense 8,064 12,925 2,055 75 General and administrative expense 65,957 62,284 17,318 3,997 Product development expense 33,168 44,952 7,480 84 Total stock-based compensation expense $ 111,008 $ 123,910 $ 27,468 $ 4,156 Plans Prior to the IPO, Bumble Holdings had three active plans under which awards had been granted to various employees of the Company, including key management personnel, based on their management grade. In connection with the Sponsor Acquisition, Bumble Holdings and Buzz Management Aggregator L.P., an interest holder in Bumble Holdings, adopted two new incentive plans for the employees’ performance and retention purposes, namely the Employee Incentive Plan (“Non-U.S. Plan”) and the Equity Incentive Plan (“U.S. Plan”). The participants of the Non-U.S. Plan and U.S. Plan are selected employees of the Company and the subsidiaries. Bumble Holdings also adopted one incentive plan for Whitney Wolfe Herd (the “Founder Plan”). Awards granted under the Founder Plan and U.S. Plan were in the form of Class B Units in Bumble Holdings and Class B Units in Buzz Management Aggregator L.P, respectively (collectively, the “Class B Units”). Under the Non-U.S. Plan, participants have received phantom awards of Class B Units in Buzz Management Aggregator L.P. (the “Phantom Class B Units”) that are settled in cash equal to the notional value of the Buzz Management Aggregator Class B Units at the settlement date. The Class B Units under the Founder Plan and U.S. Plan and the Phantom Class B Units under the Non-U.S. Plan comprise: • Time-Vesting Class B Units and Time-Vesting Phantom Class B Units ( 60 % of the Class B Units and Phantom Class B Units granted) that generally vest over a five-year service period and for which expense is recognized under a graded expense attribution model; and • Exit-Vesting Class B Units and Exit-Vesting Phantom Class B Units ( 40 % of the Class B Units and Phantom Class B Units granted). Vesting for these awards is based on a liquidity event in which affiliates of Blackstone receive cash proceeds in respect of its Class A units in the Company prior to the termination of the participant. Further, the portion of the Exit-Vesting Class B Units and Exit-Vesting Phantom Class B Units that vest is based on certain Multiple on Invested Capital (“MOIC”) and Internal Rate of Return (“IRR”) hurdles associated with a liquidity event. The MOIC and IRR hurdles impact the fair value of the awards. As the vesting of these units is contingent upon a specified liquidity event, no expense was required to be recorded prior to the occurrence of a liquidity event. Time-Vesting Class B Units and Exit-Vesting Class B Units Expense for the Time-Vesting Class B Units and Exit-Vesting Class B Units was based on the grant date fair value of the Class B Units. The grant date fair value was measured using a Monte Carlo model, which incorporates various assumptions noted in the following table. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs. Expected volatility was calculated based on the observed equity volatility for comparable companies. The expected time to liquidity event was based on management’s estimate of time to an expected liquidity event. The dividend yield was based on the Company’s expected dividend rate. The risk-free interest rate was based on U.S. Treasury zero-coupon issues. Forfeitures were accounted for as they occurred. The weighted-average assumptions the Company used in the Monte Carlo model for 2020 are as follows: Dividend yield — Expected volatility 58 % Risk-free interest rate 0.86 % Expected time to liquidity event (years) 4.7 Post-IPO Award Reclassification In connection with the Company’s IPO, awards under the Founder Plan, U.S. Plan, and Non-U.S. Plan were reclassified as follows: • The Time-Vesting and Exit-Vesting Class B Units in Bumble Holdings under the Founder Plan and granted to senior management under the U.S. Plan were reclassified to vested Incentive Units (in the case of Vested Class B Units) and unvested Incentive Units (in the case of unvested Class B Units) in Bumble Holdings. • The Time-Vesting and Exit-Vesting Class B Units in Bumble Holdings (other than those granted to senior management) were reclassified to Class A common stock (in the case of vested Class B Units) and restricted shares of Class A common stock (in the case of unvested Class B Units) in the Company. • The Time-Vesting and Exit-Vesting Phantom Class B Units in Bumble Holdings were reclassified into vested RSUs (in the case of vested Class B Phantom Units) and unvested RSUs (in the case of unvested Class B Phantom Units) in the Company. In each of the above reclassifications, the Post-IPO awar ds retained the same terms and conditions (including applicable vesting requirement). Each Post-IPO award was converted to reflect the $ 43.00 share price contemplated in the Company’s IPO while retaining the same economic value in the Company. At the IPO date, the Company concluded that our public offering represented a qualifying liquidity event that would cause the Exit-Vesting awards’ performance conditions to be probable. As such, the Company has begun to recognize stock-based compensation expense in relation to the Exit-Vesting awards. On July 15, 2022, the Exit-Vesting awards granted to 386 participants were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022 and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder's continued employment through each applicable vesting date and subject to other terms and conditions of the award. Incremental expense associated with the modification of the Exit-Vesting awards was $ 35.8 million, which is expected to be recognized over a period of 3.0 years. If the performance conditions are met prior to their respective time-vesting schedules, vesting of these Exit-Vesting awards and the associated stock-based compensation will be accelerated pursuant to the terms of the award agreements. Incremental expense for the modified Exit-Vesting awards was based on the modification date fair value of modified Exit-Vesting Awards. The modification date fair value was measured using a Monte Carlo model, which incorporates various assumptions noted in the following table. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs. Expected volatility was calculated based on the observed equity volatility for comparable companies. The expected time to liquidity event was based on management’s estimate of time to an expected liquidity event. The dividend yield was based on the Company’s expected dividend rate. The risk-free interest rate was based on U.S. Treasury zero-coupon issues. Forfeitures are accounted for as they occur. The weighted-average assumptions the Company used in the Monte Carlo model for the modified Exit-Vesting awards are as follows: Dividend yield — Expected volatility 60 % Risk-free interest rate 2.1 % to 3.1 % Expected time to liquidity event (years) 1.0 Compensation cost related to the Exit-Vesting awards for the year ended December 31, 2022 and 2021 wa s $ 31.3 million and $ 26.3 million, respectively. 2021 Omnibus Plan In connection with the IPO, the Company adopted the 2021 Omnibus Plan, which became effective on the date immediately prior to the effective date of the IPO. The 2021 Omnibus Plan provides the Company with flexibility to use various equity-based incentive awards as compensation tools to motivate and retain the Company’s workforce. The Company has initially reserved 30,000,000 shares of Class A common stock for the issuance of awards under the 2021 Omnibus Plan . The number of shares available for issuance under the 2021 Omnibus Plan will be increased automatically on January 1 of each fiscal year, by a number of shares of our Class A common stock equal to the least of (i) 12,000,000 shares of Class A common stock; (ii) 5 % of the total number of shares of Class A common stock outstanding on the last day of the immediately preceding fiscal year, and (iii) a lower number of shares as may be determined by the Board. The Board elected not to approve an increase to the number of shares available for issuance under the 2021 Omnibus Plan for each of 2022 and 2023. The fair value of Time-Vesting awards granted or modified at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumptions : Volatility 55 %- 60 % Expected Life 0.5 - 7.4 years Risk-free rate 0.1 %- 0.8 % Fair value per unit $ 43.00 Dividend yield 0.0 % Discount for lack of marketability (1) 15 % - 25 % The fair value of Exit-Vesting awards granted or modified at the time of the IPO was determined using a Monte Carlo simulation approach in an option pricing framework, where the common stock price of the Company was evolved using a Geometric Brownian Motion over a period from the Valuation Date to the date of Management's expected exit date - a date at which MOIC and IRR realized by the Sponsor can be calculated ("Sponsor Exit"), with the following assumptions : Volatility 55 % Expected Life 1.8 years Risk-free rate 0.1 % Fair value per unit $ 43.00 Dividend yield 0.0 % Discount for lack of marketability (1) 15 % (1) Discount for lack of marketability for Time-Vesting awards and Exit-Vesting awards is only applicable for Incentive Units granted in Bumble Holdings at the time of the IPO. The fair value of Time-Vesting Options granted during the year ended December 31, 2022 was determined using the Black-Scholes option pricing model with the following assumptions: Volatility 60 %- 75 % Expected Life 7 years Risk-free rate 1.74 % - 3.85 % Fair value per unit $ 15.36 - $ 17.66 Dividend yield 0.0 % Incentive Units in Bumble Holdings: The following table summarizes information around Incentive Units in Bumble Holdings. These include grants of Class B Units that were reclassified into Incentive Units as described above, as well as Incentive Units issued to new recipients. The Incentive Units received as a result of the Reclassification of Class B Units retain the vesting attributes (including original service period vesting start date) of the Class B Units. The Company did not recognize any incremental fair value due to the reclassification of awards as the fair value per award was the same immed iately prior to and after the Reclassification. The newly granted Incentive Units contain the same vesting attributes as Incentive Units granted as a result of the Reclassification. In July 2022, the Exit-Vesting RSUs were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting Incentive Units Exit-Vesting Incentive Units Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 5,170,731 $ 14.22 4,324,868 $ 13.81 Granted — — — — Vested ( 1,313,483 ) 13.79 ( 600,654 ) 13.81 Forfeited — — — — Unvested as of December 31, 2022 3,857,248 $ 14.33 3,724,214 $ 13.81 As of December 31, 2022 , total unrecognized compensation cost related to the Time-Vesting Incentive Units is $ 10.3 million, which is expected to be recognized over a weighted-average period of 2.3 years. Total unrecognized compensation cost related to the Exit-Vesting Incentive Units is $ 22.8 million, which is expected to be recognized over a weighted average period of 2.5 years. During the year ended December 31, 2021, the Company entered into an agreement with one of its employees, which resulted in the acceleration of stock-based compensation expense of $ 6.9 million which was recorded within general and administrative expense within the consolidated statement of operations during the second quarter of 2021. The fair value of the Time-Vesting Incentive Units and Exit-Vesting Incentive Units were calculated using the Black-Scholes option pricing model and a Monte Carlo simulation approach in an option pricing framework, respectively. Restricted Shares of Class A Common Stock in Bumble Inc.: The following table summarizes information around restricted shares in the Company. The restricted shares granted as a result of the reclassification of Class B Units retain the vesting attributes (including original service period vesting start date) of the Class B Units. The Company did not recognize any incremental fair value due to the reclassification of awards as the fair value per award was the same immediately prior to and after the Reclassification. In July 2022, the Exit-Vesting restricted stock were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting Restricted Shares of Class A Common Stock Exit-Vesting Restricted Shares of Class A Common Stock Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 98,717 $ 7.26 82,211 $ 15.41 Granted — — — — Vested ( 24,518 ) 7.23 ( 9,147 ) 17.39 Forfeited ( 15,952 ) 8.17 ( 17,320 ) 8.44 Unvested as of December 31, 2022 58,247 $ 7.02 55,744 $ 17.26 As of December 31, 2022, total unrecognized compensation cost related to the Time-Vesting restricte d shares is $ 0.1 million, which is expected to be recognized over a weighted-average period of 2.1 years. Total unrecognized compensation cost related to the Exit-Vesting restricted shares is $ 0.6 million, which is expected to be recognized over a weighted average period of 2.6 years. RSUs in Bumble Inc.: The following table summarizes information around RSUs in the Company. These include grants of Phantom Class B Units that were reclassified into RSUs in conjunction with the IPO, as well as Promised RSUs issued to new recipients. The RSUs granted as a result of the reclassification of Phantom Class B Units retain the vesting attributes (including original service period vesting start date) of the Phantom Class B Units. As the Phantom Class B Units were legally settled in cash and the RSUs will be settled with equity, this represents a liability-to-equity modification. The Company reclassified any outstanding liabilities to equity and recognized expense in accordance with the appropriate pattern using the modification date fair value. Time-Vesting RSUs that were granted as a result of the Reclassification generally vest in equal annual installments over a five-year period, whereas Time-Vesting RSUs that were granted at the time of the Company’s IPO generally vest in equal annual installments over a four-year period. Time-Vesting RSUs t hat have been granted since the Company’s IPO will generally vest 25% on the first anniversary of the date of grant, or other vesting commencement date, and the remaining 75% of the award vests in equal installments on each monthly anniversary thereafter such that the award will be fully vested on the fourth anniversary of the date of grant, or other vesting commencement date. Exit-Vesting RSUs that were granted as a result of the Reclassification contain similar vesting requirements to the previously Exit-Vesting Phantom Class B Units. In July 2022, the Exit-Vesting RSUs were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting RSUs Exit-Vesting RSUs Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 2,803,943 $ 45.36 1,217,151 $ 38.13 Granted 3,695,470 26.80 — — Vested ( 740,637 ) 45.81 ( 123,317 ) 40.24 Forfeited ( 912,924 ) 38.15 ( 332,361 ) 32.54 Unvested as of December 31, 2022 4,845,852 $ 32.50 761,473 $ 40.23 As of December 31, 2022 , total unrecognized compensation cost related to the Time-Vesting RSUs is $ 75.4 million, which is expected to be recognized over a weighted-average period of 3.0 years. Total unrecognized compensation cost related to the Exit-Vesting RSUs is $ 13.6 million, which is expected to be recognized over a weighted average period of 2.6 years. Options Under the 2021 Omnibus Plan, the Company has granted certain stock options with the underlying equity being shares of the Company’s Class A common stock. These stock options are inclusive of both Time-Vesting stock options and Exit-Vesting stock options. Time-Vesting stock options either vest over a four or a five-year period, and weighted-average remaining contractual term has been specified in the table below. Exit-Vesting stock options vest upon satisfaction of a performance condition under which Blackstone and its affiliates receive cash proceeds in respect of certain MOIC and IRR hurdles, subject to the recipient’s continued employment at the time of satisfaction . At the IPO date, the Company concluded that the public offering represented a qualifying liquidity event that would cause the Exit-Vesting options’ performance conditions to be probable of occurring. In July 2022, the Exit-Vesting options were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). The following table summarizes the Company’s option activity as it relates to Time-Vesting stock options as of December 31, 2022: December 31, 2021 Number of Weighted- Weighted- Outstanding as of December 31, 2021 2,038,016 $ 43.76 $ 22.96 Granted 1,521,452 26.13 16.99 Exercised — — — Forfeited and expired ( 613,350 ) 39.04 20.84 Outstanding as of December 31, 2022 2,946,118 $ 35.64 $ 20.34 Exercisable as of December 31, 2022 442,024 43.95 23.18 The following table summarizes the Company’s option activity as it relates to Exit-Vesting stock options as of December 31, 2022: December 31, 2021 Number of Weighted- Weighted- Outstanding as of December 31, 2021 222,424 $ 43.00 $ 19.58 Granted — — — Exercised — — — Forfeited ( 58,062 ) 43.00 22.18 Outstanding as of December 31, 2022 164,362 $ 43.00 $ 18.66 Exercisable as of December 31, 2022 22,823 $ 43.00 $ 18.69 As of December 31, 2022 , total unrecognized compensation cost related to the Time-Vesting options is $ 23.2 million, which is expected to be recognized over a weighted-average period of 2.8 years. Total unrecognized compensation cost related to the Exit-Vesting options is $ 0.9 million, which is expected to be recognized over a weighted-average period of 2.6 years. Options have a maximum contractual term of 10 years. The aggregate intrinsic value – assuming all options are expected to vest – and weighted average remaining contractual terms of Time-Vesting and Exit-Vesting options outstanding and options exercisable were as follows as of December 31, 2022: Aggregate intrinsic value Time-Vesting options outstanding — Time Vesting options exercisable — Exit-Vesting options outstanding — Exit-Vesting options exercisable — Weighted-average remaining contractual term (in years) Time-Vesting options outstanding 8.5 Time Vesting options exercisable 7.6 Exit-Vesting options outstanding 8.1 Exit-Vesting options exercisable 8.1 The market price as of December 31, 2022 exceeded the weighted average exercise price, and as such, resulted in the aggregate intrinsic value to be negative for all of the Company’s stock options (referred to as “out-of-the money”). Employee Stock Purchase Plan In connection with the IPO, on February 10, 2021, Bumble Inc. adopted the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP allows the Company to make one or more offerings to its employees to purchase shares under the ESPP. The first offering will begin and end on dates to be determined by the plan administrator. The ESPP allows participants to purchase Class A common stock through contributions of up to 15 % of their total compensation. The purchase price of the Class A common stock will be 85 % of the lesser of the fair market value of our Class A common stock as determined on the applicable grant date or the applicable purchase period end date (provided that, in no event may the purchase price be less than the par value per share of our Class A common stock) . The Company has initially reserved 4,500,000 shares of Class A common stock for issuance under the ESPP. The number of shares available for issuance under the ESPP will be increased automatically on January 1 of each fiscal year beginning in 2022 by a number of shares of our Class A common stock equal to the lesser of (i) the positive difference between 1% of the shares outstanding on the final day of the immediately preceding fiscal year and the ESPP share reserve on the final day of the immediately preceding fiscal year; and (ii) a lower number of shares as may be determined by the Board. The Board elected not to approve an increase to the number of shares available for issuance under the ESPP for each of 2022 and 2023. As of December 31, 2022, the ESPP has not been activated and there were no offering periods during 2022. |
Benefit Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Benefit Plans | Note 17 - Benefit Plans Long-Term Incentive Plan The Company established a long-term cash incentive plan (the “LTIP”) on June 1, 2018 with an estimated performance measurement period of three to four years . Performance was measured based on the Company’s performance against the following pre-established targets: (i) the target monthly average users; (ii) revenue, and (iii) profits. The Company recorded expense for the LTIP of nil , $( 0.1 ) million, $ (0.1 ) million and $ 1.4 million, in the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020, the period from January 1, 2020 to January 28, 2020, respectively. As of December 31, 2022 and December 31, 2021 , the Company had no accrued balance for the LTIP. Defined Contribution Plan The Company participates in various benefit plans, principally defined contribution plans. The Company’s contributions for these plans for the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period January 1, 2020 to January 28, 2020 a re $ 5.4 million, $ 3.8 million, $ 2.2 million and $ 0.2 million, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |
Related Party Transactions | Note 18 - Related Party Transactions In the ordinary course of operations, the Company enters into transactions with related parties, as discussed below. The following table summarizes balances with related parties (in thousands): Successor Predecessor Related Party relationship Type of Transaction Financial Statement Line Year Year Period from Period from Other Cost recharges General and $ — $ — $ 2,514 $ — Other Moderator costs Cost of revenue 1,753 — — — Other Advertising revenue Revenue 501 — — — Other Marketing costs Selling and marketing expense 3,292 3,661 — — Other Tax receivable agreement liability remeasurement benefit Other income (expense), net 5,332 1,112 — — Company owned by a Dividends paid to Dividends paid — — 51,326 — Company owned by a Loans repaid by Whitney Wolfe Herd Limited Partners’ interest — 95,465 25,626 — Parent Company Dividends paid Dividends paid — — 292,530 — Related Party relationship Type of Transaction Financial Statement Line December 31, December 31, Other Tax receivable agreement Payable to related parties pursuant to a tax receivable agreement $ 394,312 $ 388,780 Founder Loan On January 29, 2020, the Company recognized a $ 119.0 million loan to an entity controlled by the Founder, which was recorded as a reduction of “Limited Partners’ interest” in the consolidated balance sheets. In connection with the dividends paid, the Company’s Founder repaid $ 25.6 million of the loan (the "Founder Loan"), which was recorded as an increase to Limited Partners’ Interest. As of December 31, 2020, $ 93.4 million remained outstanding. On January 14, 2021, our Founder settled the outstanding balance of the loan plus accrued interest for a total of $ 95.5 million when Bumble Holdings distributed the loan in redemption of 63,643,425 Class A units held by Beehive Holdings III, LP with a hypothetical fair value equal to $ 95.5 million (such Class A units, the “Loan Settlement Units”). Since the value of the Loan Settlement Units redeemed by Bumble Holdings, determined using the volume-weighted average price of the Class A common stock on Nasdaq during the regular trading session as reported by Bloomberg L.P. for the 30-day period beginning on February 16, 2021 (the “Applicable VWAP”), exceeded the implied value of the Loan Settlement Units on the settlement date for purposes of repaying the loan, Bumble Holdings delivered to Beehive Holdings III, LP 3,252,056 Common Units which are exchangeable for shares of Class A common stock having a value based on the Applicable VWAP equal to such excess amount. The settlement of the Founder loan was recorded as an equity transaction with no net impact t o the accompanying consolidated balance sheet. Underwriting of IPO Blackstone Securities Partners L.P., an affiliate of Blackstone, underwrote 4.1 million of the 57.5 million shares of Class A common stock offered to the market in the IPO, with underwriting discounts and commissions of $ 1.935 per share paid by the Company. Redemption of Class A Common Stock and Purchase Common Units in Connection with the IPO The Company used the proceeds from the issuance of 48.5 million shares ($ 1,991.6 million) in the IPO to redeem shares of Class A common stock and purchase Common Units from our Sponsor, at a price per share / Common Unit equal to the IPO price, net of underwriting discounts and commissions . Payable to related parties pursuant to a tax receivable agreement Concurrent with the completion of the IPO, the Company entered into a tax receivable agreement with pre-IPO owners including our Founder, our Sponsor, an affiliate of Accel Partners LP and management and other equity holders (see Note 6). Other The Company recognizes advertising revenues and incurs marketing expenses from Liftoff Mobile Inc. ("Liftoff"), a company in which Blackstone affiliated funds hold a controlling interest. The Company uses TaskUs Inc. ("TaskUs"), a company in which Blackstone affiliated funds holds more than 20 % of ownership interest, for moderator services. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Note 19 - Segment and Geographic Information The Company operates as a single operating segment. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews financial information presented on a consolidated basis, accompanied by disaggregated information about the Company’s revenue, for purposes of making operating decisions, assessing financial performance and allocating resources. Revenue by major geographic region is based upon the location of the customers who receive the Company's services. The information below summarizes revenue by geographic area, based on customer location (in thousands): Successor Predecessor Year Year Period from Period from North America (1) $ 546,485 $ 439,350 $ 300,388 $ 21,014 Rest of the world 357,018 321,560 239,158 18,976 Total $ 903,503 $ 760,910 $ 539,546 $ 39,990 (1) North America revenue includes revenue from the United States and Canada. The United States is the only country with revenues of 10 % or more of the Company’s total revenue. The information below summarizes property and equipment, net by geographic area (in thousands): December 31, December 31, 2022 2021 United Kingdom $ 5,893 $ 6,035 United States 4,462 3,183 Czech Republic 1,491 3,234 Rest of the world 2,621 2,175 Total $ 14,467 $ 14,627 United Kingdom, Czech Republic and United States are the only countries with property and equipment of 1 0% or more of the Company’s total property and equipment, net. |
Commitments and Contigencies
Commitments and Contigencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contigencies | Note 20 - Commitments and Contingencies The Company has entered into indemnification agreements with the Company’s officers and directors for certain events or occurrences. The Company maintains a directors and officers insurance policy to provide coverage in the event of a claim against an officer or director. Litigation We are subject to various legal proceedings, claims, and governmental inspections, audits or investigations arising out of our business which cover matters such as general commercial, consumer protection, governmental regulations, product liability, privacy, safety, environmental, intellectual property, employment and other actions that are incidental to our business, including a number of trademark proceedings, both offensive and defensive, regarding the BUMBLE, BADOO and FRUITZ marks. Although the outcomes of these claims cannot be predicted with certainty, in the opinion of management, the ultimate resolution of these matters will not have a material adverse effect on our financial position or results of operations. In late 2021 and early 2022, four putative class action lawsuits were filed against the Company in Illinois alleging that certain features of the Badoo or Bumble apps violate the Illinois Biometric Information Privacy Act (“BIPA”). These lawsuits allege that the apps used facial geometry scans in violation of BIPA’s authorization, consent, and data retention policy provisions. Plaintiffs in these lawsuits seek statutory damages, compensatory damages, attorneys’ fees, injunctive relief, and (in one action) punitive damages. These cases are still in early stages and at this time the Company cannot reasonably estimate a range of potential liability, if any, which may arise therefrom. In January 2022, a purported class action complaint, UA Local 13 Pension Fund v. Bumble Inc. et al., was filed in the United States District Court for the Southern District of New York naming, among others, the Company, our Chief Executive Officer, our Chief Financial Officer, our Board of Directors and Blackstone, as defendants. The complaint asserts claims under the U.S. federal securities laws, purportedly brought on behalf of a class of purchasers of shares of Class A common stock in Bumble’s secondary public stock offering which took place in September 2021 (the “SPO”), that the SPO Registration Statement and prospectus contained false and misleading statements or omissions by failing to disclose certain information concerning Bumble and Badoo app paying users and related trends and issues with the Badoo app payment platform, and that as a result of the foregoing, Bumble’s business metrics and financial prospects were not as strong as represented in the SPO Registration Statement and prospectus. The complaint seeks unspecified damages and an award of costs and expenses, including reasonable attorneys’ fees, as well as equitable relief. The Company believes that the allegations contained in the complaint are without merit and intends to defend the complaint vigorously. Five shareholder derivative complaints have been filed in the United States District Court for the Southern District of New York, United States District Court for the District of Delaware and Delaware Court of Chancery against the Company and certain directors and officers. The Glover-Mott shareholder derivative complaint, filed in April 2022, alleges a breach of fiduciary duty against management and our Board of Directors based on the same allegations and events described in the class action complaint. The complaint seeks unspecified damages, an award of costs and disbursements, including reasonable attorneys’ fees, and that the Company be directed to take action to reform its corporate governance and internal procedures. The William B. Federman Irrevocable Trust shareholder derivative complaint, filed in May 2022, alleges violations of Section 14(a) of the Exchange Act, breach of fiduciary duty, aiding and abetting breach of duty and gross mismanagement based on misstatements or omissions in the Company’s April 2022 Proxy Statement concerning alleged deficiencies in the Company’s risk management and internal controls which allegedly led to disclosure deficiencies in the SPO documents. The complaint seeks a declaration that the individual defendants breached their fiduciary duties, aided and abetted breach of fiduciary duty, were unjustly enriched, grossly mismanaged the Company and violated the federal securities laws; an order that the individual defendants are jointly and severally liable for all damages; an order requiring the individual defendants to remit their salaries and compensation to the Company for the period of breach; unspecified equitable and injunctive relief; and costs and disbursements, including reasonable attorneys’, consultants’ and experts’ fees. The Dana Messana shareholder derivative complaint, filed in September 2022, alleges violation of Section 10(b) of the Exchange Act, breach of fiduciary duty against management and the Board, aiding and abetting breach of fiduciary duty, unjust enrichment, and waste of corporate assets based on the same allegations and events described in the SPO class action complaint. The complaint seeks unspecified damages; an order that the individual defendants are jointly and severally liable for all damages; an order for imposition of a constructive trust on any profits and unjust enrichments received by the individual defendants through unlawful conduct; and an award of costs and disbursements, including reasonable attorneys’, accountants’, and experts’ fees. The Sanchez shareholder derivative complaint, filed in January 2023, asserts claims for breach of fiduciary duty and unjust enrichment against, among others, management, our Board of Directors, and Blackstone based on the same allegations and events described in the class action complaint. The complaint seeks unspecified damages; an order that the defendants are jointly and severally liable for all damages; disgorgement from defendants of any profits, benefits, and other unjust gains from misconduct; and an award of costs and disbursements, including attorneys’ fees, accountants’ fees, and experts’ fees. The City of Vero Beach Police Officers’ Retirement Trust Fund derivative complaint, filed in February 2023, asserts claims for breach of fiduciary duty and unjust enrichment against, among others, management, our Board of Directors, and Blackstone based on the same allegations and events described in the class action complaint. The complaint seeks unspecified damages; a finding that the individual defendants breached their fiduciary duties; disgorgement from defendants of any unjustly obtained profits or benefits; and an award of costs and disbursement, including attorneys’ fees, accountants’ fees, and experts’ fees. The Company has also received an inquiry from the SEC relating to the disclosures at issue in the SPO class action complaint. The Company cannot predict at this point the length of time that these matters will be ongoing, their outcome or the liability, if any, which may arise therefrom. From time to time, the Company is subject to patent litigations asserted by non-practicing entities. As of December 31, 2022 and 2021, we determined that provisions of $ 20.5 million and $ 8.8 million, respectively, reflect our best estimate of any probable future obligation, including legal costs incurred to date, for the Company’s litigations. The provision for 2022 includes amounts accrued with respect to the Company’s class action lawsuit related to the SPO, representing management’s current estimated probable loss for this matter following a court-ordered mediation between the parties to the litigation. During the year ended December 31, 2022, the Company paid $ 7.5 million to settle litigation matters. Legal expenses are included in “General and administrative expense” in the accompanying consolidated statements of operations. Purchase Commitments In September 2022, the Company entered into an agreement for third-party cloud services. The Company is committed to pay a minimum of $ 7.1 million over the period of 18 months . If at the end of the 18 months, or upon early termination, the Company has not reached the $ 7.1 million in spend, the Company will be required to pay for the difference between the sum of fees already incurred and the minimum commitment. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Event [Line Items] | |
Subsequent Events | Note 21 - Subsequent Events On January 9, 2023, Bumble Inc., the general partner of Bumble Holdings, approved a $ 5.4 million distribution to the non-controlling interest holders of Bumble Holdings. The distribution was paid on January 9, 2023 to the non-controlling interest holders. On February 25, 2023, the Board of Directors approved amendments to outstanding awards with respect to change in control provisions. See “Item 9B — Other Information” for additional details. We account for our stock-based awards in accordance with provisions of ASC 718, Compensation—Stock Compensation (“ASC 718”) which includes guidance for accounting for a modification of existing stock-based compensation awards. The Company reviewed the amendments to the change of control provisions in accordance with ASC 718 and determined that they do not impact our current expense recognition and as such, do not impact the financial statements presented in this Annual Report on Form 10-K. |
Summary of Selected Significa_2
Summary of Selected Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses. The Company’s significant estimates relate to business combinations, asset impairments, potential obligations associated with legal contingencies, the fair value of contingent consideration, the fair value of derivatives, stock-based compensation, tax receivable agreements, and income taxes. These estimates are based on management’s best estimates and judgment. Actual results may differ from these estimates. Estimates, judgments and assumptions are continuously evaluated and are based on management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Uncertainty about these assumptions, judgments and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods. |
Cash and Cash Equivalents | Cash and cash equivalents include cash in banks, cash on hand, cash in electronic money accounts and overnight deposits. As of December 31, 2022, the Company has classified the cash held in Russia as restricted cash due to the sanctions imposed by the Russia-Ukraine Conflict, which is included in other noncurrent assets within the accompanying consolidated balance sheets . |
Accounts Receivable | Accounts Receivable Accounts receivable are recorded net of an allowance for credit losses, potential chargebacks and refunds issued to users. The amount of this allowance is primarily based upon historical experience and future economic expectations. The Company maintains an allowance for expected credit losses to provide for the estimated amount of accounts receivable that will not be collected. The Company determines if an allowance is needed by considering a number of factors, including the Company’s previous loss history, the length of time accounts receivable are past due, the specific customer’s ability to pay the obligation to the Company, reasonable and supportable forecasts of future economic conditions, and the current economic condition of the general economy. As of December 31, 2022, the Company had an allowance for credit losses of $ 0.5 million. No allowance for credit losses was recorded as of December 31, 2021 as all accounts receivable were considered collectible. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject the Company to concentration of credit risk, consist primarily of cash and cash equivalents and accounts receivable. Cash and cash equivalents are principally maintained with major financial institutions, which management assesses to be of high credit quality, in order to limit exposure of investments. The Company has not experienced any losses on these deposits. The Company’s accounts receivable balances are predominantly with third-party aggregators and these are subject to normal credit risks which management believes to be not significant. As of December 31, 2022, two third party aggregators a ccounted for approximately 90 % of the Company’s gross accounts receivable. As of December 31, 2021 , one third party aggregator accounted for approximately 71 % of the Company’s gross accounts receiv able. |
Leases | Leases Company as a lessee Under Financial Accounting Standards Board ("FASB") ASC Topic 842, Leases , (“ASC 842”), the Company determines whether an arrangement is or contains a lease at contract inception. Right-of-use assets and lease liabilities, which are disclosed on the consolidated balance sheets, are recognized at the commencement date of the lease based on the present value of the lease payments over the lease term using the Company’s incremental borrowing rate on the lease commencement date. If the lease contains an option to extend the lease term, the renewal option is considered in the lease term if it is reasonably certain that the Company will exercise the option. Operating lease expense is recognized on a straight-line basis over the term of the lease. Short-term leases, defined as leases with an initial term of twelve months or less, are not recorded on the consolidated balance sheets. Company as a lessor Amounts due from lessees under finance leases are recorded as receivables at the amount of the Company’s lease receivable. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return on the Company’s lease receivable. Amounts due from lessees under operating leases are recorded as receivables at the amount of the Company’s lease receivable. Rental income from operating leases is recognized on a straight-line basis over the term of the lease. |
Property and Equipment, net | Property and Equipment, net Property and equipment, net is stated at cost less accumulated depreciation and accumulated impairment, if any. Cost of maintenance and repairs that do not improve or extend the lives of the respective assets are expensed as incurred. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, as follows: Leasehold improvements Lesser of lease term or useful life Furniture and fixtures 4 years Computer equipment 3 years |
Internal-Use Software | Internal-Use Software The Company incurs costs to develop software to be used solely to meet internal needs and applications used to deliver its services. These software development costs meet the criteria for capitalization once the preliminary project stage is complete and it is probable that the project will be completed, and the software will be used to perform the function intended. Costs capitalized during the application development stage include salaries, benefits, bonus, stock-based compensation, and taxes for employees who are directly involved in the development of new products or features, direct costs of materials and services incurred in developing or obtaining internal-use software and interest costs incurred, if applicable. Costs associated with post implementation activities are expensed as incurred. Capitalized software development costs are classified as intangibles, net on the consolidated balance sheets. The cost of internal-use software is amortized on a straight-line method over the estimated useful life of the applicable software which is typically three years . |
Impairment of Long-lived Assets | Impairment of Long-lived Assets Long-lived assets, which primarily consist of property and equipment and right-of-use assets, are reviewed for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value is deemed not to be recoverable, an impairment loss is recorded equal to the amount by which the carrying value of the long-lived asset exceeds its fair value. The remaining estimated useful lives of property and equipment and right-of-use assets are routinely reviewed and, if the estimate is revised, the remaining unamortized balance is amortized or depreciated over the revised estimated useful life. During the year ended December 31, 2022, the Company determined that a right-of-use asset associated with its decision to discontinue its operations in Russia was fully impaired and recognized an impairment charge of $ 4.4 million in general and administrative expense in the accompanying consolidated statement of operations. See Note 10, Restructuring, for additional information on impairment. |
Business Combination | Business Combination The Company accounts for business combinations using the acquisition method of accounting. The purchase price is allocated to the assets acquired and liabilities assumed, including identifiable intangible assets, based on their fair values at the date of acquisition, with the exception of contract assets and contract liabilities from contracts with customers. On January 1, 2022, the Company adopted ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , under which the Company recognizes and measures revenue contract assets and contract liabilities (including deferred revenue) acquired in a business combination on the acquisition date as if the revenue contracts were originated by the Company in accordance with ASC 606, Revenue from Contracts with Customers . The adoption of ASU 2021-08 did not have a material impact to the Company's consolidated financial position, results of operations and cash flows. Any excess of the amount paid over the fair values of the identifiable net assets acquired is allocated to goodwill. These fair value determinations require judgment and involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. The Company has entered into contingent earn-out arrangements that were determined to be part of the purchase consideration in connection with business acquisitions. The Company classified the arrangements as a liability at the time of the relevant acquisition, as it will be settled in cash, and reflected the change in the liability at its current fair value for each subsequent reporting period thereafter until settled. The changes in the remeasured fair value of the relevant contingent earn-out liabilities during each reporting period is recognized in general and administrative expense in the accompanying consolidated statements of operations. See Note 7, Business Combination , for additional information. Transaction costs associated with business combinations are expensed as incurred. |
Goodwill and Intangible Assets, net | Goodwill Goodwill is the excess of cost over the fair value of net assets acquired. Goodwill is not amortized but tested for impairment annually as of October 1 or more frequently if certain circumstances indicate a possible impairment may exist. The Company tests goodwill for impairment at a reporting unit level. The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. The qualitative assessment includes, but is not limited to, market and macroeconomic conditions, cost factors, cash flows, changes in key management personnel and our share price. The result of this assessment determines whether it is necessary to perform a quantitative goodwill impairment test. There were no impairment charges recorded for goodwill for the years ended December 31, 2022 and 2021, respectively. Intangible Assets, net The Company tests intangible assets that are not amortized (i.e., Bumble and Badoo brands) for impairment at the asset level. Indefinite-lived intangibles are tested for impairment annually as of October 1 or more frequently if certain circumstances indicate a possible impairment may exist. The Company performs a qualitative assessment to determine whether it is more likely than not that the fair value of the asset is less than its carrying value. If we determine that it is more likely than not that the intangible asset is impaired, we perform a quantitative assessment by comparing the fair value of the asset with its carrying amount. If the fair value, which is based on future cash flows, exceeds the carrying value, the asset is not considered impaired. If the carrying amount exceeds the fair value, an impairment loss would be recognized in an amount equal to the excess of the carrying amount of the asset over the fair value of the asset. Intangible assets with definite lives are reviewed for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. The carrying value of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the carrying value is deemed not to be recoverable, an impairment loss is recorded equal to the amount by which the carrying value of the long-lived asset exceeds its fair value. The remaining estimated useful lives of definite-lived intangible assets are routinely reviewed and, if the estimate is revised, the remaining unamortized balance is amortized over the revised estimated useful life. During the years ended December 31, 2022 and 2021, the Company determined that certain indefinite and definite-lived intangible assets were impaired and recognized impairment charges of $ 141.0 million a nd $ 26.4 million, respectively. The impairment charges are in "General and administrative expense" within the accompanying consolidated statement of operations . See Note 9, Goodwill and Intangible Assets, net for additional information on impairment. Intangible assets are stated at cost less accumulated amortization and accumulated impairment, if any. Amortization is calculated on a straight-line basis over the estimated useful lives of the definite-lived intangible assets, as follows: User base 4 years White label contracts 8 years Fruitz brand 15 years Trademark 10 years Domain 3 years Developed technology 5 years |
Investments | Investments The Company has certain investments in privately held companies and limited partnerships. These investments are carried at cost, less any impairments, and are adjusted for subsequent observable price changes obtained from orderly transactions for identical or similar investments issued by the same investee in accordance with the measurement alternative in ASC 321, Certain investment in Debt and Equity Securities . The investments are included in "Other noncurrent assets" in the accompanying consolidated balance sheets. Any gains or losses are recorded to other income (loss), net on the accompanying consolidated statement of operations. |
Fair Value Measurements | Fair Value Measurements The Company follows ASC 820, Fair Value Measurement , for financial assets and liabilities measured at fair value on a recurring basis. The Company uses the fair value hierarchy to categorize the financial instruments measured at fair value based on the available inputs to the valuation and the degree to which they are observable or not observable in the market. The three levels of the fair value hierarchy are as follows: • Level 1—Quoted prices in active markets for identical assets or liabilities. • Level 2—Assets and liabilities valued based on observable market data for similar instruments, such as quoted prices for similar assets or liabilities. • Level 3—Unobservable inputs for which there is little or no market data and require the Company to develop its own assumptions, based on the best information available. See Note 12, Fair Value Measurements, net for additional information. |
Derivatives | Derivatives The Company uses interest rate derivative instruments to manage the risk related to fluctuating cash flows from interest rate changes on the debt. These instruments are not designated as hedges for accounting purposes and are recorded in "Other noncurrent assets" or “Other liabilities,” with changes in fair value recognized in “Other income (expense), net.” |
Revenue Recognition | Revenue Recognition The Company recognizes revenue from services in accordance with ASC 606, Revenue from Contracts with Customers (“ASC 606”). Under ASC 606, the Company recognizes revenue when or as the Company’s performance obligations are satisfied by transferring control of the promised services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps as prescribed by ASC 606: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies performance obligations. The Company only applies the five-step model to contracts when it is probable that it will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assess whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. Revenue is primarily derived in the form of recurring subscriptions and in-app purchases. Subscription revenue is presented net of taxes, refunds and credit card chargebacks. This revenue is initially deferred and is recognized using the straight-line method over the term of the applicable subscription period. Revenue from lifetime subscriptions is deferred over the average estimated expected period of the subscriber relationship, which is currently estimated to be twelve months. Revenue from the purchase of in-app features is recognized based on usage. Unused in-app purchase fees expire and are recognized as revenue after six months. The Company also earns revenue from online advertising and partnerships. Online advertising revenue is recognized when an advertisement is displayed. Revenue from partnerships is recognized according to the contractual terms of the partnership. As permitted under the practical expedient available under ASC 606, t he Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, and (ii) contracts for which the Company recognizes revenue at the amount which it has the right to invoice for services performed. During the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2 020, there were no customers representing greater than 10 % of total revenue. For the periods presented, revenue across apps was as follows: Successor Predecessor (in thousands) Year Year Period from Period from Bumble App $ 694,329 $ 528,585 $ 334,979 $ 23,256 Badoo App and Other 209,174 232,325 204,567 16,734 Total Revenue $ 903,503 $ 760,910 $ 539,546 $ 39,990 Assets Recognized from the Costs to Obtain a Contract with a Customer The Company has determined that certain costs paid to third party aggregators, primarily mobile app store fees, meet the requirements to be capitalized as a cost of obtaining a contract. These costs are capitalized and amortized over the period of contract performance, typically over the term of the applicable subscription period, and expensed to cost of revenue. |
Deferred Revenue | Deferred Revenue Deferred revenue consists of advance payments that are received or are contractually due in advance of the Company’s performance. The Company’s deferred revenue is reported on a contract by contract basis at the end of each reporting period. The Company classifies deferred revenue as current when the term of the applicable subscription period or expected completion of the performance obligation is one year or less. The deferred revenue balance is $ 46.1 million and $ 39.6 million at December 31, 2022 and 2021, respectively. During the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, the Company recognized reven ue of $ 39.6 million, $ 30.9 million, $ 9.6 million and $ 10.6 million, respectively, that was included in the deferred revenue balance at the beginning of each respective period. |
Advertising Costs | Advertising Costs Advertising costs are expensed in the period in which the services are first delivered to the Company. Where media space is purchased in advance, expense is deferred until the advertising service has been received by the Company. Advertising costs represent online marketing, including fees paid to search engines and social media sites, brand marketing such as out of home and television advertising, field marketing and partner-related payments to those who direct traffic to the Company’s platforms. Advertising expense was $ 207.7 million, $ 175.0 million, $ 138.0 million and $ 9.8 million for the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to Dec ember 31, 2020 and for the period from January 1, 2020 to January 28, 2020, respectively. |
Debt Issuance Costs | Debt Issuance Costs Costs incurred in connection with obtaining new debt financing are deferred and amortized over the life of the related financing. If such financing is settled or replaced prior to maturity with debt instruments that have substantially different terms, the settlement is treated as an extinguishment and the unamortized costs are charged to gain or loss on extinguishment of debt. If such financing is settled or replaced with debt instruments from the same lender that do not have substantially different terms, the new debt agreement is accounted for as a modification for the prior debt agreement and the unamortized costs remain capitalized, the new original issuance discount costs are capitalized. The new lenders pro-rata portion of third-party fees are deducted from the carrying value of the loans as additional discounts. For existing lenders, the pro-rata portion of third-party fees are expensed as incurred. Deferred costs are recognized as a direct reduction in the carrying amount of the debt instrument on the consolidated balance sheets and are amortized to interest expense over the term of the related debt using the effective interest method. |
Income Taxes | Income Taxes The Company accounts for income taxes under the liability method, and deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying values of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided if it is determined that it is more likely than not that the deferred tax asset will not be realized. The Company records interest (and penalties where applicable), net of any applicable related income tax benefit, on potential income tax contingencies as a component of income tax provision. The Company evaluates and accounts for uncertain tax positions using a two-step approach. Recognition (step one) occurs when the Company concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustainable upon examination. Measurement (step two) determines the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Derecognition of a tax position that was previously recognized would occur when the Company subsequently determines that a tax position no longer meets the more likely-than-not threshold of being sustained. |
Tax Receivable Agreement | Tax Receivable Agreement In connection with our IPO, the Company entered into a tax receivable agreement with certain pre-IPO owners whereby the Company agreed to pay to such pre-IPO owners 85 % of the benefits that the Company realizes, or is deemed to realize, as a result of our allocable share of existing tax basis acquired in the IPO, increases in our share of existing tax basis and adjustments to the tax basis of the assets of Bumble Holdings as a result of sales or exchanges of Common Units (including Common Units issued upon conversion of vested Incentive Units), and our utilization of certain tax attributes of the Blocker Companies (including the Blocker Companies’ allocable share of existing tax basis) and certain other tax benefits related to entering into the tax receivable agreement. Actual tax benefits realized by the Company may differ from tax benefits calculated under the tax receivable agreement as a result of the use of certain assumptions in the tax receivable agreement, including the use of an assumed weighted-average state and local income tax rate to calculate tax benefits. Payments to be made under the tax receivable agreement will depend upon a number of factors, including the timing and amount of our future income. The Company accounts for amounts payable under the tax receivable agreement in accordance with ASC 450, Contingencies . As such, subsequent changes in the fair value of the tax receivable agreement liability between reporting periods are recognized in the statement of operations. See Note 6, Payable to Related Parties Pursuant to a Tax Receivable Agreement , for additional information on the tax receivable agreement . |
Foreign Currencies | Foreign Currencies The Company’s consolidated financial statements are presented in U.S. dollars, which is the Company’s functional currency. The financial position and operating results of foreign entities whose primary economic environment is based on their local currency are consolidated using the local currency as the functional currency. These local currency assets and liabilities are translated into U.S. dollars at the rates of exchange as of the balance sheet date, and local currency revenue and expenses of these operations are translated at average rates of exchange during the period. Translation gains and losses are included in accumulated other comprehensive income as a component of shareholders’ equity. Transaction gains and losses resulting from assets and liabilities denominated in a currency other than the functional currency are included in “Other income (expense), net” in the accompanying consolidated statements of operations. For the year ended December 31, 2022, the year ended December 31, 2021, the period from January 29, 2020 to December 31, 2020 and the period from January 1, 2020 to January 28, 2020, the Company recorded a gain (loss) of $ 3.7 million, $( 0.1 ) million, $( 9.5 ) million and $( 0.6 ) million, respectively. |
Restructuring Charges | Restructuring Charges Restructuring charges, associated with office closure or exiting a market, consist primarily of severance, relocation, right-of-use asset impairment and other related costs. The Company evaluates the nature of these costs to determine if they relate to ongoing benefit arrangements which are accounted for under ASC 712, Compensation - Nonretirement Postemployment Benefits , or one-time benefit arrangements which are accounted for under ASC 420, Exit or Disposal Cost Obligations . The Company records a liability for ongoing employee termination benefits when it is probable that an employee is entitled to them and the amount of the benefits can be reasonably estimated. One-time employee termination costs are recognized when management has communicated the termination plan to employees, unless future service is required, in which case the costs are recognized ratably over the future service period. All other related costs are recognized when incurred. Restructuring charges are recognized as an operating expense within the consolidated statements of operations and are classified based on each employee’s respective function. See Note 10, Restructuring , for additional information on restructuring charges. |
Earnings (Loss) per Share/Unit | Earnings (Loss) per Share/Unit Basic earnings (loss) per unit is computed by dividing net earnings (loss) attributable to the Company by the weighted average number of common units outstanding during the period. Diluted earnings (loss) per unit is computed by dividing net earnings (loss) attributable to the Company by the weighted-average units outstanding during the period after adjusting for the impact of securities that would have a dilutive effect on earnings (loss) per unit. All earnings (loss) for the Predecessor period from January 1, 2020 to January 28, 2020 were entirely allocable to Predecessor shareholders and non-controlling interest. Additionally, due to the impact of the Sponsor Acquisition, the Company’s capital structure for the Predecessor and Successor periods is not comparable. As a result, the presentation of earnings (loss) per share for the periods prior to such transaction is not meaningful and only earnings (loss) per unit for periods subsequent to the Sponsor Acquisition are presented herein. See Note 15, Earnings ( Loss) per Share/Unit, for additional information on dilutive securities. |
Stock-Based Compensation | Stock-Based Compensation The Company issues stock-based awards to employees that are generally in the form of stock options, restricted shares, incentive units, or restricted stock units (“RSUs”). Compensation cost for equity awards is measured at their grant-date fair value, and in the case of restricted shares and RSUs is estimated based on the fair value of the Company’s underlying common stock. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model for time-vesting awards or a Monte Carlo simulation approach in an option pricing framework for exit-vesting awards. These require management to make assumptions with respect to the fair value of the Company’s equity award on the grant date, including the expected term of the award, the expected volatility of the Company’s stock calculated based on a period of time generally commensurate with the expected term of the award, risk-free interest rates and expected dividend yields of the Company’s stock. For time-vesting awards, compensation cost is recognized over the requisite service period, which is generally the vesting period, using the graded attribution method. For performance-based stock awards, compensation expense is recognized over the requisite service period on a straight-line basis when achievement is probable. At the IPO date, the Company concluded that our public offering represented a qualifying liquidity event that would cause the performance conditions to be probable of occurring. For periods prior to the Company’s IPO, the grant date fair value of stock-based compensation awards and the underlying equity were determined on each grant date using a Monte Carlo model. As the Company's equity was not publicly traded, there was no history of market prices for the Company's equity. Thus, estimating grant date fair value required the Company to make assumptions, including the value of the Company's equity, expected time to liquidity, and expected volatility. See Note 16, Stock-based Compensation, for a discussion of the Company’s stock-based compensation plans and awards. |
Recently Issued Pronouncements Not Yet Adopted | Recently Issued Pronouncements Not Yet Adopted In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU” 2020-04) Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and then subsequent amendments, which provide optional guidance and exceptions for applying GAAP to contract modifications and hedging relationships, subject to meeting certain criteria, that reference London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued. In December 2022, the FASB issued ASU 2022-06 Reference Rate Reform (Topic 848) - Deferral of the Sunset Date of Topic 848 (ASU 2022-06), which extends the optional transition relief to ease the potential burden in accounting for reference rate reform on financial reporting. The transition relief is provided through December 30, 2024 based on the expectation that the LIBOR will cease to be published as of June 30, 2023. The amendments are effective prospectively at any point through December 31, 2024. The Company continues to implement its transition plan toward cessation of LIBOR and the modification of its loans and other financial instruments with attributes that are either directly or indirectly influenced by LIBOR. The Company expects to utilize the LIBOR transition relief allowed under ASU 2020-04, as applicable, and does not expect such adoption to have a material impact on its accounting and disclosures. |
Summary of Selected Significa_3
Summary of Selected Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Assets | Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, as follows: Leasehold improvements Lesser of lease term or useful life Furniture and fixtures 4 years Computer equipment 3 years |
Schedule of Estimated Useful Lives of Definite Lived Intangible Assets | Amortization is calculated on a straight-line basis over the estimated useful lives of the definite-lived intangible assets, as follows: User base 4 years White label contracts 8 years Fruitz brand 15 years Trademark 10 years Domain 3 years Developed technology 5 years |
Summary of Revenue Across Apps | For the periods presented, revenue across apps was as follows: Successor Predecessor (in thousands) Year Year Period from Period from Bumble App $ 694,329 $ 528,585 $ 334,979 $ 23,256 Badoo App and Other 209,174 232,325 204,567 16,734 Total Revenue $ 903,503 $ 760,910 $ 539,546 $ 39,990 |
Revisions of Previously-Issue_2
Revisions of Previously-Issued Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Condensed Consolidated Balance Sheets [Member] | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Schedule of Error Corrections and Prior Period Adjustments | Consolidated Balance Sheets December 31, 2021 December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Goodwill $ 1,540,112 $ — $ 1,540,112 $ 1,540,915 $ ( 803 ) $ 1,540,112 Deferred tax assets, net 19,090 482 19,572 — 104 104 Other noncurrent assets 9,319 694 10,013 3,319 919 4,238 Total assets 3,775,820 1,176 3,776,996 3,637,268 220 3,637,488 Deferred revenue 39,924 ( 355 ) 39,569 31,269 ( 355 ) 30,914 Current portion of long-term debt, net 2,588 3,162 5,750 5,338 3,162 8,500 Total current liabilities 173,163 2,807 175,970 241,334 2,807 244,141 Long-term debt, net 620,351 2,880 623,231 820,876 742 821,618 Deferred tax liabilities, net — — — 428,087 586 428,673 Total liabilities 1,301,540 5,687 1,307,227 1,552,487 4,135 1,556,622 Additional paid-in capital 1,586,781 1,645 1,588,426 — — — Accumulated deficit ( 52,856 ) ( 7,269 ) ( 60,125 ) — 695 695 Accumulated other comprehensive income 80,629 ( 2,026 ) 78,603 180,852 ( 4,608 ) 176,244 Total Bumble Inc. shareholders’ / Buzz Holdings L.P. owners’ equity 1,615,846 ( 7,650 ) 1,608,196 2,083,973 ( 3,913 ) 2,080,060 Noncontrolling interests 858,434 3,139 861,573 808 ( 2 ) 806 Total shareholders’ / owners’ equity 2,474,280 ( 4,511 ) 2,469,769 2,084,781 ( 3,915 ) 2,080,866 Total liabilities and shareholders’ / owners’ equity 3,775,820 1,176 3,776,996 3,637,268 220 3,637,488 |
Condensed Consolidated Statements of Operations [Member] | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Schedule of Error Corrections and Prior Period Adjustments | Consolidated Statements of Operations and Consolidated Statements of Comprehensive Operations Year Ended December 31, 2021 Period from January 29, through December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Revenue $ 765,660 $ ( 4,750 ) $ 760,910 $ 542,192 $ ( 2,646 ) $ 539,546 Cost of revenue 209,921 ( 4,750 ) 205,171 146,629 ( 3,001 ) 143,628 General and administrative expense 265,738 — 265,738 178,615 3,192 181,807 Total operating costs and expenses 900,343 ( 4,750 ) 895,593 616,593 191 616,784 Operating earnings (loss) ( 134,683 ) — ( 134,683 ) ( 74,401 ) ( 2,837 ) ( 77,238 ) Interest income (expense) ( 25,609 ) 1,035 ( 24,574 ) ( 22,134 ) 207 ( 21,927 ) Other income (expense), net 11,166 ( 8,006 ) 3,160 ( 5,525 ) 4,608 ( 917 ) Income (loss) before income taxes ( 149,126 ) ( 6,971 ) ( 156,097 ) ( 102,060 ) 1,978 ( 100,082 ) Income tax benefit (provision) 436,071 1,766 437,837 ( 8,126 ) ( 1,285 ) ( 9,411 ) Net earnings (loss) 286,945 ( 5,205 ) 281,740 ( 110,186 ) 693 ( 109,493 ) Net earnings (loss) attributable to noncontrolling interests ( 30,834 ) 2,759 ( 28,075 ) 808 ( 2 ) 806 Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners 317,779 ( 7,964 ) 309,815 ( 110,994 ) 695 ( 110,299 ) Change in foreign currency translation adjustment ( 7,319 ) 4,609 ( 2,710 ) 180,852 ( 4,608 ) 176,244 Total other comprehensive income (loss), net of tax ( 7,319 ) 4,609 ( 2,710 ) 180,852 ( 4,608 ) 176,244 Comprehensive income (loss) 279,626 ( 596 ) 279,030 70,666 ( 3,915 ) 66,751 Comprehensive income (loss) attributable to noncontrolling interests ( 33,673 ) 4,647 ( 29,026 ) 808 ( 2 ) 806 Comprehensive income (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners 313,299 ( 5,243 ) 308,056 69,858 ( 3,913 ) 65,945 Net earnings (loss) per share / unit attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners Basic earnings (loss) per share / unit 1.52 ( 0.02 ) 1.50 ( 0.05 ) 0.01 ( 0.04 ) Diluted earnings (loss) per share / unit 1.48 ( 0.03 ) 1.45 ( 0.05 ) 0.01 ( 0.04 ) |
Condensed Consolidated Statements of Cash Flows [Member] | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Schedule of Error Corrections and Prior Period Adjustments | Consolidated Statements of Cash Flows Year Ended December 31, 2021 Period from January 29, through December 31, 2020 As Previously Reported Adjustment As Revised As Previously Reported Adjustment As Revised Cash flows from operating activities: Net Earnings $ 286,945 $ ( 5,205 ) $ 281,740 $ ( 110,186 ) $ 693 $ ( 109,493 ) Loss on extinguishment of long term debt — 3,398 3,398 — — — Deferred income tax ( 446,629 ) ( 1,766 ) ( 448,395 ) ( 789 ) 1,285 496 Net foreign exchange difference 4,084 4,608 8,692 6,945 ( 4,608 ) 2,337 Other, net 6,093 ( 1,035 ) 5,058 3,604 ( 207 ) 3,397 Deferred revenue 8,654 — 8,654 22,169 ( 355 ) 21,814 Net cash provided by (used in) operating activities 104,837 — 104,837 56,261 ( 3,192 ) 53,069 Cash flows from financing activities: Debt issuance costs — — — ( 21,105 ) 3,192 ( 17,913 ) Net cash provided by (used in) financing activities 151,486 — 151,486 2,866,236 3,192 2,869,428 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Components of lease cost | Components of lease cost included in general and administrative expenses on the consolidated statement of operations are as follows (in thousands): Successor Predecessor Year Year Period from Period from Operating lease cost $ 4,539 $ 5,438 $ 4,165 $ 410 Expense relating to short-term leases 314 363 331 36 Total lease cost $ 4,853 $ 5,801 $ 4,496 $ 446 |
Supplemental cash flow information related to lease | Supplemental cash flow information related to leases is as follows (in thousands): Successor Predecessor Year Year Period from Period from Cash paid for amounts included in the measurement of lease liabilities $ 5,984 $ 5,464 $ 5,575 $ 636 Right-of-use assets obtained in exchange for lease liabilities 1,954 19,570 146 — |
Supplemental balance sheet information related to leases | Supplemental balance sheet information related to leases is as follows (in thousands, except lease term and discount rate): December 31, December 31, 2022 2021 Assets: Right-of-use assets $ 17,419 $ 26,410 Liabilities: Accrued expenses and other current liabilities $ 3,135 $ 3,898 Other liabilities 13,750 21,711 Total operating lease liabilities $ 16,885 $ 25,609 Weighted average remaining operating lease term (years) 6.0 6.8 Weighted average operating lease discount rate 4.4 % 5.0 % |
Maturities of lease liabilities | Future maturities on lease liabilities as of December 31, 2022, are as follows (in thousands): Years Ended December 31, 2023 $ 3,823 2024 1,361 2025 3,901 2026 3,531 2027 3,328 Thereafter 3,456 Total lease payments 19,400 Less: imputed interest ( 2,515 ) Total lease liabilities $ 16,885 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of U.S. and foreign (loss) earnings before income taxes and noncontrolling interests | U.S. and foreign (loss) earnings before income taxes and noncontrolling interests are as follows (in thousands): Successor Predecessor Year Year Period Period U.S. $ ( 177,415 ) $ ( 180,256 ) $ ( 44,333 ) $ ( 168 ) Foreign 66,697 24,159 ( 55,749 ) ( 32,023 ) Total $ ( 110,718 ) $ ( 156,097 ) $ ( 100,082 ) $ ( 32,191 ) |
Schedule of Income tax provision | The components of the income tax (benefit) provision are as follows (in thousands): Successor Predecessor Year Year Period Period Current income tax (benefit) provision: Federal $ 598 $ — $ — $ — State 542 ( 122 ) 162 — Foreign 7,708 10,680 8,753 452 Current income tax provision $ 8,848 $ 10,558 $ 8,915 $ 452 Deferred income tax (benefit) provision: Federal $ ( 65 ) $ 192 $ ( 100 ) $ — State — — ( 91 ) — Foreign ( 5,377 ) ( 448,587 ) 687 ( 87 ) Deferred income tax (benefit) provision ( 5,442 ) ( 448,395 ) 496 ( 87 ) Income tax (benefit) provision $ 3,406 $ ( 437,837 ) $ 9,411 $ 365 The Company recorded income tax expense of $ 3.4 million for the year ended December 31, 2022 compared to an income tax benefit of $ 437.8 million recorded for the year ended December 31, 2021. The income tax benefit of $ 437.8 million recorded in the year ended December 31, 2021 includes a $ 441.5 million deferred tax benefit related to the reversal of net deferred tax liabilities recorded at our Maltese and UK entities due to a restructuring of our international operations which occurred on January 1, 2021. In addition, the income tax expense for the year ended December 31, 2022 and the income tax benefit for the year ended December 31, 2021 reflects the impact of our assessment that we will not be able to realize the benefit of certain deferred tax assets arising in the current year for which a valuation allowance has been recorded. |
Schedule of deferred tax assets and deferred tax liabilities | The tax effects of cumulative temporary differences that give rise to significant deferred tax assets and deferred tax liabilities are presented below (in thousands): December 31, December 31, 2022 2021 Deferred tax assets: Investment in partnership $ 147,708 $ 164,220 Depreciation and amortization 12 275 Net operating loss carryforward 50,577 42,229 Interest expense carryforward 6,838 1,530 Tax Receivable Agreement 31,705 31,223 Share-based compensation 22,491 14,887 Foreign tax credit carryforward 6,003 — Other 3,665 2,991 Total deferred tax assets 268,999 257,355 Less: Valuation allowance ( 242,152 ) ( 237,783 ) Deferred tax assets, net of valuation allowance $ 26,847 $ 19,572 Deferred tax liabilities: Depreciation and amortization 10,874 — Total deferred tax liabilities 10,874 — Deferred tax (liabilities) assets, net $ 15,973 $ 19,572 As of December 31, 2022 , the Company had deferred tax assets related to federal, state and foreign net operating loss carryforwards of $ 45.5 million, $ 4.4 million and $ 0.6 million, r espectively. Both the federal and foreign net operating losses can be carried forward indefinitely. |
Statutory Federal Income Tax Rate to Earnings Before Income Taxes | A reconciliation of the statutory federal effective tax rate to the effective tax rate is as follows: Successor Predecessor Year Year Period Period Income tax provision at the statutory rate (1) 21 % 21 % 35 % 35 % Nondeductible expenses ( 1 )% ( 1 )% ( 78 )% ( 39 )% State taxes, net of federal benefit 1 % 1 % — — Non-controlling interest 7 % ( 14 )% — — Effect of foreign taxes ( 2 )% ( 3 )% — — Share-based compensation ( 6 )% ( 2 )% — ( 1 )% Impact of IP realignment — 283 % — — Tax rebate — — 29 % — Tax rate differential — — 25 % 4 % Valuation allowance ( 22 )% ( 4 )% — — Tax rate change — — ( 22 )% — Other ( 1 )% ( 1 )% 2 % — Income tax provision ( 3 )% 280 % ( 9 )% ( 1 )% |
Schedule of unrecognized tax benefits | A rollforward of unrecognized tax benefits, excluding accrued penalties and interest, for the year ended December 31, 2022 is as follows: Successor (in thousands) Year Year Balance, beginning of the period $ 1,500 $ — Additions based on tax positions related to the current year 13,101 1,500 Balance, end of the period $ 14,601 $ 1,500 |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Acquisition [Line Items] | |
Summary of Purchase Consideration and Purchase Price Allocation to Estimated Fair Values of Identifiable Assets Acquired and Liabilities Assumed | The following tables summarize the purchase consideration and the purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed (in thousands): Cash consideration $ 72,275 Fair value of contingent earn-out liability 3,100 Total purchase price $ 75,375 Purchase price allocation $ 75,375 Less fair value of net assets acquired: Cash and cash equivalents 2,555 Accounts receivable 799 Other current assets 57 Property and equipment 17 Intangible assets 42,930 Deferred revenue ( 650 ) Accounts payable ( 1,045 ) Deferred tax liabilities ( 10,819 ) Net assets acquired 33,844 Goodwill $ 41,531 |
Summary of Fair Values of Identifiable Intangible Assets Acquired at Date of Sponsor Acquisition | The fair values of the identifiable intangible assets acquired at the date of acquisition are as follows (in thousands): Acquisition Weighted- Brand $ 38,000 15 Developed technology 4,100 4 User base 830 4 Total identifiable intangible assets acquired $ 42,930 |
Worldwide Vision Limited [Member] | |
Business Acquisition [Line Items] | |
Summary of Purchase Consideration and Purchase Price Allocation to Estimated Fair Values of Identifiable Assets Acquired and Liabilities Assumed | The following tables summarize the purchase consideration and the purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed (in thousands): Cash paid to former owners of Worldwide Vision Limited $ 2,239,827 Issued ownership interest in the Company 349,992 Cash paid to related party 125,000 Settlement of amounts owed to Worldwide Vision Limited by former owners 42,075 Buyout of minority shareholders of a subsidiary 44,750 Consideration related to holdback settlement 36,418 Fair value of contingent earn-out liability 12,900 Total purchase consideration $ 2,850,962 Purchase price allocation $ 2,850,962 Less fair value of net assets acquired: Cash and cash equivalents 53,927 Other current assets 127,464 Property and equipment 14,241 Intangible assets 1,785,000 Other noncurrent assets 17,826 Deferred revenue ( 9,600 ) Other current liabilities ( 143,293 ) Deferred income taxes ( 398,688 ) Other long-term liabilities ( 51,878 ) Net assets acquired 1,394,999 Goodwill $ 1,455,963 |
Summary of Fair Values of Identifiable Intangible Assets Acquired at Date of Sponsor Acquisition | The fair values of the identifiable intangible assets acquired at the date of Sponsor Acquisition are as follows (in thousands): Acquisition Date Weighted- Brands $ 1,430,000 Indefinite Developed technology 220,000 5 User base 105,000 2.5 White label contracts 30,000 8 Total identifiable intangible assets acquired $ 1,785,000 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | A summary of the Company’s property and equipment, net is as follows (in thousands): December 31, December 31, Computer equipment $ 22,366 $ 21,675 Leasehold improvements 6,135 7,288 Furniture and fixtures 875 904 Total property and equipment, gross 29,376 29,867 Accumulated depreciation ( 14,909 ) ( 15,240 ) Total property and equipment, net $ 14,467 $ 14,627 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying amount of Goodwill | The changes in the carrying amount of goodwill for the periods presented is as follows (in thousands): Balance as of December 31, 2020 $ 1,540,915 Goodwill adjustment, net (1) ( 803 ) Balance as of December 31, 2021 1,540,112 Fruitz acquisition 41,531 Foreign currency translation adjustment ( 1,873 ) Balance as of December 31, 2022 $ 1,579,770 (1) Relates to the impact of $ 0.8 million of deferred income taxes. There were no impairment charges record ed for goodwill for the years ended December 31, 2022 and 2021 , respectively. |
Summary of Intangible Assets, Net | A summary of the Company’s intangible assets, net is as follows (in thousands): December 31, 2022 Gross Accumulated Impairment losses Net Carrying Weighted- Bumble and Badoo brands $ 1,511,269 $ — $ ( 141,000 ) $ 1,370,269 Indefinite Fruitz brand 36,280 ( 2,217 ) — 34,063 14.1 Developed technology 248,727 ( 143,704 ) — 105,023 2.1 User base 113,487 ( 112,877 ) — 610 — White label contracts 33,384 ( 6,953 ) ( 26,431 ) — — Other 17,761 ( 3,298 ) — 14,463 4.3 Total intangible assets, net $ 1,960,908 $ ( 269,049 ) $ ( 167,431 ) $ 1,524,428 December 31, 2021 Gross Accumulated Impairment losses Net Carrying Weighted- Bumble and Badoo brands $ 1,511,269 $ — $ — $ 1,511,269 Indefinite Developed technology 244,813 ( 93,845 ) — 150,968 3.1 User base 112,695 ( 86,399 ) — 26,296 0.6 White label contracts 33,384 ( 6,953 ) ( 26,431 ) — — Other 9,106 ( 841 ) — 8,265 5.3 Total intangible assets, net $ 1,911,267 $ ( 188,038 ) $ ( 26,431 ) $ 1,696,798 |
Summary of Amortization of Intangible Assets with Definite Lives | As of December 31, 2022, amortization of intangible assets with definite lives is estimated to be as follows (in thousands): 2023 $ 56,377 2024 56,007 2025 9,639 2026 3,186 2027 and thereafter 26,114 Total $ 151,323 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Schedule of total restructuring changes by function | The following table presents the total restructuring charges by function (in thousands): Year Cost of revenue $ 119 Selling and marketing 34 General and administrative 4,680 Product development 1,018 Total $ 5,851 |
Summary of restructuring related liabilities | The following table summarizes the restructuring related liabilities (in thousands): Employee Related Benefits Other Total Balance as of December 31, 2021 $ — $ — $ — Restructuring charges 3,440 163 3,603 Cash payments ( 2,941 ) ( 163 ) ( 3,104 ) Balance as of December 31, 2022 $ 499 $ — $ 499 |
Other Financial Data (Tables)
Other Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Financial Data Disclosure [Abstract] | |
Summary of Other Current Assets | Other current assets are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Capitalized aggregator fees $ 10,917 $ 8,183 Prepayments 9,201 10,989 Income tax receivable 4,491 30,563 Other receivables 7,273 3,016 Total other current assets $ 31,882 $ 52,751 |
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Legal liabilities $ 20,501 $ 8,767 Payroll and related expenses 20,814 14,176 Marketing expenses 19,874 13,706 Other accrued expenses 14,536 11,967 Lease liabilities 3,135 3,898 Income tax payable 3,092 42,317 Contingent earn-out liability 52,327 — Payable to related parties pursuant to a tax receivable agreement 8,826 — Other payables 13,338 16,651 Total accrued expenses and other current liabilities $ 156,443 $ 111,482 |
Summary of Other Non-current Liabilities | Other non-current liabilities are comprised of the following balances (in thousands): December 31, 2022 December 31, 2021 Lease liabilities $ 13,750 $ 21,711 Contingent earn-out liability — 96,600 Other liabilities 838 935 Total other liabilities $ 14,588 $ 119,246 |
Summary of Supplemental Cash Flow Information | Supplemental cash flow information is as follows (in thousands): Successor Predecessor Year Year Period from Period from Taxes paid $ 46,850 $ 33,421 $ 42 $ — Interest paid 26,154 22,339 19,862 — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Instruments Measured at Fair Value on Recurring Basis | The following tables present the Company’s financial instruments that are measured at fair value on a recurring basis (in thousands): December 31, 2022 Level 1 Level 2 Level 3 Total Fair Assets: Cash and cash equivalents $ 402,559 $ — $ — $ 402,559 Derivative asset — 22,094 — 22,094 Investments in equity securities — — 2,577 2,577 $ 402,559 $ 22,094 $ 2,577 $ 427,230 Liabilities: Contingent earn-out liability $ — $ — $ 52,327 $ 52,327 $ — $ — $ 52,327 $ 52,327 December 31, 2021 Level 1 Level 2 Level 3 Total Fair Assets: Cash and cash equivalents $ 369,175 $ — $ — $ 369,175 Derivative asset — 5,008 — 5,008 Investments in equity securities — — 2,610 2,610 $ 369,175 $ 5,008 $ 2,610 $ 376,793 Liabilities: Contingent earn-out liability $ — $ — $ 96,600 $ 96,600 $ — $ — $ 96,600 $ 96,600 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Debt | Total debt is comprised of the following (in thousands): December 31, December 31, Term Loan due January 29, 2027 $ 632,813 $ 638,562 Less: unamortized debt issuance costs 7,840 9,581 Less: current portion of debt, net 5,750 5,750 Total long-term debt, net $ 619,223 $ 623,231 |
Summary of Future Maturities of Long-term Debt | Future maturities of long-term debt as of December 31, 2022, were as follows (in thousands): 2023 $ 5,750 2024 5,750 2025 5,750 2026 5,750 2027 and thereafter 609,813 Total $ 632,813 |
Earnings (Loss) per Share _ U_2
Earnings (Loss) per Share / Unit (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss Per Unit | The following table sets forth a reconciliation of the numerators used to compute the Company's basic and diluted earnings (loss) per share / unit (in thousands). Year Year Period from Numerator: Net earnings (loss) $ ( 114,124 ) $ 281,740 $ ( 109,493 ) Net loss attributable to noncontrolling interests ( 34,378 ) ( 28,075 ) 806 Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,746 ) $ 309,815 $ ( 110,299 ) The following table sets forth the computation of the Company's basic and diluted earnings (loss) per share / unit (in thousands, except share / unit amounts, and per share / unit amounts). Year Year Period from Basic earnings (loss) per share / unit attributable to common stockholders / unitholders Numerator Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,691 ) $ 182,085 $ ( 110,299 ) Less: net earnings (loss) attributable to participating securities — 446 — Net earnings (loss) attributable to common stockholders / unitholders $ ( 79,691 ) $ 181,639 $ ( 110,299 ) Denominator Weighted average number of shares of Class A common stock / units outstanding 129,421,157 121,425,908 2,453,947,685 Basic earnings (loss) per share / unit attributable to common stockholders / unitholders $ ( 0.62 ) $ 1.50 $ ( 0.04 ) Diluted earnings (loss) per share / unit attributable to common stockholders / unitholders Numerator Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners $ ( 79,691 ) $ 177,720 $ ( 110,299 ) Increase in net earnings (loss) attributable to common shareholders upon conversion of potentially dilutive Common Units — 102,714 — Less: net earnings (loss) attributable to participating securities — 435 — Net earnings (loss) attributable to common stockholders / unitholders $ ( 79,691 ) $ 279,999 $ ( 110,299 ) Denominator Number of shares / units used in basic computation 129,421,157 121,425,908 2,453,947,685 Add: weighted-average effect of dilutive securities Restricted Shares — — — RSUs — 1,033,701 — Options — 5,569 — Common Units to Convert to Class A Common Stock — 70,210,298 — Weighted average shares of Class A common stock / units outstanding used to calculate diluted earnings (loss) per share / unit 129,421,157 192,675,476 2,453,947,685 Diluted earnings (loss) per share / unit attributable to common stockholders / unitholders $ ( 0.62 ) $ 1.45 $ ( 0.04 ) |
Schedule of Potentially Dilutive Securities Excluded From the Diluted Earnings (Loss) Per Share | The following table sets forth potentially dilutive securities that were excluded from the diluted earnings (loss) per share computation because the effect would be anti-dilutive, or issuance of such shares is contingent upon the satisfaction of certain conditions which were not satisfied by the end of the periods: Year Year Period from Time-vesting awards: Options 2,946,118 2,038,016 — Restricted shares 58,247 — — RSUs 4,845,852 626,537 — Incentive units 3,857,248 325,920 — Class B units — — 91,910,366 Total time-vesting awards 11,707,465 2,990,473 91,910,366 Exit-vesting awards: Options 164,362 222,424 — Restricted shares 55,744 — — RSUs 761,473 1,217,951 — Incentive units 3,724,214 4,324,868 — Class B units — — 61,273,583 Total exit-vesting awards 4,705,793 5,765,243 61,273,583 Total 16,413,258 8,755,716 153,183,949 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Schedule of Total Stock-based Compensation Cost | Total stock-based compensation cost was as follows: Successor Predecessor (in thousands) Year Year Period from Period from Cost of revenue $ 3,819 $ 3,749 $ 615 $ — Selling and marketing expense 8,064 12,925 2,055 75 General and administrative expense 65,957 62,284 17,318 3,997 Product development expense 33,168 44,952 7,480 84 Total stock-based compensation expense $ 111,008 $ 123,910 $ 27,468 $ 4,156 |
Summary of Weighted-Average Assumptions Used in Monte Carlo Model | The weighted-average assumptions the Company used in the Monte Carlo model for 2020 are as follows: Dividend yield — Expected volatility 58 % Risk-free interest rate 0.86 % Expected time to liquidity event (years) 4.7 |
Summary of Assumption Ranges and Fair Value Per Unit | The fair value of Time-Vesting Options granted during the year ended December 31, 2022 was determined using the Black-Scholes option pricing model with the following assumptions: Volatility 60 %- 75 % Expected Life 7 years Risk-free rate 1.74 % - 3.85 % Fair value per unit $ 15.36 - $ 17.66 Dividend yield 0.0 % |
Summary of Aggregate Intrinsic Value and Weighted Average Remaining Contractual Terms | The aggregate intrinsic value – assuming all options are expected to vest – and weighted average remaining contractual terms of Time-Vesting and Exit-Vesting options outstanding and options exercisable were as follows as of December 31, 2022: Aggregate intrinsic value Time-Vesting options outstanding — Time Vesting options exercisable — Exit-Vesting options outstanding — Exit-Vesting options exercisable — Weighted-average remaining contractual term (in years) Time-Vesting options outstanding 8.5 Time Vesting options exercisable 7.6 Exit-Vesting options outstanding 8.1 Exit-Vesting options exercisable 8.1 |
Incentive Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Information Around Incentive Units in Bumble Holdings | The newly granted Incentive Units contain the same vesting attributes as Incentive Units granted as a result of the Reclassification. In July 2022, the Exit-Vesting RSUs were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting Incentive Units Exit-Vesting Incentive Units Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 5,170,731 $ 14.22 4,324,868 $ 13.81 Granted — — — — Vested ( 1,313,483 ) 13.79 ( 600,654 ) 13.81 Forfeited — — — — Unvested as of December 31, 2022 3,857,248 $ 14.33 3,724,214 $ 13.81 |
RSU's | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Information about Restricted Shares | The Company did not recognize any incremental fair value due to the reclassification of awards as the fair value per award was the same immediately prior to and after the Reclassification. In July 2022, the Exit-Vesting restricted stock were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting Restricted Shares of Class A Common Stock Exit-Vesting Restricted Shares of Class A Common Stock Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 98,717 $ 7.26 82,211 $ 15.41 Granted — — — — Vested ( 24,518 ) 7.23 ( 9,147 ) 17.39 Forfeited ( 15,952 ) 8.17 ( 17,320 ) 8.44 Unvested as of December 31, 2022 58,247 $ 7.02 55,744 $ 17.26 |
Summary of Time Vesting RSUs and Exit Vesting RSUs Granted | Exit-Vesting RSUs that were granted as a result of the Reclassification contain similar vesting requirements to the previously Exit-Vesting Phantom Class B Units. In July 2022, the Exit-Vesting RSUs were modified to also provide for time-based vesting in 36 equal installments, with the first installment vesting on August 29, 2022, and subsequent installments vesting on each of the next 35 monthly anniversaries of August 29, 2022, subject to the award holder’s continued employment through each applicable vesting date and subject to other terms and conditions of the award (as noted above in the section headed “Post-IPO Award Reclassification”). Time-Vesting RSUs Exit-Vesting RSUs Number of Weighted- Number of Weighted- Unvested as of December 31, 2021 2,803,943 $ 45.36 1,217,151 $ 38.13 Granted 3,695,470 26.80 — — Vested ( 740,637 ) 45.81 ( 123,317 ) 40.24 Forfeited ( 912,924 ) 38.15 ( 332,361 ) 32.54 Unvested as of December 31, 2022 4,845,852 $ 32.50 761,473 $ 40.23 |
Time-Vesting Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Assumption Ranges and Fair Value Per Unit | The fair value of Time-Vesting awards granted or modified at the time of the IPO was determined using the Black-Scholes option pricing model with the following assumptions : Volatility 55 %- 60 % Expected Life 0.5 - 7.4 years Risk-free rate 0.1 %- 0.8 % Fair value per unit $ 43.00 Dividend yield 0.0 % Discount for lack of marketability (1) 15 % - 25 % |
Summary of Time Vesting RSUs and Exit Vesting RSUs Granted | The following table summarizes the Company’s option activity as it relates to Time-Vesting stock options as of December 31, 2022: December 31, 2021 Number of Weighted- Weighted- Outstanding as of December 31, 2021 2,038,016 $ 43.76 $ 22.96 Granted 1,521,452 26.13 16.99 Exercised — — — Forfeited and expired ( 613,350 ) 39.04 20.84 Outstanding as of December 31, 2022 2,946,118 $ 35.64 $ 20.34 Exercisable as of December 31, 2022 442,024 43.95 23.18 |
Exit-Vesting Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Weighted-Average Assumptions Used in Monte Carlo Model | The weighted-average assumptions the Company used in the Monte Carlo model for the modified Exit-Vesting awards are as follows: Dividend yield — Expected volatility 60 % Risk-free interest rate 2.1 % to 3.1 % Expected time to liquidity event (years) 1.0 |
Summary of Assumption Ranges and Fair Value Per Unit | The fair value of Exit-Vesting awards granted or modified at the time of the IPO was determined using a Monte Carlo simulation approach in an option pricing framework, where the common stock price of the Company was evolved using a Geometric Brownian Motion over a period from the Valuation Date to the date of Management's expected exit date - a date at which MOIC and IRR realized by the Sponsor can be calculated ("Sponsor Exit"), with the following assumptions : Volatility 55 % Expected Life 1.8 years Risk-free rate 0.1 % Fair value per unit $ 43.00 Dividend yield 0.0 % Discount for lack of marketability (1) 15 % |
Summary of Option Activity | The following table summarizes the Company’s option activity as it relates to Exit-Vesting stock options as of December 31, 2022: December 31, 2021 Number of Weighted- Weighted- Outstanding as of December 31, 2021 222,424 $ 43.00 $ 19.58 Granted — — — Exercised — — — Forfeited ( 58,062 ) 43.00 22.18 Outstanding as of December 31, 2022 164,362 $ 43.00 $ 18.66 Exercisable as of December 31, 2022 22,823 $ 43.00 $ 18.69 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions | The following table summarizes balances with related parties (in thousands): Successor Predecessor Related Party relationship Type of Transaction Financial Statement Line Year Year Period from Period from Other Cost recharges General and $ — $ — $ 2,514 $ — Other Moderator costs Cost of revenue 1,753 — — — Other Advertising revenue Revenue 501 — — — Other Marketing costs Selling and marketing expense 3,292 3,661 — — Other Tax receivable agreement liability remeasurement benefit Other income (expense), net 5,332 1,112 — — Company owned by a Dividends paid to Dividends paid — — 51,326 — Company owned by a Loans repaid by Whitney Wolfe Herd Limited Partners’ interest — 95,465 25,626 — Parent Company Dividends paid Dividends paid — — 292,530 — Related Party relationship Type of Transaction Financial Statement Line December 31, December 31, Other Tax receivable agreement Payable to related parties pursuant to a tax receivable agreement $ 394,312 $ 388,780 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Revenue by Geographic Area | The information below summarizes revenue by geographic area, based on customer location (in thousands): Successor Predecessor Year Year Period from Period from North America (1) $ 546,485 $ 439,350 $ 300,388 $ 21,014 Rest of the world 357,018 321,560 239,158 18,976 Total $ 903,503 $ 760,910 $ 539,546 $ 39,990 (1) North America revenue includes revenue from the United States and Canada. |
Summary of Property and Equipment by Geographic Area | The information below summarizes property and equipment, net by geographic area (in thousands): December 31, December 31, 2022 2021 United Kingdom $ 5,893 $ 6,035 United States 4,462 3,183 Czech Republic 1,491 3,234 Rest of the world 2,621 2,175 Total $ 14,467 $ 14,627 |
Organization and Basis of Pre_2
Organization and Basis of Presentation - Additional Information (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 11 Months Ended | 12 Months Ended | ||||
Sep. 15, 2021 | Feb. 16, 2021 | Feb. 16, 2021 | Jan. 28, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class Of Stock [Line Items] | ||||||||
Proceeds from issuance of Class A common stock sold in initial public offering, net of offering costs | $ 0 | $ 0 | $ 0 | $ 2,358,371,000 | ||||
Value of shares redeemed during period | $ (1,018,365,000) | |||||||
Common Class A | ||||||||
Class Of Stock [Line Items] | ||||||||
Assumed shares outstanding upon exchange of common units on one-for-one basis | 188,511,832 | |||||||
Common Class A | IPO [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Share issuance (Shares) | 57,500,000 | 57,500,000 | 57,500,000 | |||||
Offering price per share | $ 43 | $ 43 | ||||||
Proceeds from issuance of Class A common stock sold in initial public offering, net of offering costs | $ 2,361,200,000 | |||||||
Value of shares redeemed during period | $ 1,991,600,000 | $ 1,991,600,000 | ||||||
Stock issued for purchase or redemption of shares | 48,500,000 | 48,500,000 | 48,500,000 | |||||
Common Class A | Secondary Offering | ||||||||
Class Of Stock [Line Items] | ||||||||
Share issuance (Shares) | 20,700,000 | 9,200,000 | ||||||
Offering price per share | $ 54 | |||||||
Proceeds from issuance of Class A common stock sold in initial public offering, net of offering costs | $ 9,200,000 |
Summary of Selected Significa_4
Summary of Selected Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Product Information [Line Items] | ||||
Description of performance obligations | As permitted under the practical expedient available under ASC 606, the Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, and (ii) contracts for which the Company recognizes revenue at the amount which it has the right to invoice for services performed. | |||
Deferred revenue | $ 46,108 | $ 39,569 | ||
Deferred revenue recognized | $ 10,600 | $ 9,600 | $ 39,600 | 30,900 |
Percentage of benefit payable to IPO owners | 85% | |||
Advertising expense | 9,800 | 138,000 | $ 207,700 | 175,000 |
Foreign currencies gain loss | 198 | (2,337) | (2,571) | (8,692) |
Allowances for credit loss expenses | 500 | 0 | ||
Impairment Charges | 141,000 | 26,400 | ||
Impairment of assets recognized | $ 4,400 | |||
Estimated useful life of the applicable software | 3 years | |||
Right-of-use assets | $ 17,419 | $ 26,410 | ||
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Liabilities | Liabilities | ||
Operating lease liability | $ 16,885 | $ 25,609 | ||
Description of benefit amount | Measurement (step two) determines the amount of benefit that is greater than 50% likely to be realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. | |||
Other Expense | ||||
Product Information [Line Items] | ||||
Foreign currencies gain loss | $ (600) | $ (9,500) | $ 3,700 | $ (100) |
Accounts Receivable | Customer Concentration Risk | Third Party Aggregator One | ||||
Product Information [Line Items] | ||||
Concentration of credit risk percentage | 90% | 71% | ||
Revenue [Member] | Customer Concentration Risk | No Customer [Member] | ||||
Product Information [Line Items] | ||||
Concentration of credit risk percentage | 10% | 10% | 10% | 10% |
Summary of Selected Significa_5
Summary of Selected Significant Accounting Policies - Schedule of Estimated Useful Lives of Assets (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Leasehold Improvements | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant equipment | Lesser of lease term or useful life |
Furniture and Fixtures | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant equipment | 4 years |
Computer Equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life of property plant equipment | 3 years |
Summary of Selected Significa_6
Summary of Selected Significant Accounting Policies - Schedule of Estimated Useful Lives of Definite Lived Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 3 years |
User Base | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 4 years |
White Label Contracts | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 8 years |
Fruitz Brand | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 15 years |
Trademark | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 10 years |
Domain | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 3 years |
Developed Technology | |
Finite-Lived Intangible Assets [Line Items] | |
Useful life of definite lived intangible assets, years | 5 years |
Summary of Selected Significa_7
Summary of Selected Significant Accounting Policies - Summary of Revenue Across Apps (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 39,990 | $ 539,546 | $ 903,503 | $ 760,910 |
Bumble App | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 23,256 | 334,979 | 694,329 | 528,585 |
Badoo App and Other | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 16,734 | $ 204,567 | $ 209,174 | $ 232,325 |
Revisions of Previously-Issue_3
Revisions of Previously-Issued Financial Statements - Schedule of Revisions of Previously-Issued Financial Statements (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 29, 2020 | Jan. 28, 2020 | Dec. 31, 2019 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Goodwill | $ 1,579,770 | $ 1,540,112 | $ 1,540,915 | |||
Deferred tax assets, net | 15,973 | 19,572 | ||||
Other noncurrent assets | 31,116 | 10,013 | ||||
Total assets | 3,692,621 | 3,776,996 | ||||
Deferred revenue | 46,108 | 39,569 | ||||
Accrued expenses and other current liabilities | 156,443 | 111,482 | ||||
Current portion of long-term debt, net | 5,750 | 5,750 | ||||
Total current liabilities | 211,668 | 175,970 | ||||
Long-term debt, net | 619,223 | 623,231 | ||||
Deferred tax liabilities,net | 8,077 | 0 | ||||
Liabilities | 1,239,042 | 1,307,227 | ||||
Accumulated deficit | (139,871) | (60,125) | ||||
Accumulated other comprehensive income | 74,477 | 78,603 | ||||
Total shareholders' equity | 1,627,815 | 1,608,196 | ||||
Noncontrolling interests | 825,764 | 861,573 | ||||
Total shareholders' equity | 2,453,579 | 2,469,769 | 2,080,866 | $ 0 | $ (3,312) | $ 29,682 |
Total liabilities and shareholders' equity | $ 3,692,621 | 3,776,996 | ||||
As Previously Reported [Member] | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Goodwill | 1,540,112 | 1,540,915 | ||||
Deferred tax assets, net | 19,090 | 0 | ||||
Other noncurrent assets | 9,319 | 3,319 | ||||
Total assets | 3,775,820 | 3,637,268 | ||||
Deferred revenue | 39,924 | 31,269 | ||||
Current portion of long-term debt, net | 2,588 | 5,338 | ||||
Total current liabilities | 173,163 | 241,334 | ||||
Long-term debt, net | 620,351 | 820,876 | ||||
Deferred tax liabilities,net | 0 | 428,087 | ||||
Liabilities | 1,301,540 | 1,552,487 | ||||
Additional paid-in capital | 1,586,781 | 0 | ||||
Accumulated deficit | (52,856) | 0 | ||||
Accumulated other comprehensive income | 80,629 | 180,852 | ||||
Total shareholders' equity | 1,615,846 | 2,083,973 | ||||
Noncontrolling interests | 858,434 | 808 | ||||
Total shareholders' equity | 2,474,280 | 2,084,781 | ||||
Total liabilities and shareholders' equity | 3,775,820 | 3,637,268 | ||||
Adjustment [Member] | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Goodwill | 0 | (803) | ||||
Deferred tax assets, net | 482 | 104 | ||||
Other noncurrent assets | 694 | 919 | ||||
Total assets | 1,176 | 220 | ||||
Deferred revenue | (355) | (355) | ||||
Current portion of long-term debt, net | 3,162 | 3,162 | ||||
Total current liabilities | 2,807 | 2,807 | ||||
Long-term debt, net | 2,880 | 742 | ||||
Deferred tax liabilities,net | 0 | 586 | ||||
Liabilities | 5,687 | 4,135 | ||||
Additional paid-in capital | 1,645 | 0 | ||||
Accumulated deficit | (7,269) | 695 | ||||
Accumulated other comprehensive income | (2,026) | (4,608) | ||||
Total shareholders' equity | (7,650) | (3,913) | ||||
Noncontrolling interests | 3,139 | (2) | ||||
Total shareholders' equity | (4,511) | (3,915) | ||||
Total liabilities and shareholders' equity | 1,176 | 220 | ||||
As Revised [Member] | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Goodwill | 1,540,112 | 1,540,112 | ||||
Deferred tax assets, net | 19,572 | 104 | ||||
Other noncurrent assets | 10,013 | 4,238 | ||||
Total assets | 3,776,996 | 3,637,488 | ||||
Deferred revenue | 39,569 | 30,914 | ||||
Current portion of long-term debt, net | 5,750 | 8,500 | ||||
Total current liabilities | 175,970 | 244,141 | ||||
Long-term debt, net | 623,231 | 821,618 | ||||
Deferred tax liabilities,net | 0 | 428,673 | ||||
Liabilities | 1,307,227 | 1,556,622 | ||||
Additional paid-in capital | 1,588,426 | 0 | ||||
Accumulated deficit | (60,125) | 695 | ||||
Accumulated other comprehensive income | 78,603 | 176,244 | ||||
Total shareholders' equity | 1,608,196 | 2,080,060 | ||||
Noncontrolling interests | 861,573 | 806 | ||||
Total shareholders' equity | 2,469,769 | 2,080,866 | ||||
Total liabilities and shareholders' equity | $ 3,776,996 | $ 3,637,488 |
Revisions of Previously-Issue_4
Revisions of Previously-Issued Financial Statements - Unaudited Condensed Consolidated Statements of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
General and administrative expense | $ 44,907 | $ 181,807 | $ 319,300 | $ 265,738 | |
Operating earnings (loss) | (31,359) | (77,238) | (102,844) | (134,683) | |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (32,191) | (100,082) | (110,718) | (156,097) | |
Income Tax Expense (Benefit) | 365 | 9,411 | 3,406 | (437,837) | |
Net earnings (loss) | (32,556) | $ (109,493) | (109,493) | (114,124) | 281,740 |
Net Income (Loss) Attributable to Noncontrolling Interest, Total | 1,917 | 806 | (34,378) | (28,075) | |
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | (34,473) | (110,299) | (79,746) | 309,815 | |
Change in foreign currency translation adjustment | (774) | 176,244 | (6,262) | (2,710) | |
Total other comprehensive income (loss), net of tax | (774) | $ 176,244 | 176,244 | (6,262) | (2,710) |
Comprehensive income (loss) | (33,330) | 66,751 | (120,386) | 279,030 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest, Total | 1,917 | 806 | (36,514) | (29,026) | |
Comprehensive income (loss) attributable to Bumble Inc. shareholders' / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ (35,247) | $ 65,945 | $ (83,872) | $ 308,056 | |
Earnings Per Share [Abstract] | |||||
Basic earnings (loss) per share / unit | $ 0 | $ (0.04) | $ (0.62) | $ 1.50 | |
Earnings Per Share, Diluted | $ 0 | $ (0.04) | $ (0.62) | $ 1.45 | |
Previously Reported [Member] | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Revenues | $ 542,192 | $ 765,660 | |||
Cost of Revenue | 146,629 | 209,921 | |||
General and administrative expense | 178,615 | 265,738 | |||
Operating Costs and Expenses, Total | 616,593 | 900,343 | |||
Operating earnings (loss) | (74,401) | (134,683) | |||
Interest Income (Expense), Net | (22,134) | (25,609) | |||
Other Income | (5,525) | 11,166 | |||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (102,060) | (149,126) | |||
Income Tax Expense (Benefit) | (8,126) | 436,071 | |||
Net earnings (loss) | (110,186) | 286,945 | |||
Net Income (Loss) Attributable to Noncontrolling Interest, Total | 808 | (30,834) | |||
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | (110,994) | 317,779 | |||
Change in foreign currency translation adjustment | 180,852 | (7,319) | |||
Total other comprehensive income (loss), net of tax | 180,852 | (7,319) | |||
Comprehensive income (loss) | 70,666 | 279,626 | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest, Total | 808 | (33,673) | |||
Comprehensive income (loss) attributable to Bumble Inc. shareholders' / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ 69,858 | $ 313,299 | |||
Earnings Per Share [Abstract] | |||||
Basic earnings (loss) per share / unit | $ (0.05) | $ 1.52 | |||
Earnings Per Share, Diluted | $ (0.05) | $ 1.48 | |||
Revision of Prior Period, Adjustment [Member] | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Revenues | $ (2,646) | $ (4,750) | |||
Cost of Revenue | (3,001) | (4,750) | |||
General and administrative expense | 3,192 | 0 | |||
Operating Costs and Expenses, Total | 191 | (4,750) | |||
Operating earnings (loss) | (2,837) | 0 | |||
Interest Income (Expense), Net | 207 | 1,035 | |||
Other Income | 4,608 | (8,006) | |||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 1,978 | (6,971) | |||
Income Tax Expense (Benefit) | (1,285) | 1,766 | |||
Net earnings (loss) | 693 | (5,205) | |||
Net Income (Loss) Attributable to Noncontrolling Interest, Total | (2) | 2,759 | |||
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | 695 | (7,964) | |||
Change in foreign currency translation adjustment | (4,608) | 4,609 | |||
Total other comprehensive income (loss), net of tax | (4,608) | 4,609 | |||
Comprehensive income (loss) | (3,915) | (596) | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest, Total | (2) | 4,647 | |||
Comprehensive income (loss) attributable to Bumble Inc. shareholders' / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ (3,913) | $ (5,243) | |||
Earnings Per Share [Abstract] | |||||
Basic earnings (loss) per share / unit | $ 0.01 | $ (0.02) | |||
Earnings Per Share, Diluted | $ 0.01 | $ (0.03) | |||
Error Correction, Other [Member] | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Revenues | $ 539,546 | $ 760,910 | |||
Cost of Revenue | 143,628 | 205,171 | |||
General and administrative expense | 181,807 | 265,738 | |||
Operating Costs and Expenses, Total | 616,784 | 895,593 | |||
Operating earnings (loss) | (77,238) | (134,683) | |||
Interest Income (Expense), Net | (21,927) | (24,574) | |||
Other Income | (917) | 3,160 | |||
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | (100,082) | (156,097) | |||
Income Tax Expense (Benefit) | (9,411) | 437,837 | |||
Net earnings (loss) | (109,493) | 281,740 | |||
Net Income (Loss) Attributable to Noncontrolling Interest, Total | 806 | (28,075) | |||
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | (110,299) | 309,815 | |||
Change in foreign currency translation adjustment | 176,244 | (2,710) | |||
Total other comprehensive income (loss), net of tax | 176,244 | (2,710) | |||
Comprehensive income (loss) | 66,751 | 279,030 | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest, Total | 806 | (29,026) | |||
Comprehensive income (loss) attributable to Bumble Inc. shareholders' / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ 65,945 | $ 308,056 | |||
Earnings Per Share [Abstract] | |||||
Basic earnings (loss) per share / unit | $ (0.04) | $ 1.50 | |||
Earnings Per Share, Diluted | $ (0.04) | $ 1.45 |
Revisions of Previously-Issue_5
Revisions of Previously-Issued Financial Statements - Unaudited Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||||
Net earnings (loss) | $ (32,556) | $ (109,493) | $ (109,493) | $ (114,124) | $ 281,740 |
Loss on extinguishment of long-term debt | 0 | 0 | 0 | (3,398) | |
Deferred income tax | 26 | 496 | (5,454) | (448,395) | |
Foreign currencies gain loss | 198 | (2,337) | (2,571) | (8,692) | |
Other, net | 31 | 3,397 | (3,553) | 3,946 | |
Accrued expenses and other current liabilities | 32,711 | 44,381 | (34,991) | (25,081) | |
Deferred revenue | 289 | 21,814 | 5,889 | 8,654 | |
Net cash provided by (used in) operating activities | (3,306) | 53,069 | 132,941 | 104,837 | |
Net Cash Provided by (Used in) Financing Activities [Abstract] | |||||
Repayment of term loan | 0 | (5,000) | (5,750) | (206,438) | |
Withholding tax paid on behalf of employees on stock based awards | 0 | 0 | (9,204) | (9,338) | |
Net cash provided by (used in) financing activities | $ 0 | 2,869,428 | $ (14,954) | 151,486 | |
As Previously Reported [Member] | |||||
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||||
Net earnings (loss) | (110,186) | 286,945 | |||
Loss on extinguishment of long-term debt | 0 | 0 | |||
Deferred income tax | (789) | (446,629) | |||
Foreign currencies gain loss | 6,945 | 4,084 | |||
Other, net | 3,604 | 6,093 | |||
Deferred revenue | 22,169 | 8,654 | |||
Net cash provided by (used in) operating activities | 56,261 | 104,837 | |||
Net Cash Provided by (Used in) Financing Activities [Abstract] | |||||
Debt issuance costs | (21,105) | 0 | |||
Net cash provided by (used in) financing activities | 2,866,236 | 151,486 | |||
Adjustment [Member] | |||||
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||||
Net earnings (loss) | 693 | (5,205) | |||
Loss on extinguishment of long-term debt | 0 | 3,398 | |||
Deferred income tax | 1,285 | (1,766) | |||
Foreign currencies gain loss | (4,608) | 4,608 | |||
Other, net | (207) | (1,035) | |||
Deferred revenue | (355) | 0 | |||
Net cash provided by (used in) operating activities | (3,192) | 0 | |||
Net Cash Provided by (Used in) Financing Activities [Abstract] | |||||
Debt issuance costs | 3,192 | 0 | |||
Net cash provided by (used in) financing activities | 3,192 | 0 | |||
As Revised [Member] | |||||
Net Cash Provided by (Used in) Operating Activities [Abstract] | |||||
Net earnings (loss) | (109,493) | 281,740 | |||
Loss on extinguishment of long-term debt | 0 | 3,398 | |||
Deferred income tax | 496 | (448,395) | |||
Foreign currencies gain loss | 2,337 | 8,692 | |||
Other, net | 3,397 | 5,058 | |||
Deferred revenue | 21,814 | 8,654 | |||
Net cash provided by (used in) operating activities | 53,069 | 104,837 | |||
Net Cash Provided by (Used in) Financing Activities [Abstract] | |||||
Debt issuance costs | (17,913) | 0 | |||
Net cash provided by (used in) financing activities | $ 2,869,428 | $ 151,486 |
Leases (Additional Information)
Leases (Additional Information) (Details) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 USD ($) NumberOfLease | Dec. 31, 2021 USD ($) NumberOfLease | |
Lessee, Lease, Description [Line Items] | ||||
Short term lease expenses amount | $ 0 | $ 300 | $ 300 | $ 400 |
Sublease Income | $ 0 | $ 500 | $ 600 | $ 600 |
Number of leases with Residual Value guarantee | NumberOfLease | 0 | 0 | ||
Right-of-use assets | $ 17,419 | $ 26,410 | ||
Operating lease liability | 16,885 | 25,609 | ||
Europe | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease liability | $ 2,000 | |||
United Kingdom, the United States and Russia [Member] | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease liability | $ 19,600 |
Leases - Components of lease co
Leases - Components of lease cost (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||||
Operating lease cost | $ 410 | $ 4,165 | $ 4,539 | $ 5,438 |
Expense relating to short-term leases | 36 | 331 | 314 | 363 |
Total lease cost | $ 446 | $ 4,496 | $ 4,853 | $ 5,801 |
Leases - Supplemental cash flow
Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||||
Cash paid for amounts included in the measurement of lease liabilities | $ 636 | $ 5,575 | $ 5,984 | $ 5,464 |
Right-of-use assets obtained in exchange for lease liabilities | $ 0 | $ 146 | $ 1,954 | $ 19,570 |
Leases - Supplemental balance s
Leases - Supplemental balance sheet information (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Right-of-use assets | $ 17,419 | $ 26,410 |
Liabilities: | ||
Accrued expenses and other current liabilities | 156,443 | 111,482 |
Other Liabilities | $ 13,750 | $ 21,711 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Liabilities | Liabilities |
Total lease liabilities | $ 16,885 | $ 25,609 |
Weighted average remaining operating lease term (years) | 6 years | 6 years 9 months 18 days |
Weighted average operating lease discount rate | 4.40% | 5% |
Accrued Expenses and Other Current Liabilities [Member] | ||
Liabilities: | ||
Accrued expenses and other current liabilities | $ 3,135 | $ 3,898 |
Leases - Maturities on lease li
Leases - Maturities on lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
2023 | $ 3,823 | |
2024 | 1,361 | |
2025 | 3,901 | |
2026 | 3,531 | |
2027 | 3,328 | |
Thereafter | 3,456 | |
Total lease payments | 19,400 | |
Less: imputed interest | (2,515) | |
Total lease liabilities | $ 16,885 | $ 25,609 |
Income Taxes - U.S. and Foreign
Income Taxes - U.S. and Foreign (Loss) Earnings Before Income Taxes and Noncontrolling Interests (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||||
U.S. | $ (168) | $ (44,333) | $ (177,415) | $ (180,256) |
Foreign | (32,023) | (55,749) | 66,697 | 24,159 |
Income (loss) before income taxes | $ (32,191) | $ (100,082) | $ (110,718) | $ (156,097) |
Income Taxes - Components of th
Income Taxes - Components of the Income Tax Provision (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current income tax (benefit) provision: | ||||
Federal | $ 0 | $ 0 | $ 598 | $ 0 |
State | 0 | 162 | 542 | (122) |
Foreign | 452 | 8,753 | 7,708 | 10,680 |
Current income tax (benefit) provision: | 452 | 8,915 | 8,848 | 10,558 |
Deferred income tax provision: | ||||
Federal | 0 | (100) | (65) | 192 |
State | 0 | (91) | 0 | 0 |
Foreign | (87) | (687) | (5,377) | (448,587) |
Deferred income tax (benefit) provision | (87) | (496) | (5,442) | (448,395) |
Income tax (benefit) provision | $ 365 | $ 9,411 | $ 3,406 | $ (437,837) |
Income Taxes - Significant Defe
Income Taxes - Significant Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | ||
Investment in partnership | $ 147,708 | $ 164,220 |
Depreciation and amortization | 12 | 275 |
Net operating loss | 50,577 | 42,229 |
Interest expense carry forward | 6,838 | 1,530 |
Tax Receivable Agreement | 31,705 | 31,223 |
Share-based compensation | 22,491 | 14,887 |
Foreign tax credit carryforward | 6,003 | 0 |
Other | 3,665 | 2,991 |
Total deferred tax assets | 268,999 | 257,355 |
Less: Valuation allowance | (242,152) | (237,783) |
Deferred tax assets, net of valuation allowance | 26,847 | 19,572 |
Deferred tax liabilities: | ||
Depreciation and amortization | 10,874 | 0 |
Total deferred tax liabilities | 10,874 | 0 |
Deferred tax (liabilities) assets, net | $ 15,973 | $ 19,572 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Net, operating loss carryforward, federal | $ 45,500 | |||||
Net operating loss carryforward, state | 4,400 | |||||
Net operating loss carryforward, foreign | $ 600 | |||||
Federal income tax rate | [1] | 35% | 35% | 21% | 21% | |
Unrecognized Tax Benefits | $ 0 | $ 14,601 | $ 1,500 | $ 0 | ||
Unrecognized tax benefits impact effective tax rate | 2,100 | |||||
Deferred tax assets related to federal | $ 0 | (100) | (65) | 192 | ||
Deferred tax assets related to state | 0 | (91) | 0 | 0 | ||
Deferred tax assets related to foreign | (87) | (687) | (5,377) | (448,587) | ||
Income tax expense (benefit) | $ 365 | $ 9,411 | 3,406 | (437,837) | ||
Deferred Income Tax Liabilities, Net | $ 8,077 | 0 | ||||
MALTA | ||||||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Federal income tax rate | 35% | |||||
UNITED STATES | ||||||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Federal income tax rate | 21% | |||||
Deferred tax benefit | $ 441,500 | |||||
Maltese and UK | ||||||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Income tax expense (benefit) | 437,800 | |||||
Deferred Income Tax Liabilities, Net | $ 441,500 | |||||
[1] The effective tax rate for the year ended December 31, 2020 was based on a primary tax domicile in Malta which has a statutory tax rate of 35 %. Due to the IPO and related restructuring involving the transfer of intangible property to the US, the primary tax domicile of the Company has moved to the United States with a statutory tax rate of 21 %. The transfer of the intangible property to the US resulted in deferred tax benefit of $ 441.5 million that is included as “Impact of IP realignment” in the rate reconciliation above. |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of the Income Tax (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Tax Disclosure [Abstract] | |||||
Income tax provision at the Malta statutory rate of 35% | [1] | 35% | 35% | 21% | 21% |
Nondeductible expenses | (39.00%) | (78.00%) | (1.00%) | (1.00%) | |
State taxes, net of federal benefit | 0% | 0% | 1% | 1% | |
Non-controlling interest | 0% | 0% | 7% | (14.00%) | |
Effect of foreign taxes | 0% | 0% | (2.00%) | (3.00%) | |
Share-based compensation | (1.00%) | 0% | (6.00%) | (2.00%) | |
Impact of IP realignment | 0% | 0% | 0% | 283% | |
Tax rebate | 0% | 29% | 0% | 0% | |
Tax rate differential | 4% | 25% | 0% | 0% | |
Valuation allowance | 0% | 0% | (22.00%) | (4.00%) | |
Tax rate change | 0% | (22.00%) | 0% | 0% | |
Other | 0% | 2% | (1.00%) | (1.00%) | |
Income tax provision | (1.00%) | (9.00%) | (3.00%) | 280% | |
[1] The effective tax rate for the year ended December 31, 2020 was based on a primary tax domicile in Malta which has a statutory tax rate of 35 %. Due to the IPO and related restructuring involving the transfer of intangible property to the US, the primary tax domicile of the Company has moved to the United States with a statutory tax rate of 21 %. The transfer of the intangible property to the US resulted in deferred tax benefit of $ 441.5 million that is included as “Impact of IP realignment” in the rate reconciliation above. |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of the Income Tax (Parenthetical) (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Federal income tax rate | [1] | 35% | 35% | 21% | 21% | |
MALTA | ||||||
Schedule Of Income Tax Disclosure [Line Items] | ||||||
Federal income tax rate | 35% | |||||
[1] The effective tax rate for the year ended December 31, 2020 was based on a primary tax domicile in Malta which has a statutory tax rate of 35 %. Due to the IPO and related restructuring involving the transfer of intangible property to the US, the primary tax domicile of the Company has moved to the United States with a statutory tax rate of 21 %. The transfer of the intangible property to the US resulted in deferred tax benefit of $ 441.5 million that is included as “Impact of IP realignment” in the rate reconciliation above. |
Income Taxes - Summary of rollf
Income Taxes - Summary of rollforward of unrecognized tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized Tax Benefits, Beginning Balance | $ 1,500 | $ 0 |
Additions based on tax positions related to the current year | 13,101 | 1,500 |
Unrecognized Tax Benefits, Ending Balance | $ 14,601 | $ 1,500 |
Payable to Related Parties Pu_2
Payable to Related Parties Pursuant to a Tax Receivable Agreement - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Sep. 15, 2021 | Feb. 16, 2021 | Feb. 16, 2021 | Sep. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Tax Receivable Agreement [Line Items] | ||||||
Percentage of tax receivable agreement | 85% | |||||
Payable to related parties pursuant to a tax receivable agreement | $ 385,486 | $ 388,780 | ||||
Tax receivable agreement additional liability | 278,500 | |||||
Tax receivable agreement liability, total | 672,800 | |||||
Tax receivable agreement others current liability | 8,800 | |||||
IPO [Member] | ||||||
Schedule Of Tax Receivable Agreement [Line Items] | ||||||
Payable to related parties pursuant to a tax receivable agreement | 394,300 | |||||
Deferred tax benefit | $ 0 | |||||
Common Class A | IPO [Member] | ||||||
Schedule Of Tax Receivable Agreement [Line Items] | ||||||
Share issuance (Shares) | 57,500,000 | 57,500,000 | 57,500,000 | |||
Common Class A | Secondary Offering | ||||||
Schedule Of Tax Receivable Agreement [Line Items] | ||||||
Share issuance (Shares) | 20,700,000 | 9,200,000 |
Business Combination - Addition
Business Combination - Additional Information (Details) - USD ($) $ in Thousands | 11 Months Ended | 12 Months Ended | |
Jan. 29, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||
Business acquisition transaction costs | $ 1,100 | ||
Worldwide Vision Limited | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 2,850,962 | $ 75,375 | |
Business acquisition transaction costs | $ 48,200 | ||
Transaction costs incurred by the predecessor associated with the Sponsor acquisition | $ 40,300 |
Business Combination - Summary
Business Combination - Summary of Purchase Consideration (Details) - Worldwide Vision Limited - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 29, 2020 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | ||
Cash paid to former owners of Worldwide Vision Limited | $ 2,239,827 | |
Issued ownership interest in the Company | 349,992 | |
Cash paid to related party | 125,000 | |
Settlement of amounts owed to Worldwide Vision Limited by former owners | 42,075 | |
Buyout of minority shareholders of a subsidiary | 44,750 | |
Consideration related to holdback settlement | 36,418 | |
Cash consideration | $ 72,275 | |
Fair value of contingent earn-out liability | 12,900 | 3,100 |
Total purchase consideration | $ 2,850,962 | $ 75,375 |
Business Combination - Summar_2
Business Combination - Summary of Purchase Price Allocation to Estimated Fair Values of Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 29, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Less fair value of net assets acquired: | ||||
Intangible assets | $ 42,930 | |||
Goodwill | 1,579,770 | $ 1,540,112 | $ 1,540,915 | |
Worldwide Vision Limited | ||||
Business Acquisition [Line Items] | ||||
Purchase price allocation | $ 2,850,962 | 75,375 | ||
Less fair value of net assets acquired: | ||||
Cash and cash equivalents | 53,927 | 2,555 | ||
Accounts receivable | 799 | |||
Other current assets | 127,464 | 57 | ||
Property and equipment | 14,241 | 17 | ||
Intangible assets | 1,785,000 | 42,930 | ||
Other noncurrent assets | 17,826 | |||
Deferred revenue | (9,600) | (650) | ||
Accounts payable | (1,045) | |||
Other current liabilities | (143,293) | |||
Deferred income taxes | (398,688) | (10,819) | ||
Other long-term liabilities | (51,878) | |||
Net assets acquired | 1,394,999 | 33,844 | ||
Goodwill | $ 1,455,963 | $ 41,531 |
Business Combination - Summar_3
Business Combination - Summary of Fair Values of Identifiable Intangible Assets Acquired at Date of Sponsor Acquisition (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 29, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 42,930 | ||
Worldwide Vision Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 1,785,000 | 42,930 | |
Brand | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 38,000 | ||
Weighted- Average Useful Life (Years) | 15 years | ||
Brand | Worldwide Vision Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | 1,430,000 | ||
Developed Technology | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 4,100 | ||
Weighted- Average Useful Life (Years) | 4 years | ||
Developed Technology | Worldwide Vision Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 220,000 | ||
Weighted- Average Useful Life (Years) | 5 years | ||
User Base | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 830 | ||
Weighted- Average Useful Life (Years) | 4 years | 7 months 6 days | |
User Base | Worldwide Vision Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 105,000 | ||
Weighted- Average Useful Life (Years) | 2 years 6 months | ||
White Label Contracts | |||
Business Acquisition [Line Items] | |||
Weighted- Average Useful Life (Years) | 0 years | ||
White Label Contracts | Worldwide Vision Limited [Member] | |||
Business Acquisition [Line Items] | |||
Acquisition Date Fair Value | $ 30,000 | ||
Weighted- Average Useful Life (Years) | 8 years |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 29,376 | $ 29,867 |
Accumulated depreciation | (14,909) | (15,240) |
Total property and equipment, net | 14,467 | 14,627 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 22,366 | 21,675 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 6,135 | 7,288 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 875 | $ 904 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property Plant And Equipment [Line Items] | ||||
Depreciation expense related to property and equipment, net | $ 0.4 | $ 7.4 | $ 8.6 | $ 9.1 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Summary of Changes in Carrying amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | ||
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Beginning balance | $ 1,540,112 | $ 1,540,915 | |
Goodwill adjustment, net | [1] | (803) | |
Fruitz acquisition | 41,531 | ||
Foreign currency translation adjustment | (1,873) | ||
Ending balance | $ 1,579,770 | $ 1,540,112 | |
[1] Relates to the impact of $ 0.8 million of deferred income taxes. |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets [Line Items] | ||||
Impairment charges for goodwill and indefinite-lived intangible asset | $ 0 | $ 0 | ||
Impairment losses | $ 0 | $ 0 | 145,388 | 26,431 |
Impairment losses | 167,431 | 26,431 | ||
Increase (decrease) in deferred income taxes | 800 | |||
Amortization expense related to intangible assets, net | $ 0 | $ 84,400 | 81,100 | 97,900 |
Impairment charges of definite-lived intangibles assets | 4,400 | |||
Brands [Member] | ||||
Intangible Assets [Line Items] | ||||
Impairment losses | $ 141,000 | $ 0 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Summary of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,960,908 | $ 1,911,267 |
Accumulated Amortization | (269,049) | (188,038) |
Impairment losses | (167,431) | (26,431) |
Net Carrying Amount | 1,524,428 | 1,696,798 |
Brand | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,511,269 | 1,511,269 |
Accumulated Amortization | 0 | 0 |
Impairment losses | (141,000) | 0 |
Net Carrying Amount | 1,370,269 | 1,511,269 |
Fruitz Brand | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 36,280 | |
Accumulated Amortization | (2,217) | |
Impairment losses | 0 | |
Net Carrying Amount | $ 34,063 | |
Weighted- Average Useful Life (Years) | 14 years 1 month 6 days | |
Developed Technology | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 248,727 | 244,813 |
Accumulated Amortization | (143,704) | (93,845) |
Impairment losses | 0 | 0 |
Net Carrying Amount | $ 105,023 | $ 150,968 |
Weighted- Average Useful Life (Years) | 2 years 1 month 6 days | 3 years 1 month 6 days |
User Base | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 113,487 | $ 112,695 |
Accumulated Amortization | (112,877) | (86,399) |
Impairment losses | 0 | 0 |
Net Carrying Amount | $ 610 | $ 26,296 |
Weighted- Average Useful Life (Years) | 4 years | 7 months 6 days |
White Label Contracts | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 33,384 | $ 33,384 |
Accumulated Amortization | (6,953) | (6,953) |
Impairment losses | (26,431) | (26,431) |
Net Carrying Amount | $ 0 | 0 |
Weighted- Average Useful Life (Years) | 0 years | |
Other | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 17,761 | 9,106 |
Accumulated Amortization | (3,298) | (841) |
Impairment losses | 0 | 0 |
Net Carrying Amount | $ 14,463 | $ 8,265 |
Weighted- Average Useful Life (Years) | 4 years 3 months 18 days | 5 years 3 months 18 days |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Summary of Amortization of Intangible Assets with Definite Lives (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 56,377 |
2024 | 56,007 |
2025 | 9,639 |
2026 | 3,186 |
2027 and thereafter | 26,114 |
Total | $ 151,323 |
Restructuring (Additional Infor
Restructuring (Additional Information) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2022 USD ($) Employees | Dec. 31, 2022 USD ($) Employees | |
Restructuring Cost and Reserve [Line Items] | ||
Number of Employees Retrenched due to Restructuring | Employees | 120 | 120 |
Restructuring charges | $ 3,603 | |
Impairment of assets recognized | 4,400 | |
Termination fee | $ 1,800 | 1,800 |
Company recognized a gain | 2,200 | |
write off of the lease liability | 4,000 | |
RU | ||
Restructuring Cost and Reserve [Line Items] | ||
Impairment of assets recognized | 4,400 | |
Maximum | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 5,900 |
Restructuring - Schedule of res
Restructuring - Schedule of restructuring changes by function (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs, Total | $ 5,851 |
Cost of Revenue | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs, Total | 119 |
Selling and Marketing Expense | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs, Total | 34 |
General and Administrative Expense | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs, Total | 4,680 |
Product development [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring Costs, Total | $ 1,018 |
Restructuring - Summary of rest
Restructuring - Summary of restructuring related liabilities (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Beginning Balance | $ 0 |
Restructuring charges | 3,603 |
Cash payments | (3,104) |
Ending Balance | 499 |
Employee Related Benefits | |
Restructuring Cost and Reserve [Line Items] | |
Beginning Balance | 0 |
Restructuring charges | 3,440 |
Cash payments | (2,941) |
Ending Balance | 499 |
Other | |
Restructuring Cost and Reserve [Line Items] | |
Beginning Balance | 0 |
Restructuring charges | 163 |
Cash payments | (163) |
Ending Balance | $ 0 |
Other Financial Data - Summary
Other Financial Data - Summary of Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Assets [Abstract] | ||
Capitalized aggregator fees | $ 10,917 | $ 8,183 |
Prepayments | 9,201 | 10,989 |
Income tax receivable | 4,491 | 30,563 |
Other receivables | 7,273 | 3,016 |
Total other current assets | $ 31,882 | $ 52,751 |
Other Financial Data - Summar_2
Other Financial Data - Summary of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Legal liabilities | $ 20,501 | $ 8,767 |
Payroll and related expenses | 20,814 | 14,176 |
Marketing expenses | 19,874 | 13,706 |
Accrued expenses | 14,536 | 11,967 |
Lease liabilities | 3,135 | 3,898 |
Income tax payable | 3,092 | 42,317 |
Contingent earn-out liability | 52,327 | 0 |
Payable to related parties pursuant to a tax receivable agreement | 8,826 | 0 |
Other payables | 13,338 | 16,651 |
Total accrued expenses and other current liabilities | $ 156,443 | $ 111,482 |
Other Financial Data - Summar_3
Other Financial Data - Summary of Other Non-current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Liabilities, Noncurrent [Abstract] | ||
Lease liabilities | $ 13,750 | $ 21,711 |
Contingent earn-out liability | 0 | 96,600 |
Other liabilities | 838 | 935 |
Total other liabilities | $ 14,588 | $ 119,246 |
Other Financial Data - Summar_4
Other Financial Data - Summary of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Other Liabilities, Noncurrent [Abstract] | ||||
Taxes paid | $ 0 | $ 42 | $ 46,850 | $ 33,421 |
Interest paid | $ 0 | $ 19,862 | $ 26,154 | $ 22,339 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Instruments Measured at Fair Value on Recurring Basis (Details) - Fair Value Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Assets: | ||
Assets | $ 427,230 | $ 376,793 |
Liabilities: | ||
Liabilities | 52,327 | 96,600 |
Cash and Cash Equivalents | ||
Assets: | ||
Assets | 402,559 | 369,175 |
Derivative Asset | ||
Assets: | ||
Assets | 22,094 | 5,008 |
Equity Investments | ||
Assets: | ||
Assets | 2,577 | 2,610 |
Level 1 | ||
Assets: | ||
Assets | 402,559 | 369,175 |
Level 1 | Cash and Cash Equivalents | ||
Assets: | ||
Assets | 402,559 | 369,175 |
Level 2 | ||
Assets: | ||
Assets | 5,008 | |
Level 2 | Derivative Asset | ||
Assets: | ||
Assets | 22,094 | 5,008 |
Level 2 | Equity Investments | ||
Assets: | ||
Assets | 22,094 | |
Level 3 | ||
Assets: | ||
Assets | 2,577 | 2,610 |
Liabilities: | ||
Liabilities | 52,327 | 96,600 |
Level 3 | Equity Investments | ||
Assets: | ||
Assets | 2,577 | 2,610 |
Contingent Earn-out Liability | ||
Liabilities: | ||
Liabilities | 52,327 | 96,600 |
Contingent Earn-out Liability | Level 3 | ||
Liabilities: | ||
Liabilities | $ 52,327 | $ 96,600 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Impairment losses | $ 0 | $ 0 | $ 145,388,000 | $ 26,431,000 |
Contingent Consideration Arrangement | Worldwide Vision Limited | Maximum | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Maximum possible earn-out payment to former shareholders | 150,000,000 | |||
General and Administrative Expense | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Derivative, Fair Value, Net, Total | $ 47,100,000 | $ 55,900,000 | ||
Contingent Earn-out Liability | Contingent Consideration Arrangement | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Risk Free Rate | 0.047 | 0.005 | ||
Contingent Earn-out Liability | Contingent Consideration Arrangement | Fruitz [Member] | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Contingent earnout liability movement | $ 10,000,000 | |||
Risk Free Rate | 4.7 | |||
Fair Value on Recurring Basis | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Liabilities | $ 52,327,000 | $ 96,600,000 | ||
Fair Value on Recurring Basis | Contingent Earn-out Liability | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Liabilities | 52,327,000 | 96,600,000 | ||
Fair Value on Recurring Basis | Significant Unobservable Inputs (Level 3) | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Liabilities | 52,327,000 | 96,600,000 | ||
Fair Value on Recurring Basis | Significant Unobservable Inputs (Level 3) | Contingent Earn-out Liability | ||||
Fair Value Assets And Liabilities Measured On Recurring Basis [Line Items] | ||||
Liabilities | $ 52,327,000 | $ 96,600,000 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
Term Loan due January 29, 2027 | $ 632,813 | $ 638,562 |
Less: unamortized debt issuance costs | 7,840 | 9,581 |
Current portion of long-term debt, net | 5,750 | 5,750 |
Total long-term debt, net | $ 619,223 | $ 623,231 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 11 Months Ended | 12 Months Ended | |||||
Mar. 31, 2021 | Jan. 28, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 19, 2020 | Jan. 29, 2020 | |
Line Of Credit Facility [Line Items] | |||||||||
Debt issuance costs incurred and paid | $ 0 | $ 17,913 | $ 0 | $ 0 | |||||
Repayment of term loan | 0 | 5,000 | 5,750 | 206,438 | |||||
Loss on extinguishment of long-term debt | $ 0 | $ 0 | $ 0 | $ (3,398) | |||||
Initial Term Loan Facility [Member] | Minimum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Interest rates in effect | 0.375% | ||||||||
Initial Term Loan Facility [Member] | Maximum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Interest rates in effect | 0.50% | ||||||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Applicable margin for borrowings with respect to base rate borrowings | 1% | ||||||||
Revolving Credit Facility [Member] | Maximum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Applicable margin for borrowings with respect to base rate borrowings | 1.50% | ||||||||
Term Loan Facility [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Interest rates in effect | 7.13% | ||||||||
Maturity date | Jan. 29, 2027 | ||||||||
Amortize of interest rate | 1% | ||||||||
Term Loan Facility [Member] | Minimum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Applicable margin for borrowings with respect to LIBOR rate borrowings in addition to base rates | 2% | ||||||||
Term Loan Facility [Member] | Maximum [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Applicable margin for borrowings with respect to LIBOR rate borrowings in addition to base rates | 2.50% | ||||||||
Incremental Term Loan Facility [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Repayment of term loan | $ 200,000 | $ 200,000 | |||||||
Interest rates in effect | 7.63% | ||||||||
Maturity date | Jan. 29, 2027 | ||||||||
Amortize of interest rate | 1% | ||||||||
Loss on extinguishment of long-term debt | $ 3,400 | ||||||||
Original Credit Agreement [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Maximum borrowing capacity | $ 625,000 | ||||||||
Debt issuance costs incurred and paid | $ 16,300 | ||||||||
Original Credit Agreement [Member] | Initial Term Loan Facility [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, Term | 7 years | ||||||||
Line of credit | $ 575,000 | ||||||||
Original Credit Agreement [Member] | Revolving Credit Facility [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt instrument, Term | 5 years | ||||||||
Line of credit | $ 50,000 | ||||||||
Original Credit Agreement [Member] | Letters Of Credit [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Line of credit | $ 25,000 | ||||||||
Amended Credit Agreement [Member] | Term Loan Facility [Member] | |||||||||
Line Of Credit Facility [Line Items] | |||||||||
Debt issuance costs incurred and paid | 4,800 | ||||||||
Aggregate principal amount | $ 275,000 | ||||||||
Capitalized of debt issuance costs | $ 1,600 |
Debt - Summary of Future Maturi
Debt - Summary of Future Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Maturities of Long-Term Debt [Abstract] | |
2023 | $ 5,750 |
2024 | 5,750 |
2025 | 5,750 |
2026 | 5,750 |
2027 and thereafter | 609,813 |
Total | $ 632,813 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | 11 Months Ended | 12 Months Ended | ||||||
Sep. 15, 2021 | Apr. 01, 2021 | Feb. 16, 2021 | Feb. 16, 2021 | Oct. 28, 2020 | Jan. 28, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class Of Stock [Line Items] | ||||||||||
Share issuance Amount | $ 2,358,371 | |||||||||
Value of shares redeemed during period | (1,018,365) | |||||||||
Repayment of term loan | $ 0 | $ 5,000 | $ 5,750 | $ 206,438 | ||||||
Number of shares authorized | 600,000,000 | 600,000,000 | ||||||||
Par value | $ 0.01 | $ 0.01 | ||||||||
Preferred stock issued | 0 | 0 | ||||||||
Dividend Declared [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Dividend declared | $ 360,000 | |||||||||
Dividend Paid [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Dividend paid | $ 334,300 | 0 | $ 0 | $ 0 | ||||||
Cash dividend on limited partner units declared and paid | 334,300 | $ 0 | $ 0 | $ 0 | ||||||
Dividend Outstanding [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common stock outstanding | 0 | 0 | 0 | |||||||
Bumble Holdings [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Voting power percentage | 100% | |||||||||
Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Number of shares authorized | 6,000,000,000 | 6,000,000,000 | ||||||||
Par value | $ 0.01 | $ 0.01 | ||||||||
Common stock, voting rights | one vote | |||||||||
Common stock, voting rights for principal stockholders | ten votes | |||||||||
Common stock outstanding | 129,774,299 | 129,212,949 | ||||||||
Stockholders agreement cease to own percentage | 7.50% | |||||||||
High vote termination date description | (i) seven years from the closing of this offering and (ii) the date the parties to the stockholders agreement cease to own in the aggregate 7.5% of the outstanding shares of Class A common stock, assuming exchange of all Common Units. | |||||||||
Common Class B [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Number of shares authorized | 1,000,000 | 1,000,000 | ||||||||
Par value | $ 0.01 | $ 0.01 | ||||||||
Common stock, voting rights | one vote | |||||||||
Common stock, voting rights for principal stockholders | 10 times | |||||||||
Common stock outstanding | 20 | 20 | ||||||||
Preferred Stock [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Number of shares authorized | 600,000,000 | |||||||||
Par value | $ 0.01 | |||||||||
IPO [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Repayment of term loan | $ 25,600 | |||||||||
IPO [Member] | Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Share issuance (Shares) | 57,500,000 | 57,500,000 | 57,500,000 | |||||||
Offering price per share | $ 43 | $ 43 | ||||||||
Net proceeds after deducting underwriting discounts and commissions | $ 2,361,200 | |||||||||
Stock issued for purchase or redemption of shares | 48,500,000 | 48,500,000 | 48,500,000 | |||||||
Value of shares redeemed during period | $ 1,991,600 | $ 1,991,600 | ||||||||
Proceeds from the issuance used for repayment of debt, bear IPO expenses and for general corporate purposes | $ 369,600 | |||||||||
Stock issued during period shares used to repay outstanding indebtedness, bear IPO expenses and for general corporate purposes | 9,000,000 | |||||||||
Repayment of term loan | $ 200,000 | |||||||||
Secondary Offering Member | Common Class A [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Share issuance (Shares) | 20,700,000 | 9,200,000 | ||||||||
Offering price per share | $ 54 | |||||||||
Class A Units [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Limited partner’s interest, units outstanding | 2,453,784,599 | |||||||||
Class B Units [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Limited partner’s interest, units outstanding | 153,273,895 | |||||||||
Common Units [Member] | ||||||||||
Class Of Stock [Line Items] | ||||||||||
Common units exchanged for Class A common stock | 4,455,510 | |||||||||
Common stock, conversion basis | one-for-one |
Earnings (Loss) per Share _ U_3
Earnings (Loss) per Share / Unit - Schedule of Earning (Loss) Per Share Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share Basic And Diluted [Line Items] | |||||
Net earnings (loss) | $ (32,556) | $ (109,493) | $ (109,493) | $ (114,124) | $ 281,740 |
Net earnings (loss) attributable to noncontrolling interests | 1,917 | 806 | (34,378) | (28,075) | |
Net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners / Worldwide Vision Limited shareholders | $ (34,473) | (110,299) | (79,746) | 309,815 | |
Numerator | |||||
Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners | (110,299) | 79,691 | 177,720 | ||
Less: net earnings (loss) attributable to participating securities | 0 | 0 | 435 | ||
Net earnings (loss) attributable to common stockholders / unitholders | $ (110,299) | $ (79,691) | $ 181,639 | ||
Denominator | |||||
Weighted average number of shares of Class A common stock / units outstanding | 2,453,947,685 | 129,421,157 | 121,425,908 | ||
Basic earnings (loss) per share / unit | $ 0 | $ (0.04) | $ (0.62) | $ 1.50 | |
Numerator | |||||
Allocation of net earnings (loss) attributable to Bumble Inc. shareholders / Buzz Holdings L.P. owners | $ (110,299) | $ (79,691) | $ 182,085 | ||
Increase in net earnings (loss) attributable to common shareholders upon conversion of potentially dilutive Common Units | 0 | 0 | 102,714 | ||
Less: net earnings (loss) attributable to participating securities | 0 | 0 | 446 | ||
Net earnings (loss) attributable to common stockholders / unitholders | $ (110,299) | $ (79,691) | $ 279,999 | ||
Add: weighted-average effect of dilutive securities | |||||
Weighted Average Number of Shares Outstanding, Diluted, Total | 2,453,947,685 | 129,421,157 | 192,675,476 | ||
Diluted earnings (loss) per share / unit attributable to common stockholders / unitholders | $ 0 | $ (0.04) | $ (0.62) | $ 1.45 | |
Restricted Shares | |||||
Add: weighted-average effect of dilutive securities | |||||
Weighted Average Number of Shares Outstanding, Diluted, Adjustment | 0 | 0 | 0 | ||
RSU's | |||||
Add: weighted-average effect of dilutive securities | |||||
Weighted Average Number of Shares Outstanding, Diluted, Adjustment | 0 | 0 | 1,033,701 | ||
Options | |||||
Add: weighted-average effect of dilutive securities | |||||
Weighted Average Number of Shares Outstanding, Diluted, Adjustment | 0 | 0 | 5,569 | ||
Common Class A | |||||
Add: weighted-average effect of dilutive securities | |||||
Weighted Average Number of Shares Outstanding, Diluted, Adjustment | 0 | 0 | 70,210,298 |
Earnings (Loss) per Share _ U_4
Earnings (Loss) per Share / Unit - Schedule of Potentially Dilutive Securities Excluded From the Diluted Earnings (Loss) Per Share (Details) - shares | 11 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 153,183,949 | 16,413,258 | 8,755,716 |
Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 61,273,583 | 4,705,793 | 5,765,243 |
Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 91,910,366 | 11,707,465 | 2,990,473 |
Incentive Units | Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 3,724,214 | 4,324,868 | |
Incentive Units | Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 3,857,248 | 325,920 | |
RSU's | Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 761,473 | 1,217,951 | |
RSU's | Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 4,845,852 | 626,537 | |
Restricted Shares | Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 55,744 | ||
Restricted Shares | Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 58,247 | ||
Options | Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 164,362 | 222,424 | |
Options | Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 2,946,118 | 2,038,016 | |
Class B units [Member] | Exit-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 61,273,583 | ||
Class B units [Member] | Time-Vesting Awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive common share equivalents | 91,910,366 |
Stock-based Compensation - Sche
Stock-based Compensation - Schedule of Total Stock-based Compensation Cost (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 4,156 | $ 27,468 | $ 111,008 | $ 123,910 |
Cost of Revenue | ||||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 0 | 615 | 3,819 | 3,749 |
Selling and Marketing Expense | ||||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 75 | 2,055 | 8,064 | 12,925 |
General and Administrative Expense | ||||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 3,997 | 17,318 | 65,957 | 62,284 |
Product Development Expense | ||||
Employee Service Share Based Compensation Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 84 | $ 7,480 | $ 33,168 | $ 44,952 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Details) | 1 Months Ended | 11 Months Ended | 12 Months Ended | |||
Jul. 15, 2022 USD ($) | Feb. 10, 2021 shares | Jan. 28, 2020 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2022 USD ($) Plan $ / shares shares | Dec. 31, 2021 USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 4,156,000 | $ 27,468,000 | $ 111,008,000 | $ 123,910,000 | ||
Share price | $ / shares | $ 43 | |||||
Employee stock purchase plan description | In connection with the IPO, on February 10, 2021, Bumble Inc. adopted the 2021 Employee Stock Purchase Plan (the “ESPP”). The ESPP allows the Company to make one or more offerings to its employees to purchase shares under the ESPP. The first offering will begin and end on dates to be determined by the plan administrator. The ESPP allows participants to purchase Class A common stock through contributions of up to 15% of their total compensation. The purchase price of the Class A common stock will be 85% of the lesser of the fair market value of our Class A common stock as determined on the applicable grant date or the applicable purchase period end date (provided that, in no event may the purchase price be less than the par value per share of our Class A common stock). The Company has initially reserved 4,500,000 shares of Class A common stock for issuance under the ESPP. The number of shares available for issuance under the ESPP will be increased automatically on January 1 of each fiscal year beginning in 2022 by a number of shares of our Class A common stock equal to the lesser of (i) the positive difference between 1% of the shares outstanding on the final day of the immediately preceding fiscal year and the ESPP share reserve on the final day of the immediately preceding fiscal year; and (ii) a lower number of shares as may be determined by the Board. The Board elected not to approve an increase to the number of shares available for issuance under the ESPP for each of 2022 and 2023. As of December 31, 2022, the ESPP has not been activated and there were no offering periods during 2022. | |||||
Income tax benefit (provision) | (365,000) | (9,411,000) | $ (3,406,000) | 437,837,000 | ||
Proceeds from exercise of options | 0 | 0 | $ 0 | 545,000 | ||
Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Weighted-Average Remaining Contractual Term, Outstanding | 10 years | |||||
2021 Employee Stock Purchase Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Eligible compensation percentage of participants to purchase common stock through contributions | 15% | |||||
Percentage of purchase price of shares lower of the fair market value of common stock on grant date or purchase date | 85% | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Purchase Price of Common Stock, Percent | 85% | |||||
Exit-Vesting Awards | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 31,300 | 26,300,000 | ||||
Incremental expense | $ 35,800,000 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 3 years | |||||
Time-Vesting Restricted Shares of Class A Common Stock | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 100,000 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 1 month 6 days | |||||
Exit-Vesting Restricted Shares of Class A Common Stock | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 600,000 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 7 months 6 days | |||||
Time Vesting Stock Option | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Options, Granted | shares | 1,521,452 | |||||
Weighted-Average Grant Date Fair Value Per Share, Granted | $ / shares | $ 16.99 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 9 months 18 days | |||||
Unrecognized compensation cost related to options | $ 23,200,000 | |||||
Time Vesting Stock Option | 2021 Omnibus Plan | Minimum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Time Vesting Stock Option | 2021 Omnibus Plan | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 5 years | |||||
Exit Vesting Stock Option | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Options, Granted | shares | 0 | |||||
Weighted-Average Grant Date Fair Value Per Share, Granted | $ / shares | $ 0 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 7 months 6 days | |||||
Number of Options, Exercised | shares | 0 | |||||
Unrecognized compensation cost related to options | $ 900,000 | |||||
Exit Vesting Stock Option | 2021 Omnibus Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based compensation arrangement by share-based payment award, award vesting rights | Exit-Vesting stock options vest upon satisfaction of a performance condition under which Blackstone and its affiliates receive cash proceeds in respect of certain MOIC and IRR hurdles, subject to the recipient’s continued employment at the time of satisfaction | |||||
Time-Vesting Class B Units and Time-Vesting Phantom Class B Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award granted, percentage | 60% | |||||
Share-based payment award service period | 5 years | |||||
Exit-Vesting Class B Units and Exit-Vesting Phantom Class B Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Share-based payment award granted, percentage | 40% | |||||
Time-Vesting Incentive Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 10,300,000 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 3 months 18 days | |||||
Time-Vesting Incentive Units | Incentive Units in Bumble Holdings | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Awards, Granted | shares | 0 | |||||
Exit-Vesting Incentive Units | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 22,800,000 | |||||
Unrecognized compensation cost to be recognized over a weighted-average period | 2 years 6 months | |||||
Exit-Vesting Incentive Units | Incentive Units in Bumble Holdings | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Awards, Granted | shares | 0 | |||||
Exit-Vesting Incentive Units | RSU's | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Unrecognized compensation cost | $ 13,600,000 | |||||
Time-Vesting RSUs | RSU's | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Awards, Granted | shares | 3,695,470 | |||||
Unrecognized compensation cost | $ 75,400,000 | |||||
Weighted average period | 3 years | |||||
Time-Vesting RSUs | RSU's | Granted As Result Of Reclassification | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 5 years | |||||
Time-Vesting RSUs | RSU's | Granted At Time Of I P O | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Vesting period | 4 years | |||||
Exit Vesting Restricted Stock Units | RSU's | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of Awards, Granted | shares | 0 | |||||
Weighted average period | 2 years 7 months 6 days | |||||
Common Class A | 2021 Omnibus Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Reserved shares of common stock for issuance of awards | shares | 30,000,000 | |||||
Outstanding common stock, percentage | 5% | |||||
Increased common stock capital shares reserved for future issuance | shares | 12,000,000 | |||||
Common Class A | 2021 Employee Stock Purchase Plan | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares purchased under ESPP | shares | 0 | |||||
Common Class A | 2021 Employee Stock Purchase Plan | Maximum | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Number of shares available for issuance under ESPP | shares | 4,500,000 | |||||
General and Administrative Expense | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 3,997,000 | $ 17,318,000 | $ 65,957,000 | 62,284,000 | ||
Number of plans under which awards granted | Plan | 3 | |||||
General and Administrative Expense | Incentive Units in Bumble Holdings | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 6,900,000 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Weighted-Average Assumptions Used in Monte Carlo Model (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Dividend yield | 0% |
Expected volatility | 58% |
Risk-free interest rate | 0.86% |
Expected time to liquidity event (years) | 4 years 8 months 12 days |
Exit Vesting Awards [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Dividend yield | 0% |
Expected volatility | 60% |
Expected time to liquidity event (years) | 1 year |
Exit Vesting Awards [Member] | Minimum | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Risk-free interest rate | 2.10% |
Exit Vesting Awards [Member] | Maximum | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Risk-free interest rate | 3.10% |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of Option Activity (Details) | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Time-Vesting Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Options, Outstanding | shares | 2,038,016 |
Number of Options, Granted | shares | 1,521,452 |
Number of Options, Vested | shares | 0 |
Number of Options, Forfeited | shares | (613,350) |
Number of Options, Outstanding | shares | 2,946,118 |
Number of Options, Exercisable | shares | 442,024 |
Weighted-Average Exercise Price Per Share, Outstanding | $ 43.76 |
Weighted-Average Exercise Price Per Share, Granted | 26.13 |
Weighted-Average Exercise Price Per Share, Vested | 0 |
Weighted-Average Exercise Price Per Share, Forfeited | 39.04 |
Weighted-Average Exercise Price Per Share, Outstanding | 35.64 |
Weighted-Average Exercise Price Per Share, Exercisable | 43.95 |
Weighted-Average Grant Date Fair Value Per Share, Outstanding | 22.96 |
Weighted-Average Grant Date Fair Value Per Share, Granted | 16.99 |
Weighted-Average Grant Date Fair Value, Vested | 0 |
Weighted-Average Grant Date Fair Value Per Share, Forfeited | 20.84 |
Weighted-Average Grant Date Fair Value Per Share, Outstanding | 20.34 |
Weighted-Average Grant Date Fair Value Per Share, Exercisable | $ 23.18 |
Exit-Vesting Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of Options, Outstanding | shares | 222,424 |
Number of Options, Granted | shares | 0 |
Options Exercised, Shares | shares | 0 |
Number of Options, Forfeited | shares | (58,062) |
Number of Options, Outstanding | shares | 164,362 |
Number of Options, Exercisable | shares | 22,823 |
Weighted-Average Exercise Price Per Share, Outstanding | $ 43 |
Weighted-Average Exercise Price Per Share, Granted | 0 |
Weighted-Average Exercise Price Per Share, Exercised | 0 |
Weighted-Average Exercise Price Per Share, Forfeited | 43 |
Weighted-Average Exercise Price Per Share, Outstanding | 43 |
Weighted-Average Exercise Price Per Share, Exercisable | 43 |
Weighted-Average Grant Date Fair Value Per Share, Outstanding | 19.58 |
Weighted-Average Grant Date Fair Value Per Share, Granted | 0 |
Weighted-Average Grant Date Fair Value Per Share, Exercised | 0 |
Weighted-Average Grant Date Fair Value Per Share, Forfeited | 22.18 |
Weighted-Average Grant Date Fair Value Per Share, Outstanding | 18.66 |
Weighted-Average Grant Date Fair Value Per Share, Exercisable | $ 18.69 |
Stock-based Compensation - Su_3
Stock-based Compensation - Summary of Assumption Ranges and Fair Value Per Unit (Details) | 12 Months Ended | |
Dec. 31, 2022 $ / shares | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Volatility | 58% | |
Expected Life | 4 years 8 months 12 days | |
Risk-free rate | 0.86% | |
Fair value per unit | $ 43 | |
Dividend yield | 0% | |
Time-Vesting Options granted [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Volatility, Minimum | 60% | |
Volatility, Maximum | 75% | |
Expected Life | 7 years | |
Risk-Free rate, Minimum | 1.74% | |
Risk-Free rate, Maximum | 3.85% | |
Dividend yield | 0% | |
Maximum | Time-Vesting Options granted [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Fair value per unit | $ 17.66 | |
Minimum | Time-Vesting Options granted [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Fair value per unit | $ 15.36 | |
2021 Omnibus Plan | Exit-Vesting Awards | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Volatility | 55% | |
Expected Life | 1 year 9 months 18 days | |
Risk-free rate | 0.10% | |
Fair value per unit | $ 43 | |
Dividend yield | 0% | |
Discount for lack of marketability | 15% | [1] |
2021 Omnibus Plan | Time-Vesting Awards | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Volatility, Minimum | 55% | |
Volatility, Maximum | 60% | |
Risk-Free rate, Minimum | 0.10% | |
Risk-Free rate, Maximum | 0.80% | |
Fair value per unit | $ 43 | |
Dividend yield | 0% | |
2021 Omnibus Plan | Maximum | Time-Vesting Awards | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected Life | 7 years 4 months 24 days | |
Discount for lack of marketability | 25% | [1] |
2021 Omnibus Plan | Minimum | Time-Vesting Awards | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected Life | 6 months | |
Discount for lack of marketability | 15% | [1] |
[1] (1) Discount for lack of marketability for Time-Vesting awards and Exit-Vesting awards is only applicable for Incentive Units granted in Bumble Holdings at the time of the IPO. |
Stock-based Compensation - Su_4
Stock-based Compensation - Summary of Information Around Incentive Units in Bumble Holdings (Details) - Incentive Units In Bumble Holdings [Member] | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Time Vesting Incentive Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 5,170,731 |
Number of Awards, Granted | shares | 0 |
Number of Awards, Vested | shares | (1,313,483) |
Number of Awards, Forfeited | shares | 0 |
Number of Awards, Ending balance | shares | 3,857,248 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ 14.22 |
Weighted-Average Grant Date Fair Value, Granted | 0 |
Weighted-Average Grant Date Fair Value, Vested | 13.79 |
Weighted-Average Grant Date Fair Value, Forfeited | 0 |
Weighted-Average Grant Date Fair Value, Unvested | 14.33 |
Weighted-Average Grant Date Fair Value, Ending balance | $ 14.33 |
Exit Vesting Incentive Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 4,324,868 |
Number of Awards, Granted | shares | 0 |
Number of Awards, Vested | shares | (600,654) |
Number of Awards, Forfeited | shares | 0 |
Number of Awards, Ending balance | shares | 3,724,214 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ 13.81 |
Weighted-Average Grant Date Fair Value, Granted | 0 |
Weighted-Average Grant Date Fair Value, Vested | 13.81 |
Weighted-Average Grant Date Fair Value, Forfeited | 0 |
Weighted-Average Grant Date Fair Value, Unvested | 13.81 |
Weighted-Average Grant Date Fair Value, Ending balance | $ 13.81 |
Stock-based Compensation - Su_5
Stock-based Compensation - Summary of Information about Restricted Shares (Details) - Restricted Shares of Class A Common Stock in Bumble Inc [Member] | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Time Vesting Restricted Shares Of Class A Common Stock [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 98,717 |
Number of Awards, Granted | shares | 0 |
Number of Awards, Vested | shares | (24,518) |
Number of Awards, Forfeited | shares | (15,952) |
Number of Awards, Ending balance | shares | 58,247 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 7.26 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 7.23 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 8.17 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 7.02 |
Exit Vesting Restricted Shares Of Class A Common Stock [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 82,211 |
Number of Awards, Granted | shares | 0 |
Number of Awards, Vested | shares | (9,147) |
Number of Awards, Forfeited | shares | (17,320) |
Number of Awards, Ending balance | shares | 55,744 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 15.41 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 17.39 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 8.44 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 17.26 |
Stock-based Compensation - Su_6
Stock-based Compensation - Summary of Time Vesting RSUs and Exit Vesting RSUs Granted (Details) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Exit Vesting Restricted Stock Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 1,217,151 |
Number of Awards, Granted | shares | 0 |
Number of Awards, Vested | shares | (123,317) |
Number of Awards, Forfeited | shares | (332,361) |
Number of Awards, Ending balance | shares | 761,473 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 38.13 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 40.24 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 32.54 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 40.23 |
Time Vesting Restricted Stock Units [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Awards, Beginning balance | shares | 2,803,943 |
Number of Awards, Granted | shares | 3,695,470 |
Number of Awards, Vested | shares | (740,637) |
Number of Awards, Forfeited | shares | (912,924) |
Number of Awards, Ending balance | shares | 4,845,852 |
Weighted-Average Grant Date Fair Value, Beginning balance | $ / shares | $ 45.36 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 26.80 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 45.81 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 38.15 |
Weighted-Average Grant Date Fair Value, Ending balance | $ / shares | $ 32.50 |
Stock-based Compensation - Su_7
Stock-based Compensation - Summary of Aggregate Intrinsic Value and Weighted Average Remaining Contractual Terms (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Maximum | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Weighted-Average Remaining Contractual Term, Outstanding | 10 years |
Time-Vesting Stock Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Options outstanding | $ 0 |
Options exercisable | $ 0 |
Weighted-Average Remaining Contractual Term, Outstanding | 8 years 6 months |
Weighted-Average Remaining Contractual Term, Exercisable | 7 years 7 months 6 days |
Exit-Vesting Stock Options | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Options outstanding | $ 0 |
Options exercisable | $ 0 |
Weighted-Average Remaining Contractual Term, Outstanding | 8 years 1 month 6 days |
Weighted-Average Remaining Contractual Term, Exercisable | 8 years 1 month 6 days |
Benefit Plans - Additional Info
Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 01, 2018 | |
Defined Contribution Plan Disclosure [Line Items] | |||||
Expense related to Long Term Incentive Plan | $ 0 | ||||
Accrued expenses related to Long Term Incentive Plan. | 0 | $ 0 | |||
Buzz Holdings L.P. | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
Expense related to Long Term Incentive Plan | $ 1,400 | $ (100) | (100) | ||
Contributions by employer under Defined Contribution Plan | $ 200 | $ 2,200 | $ 5,400 | $ 3,800 | |
Maximum | Buzz Holdings L.P. | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
LTIP performance measurement period | 4 years | ||||
Minimum | Buzz Holdings L.P. | |||||
Defined Contribution Plan Disclosure [Line Items] | |||||
LTIP performance measurement period | 3 years |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | |
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | ||||
Advertising revenue | $ 10,600 | $ 9,600 | $ 39,600 | $ 30,900 |
Dividends paid | 0 | 360,000 | 0 | 0 |
Tax receivable agreement liability remeasument benefit | 0 | 0 | $ (5,332) | (1,112) |
Director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Dividends paid | |||
Director of the Predecessor Company [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Limited Partners’ interest | |||
Company Owned by Director [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Other income (expense), net | |||
Dividends paid | 0 | 51,326 | $ 0 | 0 |
Loans repaid | 0 | 25,626 | $ 0 | 95,465 |
Parent Company [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Dividends paid | |||
Dividends paid | 0 | 292,530 | $ 0 | 0 |
Other | ||||
Related Party Transaction [Line Items] | ||||
Payable to related parties pursuant to a tax receivable agreement | 394,312 | 388,780 | ||
Cost recharges | 0 | 2,514 | 0 | 0 |
Moderator costs | 0 | 0 | 1,753 | 0 |
Advertising revenue | 0 | 0 | 501 | 0 |
Marketing costs | 0 | 0 | 3,292 | 3,661 |
Tax receivable agreement liability remeasument benefit | $ 0 | $ 0 | $ 5,332 | $ 1,112 |
Other | General and Administrative Expense [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | General and administrative expense | |||
Other | Selling and Marketing Expense [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Selling and marketing expense | |||
Other | Cost of revenue Member | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Cost of revenue | |||
Other | Advertising [Member] | ||||
Related Party Transaction [Line Items] | ||||
Description of transaction | Revenue |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||||||
Feb. 16, 2021 | Feb. 16, 2021 | Jan. 14, 2021 | Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 29, 2020 | |
Related Party Transaction [Line Items] | |||||||||
Underwriting discounts and commissions per share paid | $ 1.935 | ||||||||
Value of shares redeemed during period | $ (1,018,365) | ||||||||
Selling and marketing expense | $ 11,157 | $ 152,588 | $ 249,269 | $ 211,711 | |||||
Common Class A | |||||||||
Related Party Transaction [Line Items] | |||||||||
Common stock shares underwrite value | $ 4,100 | ||||||||
IPO [Member] | Common Class A | |||||||||
Related Party Transaction [Line Items] | |||||||||
Stock Issued During Period, Shares, New Issues | 57,500,000 | 57,500,000 | 57,500,000 | ||||||
Value of shares redeemed during period | $ 1,991,600 | $ 1,991,600 | |||||||
Stock issued for purchase or redemption of shares | 48,500,000 | 48,500,000 | 48,500,000 | ||||||
TaskUs | |||||||||
Related Party Transaction [Line Items] | |||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 20% | ||||||||
Founder | |||||||||
Related Party Transaction [Line Items] | |||||||||
Loan recognized | $ 119,000 | ||||||||
Loans repaid | $ 25,600 | ||||||||
Outstanding balance of founder loan | $ 93,400 | $ 93,400 | |||||||
Outstanding balance of loan plus accrued interest settled | $ 95,500 | ||||||||
Beehive Holdings III, LP | Class A Units [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Redemption of common units held | 63,643,425 | ||||||||
Hypothetical fair value of common units redeemed | $ 95,500 | ||||||||
Exchangeable common units | 3,252,056 |
Segment and Geographic Inform_3
Segment and Geographic Information - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2022 Segment | |
Segment Reporting Information [Line Items] | |
Description of company's property and equipment | United Kingdom, Czech Republic and United States are the only countries with property and equipment of 10% or more of the Company’s total property and equipment, net. |
United Kingdom | |
Segment Reporting Information [Line Items] | |
Number of operating segments | 1 |
Minimum [Member] | United States | |
Segment Reporting Information [Line Items] | |
Revenue, percent | 10% |
Segment and Geographic Inform_4
Segment and Geographic Information - Summary of Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 1 Months Ended | 11 Months Ended | 12 Months Ended | ||
Jan. 28, 2020 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 39,990 | $ 539,546 | $ 903,503 | $ 760,910 | |
North America | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | [1] | 21,014 | 300,388 | 546,485 | 439,350 |
Rest of the World | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 18,976 | $ 239,158 | $ 357,018 | $ 321,560 | |
[1] North America revenue includes revenue from the United States and Canada. |
Segment and Geographic Inform_5
Segment and Geographic Information - Summary of Property and Equipment by Geographic Area (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 14,467 | $ 14,627 |
United Kingdom | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 5,893 | 6,035 |
Czech Republic | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 1,491 | 3,234 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 4,462 | 3,183 |
Rest of the World | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 2,621 | $ 2,175 |
Commitments and Contigencies -
Commitments and Contigencies - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2022 | |
Loss Contingencies [Line Items] | |||
Liabilities | $ 1,239,042 | $ 1,307,227 | |
Provisions assessed | 20,500 | $ 8,800 | |
Litigation settlement, expense | $ 7,500 | ||
Purchase Commitment [Member] | |||
Loss Contingencies [Line Items] | |||
Commitments period | 18 months | ||
Spend amount | $ 7,100 | ||
Purchase Commitment [Member] | Minimum | |||
Loss Contingencies [Line Items] | |||
Commitments Payment | $ 7,100 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Millions | Jan. 09, 2023 USD ($) |
Subsequent Events | Buzz Holdings, LP | |
Subsequent Event [Line Items] | |
Dividend Distributed among non-controlling interest holders | $ 5.4 |