Cover Page
Cover Page | 6 Months Ended |
Jun. 30, 2021 | |
Document Information [Line Items] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | ENJOY TECHNOLOGY, INC./DE |
Entity Central Index Key | 0001830180 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | |||
Cash | $ 877,620 | $ 2,266,049 | |
Prepaid expenses | 636,568 | 831,645 | |
Total current assets | 1,514,188 | 3,097,694 | |
Cash held in Trust Account | 373,750,000 | 373,750,000 | |
Total Assets | 375,264,188 | 376,847,694 | |
Current liabilities: | |||
Accounts payable | 4,289,351 | 578,902 | |
Accrued expenses | 1,014,468 | 488,824 | |
Total current liabilities | 5,303,819 | 1,067,726 | |
Deferred legal fees | 462,409 | 0 | |
Deferred underwriting commissions | 13,081,250 | 13,081,250 | |
Derivative warrant liabilities | 20,045,330 | 27,249,130 | |
Total liabilities | 38,892,808 | 41,398,106 | |
Commitments and Contingencies | |||
Temporary Equity | |||
Temporary equity shares subject to possible redemption | 331,371,370 | 330,449,580 | |
Shareholders' Equity | |||
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding at June 30, 2021 and December 31, 2020 | 0 | 0 | |
Additional paid-in capital | 8,446,652 | 9,830,842 | |
Accumulated deficit | (3,448,000) | (4,832,201) | |
Total shareholders' equity | 5,000,010 | 5,000,008 | |
Total Liabilities and Shareholders' Equity | 375,264,188 | 376,847,694 | |
Enjoy Technology Inc [Member] | |||
Current assets: | |||
Cash and cash equivalents | 58,656,000 | 58,452,000 | $ 61,685,000 |
Restricted cash | 5,494,000 | 5,494,000 | 4,329,000 |
Short-term investments | 0 | 22,510,000 | |
Accounts receivable, net | 3,551,000 | 4,544,000 | 12,847,000 |
Prepaid expenses and other current assets | 3,070,000 | 2,774,000 | 2,602,000 |
Total current assets | 70,771,000 | 71,264,000 | 103,973,000 |
Property and equipment, net | 14,342,000 | 14,074,000 | 9,109,000 |
Intangible assets, net | 917,000 | 967,000 | 1,067,000 |
Other assets | 12,610,000 | 4,905,000 | 2,376,000 |
Total Assets | 98,640,000 | 91,210,000 | 116,525,000 |
Current liabilities: | |||
Accounts payable | 4,846,000 | 3,222,000 | 3,297,000 |
Accrued expenses and other current liabilities | 20,982,000 | 17,897,000 | 10,084,000 |
Short-term debt | 4,436,000 | 2,105,000 | 10,102,000 |
Short-term convertible loans, at fair value (related party carrying value of $0.2 million) | 75,845,000 | 0 | |
Total current liabilities | 106,109,000 | 23,224,000 | 23,483,000 |
Long-term debt, net of discount | 39,887,000 | 41,578,000 | 0 |
Long-term convertible loan, at fair value (related party carrying value of $20.0 million) | 53,156,000 | 86,357,000 | 0 |
Redeemable convertible preferred stock warrant liability | 575,000 | 806,000 | 337,000 |
Total liabilities | 199,727,000 | 151,965,000 | 23,820,000 |
Commitments and Contingencies | |||
Temporary Equity | |||
Temporary equity shares subject to possible redemption | 368,692,000 | 353,692,000 | 353,692,000 |
Shareholders' Equity | |||
Common Stock | 1,000 | 1,000 | 1,000 |
Additional paid-in capital | 46,798,000 | 6,601,000 | 3,162,000 |
Accumulated other comprehensive income | 780,000 | 884,000 | 189,000 |
Accumulated deficit | (517,358,000) | (421,933,000) | (264,339,000) |
Total shareholders' equity | (469,779,000) | (414,447,000) | (260,987,000) |
Total Liabilities and Shareholders' Equity | 98,640,000 | 91,210,000 | 116,525,000 |
Common Class A [Member] | |||
Shareholders' Equity | |||
Common Stock | 424 | 433 | |
Common Class B [Member] | |||
Shareholders' Equity | |||
Common Stock | 934 | 934 | |
Redeemable Convertible Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||
Temporary Equity | |||
Temporary equity shares subject to possible redemption | $ 368,692,000 | $ 353,692,000 | $ 353,692,000 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Preference shares par value | $ 0.0001 | $ 0.0001 | |
Preference shares authorized | 5,000,000 | 5,000,000 | |
Preference shares issued | 0 | 0 | |
Preference shares outstanding | 0 | 0 | |
Enjoy Technology Inc [Member] | |||
Due to related parties noncurrent | $ 20,000 | $ 20,000 | $ 20,000 |
Due to related parties current | $ 200 | $ 200 | |
Temporary equity shares authorized | 153,809,943 | 149,856,749 | 149,856,749 |
Temporary equity shares issued | 153,473,639 | 149,520,445 | 149,520,445 |
Temporary equity shares outstanding | 149,520,445 | 149,520,445 | |
Ordinary shares par value | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Ordinary shares authorized | 253,953,194 | 250,000,000 | 250,000,000 |
Ordinary shares issued | 65,230,349 | 62,156,512 | 61,354,259 |
Ordinary shares outstanding | 65,230,349 | 62,156,512 | 61,354,259 |
Temporary equity liquidation preference | $ 377,057 | $ 362,057 | $ 362,057 |
Common Class A [Member] | |||
Temporary equity par or stated value per share | $ 0.0001 | $ 0.0001 | |
Temporary equity shares outstanding | 33,137,137 | 33,044,958 | |
Ordinary shares redemption price per share | $ 10 | $ 10 | |
Ordinary shares par value | $ 0.0001 | $ 0.0001 | |
Ordinary shares authorized | 500,000,000 | 500,000,000 | |
Ordinary shares issued | 4,237,863 | 4,330,042 | |
Ordinary shares outstanding | 4,237,863 | 4,330,042 | |
Common Class B [Member] | |||
Ordinary shares par value | $ 0.0001 | $ 0.0001 | |
Ordinary shares authorized | 50,000,000 | 50,000,000 | |
Ordinary shares issued | 9,343,750 | 9,343,750 | |
Ordinary shares outstanding | 9,343,750 | 9,343,750 | |
Redeemable Convertible Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||
Temporary equity par or stated value per share | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Temporary equity shares authorized | 153,809,943 | 149,856,749 | 149,856,749 |
Temporary equity shares issued | 153,473,639 | 149,520,445 | 149,520,445 |
Temporary equity shares outstanding | 153,473,639 | 149,520,445 | 149,520,445 |
Temporary equity liquidation preference | $ 377,100 | $ 362,100 | $ 362,100 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating expenses: | |||||
General and administrative | $ 127,691 | $ 5,819,599 | |||
Loss from operations | (127,691) | (5,819,599) | |||
Other income / (expense) | |||||
Change in fair value of derivative warrant liabilities | (3,758,500) | 7,203,800 | |||
Transaction costs—derivative warrant liabilities | (946,010) | ||||
Other expense | 4,704,510 | ||||
Net income (loss) | (4,832,201) | 1,384,201 | |||
Enjoy Technology Inc [Member] | |||||
Revenue | 40,211,000 | $ 25,825,000 | $ 60,323,000 | $ 45,657,000 | |
Operating expenses: | |||||
Cost of revenue | 51,587,000 | 31,141,000 | 76,045,000 | 54,051,000 | |
Operations and technology | 36,337,000 | 27,538,000 | 60,254,000 | 50,996,000 | |
General and administrative | 25,755,000 | 16,910,000 | 35,651,000 | 30,368,000 | |
Total operating expenses | 113,679,000 | 75,589,000 | 171,950,000 | 135,415,000 | |
Loss from operations | (73,468,000) | (49,764,000) | (111,627,000) | (89,758,000) | |
Other income / (expense) | |||||
Unrealized loss on long-term convertible loan | (19,226,000) | 0 | (42,907,000) | 0 | |
Interest expense | (2,817,000) | (643,000) | (2,003,000) | (1,405,000) | |
Interest income | 4,000 | 238,000 | 276,000 | 1,628,000 | |
Other expense | 294,000 | (573,000) | (1,426,000) | (81,000) | |
Loss before provision for income taxes | (95,213,000) | (50,742,000) | (157,687,000) | (89,616,000) | |
Provision for income taxes | 212,000 | 14,000 | 97,000 | 78,000 | |
Net income (loss) | (95,425,000) | (50,756,000) | (157,784,000) | (89,694,000) | |
Other comprehensive loss, net of tax | |||||
Net unrealized loss on investment | 0 | (2,000) | |||
Cumulative translation adjustment | (104,000) | (315,000) | 695,000 | 132,000 | |
Total comprehensive loss | $ (95,529,000) | $ (51,071,000) | $ (157,089,000) | $ (89,564,000) | |
Weighted average ordinary shares outstanding, basic and diluted | 63,616,729 | 61,646,777 | 61,852,957 | 60,753,169 | |
Basic and diluted net income (loss) per ordinary share | $ (1.50) | $ (0.82) | $ (2.55) | $ (1.48) | |
Common Class A [Member] | |||||
Other comprehensive loss, net of tax | |||||
Weighted average ordinary shares outstanding, basic and diluted | 37,375,000 | 37,375,000 | |||
Basic and diluted net income (loss) per ordinary share | $ 0 | $ 0 | |||
Common Class B [Member] | |||||
Other comprehensive loss, net of tax | |||||
Weighted average ordinary shares outstanding, basic and diluted | 8,429,688 | 9,343,750 | |||
Basic and diluted net income (loss) per ordinary share | $ (0.57) | $ 0.15 |
Condensed Statements Of Changes
Condensed Statements Of Changes In Shareholders' Equity - USD ($) | Total | Previously Reported [Member] | Enjoy Technology Inc [Member] | Enjoy Technology Inc [Member]Previously Reported [Member] | Class A [Member] | Redeemable Convertible Preferred Stock [Member]Enjoy Technology Inc [Member] | Ordinary SharesEnjoy Technology Inc [Member] | Ordinary SharesClass A [Member] | Ordinary SharesClass B [Member] | Additional Paid-in Capital | Additional Paid-in CapitalEnjoy Technology Inc [Member] | Accumulated Other Comprehensive IncomeEnjoy Technology Inc [Member] | Accumulated Deficit | Accumulated DeficitEnjoy Technology Inc [Member] |
Beginning Balance, Value at Dec. 31, 2018 | $ 186,638,000 | |||||||||||||
Beginning Balance, Shares at Dec. 31, 2018 | 99,479,004 | |||||||||||||
Beginning balance at Dec. 31, 2018 | $ (172,532,000) | $ 1,000 | $ 1,863,000 | $ 59,000 | $ (174,455,000) | |||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 59,077,665 | |||||||||||||
Issuance of common stock upon exercise of stock options | 505,000 | 505,000 | ||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,276,594 | |||||||||||||
Stock-based compensation | 794,000 | 794,000 | ||||||||||||
Net unrealized loss on short term investments | (2,000) | (2,000) | ||||||||||||
Foreign currency translation adjustments | 132,000 | 132,000 | ||||||||||||
Issuance of Series B redeemable convertible preferred stock (net of issuance costs), Value | $ 24,976,000 | |||||||||||||
Issuance of Series B redeemable convertible preferred stock (net of issuance costs), Shares | 10,509,500 | |||||||||||||
Issuance of Series C redeemable convertible preferred stock (net of issuance costs), Value | $ 142,078,000 | |||||||||||||
Issuance of Series C redeemable convertible preferred stock (net of issuance costs), Shares | 39,531,941 | |||||||||||||
Net income | (89,694,000) | (89,694,000) | ||||||||||||
Ending Balance, Value at Dec. 31, 2019 | $ 353,692,000 | $ 353,692,000 | ||||||||||||
Ending Balance, Shares at Dec. 31, 2019 | 149,520,445 | 149,520,445 | ||||||||||||
Ending Balance at Dec. 31, 2019 | $ (260,987,000) | $ (260,797,000) | $ 1,000 | 3,162,000 | 189,000 | (264,149,000) | ||||||||
Ending Balance (in shares) at Dec. 31, 2019 | 61,354,259 | |||||||||||||
Issuance of common stock upon exercise of stock options | 173,000 | 173,000 | ||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 374,468 | |||||||||||||
Stock-based compensation | 874,000 | 874,000 | ||||||||||||
Foreign currency translation adjustments | (315,000) | (315,000) | ||||||||||||
Net income | (50,756,000) | (50,756,000) | ||||||||||||
Ending Balance, Value at Jun. 30, 2020 | $ 353,692,000 | |||||||||||||
Ending Balance, Shares at Jun. 30, 2020 | 149,520,445 | |||||||||||||
Ending Balance at Jun. 30, 2020 | (310,821,000) | $ 1,000 | 4,209,000 | (126,000) | (314,905,000) | |||||||||
Ending Balance (in shares) at Jun. 30, 2020 | 61,728,727 | |||||||||||||
Beginning Balance, Value at Dec. 31, 2019 | $ 353,692,000 | $ 353,692,000 | ||||||||||||
Beginning Balance, Shares at Dec. 31, 2019 | 149,520,445 | 149,520,445 | ||||||||||||
Beginning balance at Dec. 31, 2019 | $ (260,987,000) | $ (260,797,000) | $ 1,000 | 3,162,000 | 189,000 | (264,149,000) | ||||||||
Beginning balance (in shares) at Dec. 31, 2019 | 61,354,259 | |||||||||||||
Issuance of common stock upon exercise of stock options | 333,000 | 333,000 | ||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 802,253 | |||||||||||||
Stock-based compensation | 1,749,000 | 1,749,000 | ||||||||||||
Net unrealized loss on short term investments | 0 | |||||||||||||
Foreign currency translation adjustments | 695,000 | 695,000 | ||||||||||||
Issuance of warrants | 1,357,000 | 1,357,000 | ||||||||||||
Net income | (157,784,000) | (157,784,000) | ||||||||||||
Ending Balance, Value at Dec. 31, 2020 | $ 330,449,580 | $ 357,698,710 | $ 353,692,000 | $ 353,692,000 | ||||||||||
Ending Balance, Shares at Dec. 31, 2020 | 149,520,445 | 33,044,958 | 149,520,445 | |||||||||||
Ending Balance at Dec. 31, 2020 | 5,000,008 | 5,000,008 | $ (414,447,000) | $ 1,000 | $ 433 | $ 934 | $ 9,830,842 | 6,601,000 | 884,000 | $ (4,832,201) | (421,933,000) | |||
Ending Balance (in shares) at Dec. 31, 2020 | 62,156,512 | 4,330,042 | 9,343,750 | |||||||||||
Beginning balance at Oct. 15, 2020 | 0 | $ 0 | $ 0 | 0 | 0 | |||||||||
Beginning balance (in shares) at Oct. 15, 2020 | 0 | 0 | ||||||||||||
Issuance of Class B ordinary shares to Sponsor | 25,000 | $ 934 | 24,066 | |||||||||||
Issuance of Class B ordinary shares to Sponsor (in shares) | 9,343,750 | |||||||||||||
Sale of units in initial public offering, less fair value of public warrants | 359,734,370 | $ 3,738 | 359,730,632 | |||||||||||
Sale of units in initial public offering, less fair value of public warrants (in shares) | 37,375,000 | |||||||||||||
Offering costs | (19,477,581) | (19,477,581) | ||||||||||||
Shares subject to possible redemption | (330,449,580) | $ (3,305) | (330,446,275) | |||||||||||
Shares subject to possible redemption (in shares) | (33,044,958) | |||||||||||||
Net income | (4,832,201) | (127,691) | (4,832,201) | |||||||||||
Ending Balance, Value at Dec. 31, 2020 | 330,449,580 | 357,698,710 | $ 353,692,000 | $ 353,692,000 | ||||||||||
Ending Balance, Shares at Dec. 31, 2020 | 149,520,445 | 33,044,958 | 149,520,445 | |||||||||||
Ending Balance at Dec. 31, 2020 | 5,000,008 | 5,000,008 | $ (414,447,000) | $ 1,000 | $ 433 | $ 934 | 9,830,842 | 6,601,000 | 884,000 | (4,832,201) | (421,933,000) | |||
Ending Balance (in shares) at Dec. 31, 2020 | 62,156,512 | 4,330,042 | 9,343,750 | |||||||||||
Offering costs | (266,102) | (266,102) | ||||||||||||
Shares subject to possible redemption | (4,102,250) | $ (41) | (4,102,209) | |||||||||||
Shares subject to possible redemption (in shares) | (410,225) | |||||||||||||
Net income | 4,368,352 | 4,368,352 | ||||||||||||
Ending Balance at Mar. 31, 2021 | 5,000,008 | $ 392 | $ 934 | 5,462,531 | (463,849) | |||||||||
Ending Balance (in shares) at Mar. 31, 2021 | 3,919,817 | 9,343,750 | ||||||||||||
Beginning Balance, Value at Dec. 31, 2020 | 330,449,580 | 357,698,710 | $ 353,692,000 | $ 353,692,000 | ||||||||||
Beginning Balance, Shares at Dec. 31, 2020 | 149,520,445 | 33,044,958 | 149,520,445 | |||||||||||
Beginning balance at Dec. 31, 2020 | 5,000,008 | $ 5,000,008 | $ (414,447,000) | $ 1,000 | $ 433 | $ 934 | 9,830,842 | 6,601,000 | 884,000 | (4,832,201) | (421,933,000) | |||
Beginning balance (in shares) at Dec. 31, 2020 | 62,156,512 | 4,330,042 | 9,343,750 | |||||||||||
Issuance of common stock upon exercise of stock options | 1,505,000 | 1,505,000 | ||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 3,073,837 | |||||||||||||
Gain on extinguishment of convertible loan | 36,782,000 | 36,782,000 | ||||||||||||
Stock-based compensation | 1,910,000 | 1,910,000 | ||||||||||||
Foreign currency translation adjustments | (104,000) | (104,000) | ||||||||||||
Issuance of Series C redeemable convertible preferred stock (net of issuance costs), Value | $ 15,000,000 | |||||||||||||
Issuance of Series C redeemable convertible preferred stock (net of issuance costs), Shares | 3,953,194 | |||||||||||||
Net income | 1,384,201 | (95,425,000) | (95,425,000) | |||||||||||
Ending Balance, Value at Jun. 30, 2021 | 331,371,370 | 368,692,000 | $ 368,692,000 | |||||||||||
Ending Balance, Shares at Jun. 30, 2021 | 33,137,137 | 153,473,639 | ||||||||||||
Ending Balance at Jun. 30, 2021 | 5,000,010 | (469,779,000) | $ 1,000 | $ 424 | $ 934 | 8,446,652 | 46,798,000 | 780,000 | (3,448,000) | (517,358,000) | ||||
Ending Balance (in shares) at Jun. 30, 2021 | 65,230,349 | 4,237,863 | 9,343,750 | |||||||||||
Beginning balance at Mar. 31, 2021 | 5,000,008 | $ 392 | $ 934 | 5,462,531 | (463,849) | |||||||||
Beginning balance (in shares) at Mar. 31, 2021 | 3,919,817 | 9,343,750 | ||||||||||||
Offering costs | (196,307) | (196,307) | ||||||||||||
Shares subject to possible redemption | 3,180,460 | $ 32 | 3,180,428 | |||||||||||
Shares subject to possible redemption (in shares) | 318,046 | |||||||||||||
Net income | (2,984,151) | (2,984,151) | ||||||||||||
Ending Balance, Value at Jun. 30, 2021 | 331,371,370 | 368,692,000 | $ 368,692,000 | |||||||||||
Ending Balance, Shares at Jun. 30, 2021 | 33,137,137 | 153,473,639 | ||||||||||||
Ending Balance at Jun. 30, 2021 | $ 5,000,010 | $ (469,779,000) | $ 1,000 | $ 424 | $ 934 | $ 8,446,652 | $ 46,798,000 | $ 780,000 | $ (3,448,000) | $ (517,358,000) | ||||
Ending Balance (in shares) at Jun. 30, 2021 | 65,230,349 | 4,237,863 | 9,343,750 |
Condensed Statement of Cash Flo
Condensed Statement of Cash Flows - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||||
Net loss | $ (4,832,201) | $ 1,384,201 | |||
Adjustments to reconcile net loss to net cash used in operations: | |||||
General and administrative expenses paid by Sponsor in exchange for issuance of Class B ordinary shares | 25,000 | ||||
Change in fair value of derivative warrant liabilities | 3,758,500 | (7,203,800) | |||
Transaction costs—derivative warrant liabilities | 946,010 | ||||
Changes in operating assets and liabilities: | |||||
Prepaid expenses | (831,645) | 195,077 | |||
Accounts payable | 578,902 | 3,710,449 | |||
Accrued expenses | 53,590 | 890,878 | |||
Net cash used in operating activities | (301,844) | (1,023,195) | |||
Cash Flows from Investing Activities: | |||||
Cash deposited in Trust Account | (373,750,000) | ||||
Net cash (used in) provided by investing activities | (373,750,000) | ||||
Cash Flows from Financing Activities: | |||||
Proceeds received from note payable to related party | 127,850 | ||||
Repayment of note payable to related party | (127,850) | ||||
Proceeds received from initial public offering, gross | 373,750,000 | ||||
Proceeds received from private placement | 9,475,000 | ||||
Reimbursement from underwriters | 2,990,000 | ||||
Offering costs paid | (9,897,107) | (365,234) | |||
Net cash provided by financing activities | 376,317,893 | (365,234) | |||
Net change in cash | 2,266,049 | (1,388,429) | |||
Cash - beginning of the period | 0 | 2,266,049 | |||
Cash - end of the period | 2,266,049 | 877,620 | $ 2,266,049 | ||
Supplemental disclosure of non-cash investing and financing activity: | |||||
Deferred legal fees | 462,409 | ||||
Offering costs included in accrued expenses | 435,234 | ||||
Deferred underwriting commissions | 13,081,250 | ||||
Initial value of Class A ordinary shares subject to possible redemption | 333,685,710 | ||||
Change in initial value of Class A ordinary shares subject to possible redemption | (3,236,130) | 921,790 | |||
Initial measurement of derivative warrants issued in connection with the initial public offering accounted for as liabilities | 23,490,630 | ||||
Enjoy Technology Inc [Member] | |||||
Cash Flows from Operating Activities: | |||||
Net loss | (95,425,000) | $ (50,756,000) | (157,784,000) | $ (89,694,000) | |
Adjustments to reconcile net loss to net cash used in operations: | |||||
Depreciation and amortization | 1,882,000 | 1,341,000 | 3,138,000 | 1,755,000 | |
Loss (gain) on asset disposal | 320,000 | (2,000) | |||
Net accretion of discount on investments | 0 | 3,000 | |||
Stock-based compensation | 1,910,000 | 874,000 | 1,749,000 | 794,000 | |
Accretion of debt discount | 639,000 | 180,000 | 293,000 | 333,000 | |
Revaluation of warrants | (231,000) | 314,000 | 469,000 | 113,000 | |
Foreign currency transaction loss | 103,000 | 47,000 | 687,000 | 0 | |
Unrealized loss on long-term convertible loan | 19,226,000 | 0 | 42,907,000 | 0 | |
Net amortization of premium on short-term investments | 0 | 34,000 | |||
Changes in operating assets and liabilities: | |||||
Accounts payable | 413,000 | (57,000) | (136,000) | 1,081,000 | |
Accounts receivable | 1,101,000 | 7,191,000 | 8,417,000 | (6,436,000) | |
Prepaid expenses and other current assets | (283,000) | (3,000) | (115,000) | (1,240,000) | |
Other assets | (1,241,000) | (352,000) | (2,850,000) | (1,645,000) | |
Accrued expenses and other current liabilities | 62,000 | 1,000,000 | 7,563,000 | 4,643,000 | |
Net cash used in operating activities | (71,844,000) | (40,187,000) | (95,342,000) | (90,295,000) | |
Cash Flows from Investing Activities: | |||||
Purchases of property and equipment | (1,389,000) | (2,993,000) | (8,012,000) | (6,883,000) | |
Maturities of short-term investments | 0 | 7,488,000 | 22,510,000 | 0 | |
Purchases of short-term investments | 0 | (3,226,000) | 0 | (22,515,000) | |
Net cash (used in) provided by investing activities | (1,389,000) | 1,269,000 | 14,498,000 | (29,398,000) | |
Cash Flows from Financing Activities: | |||||
Payment of deferred transaction costs related to merger | (2,947,000) | 0 | (884,000) | 0 | |
Proceeds from issuance of Blue Torch loan and warrants | 35,790,000 | 0 | |||
Proceeds from PPP loan | 0 | 10,000,000 | 10,000,000 | 0 | |
Proceeds from convertible loan | 60,200,000 | 0 | 43,451,000 | 0 | |
Payment of TPC loan | 0 | (1,569,000) | (10,263,000) | 0 | |
Proceeds from issuance of redeemable convertible preferred stock | 15,000,000 | 0 | 0 | 175,001,000 | |
Issuance costs associated with issuance of redeemable convertible preferred stock | 0 | (7,947,000) | |||
Proceeds from exercises of stock options | 1,505,000 | 173,000 | 333,000 | 505,000 | |
Net cash provided by financing activities | 73,758,000 | 8,604,000 | 78,427,000 | 167,559,000 | |
Cash - beginning of the period | 58,452,000 | 61,685,000 | 61,685,000 | ||
Cash - end of the period | 58,452,000 | 58,452,000 | 61,685,000 | ||
Effect of exchange rate on cash, cash equivalents and restricted cash | (320,000) | 108,000 | 349,000 | (217,000) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 205,000 | (30,206,000) | (2,068,000) | 47,649,000 | |
Cash, cash equivalents and restricted cash, beginning of period | 63,946,000 | 66,014,000 | 66,014,000 | 18,365,000 | |
Cash, cash equivalents and restricted cash, end of period | $ 63,946,000 | 64,151,000 | 35,808,000 | 63,946,000 | 66,014,000 |
Supplemental disclosure of cash flow information: | |||||
Cash paid during the year for interest | 2,153,000 | 622,000 | 2,003,000 | 1,405,000 | |
Cash paid during the year for income taxes | 97,000 | 23,000 | |||
Supplemental disclosure of non-cash investing and financing activity: | |||||
Deferred success fee | 1,000,000 | 0 | |||
Non-cash interest | 664,000 | 21,000 | $ 565,000 | $ 0 | |
Fixed assets included in accounts payable | 483,000 | 0 | |||
Deferred transaction costs included in accounts payable | 580,000 | 0 | |||
Deferred transaction costs included in accrued expenses | 2,913,000 | 0 | |||
Gain on extinguishment of convertible loan | $ 36,782,000 | $ 0 |
Description of Organization and
Description of Organization and Business Operations | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Description of Organization and Business Operations | NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Marquee Raine Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on October 16, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2020, the Company had not commenced any operations. All activity for the period from October 16, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) described below. The Company will not generate any operating revenues until after the completion of its Business Combination, at the earliest. In the future, the Company may generate non-operating income in the The Company’s sponsor is Marquee Raine Acquisition Sponsor LP (the “Sponsor”), a Cayman Islands exempted limited partnership and an affiliate of The Raine Group LLC (together with its affiliates, “The Raine Group”) and Marquee Sports Holdings SPAC I, LLC (“Marquee”). The registration statement for the Company’s Initial Public Offering was declared effective on December 14, 2020. On December 17, 2020, the Company consummated its Initial Public Offering of 37,375,000 Units, including 4,875,000 additional Units to cover over-allotments (the “Over-Allotment Units”), at $10.00 per Unit, generating gross proceeds of approximately $373.8 million, and incurring offering costs of approximately $19.5 million, of which approximately $13.1 million was deferred underwriting commissions (Note 6). Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 6,316,667 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $9.5 million (Note 5). Upon the closing of the Initial Public Offering and the Private Placement, approximately $373.8 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a non-interest bearing trust under Rule 2a-7 promulgated under The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward completing a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding any deferred underwriting commissions) at the time of the signing of the agreement to enter into the Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act). The Company will provide the holders of the public shares with the opportunity to redeem all or a portion of their public shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public shareholders will be entitled to redeem their public shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount of any material non-public information and (ii) to Business Combination. Notwithstanding the foregoing, our amended and restated memorandum and articles of association provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A Ordinary Shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, officers and directors (the “initial shareholders”) agreed not to propose an amendment to the amended and restated memorandum and articles of association (a) that would modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering, or December 17, 2022, (the “Combination Period”) or (b) with respect to any other provision relating to shareholders’ rights or pre-Business If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share price, payable in The Sponsor agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or members of the Company’s management team acquire public shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such public shares if the Company fails to complete a Business Combination within the Combination Period. The underwriter agreed to waive its rights to its deferred underwriting commissions (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the public shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity As of December 31, 2020, the Company had cash of approximately $2.3 million outside of the Trust Account and working capital of approximately $2.0 million. The Company will use these funds for paying existing accounts payable, identifying and evaluating prospective Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. | Note 1 — Description of Organization and Business Operations Marquee Raine Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on October 16, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of June 30, 2021, the Company had not commenced any operations. All activity for the period from October 16, 2020 (inception) through June 30, 2021 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) described below. The Company will not generate any operating revenues until after the completion of its Business Combination, at the earliest. In the future, the Company may generate non-operating The Company’s sponsor is Marquee Raine Acquisition Sponsor LP (the “Sponsor”), a Cayman Islands exempted limited partnership and an affiliate of The Raine Group LLC (together with its affiliates, “The Raine Group”) and Marquee Sports Holdings SPAC I, LLC (“Marquee”). The registration statement for the Company’s Initial Public Offering was declared effective on December 14, 2020. On December 17, 2020, the Company consummated its Initial Public Offering of 37,375,000 Units, including 4,875,000 additional Units to cover over-allotments (the “Over-Allotment Units”), at $10.00 per Unit, generating gross proceeds of approximately $373.8 million, and incurring offering costs of approximately $19.9 million, of which approximately $13.1 million was deferred underwriting commissions and $0.5 million was deferred legal fees (Note 3). Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 6,316,667 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $9.5 million (Note 4). Upon the closing of the Initial Public Offering and the Private Placement, approximately $373.8 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a non-interest 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward completing a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding any deferred underwriting commissions and deferred legal fees) at the time of the signing of the agreement to enter into the Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act). The Company will provide the holders of the public shares with the opportunity to redeem all or a portion of their public shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public shareholders will be entitled to redeem their public shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share non-public Notwithstanding the foregoing, our amended and restated memorandum and articles of association provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A Ordinary Shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, officers and directors (the “initial shareholders”) agreed not to propose an amendment to the amended and restated memorandum and articles of association (a) that would modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering, or December 17, 2022, (the “Combination Period”) or (b) with respect to any other provision relating to shareholders’ rights or pre- If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share The Sponsor agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or members of the Company’s management team acquire public shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such public shares if the Company fails to complete a Business Combination within the Combination Period. The underwriter agreed to waive its rights to its deferred underwriting commissions and deferred legal fees (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the public shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Proposed Business Combination On April 28, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with MRAC Merger Sub Corp., a wholly owned subsidiary of the Company (“Merger Sub”) and Enjoy Technology Inc. (“Enjoy”). The Merger Agreement provides that, among other things, the following transactions will occur (together with the other transactions contemplated by the Merger Agreement, including the Domestication (as defined below), (the “Proposed Business Combination”): (i) at the closing of the Proposed Business Combination (the “Closing”), Merger Sub will merge with and into Enjoy, the separate corporate existence of Merger Sub will cease and Enjoy will be the surviving corporation and a wholly owned subsidiary of the Company (the “Merger”); (ii) as a result of the Merger, among other things, each outstanding share of common stock of Enjoy (other than shares subject to Enjoy equity awards, treasury shares and dissenting shares) will be cancelled in exchange for the right to receive a number of shares of New Enjoy Common Stock (as defined below) equal to (x) the sum of (i) the Base Purchase Price (as defined below), plus (ii) the aggregate exercise price of each outstanding option to purchase common stock of Enjoy, plus (iii) the aggregate exercise price of each outstanding warrant of Enjoy, divided by (y) the aggregate number of shares of Enjoy common stock that are outstanding on a fully diluted basis as of immediately prior to closing, determined in accordance with the terms of the Merger Agreement, divided by (z) $10.00. The “Base Purchase Price” means the sum of (a) $1,028,738,000, plus (b) 125% of the aggregate amount actually funded prior to the Closing in connection with an Excluded Financing (as defined below), up to a maximum aggregate amount equal to $60 million, plus (c) the aggregate amount actually funded prior to the Closing in connection with an Excluded Financing (to the extent in excess of the amounts set forth in clause (b) above), up to a maximum aggregate amount equal to $15 million. The Board of Directors of the Company (the “Board”) unanimously (i) approved and declared advisable the Merger Agreement and the Business Combination and (ii) resolved to recommend approval of the Merger Agreement and related matters by the shareholders of the Company. The Merger Agreement may be terminated at any time prior to the Closing (i) by mutual written consent of the Company and Enjoy, (ii) by the Company or Enjoy, if certain approvals of the Company’s shareholders, to the extent required under the Merger Agreement, are not obtained as set forth therein, (iii) by Enjoy if there is a Modification in Recommendation (as defined in the Merger Agreement), (iv) by the Company if certain approvals of the shareholders of Enjoy are not obtained within twenty-four hours after the execution and delivery of the Merger Agreement and (v) by either the Company or Enjoy in certain other circumstances set forth in the Merger Agreement, including (a) if any Governmental Authority (as defined in the Merger Agreement) shall have issued or otherwise entered a final, nonappealable order making consummation of the Merger illegal or otherwise preventing or prohibiting consummation of the Merger, (b) in the event of certain uncured breaches by the other party or (c) if the Closing has not occurred on or before October 28, 2021. The Domestication Prior to the Closing, the Company will effect a deregistration under Cayman Islands Companies Law and a domestication under Delaware General Corporation Law, pursuant to which the Company’s jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware (the “Domestication”). In connection with the Domestication, the Company, as the continuing entity in the Domestication, will be renamed “Enjoy Technology, Inc.” As used herein, “New Enjoy” refers to the Company after the Domestication, including after such change of name. In connection with the Domestication, (i) each of the Company’s then issued and outstanding Class A ordinary shares, par value $0.0001 per share (the “MRAC Class A Ordinary Shares”), will convert automatically, on a one-for-one one-for-one one-fourth Subscription Agreements On April 28, 2021, concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements (the “Subscription Agreements”) with certain investors (collectively, the “PIPE Investors”), pursuant to, and on the terms and subject to the conditions of which, the PIPE Investors have collectively subscribed for 8 million shares of the New Enjoy Common Stock for an aggregate purchase price equal to $80 million (the “PIPE Investment”). The PIPE Investment will be consummated substantially concurrently with the Closing. The Subscription Agreements will terminate with no further force and effect upon the earliest to occur of: (a) such date and time as the Merger Agreement is terminated in accordance with its terms; (b) the mutual written agreement of the parties to such Subscription Agreement or (c) October 28, 2021. Sponsor Agreement On April 28, 2021, concurrently with the execution of the Merger Agreement, the Company entered into a letter agreement (the “Sponsor Agreement”) with the Sponsor pursuant to which, among other things, in connection with the Closing, the Sponsor agreed to (i) waive certain anti-dilution rights set forth in the Company’s amended and restated memorandum and articles of association that may result from the Business Combination and (ii) subject 1,121,250 shares of New Enjoy Common Stock to potential forfeiture in the event that the volume-weighted average closing price of New Enjoy Common Stock does not equal or exceed $15.00 on 20 out of any 30 consecutive trading days after consummation of the Business Combination and prior to and including the fifth (5th) anniversary of the Closing. Going Concern As of June 30, 2021, the Company had approximately $878,000 in its operating bank account, and working deficit of approximately $3.8 million. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from Sponsor to cover for certain expenses in exchange for the issuance of the Founder Shares, the loan of approximately $128,000 from the Sponsor pursuant to the Note (see Note 4), and the proceeds from the consummation of the Private Placement not held in the Trust Account. The Company repaid the Note in full upon closing of the Initial Public Offering. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of June 30, 2021, there were no amounts outstanding under any Working Capital Loan. The Company has incurred and expects to continue to incur significant costs in pursuit of the proposed Business Combination. The Company cannot provide any assurance that financing will be available to it on commercially acceptable terms, if at all. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for the one year period from date that the financial statements are issued. There is no assurance that the Company’s plans to consummate the proposed Business Combination will be successful or otherwise whether a business combination will be successful during the Combination Period. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Description Of Business And Bas
Description Of Business And Basis Of Presentation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||
Description Of Business And Basis Of Presentation | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Enjoy Technology Inc. (“Enjoy” or the “Company”) was incorporated in the state of Delaware in May 2014, and is headquartered in Palo Alto, California. Enjoy operates mobile stores providing in home delivery, set up and a full shopping experience for premium companies in the United States of America, United Kingdom, and Canada. References herein to Enjoy or the Company mean Enjoy Technology Inc., and its consolidated subsidiaries. Reorganization Basis of Presentation Going Concern Since inception, the Company has incurred losses and cash outflows from operations. During the six months ended June 30, 2021, the Company incurred net losses of $95.4 million and cash outflows from operations of $71.8 million. As of June 30, 2021, the Company had an accumulated deficit of approximately $517.4 million. The Company has historically financed its operations through the issuance and sale of redeemable convertible preferred stock and through issuance of debt. Management expects that operating losses and negative cash flows from operating activities will continue in the foreseeable future as the Company continues to invest in the expansion of its operations. The Company’s ultimate success is dependent on its ability to obtain additional financing and generate sufficient cash flow to meet its obligations on a timely basis. The Company’s business will require significant amounts of capital to sustain operations and the Company will need to make the investments it needs to execute its long-term business plans. The Company will need to obtain debt or equity financing, especially if the Company experiences downturns in its business that are more severe or longer than expected. Such additional debt or equity financing may not be available to the Company on favorable terms, if at all. Management believes there is substantial doubt about the Company’s ability to continue as a going concern as the Company’s present cash flows from operations will not enable it to meet its obligations for the twelve months from the date these condensed consolidated financial statements are available to be issued. Management is actively seeking new sources of financing at favorable terms and conditions that will enable the Company to meet its obligations for the twelve months from the date these condensed consolidated financial statements are available to be issued. There is no assurance that management will be successful in raising additional funds. | 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Enjoy Technology, Inc. (“Enjoy” or the “Company”) was incorporated in the state of Delaware in May 2014, and is headquartered in Palo Alto, California. Enjoy operates mobile stores providing in home delivery, set up and a full shopping experience for premium companies in the United States of America, United Kingdom, and Canada. References herein to Enjoy or the Company mean Enjoy Technology, Inc., and its consolidated subsidiaries. Basis of Presentation Going Concern Since inception, the Company has incurred losses and cash outflows from operations. During the years ended December 31, 2020 and 2019 the Company incurred net losses of $157.8 million and $89.7 million, respectively and cash outflows from operations of $95.3 million and $90.3 million, respectively. As of December 31, 2020, and 2019, the Company had accumulated deficits of approximately $421.9 million and $264.3 million, respectively. The Company has historically financed its operations through the issuance and sale of redeemable convertible preferred stock and through issuance of debt. Management expects that operating losses and negative cash flows from operating activities will continue in the foreseeable future as the Company continues to invest in the expansion of its operations. The Company’s ultimate success is dependent on its ability to obtain additional financing and generate sufficient cash flow to meet its obligations on a timely basis. The Company’s business will require significant amounts of capital to sustain operations and the Company will need to make the investments it needs to execute its long-term business plans. The Company will need to obtain debt or equity financing, especially if the Company experiences downturns in its business that are more severe or longer than expected. Such additional debt or equity financing may not be available to the Company on favorable terms, if at all. Management believes there is substantial doubt about the Company’s ability to continue as a going concern as the Company’s present cash flows from operations will not enable it to meet its obligations for the twelve months from the date these consolidated financial statements are available to be issued. Management is actively seeking new sources of financing at favorable terms and conditions that will enable the Company to meet its obligations for the twelve months from the date these consolidated financial statements are available to be issued. There is no assurance that management will be successful in raising additional funds. |
Restatement of Previously Issue
Restatement of Previously Issued Financial Statements | 3 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Financial Statements | Note 2—RESTATEMENT OF PREVIOUSLY ISSUED FINANCAL STATEMENTS On April 12, 2021, the staff of the SEC issued a Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”) (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on December 17, 2020, the Company’s warrants were accounted for as equity within the Company’s previously reported balance sheets. After discussion and evaluation, including with the Company’s independent registered public accounting firm and the audit committee, management concluded that the warrants should be presented as liabilities with subsequent fair value re-measurement. Impact of the Restatement The impact of the restatement on the balance sheets, statement of operations and statement of cash flows for the Affected Period is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities. As of December 31, 2020 As Previously Restatement As Restated Balance Sheet Total assets $ 376,847,694 $ — $ 376,847,694 Liabilities and shareholders’ equity Total current liabilities $ 1,067,726 $ — $ 1,067,726 Deferred legal fees — — Deferred underwriting commissions 13,081,250 — 13,081,250 Derivative warrant liabilities — 27,249,130 27,249,130 Total liabilities 14,148,976 27,249,130 41,398,106 Class A ordinary shares, $0.0001 par value; shares subject to possible redemption 357,698,710 (27,249,130 ) 330,449,580 Shareholders’ equity Preference shares—$0.0001 par value — — — Class A ordinary shares—$0.0001 par value 161 272 433 Class B ordinary shares—$0.0001 par value 934 — 934 Additional paid-in-capital 5,126,604 4,704,238 9,830,842 Accumulated deficit (127,691 ) (4,704,510 ) (4,832,201 ) Total shareholders’ equity 5,000,008 — 5,000,008 Total liabilities and shareholders’ equity $ 376,847,694 $ — $ 376,847,694 Period From October 16, 2020 (Inception) As Previously Restatement As Restated Statement of Operations Loss from operations $ (127,691 ) $ — $ (127,691 ) Other (expense) income: Change in fair value of derivative warrant liabilities — (3,758,500 ) (3,758,500 ) Transaction costs—derivative warrant liabilities — (946,010 ) (946,010 ) Net gain from investments held in Trust Account — — — Total other (expense) income — (4,704,510 ) (4,704,510 ) Net loss $ (127,691 ) $ (4,704,510 ) $ (4,832,201 ) Basic and Diluted weighted-average Class A ordinary shares outstanding 37,375,000 — 37,375,000 Basic and Diluted net loss per Class A share $ — — $ — Basic and Diluted weighted-average Class B ordinary shares outstanding 8,429,688 — 8,429,688 Basic and Diluted net loss per Class B share $ (0.02 ) $ (0.55 ) $ (0.57 ) Period From October 16, 2020 (Inception) Through As Previously Restatement As Restated Statement of Cash Flows Net loss $ (127,691 ) $ (4,704,510 ) $ (4,832,201 ) Change in fair value of derivative warrant liabilities — 3,758,500 3,758,500 Transaction costs - derivative warrant liabilities — 946,010 946,010 In addition, the impact to the balance sheet dated December 17, 2020, filed on Form 8-K |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Summary of Significant Accounting Policies | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for financial information and pursuant to the rules and regulations of the SEC. As described in Note 2—Restatement of Previously Issued Financial Statements, the Company’s financial statements for the period from December 31, 2020, and the period from October 16, 2020 (inception) through December 31, 2020 (collectively, the “Affected Period”), are restated in our Annual Report on Form 10-K/A Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the derivative warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and Trust accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2020. As of December 31, 2020, cash held in the operating bank account was approximately $2.3 million and Cash held in the Trust Account was approximately $373.8 million. Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable, and accrued expenses approximate their fair values primarily due to the short-term nature of the instruments. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants have been measured at fair value using a Monte Carlo simulation model. Offering Costs Associated with the Initial Public Offering Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities are expensed as incurred, presented as non-operating Class A Ordinary Shares Subject to Possible Redemption Class A Ordinary Shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A Ordinary Shares (including Class A Ordinary Shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A Ordinary Shares are classified as shareholders’ equity. The Class A Ordinary Shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, 33,044,958 Class A Ordinary Shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. Net Income (Loss) Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 15,660,417 of the Company’s Class A Ordinary Shares in the calculation of diluted income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method. The Company’s statement of operations includes a presentation of income per share for ordinary shares subject to redemption in a manner similar to the two-class method of income Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman Islands income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Derivative Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market, or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued warrants to purchase its Class A ordinary shares, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. re-assessed The Company issued 9,343,750 warrants to purchase Class A ordinary shares to investors in the Company’s Initial Public Offering and simultaneously issued 6,316,667 Private Placement Warrants. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. re-measurement Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | Note 2 — Summary of Significant Accounting Policies Basis of presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. MRAC Merger Sub Corp. during the three and six months ended June 30, 2021 did not engage in any economic activity and is not consolidated in the accompanying unaudited and condensed financial statements. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021 or any future period. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K/A Emerging growth company As an emerging growth company, the Company may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s unaudited condensed financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liability. Accordingly, the actual results could differ significantly from those estimates. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation limit of $250,000. As of June 30, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements” approximates the carrying amounts represented in the unaudited condensed balance sheets. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred that were directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities are expensed as incurred, presented as non-operating Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in connection with the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative warrant liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement Class A Ordinary Shares Subject to Possible Redemption Class A Ordinary Shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A Ordinary Shares (including Class A Ordinary Shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A Ordinary Shares are classified as shareholders’ equity. The Class A Ordinary Shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, 33,137,137 and 33,044,958 Class A Ordinary Shares subject to possible redemption are presented at redemption value as temporary equity, respectively, outside of the shareholders’ equity section of the Company’s unaudited condensed balance sheets. Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman Islands income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) per Ordinary Share The Company’s condensed statements of operations include a presentation of net income (loss) per share for Class A ordinary shares subject to possible redemption in a manner similar to the two-class The calculation of diluted net income (loss) per ordinary share does not consider the effect of the warrants issued in connection with the Initial Public Offering and Private Placement since the exercise price of the warrants is in excess of the average ordinary share price for the period and therefore the inclusion of such warrants would be anti-dilutive. The following table reflects the calculation of basic and diluted net income (loss) per share of ordinary share: For The Three For The Six Months Class A Ordinary shares subject to possible redemption Numerator: Earnings allocable to Ordinary shares subject to possible redemption Income from investments held in Trust Account $ — $ — Less: Company’s portion available to be withdrawn to pay taxes — — Net income attributable $ — $ — Denominator: Weighted average Class A ordinary shares subject to possible redemption Basic and diluted weighted average shares outstanding 37,375,000 37,375,000 Basic and diluted net income per share $ — $ — For The Three For The Six Months Non-Redeemable Numerator: Net Income (Loss) minus Net Earnings Net income (loss) $ (2,984,151 ) $ 1,384,201 Net income allocable to Class A ordinary shares subject to possible redemption — — Non-redeemable $ (2,984,151 ) $ Denominator: Weighted average Non-redeemable Basic and diluted weighted average shares outstanding, Non-redeemable 9,343,750 9,343,750 Basic and diluted net loss per share, Non-redeemable $ (0.32 ) $ 0.15 Recent Issued Accounting Standards In August 2020, the FASB issued Accounting Standard Update (the “ASU”) No. 2020-06, 470-20) 815-40): The Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying unaudited condensed financial statements. | |
Enjoy Technology Inc [Member] | |||
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES There have been no material changes to the Company’s significant accounting policies as of and for the six months ended June 30, 2021, as compared to the significant accounting policies described in the Company’s audited annual consolidated financial statements as of and for the year ended December 31, 2020. Recently Adopted Accounting Pronouncements In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting 2018-07”). 2018-07, In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. adopted ASU 2018-13, In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting 2020-04, In August 2018, the FASB issued ASU No. 2018-15, Intangibles – Goodwill and Other – Internal-Use 350-40): ASU 2018-15 Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases right-of-use 2020-05, which defers 2016-02 for 2016-02 2020-05 ASU 2016-02, In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 2018-19, 2019-04, 2019-05, 2019-11, ASU 2020-02. ASU 2016-13 In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ASU 2019-12 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06 2020-06 2020-06 The Company has determined that adoption of ASU 2020-06 | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates reserves relating to expected chargeback losses, fair value of common stock used to calculate stock-based compensation, the assessment of the useful life and recoverability of long-lived assets and valuation allowance associated with income taxes. These estimates and assumptions are based on management’s best knowledge of current events, historical experience and other information available when the consolidated financial statements are prepared. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. Foreign Currency Segment Information Segment Reporting Cash and Cash Equivalents Restricted Cash The reconciliation of cash and cash equivalents and restricted cash is as follows (in thousands): December 31, 2020 2019 Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 58,452 $ 61,685 Restricted cash 5,494 4,329 Total cash, cash equivalents and restricted cash $ 63,946 $ 66,014 Investments available-for-sale Unrealized gains and losses on available-for Accounts Receivable and Allowance for Doubtful Accounts Property and Equipment, Net Property and Equipment Useful Life Office equipment 3 years Computer equipment 3 years Vehicles 3 years Leasehold improvements Shorter of estimated life of the asset or remaining lease term Furniture and fixtures 5 years Intangible Assets, Net Debt Issuance Costs Impairment of Long-Lived Assets Property, Plant and Equipment Classification of Redeemable Convertible Preferred Stock Revenue Recognition set-up, Revenue from Contracts with Customers, • Identification of the contract with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Each customer contract contains only one performance obligation, which is a stand-ready obligation for the Company’s Experts to provide visits to Consumers throughout the Company’s contractual term. The stand-ready obligation consists of a series of distinct services that are substantially the same and have the same pattern of transfer, represented as visits provided to Consumers satisfied over time. Customer payments are due when control of services is transferred to the customer and are not conditional on anything other than payment terms, which typically are less than 60 days. No material contract asset or liabilities exist for any period reported within these consolidated financial statements. The transaction prices of the Company’s contracts are entirely variable, as the number of visits and the specific services provided at each visit are unknown at contract inception. Each contract includes pricing whereby the Company and the customer agree to payments for various elements of a visit, which generally include the base fee for conducting the visit and delivering product, as well as incremental amounts for add-ons From time to time, the Company’s Experts sell a Consumer incremental services on behalf of the customer during a visit. Certain of the Company’s contracts contain provisions that allow for a chargeback by the customer of the Company’s fee for selling the incremental service if the Consumer cancels such services within a specified period from the visit. Chargebacks are recognized as a reduction of revenue, in the period such visit occurs, using an estimate derived from historical information regarding Consumer cancelations of specific services as well as real-time information provided by the customer. As of December 31, 2020 and 2019, the Company has recorded $5.4 million and $2.2 million, respectively, in chargeback estimates related to such services, which are presented as a reduction of revenue in the consolidated statements of operations and comprehensive loss and as a reduction to accounts receivable, net, in the consolidated balance sheets, as the contractual right of offset exists. Changes in the chargeback accounts were as follows (in thousands): Chargebacks Balance as of January 1, 2019 $ — Provision 2,178 Credits/payments made — Balance as of December 31, 2019 2,178 Provision 8,981 Credits/payments made (5,763 ) Balance as of December 31, 2020 $ 5,396 The Company applies the practical expedient to not disclose information about its remaining performance obligations in contracts with original expected durations of one year or less or amounts attributable to the variable consideration that solely relate to future services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. The Company disaggregates its revenue from contracts with customers by reportable segment, as it believes this best depicts how the nature, amount, timing, and uncertainty of its revenues and cash flows are affected by economic factors, as well as company expansion into international markets. The Company’s revenue is attributable to its operations in North America and Europe. Refer to Note 15 for revenue disaggregated by reportable segment. Cost of Revenue Operations and Technology General and Administrative Stock Based Compensation Compensation – Stock Compensation non-cash The weighted-average assumptions used to estimate the fair value of stock options granted during the year is as follows: Years Ended December 31, 2020 2019 Risk-free interest rate 1.18 % 1.78 % Expected term (in years) 6.01 5.95 Expected volatility 48.4 % 46.6 % Expected dividend yield 0 % 0 % Fair value of common stock $ 0.42 $ 0.41 Leases Income Taxes The Company records a valuation allowance to reduce its deferred tax assets to the net amount that the Company believes is more-likely-than-not The Company accounts for uncertain tax positions using a two-step more-likely-than-not more-likely-than-not The Company recognizes interest and penalties accrued on any unrecognized tax benefits as a component of the provision for income tax expense in the consolidated statement of operations and comprehensive loss. The Company accounts for uncertainty in income taxes in accordance with ASC 740, Income Taxes Regarding the Global Intangible Low Taxed Income (“GILTI”) rules enacted as part of the Tax Cuts and Jobs Act of 2017, the Company is required to make an accounting policy election to either treat taxes due on future GILTI inclusions in U.S. taxable income as a current period expense when incurred or reflect such portion of the future GILTI inclusions in U.S. taxable income that relate to existing basis differences in the Company’s current measurement of deferred taxes. The Company has made a policy election to treat GILTI taxes as a current period expense. Net Loss Per Share two-class Under the two-class Fair Value Measurements Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Level 2 Level 3 The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety. The Company’s consolidated financial instruments consist of accounts receivable, accounts payable and accrued expenses and are stated at their carrying value, which approximates fair value due to the short time Related Parties Concentrations of Credit Risk The Company generally does not require collateral to secure accounts receivable. The risk with respect to accounts receivable is mitigated by credit evaluations the Company performs on its customers and by the short duration of its payment terms for the majority of the Company’s customer contracts. Additionally, the Company factors a substantial portion of its accounts receivable for certain customers, such that the Company sells these receivables balances to a third-party banking institution at a discount without further recourse to the Company, thereby reducing the risk related to these receivables even further. These receivable balances which are transferred to a third party are accounted for under ASC 860, Transfers and Servicing (“ASC 860”) Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) 2014-09 2016-08, Revenue from Contracts with Customers (Topic 606), Principals versus Agent Considerations 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), and Amendment to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcement and Observer Comments No. 2014-09. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting 2018-07”). 2018-07, In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. 2018-13, In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting 2020-04, Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases right-of-use 2020-05, which defers 2016-02 for 2016-02 2020-05 ASU 2016-02, In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 2018-19, 2019-04, 2019-05, 2019-11, ASU 2020-02. ASU 2016-13 In August 2018, the FASB issued ASU No. 2018-15, Intangibles – Goodwill and Other – Internal-Use 350-40): Computing Arrangement That is a Service Contract . The new guidance provides for the deferral of implementation costs for cloud computing arrangements and expensing those costs over the term of the cloud services arrangement. The new guidance is effective for fiscal years beginning after December 15, 2020. The Company is currently in the process of evaluating the impact that the adoption of ASU 2018-15 will have on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ASU 2019-12 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06 2020-06 2020-06 The Company has determined that adoption of ASU 2020-06 |
Short-Term Investments
Short-Term Investments | 12 Months Ended |
Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | |
Short Term Investments [Line Items] | |
Short-Term Investments | 3. SHORT-TERM INVESTMENTS There were no short-term investments as of December 31, 2020 as all amounts were held in cash and cash equivalents. As of December 31, 2019, short-term investments consist of the following (in thousands): December 31, 2019 Amortized Cost Gross Gross Fair Value U.S. Treasury bills $ 3,721 $ 1 $ — $ 3,722 U.S. Government securities 18,791 — (3 ) 18,788 Total short-term investments $ 22,512 $ 1 $ (3 ) $ 22,510 Interest income recognized on the Company’s available-for As of December 31, 2019, all of the Company’s available-for-sale |
Initial Public Offering
Initial Public Offering | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | ||
Initial Public Offering | NOTE 4. INITIAL PUBLIC OFFERING On December 17, 2020, the Company consummated its Initial Public Offering of 37,375,000 Units, including 4,875,000 Over-Allotment Units at $10.00 per Unit, generating gross proceeds of approximately $373.8 million, and incurring offering costs of approximately $19.5 million, of which approximately $13.1 million was deferred underwriting commissions. Each Unit consists of one Class A ordinary share, and one-fourth of one redeemable warrant (each, | Note 3 — Initial Public Offering On December 17, 2020, the Company consummated its Initial Public Offering of 37,375,000 Units, including 4,875,000 Over-Allotment Units at $10.00 per Unit, generating gross proceeds of approximately $373.8 million, and incurring offering costs of approximately $19.9 million, of which approximately $13.1 million was deferred underwriting commissions and $0.5 million was deferred legal fees. Each Unit consists of one Class A ordinary share, and one-fourth |
Related Party Transactions
Related Party Transactions | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On October 28, 2020, the Sponsor paid $25,000 to cover certain expenses on behalf of the Company in exchange for the issuance of 10,062,500 Class B Ordinary Shares, par value $0.0001, (the “Founder Shares”). On November 10, 2020, the Sponsor surrendered 718,750 Founder Shares to the Company for no consideration, resulting in an aggregate of 9,343,750 Founder Shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share surrender. The Sponsor agreed to forfeit up to 1,218,750 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriter, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering. On December 15, 2020, the underwriter fully exercised its over-allotment option; thus, these Founder Shares were no longer subject to forfeiture. The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (a) one year after the completion of the Business Combination and (b) upon completion of the Business Combination, (x) if the last reported sale price of the Class A Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 6,316,667 Private Placement Warrants, at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $9.5 million. Each whole Private Placement Warrant is exercisable for one whole Class A Ordinary Share at a price of $11.50 per share. A portion of the proceeds from the Private Placement Warrants was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable and exercisable The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the Business Combination. Related Party Loans On October 28, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover for expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“working capital loans”). If the Company completes a Business Combination, the Company would repay the working capital loans out of the proceeds of the Trust Account released to the Company. Otherwise, the working capital loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the working capital loans but no proceeds held in the Trust Account would be used to repay the working capital loans. Except for the foregoing, the terms of such working capital loans, if any, have not been determined and no written agreements exist with respect to such loans. The working capital loans would either be repaid upon completion of a Business Combination, without interest, or, at the lenders’ discretion, up to $ million of such working capital loans may be convertible into warrants of the post Business Combination entity at a price of $ per warrant. The warrants would be identical to the Private Placement Warrants. As of the December , , the Company had borrowings under the working capital loans. Administrative Support Agreement Commencing on December 14, 2020, the Company agreed to reimburse the Sponsor for out-of-pocket reasonable fees and out-of-pocket expenses incurred in | Note 4 — Related Party Transactions Founder Shares On October 28, 2020, the Sponsor paid $25,000 to cover certain expenses on behalf of the Company in exchange for the issuance of 10,062,500 Class B Ordinary Shares, par value $0.0001, (the “Founder Shares”). On November 10, 2020, the Sponsor surrendered 718,750 Founder Shares to the Company for no consideration, resulting in an aggregate of 9,343,750 Founder Shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share surrender. The Sponsor agreed to forfeit up to 1,218,750 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriter, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering. On December 15, 2020, the underwriter fully exercised its over-allotment option; thus, these Founder Shares were no longer subject to forfeiture. The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (a) one year after the completion of the Business Combination and (b) upon completion of the Business Combination, (x) if the last reported sale price of the Class A Ordinary Shares equals or exceeds $12.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 6,316,667 Private Placement Warrants, at a price of $1.50 per Private Placement Warrant with the Sponsor, generating gross proceeds of approximately $9.5 million. Each whole Private Placement Warrant is exercisable for one whole Class A Ordinary Share at a price of $11.50 per share. A portion of the proceeds from the Private Placement Warrants was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the Business Combination. Related Party Loans On October 28, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover for expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“working capital loans”). If the Company completes a Business Combination, the Company would repay the working capital loans out of the proceeds of the Trust Account released to the Company. Otherwise, the working capital loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the working capital loans but no proceeds held in the Trust Account would be used to repay the working capital loans. Except for the foregoing, the terms of such working capital loans, if any, have not been determined and no written agreements exist with respect to such loans. The working capital loans would either be repaid upon completion of a Business Combination, without interest, or, at the lenders’ discretion, up to $1.5 million of such working capital loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. As of the June 30, 2021 and December 31, 2020, the Company had no borrowings under the working capital loans. Administrative Support Agreement Commencing on December 14, 2020, the Company agreed to reimburse the Sponsor for out-of-pocket out-of-pocket |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | NOTE 6. COMMITMENTS & CONTINGENCIES Registration and Shareholder Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of working capital loans (and any Class A Ordinary Shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of working capital loans) were entitled to registration rights pursuant to a registration and shareholder rights agreement signed upon completion of the Initial Public Offering. These holders were entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up Underwriting Agreement The Company granted the underwriter a 45-day option from the final prospectus The underwriter was entitled to an underwriting discount of $0.20 per unit, or approximately $7.5 million in the aggregate, paid upon the closing of the Initial Public Offering. The underwriter also reimbursed approximately $3.0 million to the Company to cover for expenses in connection with the Initial Public Offering. In addition, $0.35 per unit, or approximately $13.1 million in the aggregate will be payable to the underwriter for deferred underwriting commissions. The deferred fee will become payable to the underwriter from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic on the | Note 5 — Commitments and Contingencies Registration and Shareholder Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of working capital loans (and any Class A Ordinary Shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of working capital loans) were entitled to registration rights pursuant to a registration and shareholder rights agreement signed upon completion of the Initial Public Offering. These holders were entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provide that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up Underwriting Agreement The Company granted the underwriter a 45-day The underwriter was entitled to an underwriting discount of $0.20 per unit, or approximately $7.5 million in the aggregate, paid upon the closing of the Initial Public Offering. The underwriter also reimbursed approximately $3.0 million to the Company to cover for expenses in connection with the Initial Public Offering. In addition, $0.35 per unit, or approximately $13.1 million in the aggregate will be payable to the underwriter for deferred underwriting commissions and $0.01 per unit, or approximately $0.5 million in the aggregate will be payable to the attorneys for deferred legal fees. The deferred fees will become payable to the underwriter and attorneys from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 | |
Enjoy Technology Inc [Member] | |||
Commitments and Contingencies | 16. COMMITMENTS AND CONTINGENCIES Operating Leases – On an ongoing basis, the Company enters into vehicle lease agreements under Fleet Lease Agreements in the US and the U.K., with each vehicle lease having a typical term of 36 months. As part of the Fleet Lease Agreement, upon termination of each vehicle lease the lessor will sell the vehicle and determine a final settlement calculation. This calculation is represented as the difference between the sale price (or “disposal value”) plus the sum of all rental payments made throughout the lease and the initial vehicle value. If the calculation results in a surplus, the Company will receive the balance from the lessor, and if it results in a deficit, the Company will owe the balance to the lessor. However, the US Fleet Lease Agreement includes a lessor guarantee that the disposal value of each vehicle will never be less than a specific percentage of the initial value of the vehicle. This potential deficit is excluded from the straight-line rent charged to expense over the lease term unless and until it becomes probable that it will result in a deficit and deemed a residual value guarantee. Standby Letters of Credit – Security deposits to landlords totaling $4.0 million and $3.5 million are included in other noncurrent assets in the consolidated balance sheet as of June 30, 2021 and December 31, 2020. Legal Matters – Indemnifications – | 17. COMMITMENTS AND CONTINGENCIES Operating Leases – On an ongoing basis, the Company enters into vehicle lease agreements under Fleet Lease Agreements in the US and the U.K., with each vehicle lease having a typical term of 36 months. As part of the Fleet Lease Agreement, upon termination of each vehicle lease the lessor will sell the vehicle and determine a final settlement calculation. This calculation is represented as the difference between the sale price (or “disposal value”) plus the sum of all rental payments made throughout the lease and the initial vehicle value. If the calculation results in a surplus, the Company will receive the balance from the lessor, and if it results in a deficit, the Company will owe the balance to the lessor. However, the US Fleet Lease Agreement includes a lessor guarantee that the disposal value of each vehicle will never be less than a specific percentage of the initial value of the vehicle. This potential deficit is excluded from the straight-line rent charged to expense over the lease term unless and until it becomes probable that it will result in a deficit and deemed a residual value guarantee. As of December 31, 2020, future annual minimum rent payments under noncancelable leases were as follows (in thousands): Years Ending December 31, 2021 $ 12,204 2022 8,701 2023 7,875 2024 6,107 2025 3,111 Thereafter 797 Total minimum lease payments $ 38,795 Rent expense was $7.3 million and $6.0 million for the years ended December 31, 2020 and 2019, respectively. Standby Letters of Credit – Security deposits to landlords totaling $3.5 million and $2.3 million are included in other noncurrent assets in the consolidated balance sheet as of December 31, 2020 and 2019. Legal Matters – Indemnifications – To the extent permitted under Delaware law, the Company has agreements whereby certain officers and directors are indemnified for certain events or occurrences while the director or officer is or was serving in such capacity. The indemnification period covers all pertinent events and so long as such officer or director may be subject to any possible claim. However, the Company maintains director and officer insurance coverage that reduces overall exposure and enables recovery of a portion of any future amounts paid. The estimated fair value of these indemnification agreements in excess of applicable insurance coverage is considered to be immaterial as of December 31, 2020 and 2019. |
Derivative Warrant Liabilities
Derivative Warrant Liabilities | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Warrants and Rights Note Disclosure [Abstract] | ||
Derivative Warrant Liabilities | NOTE 7. DERIVATIVE WARRANT LIABILITIES The Company issued 9,343,750 warrants to purchase Class A ordinary shares to investors in the Company’s Initial Public Offering and simultaneously issued 6,316,667 Private Placement Warrants. Warrants may only be exercised for a whole number of shares. The warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A Ordinary Shares issuable upon exercise of the warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company agreed that as soon as practicable, but in no event later than twenty (20) business days after the closing of the Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A Ordinary Shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A Ordinary Shares until the warrants expire or are redeemed, as specified in the warrant agreement provided that if the Class A Ordinary Shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants have an exercise price of $11.50 per whole share, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional Class A Ordinary Shares or equity-linked securities for capital raising purposes in connection with the closing of the Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company and, (i) in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the initial shareholders or such affiliates, as applicable, prior to such issuance, and (ii) to the extent that such issuance is made to Marquee and The Raine Group or their respective affiliates, without taking into account the transfer of Founder Shares or private Placement warrants (including if such transfer is effectuated as a surrender to the Company and subsequent reissuance by to the Company) by the Sponsor in connection with such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on the date of the completion of the Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the Class A Ordinary Shares during the 20 trading day period starting on the trading day prior to the day on which the Company Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $18.00. • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the last reported sale price of Class A Ordinary Shares for any 20 trading days within a 30-trading day period ending The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the Class A Ordinary Shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A Ordinary Shares is available throughout the 30-day redemption period. If Except as set forth below, none of the Private Placement Warrants will be redeemable by the Company so long as they are held by the Sponsor or its permitted transferees. Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $10.00. • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided • if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions, reorganizations, recapitalizations and the like); and • if the Reference Value is less than $18.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions, reorganizations, recapitalizations and the like), the Private Placement Warrants must also concurrently be called for redemption on the same terms (except as described herein with respect to a holders’ ability to cashless exercise its warrants) as the outstanding warrants, as described above. The “fair market value” of the Class A ordinary shares for the above purpose shall mean the volume-weighted average price of Class A ordinary shares during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment). completes its Business Combination (such price, the “Market Value”) is below $ per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to % of the higher of the Market Value and the Newly Issued Price, and the $ and $ per share redemption trigger prices described under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $ ” and “Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $ ” will be adjusted (to the nearest cent) to be equal to % and % of the higher of the Market Value and the Newly Issued Price, respectively. | Note 6 — Derivative Warrant Liabilities As of June 30, 2021 and December 31, 2020, the Company has 9,343,750 and 6,316,667 Public Warrants and Private Placement Warrants, respectively, outstanding. Warrants may only be exercised for a whole number of shares. The warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A Ordinary Shares issuable upon exercise of the warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company agreed that as soon as practicable, but in no event later than twenty (20) business days after the closing of the Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A Ordinary Shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A Ordinary Shares until the warrants expire or are redeemed, as specified in the warrant agreement provided that if the Class A Ordinary Shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A Ordinary Shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. Our warrants have an exercise price of $11.50 per whole share, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional Class A Ordinary Shares or equity-linked securities for capital raising purposes in connection with the closing of the Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company and, (i) in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the initial shareholders or such affiliates, as applicable, prior to such issuance, and (ii) to the extent that such issuance is made to Marquee and The Raine Group or their respective affiliates, without taking into account the transfer of Founder Shares or private Placement warrants (including if such transfer is effectuated as a surrender to the Company and subsequent reissuance by to the Company) by the Sponsor in connection with such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on the date of the completion of the Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the Class A Ordinary Shares during the 20 trading day period starting on the trading day prior to the day on which the Company completes its Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $10.00 and $18.00 per share redemption trigger prices described under “Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00” and “Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 100% and 180% of the higher of the Market Value and the Newly Issued Price, respectively. Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the last reported sale price of Class A Ordinary Shares for any 20 trading days within a 30-trading The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the Class A Ordinary Shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A Ordinary Shares is available throughout the 30-day Except as set forth below, none of the Private Placement Warrants will be redeemable by the Company so long as they are held by the Sponsor or its permitted transferees. Redemption of warrants when the price per Class A Ordinary Share equals or exceeds $10.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants): • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided • if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions, reorganizations, recapitalizations and the like); and • if the Reference Value is less than $18.00 per share (as adjusted for share splits, share dividends, rights issuances, subdivisions, reorganizations, recapitalizations and the like), the Private Placement Warrants must also concurrently be called for redemption on the same terms (except as described herein with respect to a holders’ ability to cashless exercise its warrants) as the outstanding warrants, as described above. The “fair market value” of the Class A Ordinary Shares for the above purpose shall mean the volume-weighted average price of Class A Ordinary Shares during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A Ordinary Shares per warrant (subject to adjustment). If the Company has not completed the Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended | 6 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity | NOTE 8. SHAREHOLDERS’ EQUITY Preference Shares Class A Ordinary Shares Class B Ordinary Shares Prior to the Business Combination, only holders of the Founder Shares will have the right to vote on the appointment of directors. Holders of the Founder Shares will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of a Business Combination, holders of a majority of the Founder Shares may remove a member of the Board for any reason. These provisions of the amended and restated memorandum and articles of association may only be amended by a special resolution passed by not less than two-thirds of the ordinary The Founder Shares will automatically convert into Class A Ordinary Shares on the first business day following the completion of the Business Combination at a ratio such that the number of Class A Ordinary Shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of | Note 7 — Shareholders’ Equity Preference Shares Class A Ordinary Shares Class B Ordinary Shares Prior to the Business Combination, only holders of the Founder Shares will have the right to vote on the appointment of directors. Holders of the Founder Shares will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of a Business Combination, holders of a majority of the Founder Shares may remove a member of the Board for any reason. These provisions of the amended and restated memorandum and articles of association may only be amended by a special resolution passed by not less than two-thirds of the shareholders, including any vote in connection with the Business Combination, except as required by law, holders of the Class A Ordinary Shares and Founder Shares will vote together as a single class, with each share entitling the holder to one vote. The Founder Shares will automatically convert into Class A Ordinary Shares on the first business day following the completion of the Business Combination at a ratio such that the number of Class A Ordinary Shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Line Items] | |||
Fair Value Measurements | NOTE 9. FAIR VALUE MEASUREMENT The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December , by level within the fair value hierarchy: Description Quoted Prices in Significant Other Significant Other Liabilities: Derivative warrant liabilities $ — $ — $ 27,249,130 Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. There were no transfers between levels of the hierarchy in during the period from October 16, 2020 (inception) through December 31, 2020. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially and subsequently measured at fair value using a Monte Carlo simulation model at each measurement date. For the period ended December 31, 2020, the Company recognized a charge to the statement of operations resulting from an increase in the fair value of liabilities of approximately $3.8 million presented as change in fair value of derivative warrant liabilities on the accompanying statement of operations. The estimated fair value of the Private Placement Warrants and the Public Warrants, is determined using Level 3 inputs. Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimated the volatility of its Class A ordinary shares warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s Class A ordinary shares that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement: As of As of Volatility 22.4 % 21.7 % Stock price $ 10.45 $ 10.40 Expected life of the options to convert 5.5 5.5 Risk-free rate 0.45 % 0.43 % Dividend yield 0.0 % 0.0 % The change in the fair value of the derivative warrant liabilities for the period from October 16, 2020 (inception) through December 31, 2020 is summarized as follows: Derivative warrant liabilities at October 16, 2020 (inception) $ — Issuance of Public and Private Warrants 23,490,630 Change in fair value of derivative warrant liabilities 3,758,500 Derivative warrant liabilities at December 31, 2020 $ 27,249,130 | Note 8 — Fair Value Measurements The following table presents information about the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. June 30, 2021 Description Quoted Prices in Active Significant Other Significant Other Liabilities: Derivative warrant liabilities - Public $ 11,960,000 $ — $ — Derivative warrant liabilities - Private $ — $ 8,085,330 $ — December 31, 2020 Description Quoted Prices in Active Significant Other Significant Other Liabilities: Derivative warrant liabilities - Public $ — $ — $ 16,258,130 Derivative warrant liabilities - Private $ — $ — $ 10,991,000 Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in January 2021, as the Public Warrants were separately listed and traded in the quarter ended March 31, 2021. The estimated fair value of the Private Warrants was transferred from a Level 3 measurement to a Level 2 fair value measurement as of April 2021, as the key inputs to the valuation model became directly or indirectly observable from the Public Warrants listed price. The change in the fair value of the derivative warrant liabilities, measured using level 3 inputs, for the three and six months ended June 30, 2021 is summarized as follows: Level 3 - Derivative warrant liabilities at December 31, 2020 $ 27,249,130 Change in fair value of derivative warrant liabilities (3,158,330 ) Transfer of Public Warrants out of level 3 (16,258,130 ) Level 3 - Derivative warrant liabilities at March 31, 2021 $ 7,832,670 Transfer of Private Warrants out of level 3 (7,832,670 ) Level 3 - Derivative warrant liabilities at June 30, 2021 $ — | |
Enjoy Technology Inc [Member] | |||
Fair Value Disclosures [Line Items] | |||
Fair Value Measurements | 3. FAIR VALUE MEASUREMENTS The following tables summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis in the condensed consolidated financial statements (in thousands): June 30, 2021 Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 575 $ 575 Convertible loans 129,001 129,001 Total financial liabilities $ — $ — $ 129,576 $ 129,576 December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 806 $ 806 Convertible loan — — 86,357 86,357 Total financial liabilities $ — $ — $ 87,163 $ 87,163 The carrying amounts of the Company’s cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The Company’s Blue Torch and PPP loans are recorded at their respective net carrying values. As of June 30, 2021 and December 31, 2020, the Company had no transfers in or out of Level 3 of the fair value hierarchy of its assets measured at fair value. | 4. FAIR VALUE MEASUREMENTS The following tables summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis in the consolidated financial statements (in thousands): Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 806 $ 806 Convertible loan — — 86,357 86,357 Total financial liabilities $ — $ — $ 87,163 $ 87,163 Fair Value Measurements at December 31, 2019 Using: Level 1 Level 2 Level 3 Total Assets: Cash $ 9,277 — — 9,277 Money market funds 14,919 — — 14,919 U.S. Treasury bills 3,741 — — 3,741 U.S. Government securities 3,748 — — 3,748 Repurchase agreements — 30,000 — 30,000 Total cash and cash equivalents 31,685 30,000 — 61,685 U.S. Treasury bills 3,722 — — 3,722 U.S. Government securities 18,788 — — 18,788 Total short-term investments 22,510 — — 22,510 Total financial assets $ 54,195 $ 30,000 $ — $ 84,195 Liabilities: Redeemable convertible preferred stock warrant liability — — 337 337 Total financial liabilities $ — $ — $ 337 $ 337 Under the reverse securities repurchase agreements, which are considered cash equivalents, the Company typically lends available cash at a specified rate of interest and holds U.S. government securities as collateral during the term of the agreement. Collateral value is in excess of the amounts loaned under these agreements. The carrying amounts of the Company’s cash and cash equivalents, accounts receivable and accounts payable approximate their fair values due to their short maturities. The Company’s Blue Torch and PPP loans are recorded at their respective net carrying values. During the years ended December 31, 2020 and 2019, the Company had no transfers in or out of Level 3 of the fair value hierarchy of its assets measured at fair value. |
Property And Equipment, Net
Property And Equipment, Net | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property And Equipment, Net | 4. PROPERTY AND EQUIPMENT, NET Property and equipment, net consists of the following (in thousands): June 30, 2021 December 31, 2020 Leasehold improvements $ 18,048 $ 16,512 Furniture and fixtures 1,747 1,438 Office equipment 495 356 Computer equipment 81 81 Vehicles 66 66 20,437 18,453 Less: accumulated depreciation (6,095 ) (4,379 ) Property and equipment, net $ 14,342 $ 14,074 Total depreciation expense related to property and equipment, net was $1.8 million and $1.3 million for the six months ended June 30, 2021 and 2020, respectively. | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net consists of the following (in thousands): December 31, 2020 2019 Leasehold improvements $ 16,512 $ 9,984 Furniture and fixtures 1,438 892 Office equipment 356 397 Computer equipment 81 81 Vehicles 66 65 18,453 11,419 Less: accumulated depreciation (4,379 ) (2,310 ) Property and equipment, net $ 14,074 $ 9,109 Total depreciation expense related to property and equipment, net was $3.1 million and $1.7 million for the years ended December 31, 2020 and 2019, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Intangible Assets Net Excluding Goodwill [Line Items] | ||
Intangible Assets, Net | 5. INTANGIBLE ASSETS, NET Intangible assets, net consist of the following (in thousands): June 30, 2021 December 31, 2020 Domain Name $ 1,500 $ 1,500 Less: accumulated amortization (583 ) (533 ) Intangible assets, net $ 917 $ 967 Total amortization expense was $50 thousand for the six months ended June 30, 2021, and 2020, respectively. | 6. INTANGIBLE ASSETS, NET Intangible assets, net consist of the following (in thousands): December 31, 2020 2019 Domain Name $ 1,500 1,500 Less: accumulated amortization (533 ) (433 ) Intangible assets, net $ 967 $ 1,067 Total amortization expense was $0.1 million for both years ended December 31, 2020 and 2019, respectively. The following table summarizes estimated future amortization expense of intangible assets for the years ending December 31 (in thousands): Years Ending December 31, 2021 $ 100 2022 100 2023 100 2024 100 2025 100 Thereafter 467 Total estimated future amortization expense $ 967 |
Accrued Expenses And Other Curr
Accrued Expenses And Other Current Liabilities | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Payables And Accruals [Line Items] | ||
Accrued Expenses And Other Current Liabilities | 6. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following (in thousands): June 30, 2021 December 31, 2020 Accrued salaries and wages $ 8,189 $ 8,088 Deferred rent 4,033 3,876 Accrued payables 4,584 2,774 Accrued tax 2,193 2,210 Accrued vacation and benefits 1,776 813 Accrued other 207 136 Total accrued expenses and other current liabilities $ 20,982 $ 17,897 | 7. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consist of the following (in thousands): December 31, 2020 2019 Accrued salaries and wages $ 8,088 $ 3,850 Deferred rent 3,876 3,400 Accrued payables 2,774 1,409 Accrued tax 2,210 798 Accrued vacation and benefits 813 557 Accrued other 136 70 Total accrued expenses and other current liabilities $ 17,897 $ 10,084 |
Debt
Debt | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Debt Instrument [Line Items] | ||
Debt | 7. DEBT TriplePoint Venture Growth BDC Corporation Loan The TriplePoint Loan had an effective interest rate of 13.9% for the year ended December 31, 2020. Interest expense for the six months ended June 30, 2020, was $0.7 million. Paycheck Protection Program Loan The Company used all proceeds from the PPP Loan to maintain payroll and make payments for lease obligations and utilities. The Company has not concluded whether an application for full or partial forgiveness will be filed therefore management accounted for the loan as a debt and accrued interest. Interest expense was $50 thousand and $21 thousand, respectively, for the six months ended June 30, 2021 and 2020. Convertible Loan non-qualified Convertible Loan Restructuring paid-in 2021 Convertible Loan The following table provides a reconciliation of changes in fair value for the Company’s convertible loans using inputs classified as Level 3 (in thousands): Balance at December 31, 2020 $ 86,357 Debt extinguishment of convertible loans (36,782 ) Change in fair value 19,226 Proceeds from issuance of convertible loans 60,200 Balance as of June 30, 2021 $ 129,001 Blue Torch Loan – The Blue Torch Loan may be prepaid in an amount equal to the outstanding principal and accrued interest plus an applicable premium of (i) if prepaid during the first year after the effective date, a make-whole amount equal to (x) the amount of interest that would otherwise have been payable to the lenders from the payoff date until the twelve month anniversary of the effective date, calculated using the Reference Rate or LIBOR Rate in effect on the payoff date, less (y) the amount of interest the lenders would have received from the payoff date until the twelve month anniversary of the effective date if the lenders had reinvested the prepaid principal amount at the U.S. treasury rate in effect on the payoff date, plus (z) 3.0% of the outstanding principal, (ii) if prepaid during the second year after the effective date, 2.0% of the outstanding principal, (iii) if prepaid during the third year after the effective date, 1.0% of the outstanding principal, and (iv) thereafter, 0%. In connection with the proposed merger with Marquee Raine Acquisition Corp. (“MRAC”), the Company expects to pay off the Blue Torch Loan in full (see Note 18). The components of the Company’s outstanding debt were as follows (in thousands): June 30, 2021 December 31, 2020 Paycheck Protection Program Loan principal $ 10,000 $ 10,000 Blue Torch Loan principal 37,000 37,000 Deferred financing costs and unamortized discount (2,677 ) (3,317 ) Less: current portion (4,436 ) (2,105 ) Long-term debt, net of discount $ 39,887 $ 41,578 Convertible loans principal $ 103,650 $ 43,451 Fair value premium of convertible loans 25,351 42,906 Less current portion of: Principal (60,000 ) — Fair value premium of Convertible Loan (15,845 ) $ — Long-term convertible loans, at fair value $ 53,156 $ 86,357 | 8. DEBT TriplePoint Venture Growth BDC Corporation Loan The TriplePoint Loan had an effective interest rate of 13.9% for the years ended December 31, 2020 and 2019. Interest expense for the years ended December 31, 2020 and 2019 was $1.1 million and $1.4 million, respectively. Paycheck Protection Program Loan The Company used all proceeds from the PPP Loan to maintain payroll and make payments for lease obligations and utilities. The Company has not concluded whether an application for full or partial forgiveness will be filed therefore management accounted for the loan as a debt and accrued interest. For the year ended December 31, 2020 the Company recognized interest expense in amount of $0.1 million in the consolidated statement of operations and comprehensive loss. Convertible Loan non-qualified convertible loans will be measured at fair value in each reporting period until they are settled, with changes in the fair values being recognized in the Company’s consolidated statements of operations as income or expense. Debt issuance costs incurred in connection with the notes were expensed as incurred. As the convertible notes are carried at fair value in their entirety, further consideration of the embedded features in the convertible loan is not required. Blue Torch Loan – The Blue Torch Loan may be prepaid in an amount equal to the outstanding principal and accrued interest plus an applicable premium of (i) if prepaid during the first year after the effective date, a make-whole amount equal to (x) the amount of interest that would otherwise have been payable to the lenders from the payoff date until the twelve month anniversary of the effective date, calculated using the Reference Rate or LIBOR Rate in effect on the payoff date, less (y) the amount of interest the lenders would have received from the payoff date until the twelve month anniversary of the effective date if the lenders had reinvested the prepaid principal amount at the U.S. treasury rate in effect on the payoff date, plus (z) 3.0% of the outstanding principal, (ii) if prepaid during the second year after the effective date, 2.0% of the outstanding principal, (iii) if prepaid during the third year after the effective date, 1.0% of the outstanding principal, and (iv) thereafter, 0%. In connection with the proposed Business Combination, the Company expects to pay off the Blue Torch Loan in full. At December 31, 2020, the aggregate maturities of principal on all debt for each of the next five years and thereafter is as follows (in thousands): Years Ending December 31, Total 2021 $ 2,105 2022 7,895 2023 37,000 2024 43,451 2025 — Thereafter — Subtotal 90,451 Fair value premium of convertible loan 42,906 Deferred financing costs and unamortized discount (3,317 ) Total $ 130,040 |
Stock Warrants
Stock Warrants | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Stock Warrants | 8. STOCK WARRANTS Series B Redeemable Convertible Preferred Stock Warrants The warrant was recorded at its estimated fair value of $0.2 million at issuance as a warrant liability. The Company will continue to adjust the redeemable convertible preferred stock warrant liability for changes in the fair value until the earlier of the expiration or exercise of the warrants, or upon the conversion of all the Series B Redeemable Convertible Preferred Stock into common stock and no further remeasurement is required. Changes in fair value are recorded to other expense in the consolidated statements of operations. As of June 30, 2021 and December 31, 2020, the fair value of the warrant liability was $0.6 million and $0.8 million, respectively. The following table provides a reconciliation of changes in fair value for the Company’s warrant liability using inputs classified as Level 3 (in thousands): Balance at December 31, 2020 $ 806 Change in fair value (231 ) Balance at June 30, 2021 $ 575 Balance at December 31, 2019 $ 337 Change in fair value 314 Balance at June 30, 2020 $ 651 Blue Torch Loan Warrants paid-in | 9. STOCK WARRANTS Series B Redeemable Convertible Preferred Stock Warrants The warrant was recorded at its estimated fair value of $0.2 million at issuance as a warrant liability. The Company will continue to adjust the redeemable convertible preferred stock warrant liability for changes in the fair value until the earlier of the expiration or exercise of the warrants, or upon the conversion of all the Series B Redeemable Convertible Preferred Stock into common stock and no further remeasurement is required. Changes in fair value are recorded to other expense in the consolidated statements of operations. As of December 31, 2020, the fair value of the warrant liability was $0.8 million. As of December 31, 2019, the fair value of the warrant liability was $0.3 million. The following table provides a reconciliation of changes in fair value for the Company’s warrant liability using inputs classified as Level 3 (in thousands): Balance at January 1, 2019 $ 224 Change in fair value 113 Balance at December 31, 2019 337 Change in fair value 469 Balance at December 31, 2020 $ 806 Blue Torch Loan Warrants paid-in |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Temporary Equity [Line Items] | ||
Temporary Equity | 9. REDEEMABLE CONVERTIBLE PREFERRED STOCK At June 30, 2021 and December 31, 2020, redeemable convertible preferred stock consisted of the following (in thousands except share amounts): June 30, 2021 Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 43,485,135 43,485,135 3.7944 3.7944 157,078 165,000 Total 153,809,943 153,473,639 $ 368,692 $ 377,057 December 31, 2020 Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 39,531,941 39,531,941 3.7944 3.7944 142,078 150,000 Total 149,856,749 149,520,445 $ 353,692 $ 362,057 Convertible Preferred Stock The holders of Preferred Stock have various rights and preferences as follows: Dividends— Conversion— Each share of Preferred Stock shall automatically be converted into shares of Common Stock at the conversion price at the time in effect for such share immediately upon the earlier of (i) the Corporation’s sale of the Company’s common stock in a firm commitment underwritten public offering pursuant to an effective registration statement filed under the Securities Act of 1933, the offering price of which was not less than $100.0 million in the aggregate and less than $9.49 per share or (ii) the date specified by written consent or agreement of the holders of 50% of the then outstanding shares of Series C Preferred Stock. Liquidation Preference— Voting and Election of Directors as-converted as-converted Redemption | 10. REDEEMABLE CONVERTIBLE PREFERRED STOCK During the year ended December 31, 2019, the Company issued 10,500,000 shares of Series B redeemable convertible preferred stock at $2.3788 per share for proceeds totaling $25.0 million, net of issuance costs of less than $0.1 million and 39.5 million shares of Series C redeemable convertible preferred stock at $3.7944 per share for proceeds totaling $142.1 million, net of issuance costs of $7.9 million. 2,101,900 shares of Series B redeemable convertible preferred stock are owned by a related party. At December 31, 2020 and 2019, redeemable convertible preferred stock consisted of the following (in thousands except share amounts): Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 39,531,941 39,531,941 3.7944 3.7944 142,078 150,000 Total 149,856,749 149,520,445 $ 353,692 $ 362,057 The holders of Preferred Stock have various rights and preferences as follows: Dividends— Conversion— Each share of Preferred Stock shall automatically be converted into shares of Common Stock at the conversion price at the time in effect for such share immediately upon the earlier of (i) the Corporation’s sale of the Company’s common stock in a firm commitment underwritten public offering pursuant to an effective registration statement filed under the Securities Act of 1933, the offering price of which was not less than $100.0 million in the aggregate and less than $9.49 per share or (ii) the date specified by written consent or agreement of the holders of 50% of the then outstanding shares of Series C Preferred Stock. Liquidation Preference— Voting and Election of Directors as-converted as-converted Redemption |
Common Stock
Common Stock | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||
Common Stock | NOTE 8. SHAREHOLDERS’ EQUITY Preference Shares Class A Ordinary Shares Class B Ordinary Shares Prior to the Business Combination, only holders of the Founder Shares will have the right to vote on the appointment of directors. Holders of the Founder Shares will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of a Business Combination, holders of a majority of the Founder Shares may remove a member of the Board for any reason. These provisions of the amended and restated memorandum and articles of association may only be amended by a special resolution passed by not less than two-thirds of the ordinary The Founder Shares will automatically convert into Class A Ordinary Shares on the first business day following the completion of the Business Combination at a ratio such that the number of Class A Ordinary Shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of | Note 7 — Shareholders’ Equity Preference Shares Class A Ordinary Shares Class B Ordinary Shares Prior to the Business Combination, only holders of the Founder Shares will have the right to vote on the appointment of directors. Holders of the Founder Shares will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of a Business Combination, holders of a majority of the Founder Shares may remove a member of the Board for any reason. These provisions of the amended and restated memorandum and articles of association may only be amended by a special resolution passed by not less than two-thirds of the shareholders, including any vote in connection with the Business Combination, except as required by law, holders of the Class A Ordinary Shares and Founder Shares will vote together as a single class, with each share entitling the holder to one vote. The Founder Shares will automatically convert into Class A Ordinary Shares on the first business day following the completion of the Business Combination at a ratio such that the number of Class A Ordinary Shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted | |
Enjoy Technology Inc [Member] | |||
Class of Stock [Line Items] | |||
Common Stock | 10. COMMON STOCK At June 30, 2021 and December 31, 2020, the Company had common stock outstanding of 65,230,349 shares and 62,156,512 shares, respectively. At June 30, 2021 and December 31, 2020, the Company was authorized to issue 253,953,194 and 250,000,000 shares of common stock, respectively. Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when and if declared by the Board of Directors, subject to the prior rights of holders of all classes of stock outstanding. No such dividends have been declared since the Company’s inception. As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following: June 30, 2021 December 31, 2020 Conversion of redeemable convertible preferred stock 153,473,639 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 810,692 Shares available for grant under 2014 Equity Incentive Plan 32,646,250 22,874,690 Conversion of convertible loan 28,583,645 11,708,273 Total common stock equivalents 215,514,226 184,914,100 | 11. COMMON STOCK At December 31, 2020 and 2019, the Company had common stock outstanding of 62,156,512 shares and 61,354,259 shares, respectively. At both December 31, 2020 and 2019, the Company was authorized to issue 250,000,000 shares of common stock. Each share of common stock is entitled to one vote. The holders of common stock are also entitled to receive dividends whenever funds are legally available and when and if declared by the Board of Directors, subject to the prior rights of holders of all classes of stock outstanding. No such dividends have been declared since the Company’s inception. As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following: December 31, 2020 2019 Conversion of redeemable convertible preferred stock 149,520,445 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 336,304 Options outstanding under the Equity Incentive Plan 22,874,690 21,628,240 Options available for future grant under the Equity Incentive Plan 12,845,397 4,354,889 Total 186,051,224 175,839,878 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-Based Compensation | 11. STOCK-BASED COMPENSATION In June 2014, the Company adopted the 2014 Equity Incentive Plan (“the Plan”), which provided for the issuance of incentive stock options, nonstatutory stock options, stock appreciation rights, and restricted stock to eligible participants. Options granted under the Plan may be either incentive stock options or nonqualified stock options. Incentive stock options (ISO) may be granted only to the Company’s employees (including officers and directors). Nonqualified stock options (NSO) may be granted to the Company’s employees and consultants. Under the Plan, options to purchase common stock awards were granted at no less than 100% of the fair value of the Company’s common stock on the date of the grant, as determined by the board of directors (100% of fair value for incentive stock options and 110% of fair value in certain instances). All options granted through June 30, 2021 and December 31, 2020 have been at 100% of the fair value of the Company’s common stock. Options generally vest with respect to 25% of the shares one year after the options’ vesting commencement date, and the remainder vest in equal monthly installments over the following 36 months or the entire options vest in equal monthly installments over 48 months. Options generally vest over a four-year period and must be exercised within ten years after grant. In the event of voluntary or involuntary termination of employment with the Company for any reason, with or without cause, all unvested options are forfeited and all vested options must be exercised within a 90-day At June 30, 2021 and December 31, 2020, there were 31,329,050 and 22,874,790 The Company recognized stock-based compensation expense on all awards in the following categories in the consolidated statement of operations and comprehensive loss for the six months ended June 30, 2021 and 2020 (in thousands): Six Months Ended June 30, 2021 2020 Cost of revenue $ 53 $ 18 Operations and technology 489 327 General and administrative 1,368 529 Total stock-based compensation expense $ 1,910 $ 874 Stock Options A summary of the status of the stock options as of June 30, 2021, and changes during the six months then ended is presented below (in thousands except share and per share amounts): Number of Shares Weighted Average Exercise Weighted Average Remaining Term (In Years) Aggregate Intrinsic Balance at December 31, 2020 22,874,790 0.62 7.71 $ 51,134 Options granted 10,231,800 3.11 Options exercised (3,073,937 ) 0.49 Options cancelled (786,568 ) 1.64 Balance at June 30, 2021 29,246,085 1.48 8.17 $ 57,635 Options exercisable as of June 30, 2021 11,902,445 0.62 6.91 $ 33,725 Vested and expected to vest—June 30, 2021 29,246,085 1.48 8.17 $ 57,635 The weighted-average grant date fair value of options granted during the six months ended June 30, 2021, and 2020 was $1.69 and $0.42, respectively. The total intrinsic value of options exercised during the six months ended June 30, 2021 and 2020 was $8.3 million and $0.3 million, respectively. The Company records compensation expense on a straight-line basis over the vesting period. As of June 30, 2021, and 2020, there was approximately $18.4 million and $5.0 million, respectively of total unrecognized stock-based compensation expense related to unvested employee options, which is expected to be recognized over a weighted-average period of 3.4 and 3.0 years, respectively. Restricted Stock Units (RSU) The following table summarizes information pertaining to RSUs during the six months ended June 30, 2021 (in thousands, except for weighted-average grant-date fair value): Number of RSUs Weighted-Average Grant Date Fair Aggregate Intrinsic Outstanding at December 31, 2020 — $ — $ — Granted 2,083 3.45 7,186 Released — — — Cancelled/Forfeited — — — Outstanding at June 30, 2021 2,083 $ 3.45 $ 7,186 The fair value of the RSUs is based on the market value of the underlying shares at the date of grant. The RSU grant’s vesting period are subject to both a service and performance-based condition. The service-based vesting requirements are satisfied as to 25% on the first anniversary of the vesting commencement date, and the remaining 75% vesting in substantially equal quarterly installments for three years thereafter, subject to continued service through each vesting date. The performance-based vesting conditions will be satisfied upon the occurrence of a liquidity event, which would include consummation of the Merger (Note 18). As of June 30, 2021, there was a total of $7.2 million of unrecognized stock-based compensation expense related to RSUs, and the performance-based condition was not met. Therefore, no stock-based compensation expense was recognized for the six months ended June 30, 2021. | 12. STOCK-BASED COMPENSATION In June 2014, the Company adopted the 2014 Equity Incentive Plan (“the Plan”), which provided for the issuance of incentive stock options, nonstatutory stock options, stock appreciation rights, and restricted stock to eligible participants. Options granted under the Plan may be either incentive stock options or nonqualified stock options. Incentive stock options (ISO) may be granted only to the Company’s employees (including officers and directors). Nonqualified stock options (NSO) may be granted to the Company’s employees and consultants. Under the Plan, options to purchase common stock awards were granted at no less than 100% of the fair value of the Company’s common stock on the date of the grant, as determined by the board of directors (100% of fair value for incentive stock options and 110% of fair value in certain instances). All options granted through December 31, 2020 and 2019 have been at 100 90-day At December 31, 2020 and 2019, there were 22,874,690 and 21,628,240 stock options outstanding, respectively, and 12,845,397 and 4,354,889 shares available for issuance by the Company, respectively, under the Plan. A summary of the status of the stock options as of December 31, 2020 and 2019, and changes during the years then ended are presented below (in thousands except share and per share amounts): Number of Weighted Remaining Aggregate Balance at January 1, 2019 17,467,312 $ 0.31 8.29 $ 2,177 Options granted 10,331,400 0.89 Options exercised (2,276,594 ) 0.21 Options cancelled (3,893,878 ) 0.41 Balance at December 31, 2019 21,628,240 0.58 8.49 $ 6,783 Options granted 4,229,800 0.89 Options exercised (802,253 ) 0.41 Options cancelled (2,181,097 ) 0.74 Balance at December 31, 2020 22,874,690 0.62 7.71 $ 51,134 Options exercisable as of December 31, 2020 12,289,789 0.49 7.00 $ 29,151 Vested and expected to vest—December 31, 2020 22,874,690 $ 0.62 7.71 $ 51,134 The weighted-average grant date fair value of options granted during the years ended December 31, 2020 and 2019 was $0.42 and $0.41, respectively. The total intrinsic value of options exercised during the years ended December 31, 2020 and 2019 was $1.0 million and $0.9 million respectively. The Company records compensation expense on a straight-line basis over the vesting period. As of December 31, 2020 and 2019, there was approximately $3.7 million and $4.3 million, respectively, of total unrecognized stock-based compensation expense related to unvested employee options, which is expected to be recognized over a weighted-average period of 2.5 years and 3.3 years, respectively. The Company recognized stock-based compensation expense on all awards in the following categories in the consolidated statement of operations and comprehensive loss for the years ended December 31, 2020 and 2019 (in thousands): Years Ended December 31, 2020 2019 Cost of revenue $ 34 $ 15 Operations and technology 631 484 General and administrative 1,084 295 Total stock-based compensation expense $ 1,749 $ 794 |
Income Taxes
Income Taxes | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Income Tax Disclosure [Line Items] | ||
Income Taxes | 12. INCOME TAXES The effective tax rate for the six months ended June 30, 2021 and 2020 was (0.2%) and 0.0%, respectively, primarily as a result of the estimated tax loss for the year, change in valuation allowance and foreign taxes. At June 30, 2021 and 2020, all unrecognized tax benefits are subject to a full valuation allowance and, if recognized, will not affect the effective tax rate. During the six months ended June 30, 2021, the U.K officially enacted legislation that increased its statutory rate from 17% to 19%. This did not result in a material impact to the Company’s income tax expense for the six months ended June 30, 2021. | 13. INCOME TAXES The components of loss before provision for income taxes are as follows (in thousands): Years Ended December 31, 2020 2019 Federal $ (160,042 ) $ (95,463 ) Foreign 2,355 5,847 Loss before provision for income taxes $ (157,687 ) $ (89,616 ) A reconciliation of the federal statutory income tax rate to the effective tax rate is as follows: Years Ended December 31, 2020 2019 Federal statutory rate 21.0 % 21.0 % Effect of: State statutory rate, net of federal tax benefit 3.0 % 4.6 % Foreign tax (2.6 %) (0.1 %) Change in valuation allowance (16.2 %) (25.0 %) Loss on Convertible Loan (5.0 %) — Other (0.3 %) (0.6 %) Total (0.1 %) (0.1 %) The income tax provision consists of the following (in thousands): Years Ended December 31, 2020 2019 Current provision: Federal $ — $ — State 22 15 Foreign 75 37 Total current provision 97 52 Deferred provision: Federal — — State — — Foreign — 26 Total deferred provision — 26 Provision for income taxes $ 97 $ 78 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The approximate amount of the Company’s deferred tax assets are as follows (in thousands): December 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 96,646 $ 67,127 Accruals and reserves 462 333 Property and equipment 568 328 Total deferred tax asset before valuation allowance 97,676 67,788 Valuation allowance (97,676 ) (67,788 ) Deferred tax assets, net of valuation allowance $ — $ — In evaluating its ability to realize its net deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers projected future taxable income and tax-planning projections for future taxable losses over the period in which the deferred tax assets are deductible, the Company believes it is more likely than not that the Company will not realize the benefits of these deductible differences. As a result, the Company continues to maintain a full valuation allowance as of December 31, 2020 and 2019. During the years ended December 31, 2020 and 2019, the valuation allowance increased by $29.9 million and $25.0 million, respectively, primarily due to current year losses. As of December 31, 2020, and 2019, the Company had tax net operating loss carryforwards available to offset future federal taxable income of $373.7 million and $260.7 million, respectively, and state income tax loss carryforwards of $309.5 million and $213.5 million, respectively. If not utilized, the federal and state net operating loss carryforwards begin to expire in 2034. For federal purposes, $278.6 million of tax net operating loss carryforwards have an indefinite carryforward. As of December 31, 2020, and 2019, the Company had $2.9 million and $1.9 million of Federal research and development tax credit carryforwards. The federal research and development tax credit carryforwards expire beginning in 2038. As of December 31, 2020 and 2019, the Company had $2.4 million and $1.6 million of California research and development tax credit carryforwards. The California research and development tax credit carryforwards do not expire and may be carried forward indefinitely. The Company’s ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of past or future ownership changes as defined in Section 382 of the Internal Revenue Code and similar state tax laws. In the event the Company should experience an ownership change, as defined, utilization of its net operating loss carryforwards and tax credits could be limited. The CARES Act was enacted in the United States on March 27, 2020. The CARES Act includes several U.S. income tax provisions related to, among other things, net operating loss carrybacks, alternative minimum tax credits, modifications to the net interest deduction limitations, and technical amendments regarding the income tax depreciation of qualified improvement property placed in service after December 31, 2017. The CARES Act does not have a material impact on the Company’s financial results for the year ended December 31, 2020. The Consolidated Appropriations Act, 2021 (the “Act”) was enacted in the United States on December 27, 2020. The Act enhances and expands certain provisions of the CARES Act. The Act does not have a material impact on the Company’s financial results for the year ended December 31, 2020. The Company attributes net revenue, costs and expenses to domestic and foreign components based on the terms of its agreements with its subsidiaries. The Company does not provide for federal income taxes on the undistributed earnings of its foreign subsidiaries as such earnings are to be reinvested offshore indefinitely. If the Company repatriated these earnings, the resulting income tax liability would be insignificant. The Company evaluates tax positions for recognition using a more-likely-than-not A reconciliation of the beginning and ending amount of the gross unrecognized tax benefit for the years ended December 31, 2020 and 2019 are as follows (in thousands): Gross unrecognized tax benefits at January 1, 2019 $ 1,538 Increase for tax positions during 2019 2,071 Gross unrecognized tax benefits at December 31, 2019 3,609 Increase for tax positions during 2020 1,763 Gross unrecognized tax benefits at December 31, 2020 $ 5,372 As of December 31, 2020, and 2019, all unrecognized tax benefits are subject to a full valuation allowance and, if recognized, will not affect the Company’s tax rate. The Company does not anticipate that the total amounts of unrecognized tax benefits will significantly increase or decrease in the next 12 months. The Company’s policy is to include interest and penalties related to unrecognized tax benefits within its provision for income taxes. Due to the Company’s net operating loss position, the Company has not recorded an accrual for interest or penalties related to uncertain tax positions for the years ended December 31, 2020 or 2019. The Company files federal and state tax returns in jurisdictions with varying statutes of limitations. Due to the Company’s net operating loss carryforwards, income tax returns generally remain subject to examination by federal and most state tax authorities. All tax years since inception remain subject to examination by major tax jurisdictions. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Earnings Per Share [Line Items] | ||
Net Loss Per Share | 13. NET LOSS PER SHARE The following table sets forth the computation of net loss per common share (in thousands except share and per share amounts): Six months ended June 30, 2021 2020 Numerator: Net loss $ (95,425 ) $ (50,756 ) Denominator: Weighted-average common shares outstanding—basic and diluted 63,616,729 61,646,777 Net loss per share—basic and diluted $ (1.50 ) $ (0.82 ) The Company’s potentially dilutive securities, which include redeemable convertible preferred stock, stock options to purchase common stock and warrants to purchase redeemable convertible preferred stock and common stock, have been excluded from the computation of diluted net loss per share as the effect would be antidilutive. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Six months ended June 30, 2021 2020 Conversion of redeemable convertible preferred stock 153,473,639 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 336,304 Options to purchase common stock 30,563,285 25,482,230 Restricted stock units 2,082,965 — Conversion of convertible loan 28,583,645 — Total common stock equivalents 215,514,226 175,338,979 | 14. NET LOSS PER SHARE The following table sets forth the computation of net loss per common share (in thousands except share and per share amounts): Year Ended December 31, 2020 2019 Numerator: Net loss $ (157,784 ) $ (89,694 ) Denominator: Weighted-average common shares outstanding—basic and diluted 61,852,957 60,753,169 Net loss per share—basic and diluted $ (2.55 ) $ (1.48 ) The Company’s potentially dilutive securities, which include redeemable convertible preferred stock, stock options to purchase common stock and warrants to purchase redeemable convertible preferred stock and common stock, have been excluded from the computation of diluted net loss per share as the effect would be antidilutive. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: December 31, 2020 2019 Conversion of redeemable convertible preferred stock 149,520,445 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 336,304 Options to purchase common stock 22,874,690 21,628,240 Conversion of convertible loan 11,708,273 — Total common stock equivalents 184,914,100 171,484,989 |
Risks and Uncertainties
Risks and Uncertainties | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Concentration Risk [Line Items] | ||
Risks and Uncertainties | 17. RISKS AND UNCERTAINTIES The Company is subject to a number of risks including, but not limited to, the need for successful development of products, the need for additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology. Impact of LIBOR Phase-Out phase-out Impact of Brexit Impact of COVID-19 COVID-19 COVID-19 COVID-19 in-home in-home in-home pre-COVID The Company applied for loans under programs offered by the governmental agencies in the United States and in the United Kingdom. In addition, the Company furloughed employees in the U.K. beginning in April through August 2020 and again starting January 2021 through June 2021. See Note 7 for additional information on the Paycheck Protection Program offered by the Small Business Administration under the CARES Act established by the United States federal government. For the U.K. operations, during the six months ended June 30, 2021, the Company recorded reimbursed costs of approximately £43 thousand ($0.1 million) and approximately £0.3 million ($0.5 million), respectively, under the Coronavirus Job Retention Scheme (“CJRS”) set up by the U.K. government to help employers pay the wages of those employees who would otherwise have been laid off during the coronavirus outbreak but under the CJRS were furloughed instead. This program reimbursed the Company for 80% of the compensation expense plus national insurance and certain benefits paid to the furloughed employees, resulting in lower salary expense for the Company. The Company recorded the reimbursed amounts as reductions to the associated expenses. COVID-19 COVID-19 | 18. RISKS AND UNCERTAINTIES The Company is subject to a number of risks including, but not limited to, the need for successful development of products, the need for additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology. Impact of LIBOR Phase-Out phase-out Impact of Brexit Impact of COVID-19 COVID-19 COVID-19 COVID-19 in-home in-home in-home pre-COVID The Company has applied for loans under programs offered by the governmental agencies in the United States and in the United Kingdom. In addition, the Company furloughed employees in the U.K. beginning in April through August 2020. See Note 8 for additional information on the Paycheck Protection Program offered by the Small Business Administration under the CARES Act established by the United States federal government. For the U.K. operations, during the year ended December 31, 2020 the Company recorded reimbursed costs of approximately £0.8 million ($1.1 million) under the Coronavirus Job Retention Scheme (“CJRS”) set up by the U.K. government to help employers pay the wages of those employees who would otherwise have been laid off during the coronavirus outbreak but under the CJRS were furloughed instead. This program reimbursed the Company for 80% of the compensation expense plus national insurance and certain benefits paid to the furloughed employees, resulting in lower salary expense for the Company. The Company recorded the reimbursed amounts as reductions to the associated expenses. The Company expects to receive tax-related COVID-19 The Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 COVID-19 |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Employee Benefit Plans | 15. EMPLOYEE BENEFIT PLANS In January 2016, the Company adopted a 401(k) Plan that qualifies as a deferred salary arrangement under Section 401 of the Internal Revenue Code. Under the 401(k) Plan, participating U.S. employees may defer a portion of their pretax earnings not to exceed the maximum amount allowable. The Company has not made any matching contributions under the 401(k) Plan as of June 30, 2021 and 2020. The Company also maintains a Group Personal Pension Plan (the “GPP Plan”) for all eligible employees in the Company’s United Kingdom offices. The GPP Plan is a defined contribution plan in which employees are eligible to contribute a portion of their salaries, subject to a maximum annual amount as established by Her Majesty’s Revenue and Customs. In 2021 and 2020, the Company matched 3% of employee contributions. The Company contributed $0.2 million each for the six months ended June 30, 2021 and 2020. | 16. EMPLOYEE BENEFIT PLANS In January 2016, the Company adopted a 401(k) Plan that qualifies as a deferred salary arrangement under Section 401 of the Internal Revenue Code. Under the 401(k) Plan, participating U.S. employees may defer a portion of their pretax earnings not to exceed the maximum amount allowable. The Company has not made any matching contributions under the 401(k) Plan as of December 31, 2020 and 2019. The Company also maintains a Group Personal Pension Plan (the “GPP Plan”) for all eligible employees in the Company’s United Kingdom offices. The GPP Plan is a defined contribution plan in which employees are eligible to contribute a portion of their salaries, subject to a maximum annual amount as established by Her Majesty’s Revenue and Customs. In 2020 and 2019, the Company matched 3% of employee contributions. The Company contributed $0.3 million and $0.2 million to the GPP Plan in the form of matching contributions for the years ended December 31, 2020 and 2019, respectively. |
Segment Information
Segment Information | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Segment Information | 14. SEGMENT INFORMATION The Company manages its operations through two operating segments that are based on geographic location: North America and Europe. These operating segments also represent the Company’s reportable segments. • North America: The North America segment consist of operations within the United States and Canada. • Europe: The Europe segment consists of operations within the United Kingdom. Separate financial information is available and regularly evaluated by our CODM, who is our president and chief executive officer, in making resource allocation decisions for our segments. The CODM utilizes revenue from external customers and segment income (loss) to measure and assess each segment’s performance. Segment income (loss) is calculated as revenue less cost of revenue, operational expenses directly related to each segment and excludes certain corporate expenses. We view this metric as an important measure of business performance as it captures mobile store and segment profitability and provides comparability across reporting periods. Unallocated corporate operations and technology expenses consist of personnel-related expenses for engineers and the development and maintenance of our technology systems. Unallocated general and administrative expenses consist of personnel-related expenses for executive, finance, legal, human resources, and corporate facilities. Reconciliations of segment revenue to consolidated revenue and segment loss to consolidated loss from operations is shown in the following table for each of the periods presented (in thousands): Six Months Ended June 30, 2021 North America Europe Total Revenue $ 32,677 $ 7,534 $ 40,211 Segment loss (39,914 ) (13,314 ) (53,228 ) Unallocated corporate expenses: Operations and technology (6,445 ) General and administrative (13,795 ) Loss from operations $ (73,468 ) Six Months Ended June 30, 2020 North America Europe Total Revenue $ 20,108 $ 5,717 $ 25,825 Segment loss (30,097 ) (7,459 ) (37,556 ) Unallocated corporate expenses: Operations and technology (5,819 ) General and administrative (6,389 ) Loss from operations $ (49,764 ) The Company’s revenue distribution for its North America segment was as follows: Six Months Ended June 30, 2021 2020 United States 85 % 93 % Canada 15 % 7 % 100 % 100 % During the six months ended June 30, 2021 and 2020, there were three customers with revenues individually in excess of 10% of total consolidated net revenues. Net revenues for these customers were approximately $25.4 million, $7.5 million, and $4.8 million in the six months ended June 30, 2021 and approximately $18.8 million, $5.7 million, and $1.3 million in the six months ended June 30, 2020. Two customers are reflected in the North American segment and one customer is reflected in the European segment. | 15. SEGMENT INFORMATION The Company manages its operations through two operating segments that are based on geographic location: North America and Europe. These operating segments also represent the Company’s reportable segments. • North America: The North America segment consist of operations within the United States and Canada. • Europe: The Europe segment consists of operations withing the United Kingdom. Separate financial information is available and regularly evaluated by our CODM, who is our president and chief executive officer, in making resource allocation decisions for our segments. The CODM utilizes revenue from external customers and segment income (loss) to measure and assess each segment’s performance. Segment income (loss) is calculated as revenue less cost of revenue, operational expenses directly related to each segment and excludes certain corporate expenses. We view this metric as an important measure of business performance as it captures mobile store and segment profitability and provides comparability across reporting periods. Unallocated corporate operations and technology expenses consist of personnel-related expenses for engineers and the development and maintenance of our technology systems. Unallocated general and administrative expenses consist of personnel-related expenses for executive, finance, legal, human resources, and corporate facilities. Reconciliations of segment revenue to consolidated revenue and segment loss to consolidated loss from operations is shown in the following table for each of the periods presented (in thousands): For the Year Ended December 31, 2020 North America Europe Total Revenue $ 46,593 $ 13,730 $ 60,323 Segment loss (64,669 ) (18,167 ) (82,836 ) Unallocated corporate expenses: Operations and technology (12,879 ) General and administrative (15,912 ) Loss from operations $ (111,627 ) For the Year Ended December 31, 2019 North America Europe Total Revenue $ 38,722 $ 6,935 $ 45,657 Segment loss (54,923 ) (9,379 ) (64,302 ) Unallocated corporate expenses: Operations and technology (12,305 ) General and administrative (13,151 ) Loss from operations $ (89,758 ) Long-lived assets include property and equipment, net. The following long-lived assets data is based upon the location of the assets (in thousands): As of December 31, 2020 2019 North America $ 7,920 $ 5,621 Europe 6,154 3,488 Total long-lived assets $ 14,074 $ 9,109 As of December 31, 2020, long-lived assets located in the United States and Canada were approximately $7.1 million and $0.8 million, respectively. As of December 31, 2019, long-lived assets located in the United States and Canada were approximately $5.5 million and $0.1 million, respectively. For the year ended December 31, 2020, revenue from external customers for the United States and Canada were approximately $41.9 million and $4.7 million, respectively. For the year ended December 31, 2019, revenue from external customers for the United States and Canada were approximately $38.6 million and $0.1 million, respectively. During the years ended December 31, 2020 and 2019, there were two customers with revenues individually in excess of 10% of total consolidated net revenues. Net revenues for these customers were approximately $41.3 million and $13.7 million in 2020 and approximately $37.4 million and $6.9 million in 2019. One customer is reflected in each segment. |
SPAC Merger
SPAC Merger | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of SPAC Merger [Line Items] | |
SPAC Merger | 18. SPAC MERGER Pending Merger with Marquee Raine Acquisition Corp. LCH Transaction – |
Subsequent Events
Subsequent Events | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Subsequent Event [Line Items] | |||
Subsequent Events | NOTE 10. SUBSEQUENT EVENTS On April 28, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with MRAC Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of the Company, and Enjoy Technology Inc., a Delaware corporation. Pursuant to the Merger Agreement, the parties thereto will enter into a business combination transaction. The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, other than as described herein, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. | Note 9 — Subsequent Events Management has evaluated subsequent events to determine if events or transactions occurring through the date the condensed financial statements were issued, require potential adjustment to or disclosure in the condensed financial statements and has concluded that all such events that would require recognition or disclosure have been recognized or disclosed. | |
Enjoy Technology Inc [Member] | |||
Subsequent Event [Line Items] | |||
Subsequent Events | 19. SUBSEQUENT EVENTS The Company evaluated subsequent events from June 30, 2021, the date of these condensed consolidated financial statements, through August 23, 2021, which represents the date the condensed consolidated financial statements were available to be issued, for events requiring adjustment to or disclosure in these condensed consolidated financial statements. There are no events that require adjustment to or disclosure in these condensed consolidated financial statements. | 19. SUBSEQUENT EVENTS The Company evaluated subsequent events from December 31, 2020, the date of these consolidated financial statements, through March 19, 2021, which represents the date the consolidated financial statements were available to be issued, for events requiring adjustment to or disclosure in these consolidated financial statements. Except as discussed below, there are no events that require adjustment to or disclosure in these consolidated financial statements. Reorganization Convertible Loan Restructuring Convertible Preferred Stock Events Subsequent to Original Issuance of Financial Statements (Unaudited) In connection with the reissuance of the financial statements, the Company has evaluated subsequent events through May 14, 2021, the date the financial statements were available to be reissued. 2021 Convertible Loan LCH Transaction — accordance with the Merger Agreement used to determine that number of shares each share of the Company’s Common Stock will be exchanged for at the closing of the Business Combination (“Contributed Shares”). Thereafter, as detailed in the Stock Issuance Agreement, Enjoy shall issue a number of shares equal to the Contributed Shares to LCH. Pending Merger with Marquee Raine Acquisition Corp. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Basis of presentation | Basis of Presentation The accompanying financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for financial information and pursuant to the rules and regulations of the SEC. As described in Note 2—Restatement of Previously Issued Financial Statements, the Company’s financial statements for the period from December 31, 2020, and the period from October 16, 2020 (inception) through December 31, 2020 (collectively, the “Affected Period”), are restated in our Annual Report on Form 10-K/A | Basis of presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. MRAC Merger Sub Corp. during the three and six months ended June 30, 2021 did not engage in any economic activity and is not consolidated in the accompanying unaudited and condensed financial statements. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021 or any future period. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K/A | |
Emerging growth company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth | Emerging growth company As an emerging growth company, the Company may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s unaudited condensed financial statement with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. | |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the derivative warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liability. Accordingly, the actual results could differ significantly from those estimates. | |
Concentration of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and Trust accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation limit of $250,000. As of June 30, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2020. As of December 31, 2020, cash held in the operating bank account was approximately $2.3 million and Cash held in the Trust Account was approximately $373.8 million. | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020. | |
Fair Value of Financial Instruments | Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable, and accrued expenses approximate their fair values primarily due to the short-term nature of the instruments. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants have been measured at fair value using a Monte Carlo simulation model. | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC Topic 820, “Fair Value Measurements” approximates the carrying amounts represented in the unaudited condensed balance sheets. | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. | ||
Offering Costs Associated with the Initial Public Offering | Offering Costs Associated with the Initial Public Offering Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities are expensed as incurred, presented as non-operating | Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred that were directly related to the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities are expensed as incurred, presented as non-operating | |
Derivative Warrant Liabilities | Derivative Warrant Liabilities The Company does not use derivative instruments to hedge its exposures to cash flow, market, or foreign currency risks. Management evaluates all of the Company’s financial instruments, including issued warrants to purchase its Class A ordinary shares, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. re-assessed The Company issued 9,343,750 warrants to purchase Class A ordinary shares to investors in the Company’s Initial Public Offering and simultaneously issued 6,316,667 Private Placement Warrants. All of the Company’s outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. re-measurement | Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in connection with the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative warrant liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to re-measurement | |
Class A Ordinary Shares Subject to Possible Redemption | Class A Ordinary Shares Subject to Possible Redemption Class A Ordinary Shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A Ordinary Shares (including Class A Ordinary Shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A Ordinary Shares are classified as shareholders’ equity. The Class A Ordinary Shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, 33,044,958 Class A Ordinary Shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. | Class A Ordinary Shares Subject to Possible Redemption Class A Ordinary Shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A Ordinary Shares (including Class A Ordinary Shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A Ordinary Shares are classified as shareholders’ equity. The Class A Ordinary Shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021 and December 31, 2020, 33,137,137 and 33,044,958 Class A Ordinary Shares subject to possible redemption are presented at redemption value as temporary equity, respectively, outside of the shareholders’ equity section of the Company’s unaudited condensed balance sheets. | |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman Islands income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. | Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman Islands income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. | |
Net Income (Loss) per Ordinary Share | Net Income (Loss) Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 15,660,417 of the Company’s Class A Ordinary Shares in the calculation of diluted income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method. The Company’s statement of operations includes a presentation of income per share for ordinary shares subject to redemption in a manner similar to the two-class method of income | Net Income (Loss) per Ordinary Share The Company’s condensed statements of operations include a presentation of net income (loss) per share for Class A ordinary shares subject to possible redemption in a manner similar to the two-class The calculation of diluted net income (loss) per ordinary share does not consider the effect of the warrants issued in connection with the Initial Public Offering and Private Placement since the exercise price of the warrants is in excess of the average ordinary share price for the period and therefore the inclusion of such warrants would be anti-dilutive. The following table reflects the calculation of basic and diluted net income (loss) per share of ordinary share: For The Three For The Six Months Class A Ordinary shares subject to possible redemption Numerator: Earnings allocable to Ordinary shares subject to possible redemption Income from investments held in Trust Account $ — $ — Less: Company’s portion available to be withdrawn to pay taxes — — Net income attributable $ — $ — Denominator: Weighted average Class A ordinary shares subject to possible redemption Basic and diluted weighted average shares outstanding 37,375,000 37,375,000 Basic and diluted net income per share $ — $ — For The Three For The Six Months Non-Redeemable Numerator: Net Income (Loss) minus Net Earnings Net income (loss) $ (2,984,151 ) $ 1,384,201 Net income allocable to Class A ordinary shares subject to possible redemption — — Non-redeemable $ (2,984,151 ) $ Denominator: Weighted average Non-redeemable Basic and diluted weighted average shares outstanding, Non-redeemable 9,343,750 9,343,750 Basic and diluted net loss per share, Non-redeemable $ (0.32 ) $ 0.15 | |
Recent Issued Accounting Standards | Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements. | Recent Issued Accounting Standards In August 2020, the FASB issued Accounting Standard Update (the “ASU”) No. 2020-06, 470-20) 815-40): The Company’s management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying unaudited condensed financial statements. | |
Enjoy Technology Inc [Member] | |||
Use of Estimates | Use of Estimates reserves relating to expected chargeback losses, fair value of common stock used to calculate stock-based compensation, the assessment of the useful life and recoverability of long-lived assets and valuation allowance associated with income taxes. These estimates and assumptions are based on management’s best knowledge of current events, historical experience and other information available when the consolidated financial statements are prepared. Although these estimates are based upon management’s best knowledge of current events and actions, actual results could differ from these estimates. | ||
Concentration of Credit Risk | Concentrations of Credit Risk The Company generally does not require collateral to secure accounts receivable. The risk with respect to accounts receivable is mitigated by credit evaluations the Company performs on its customers and by the short duration of its payment terms for the majority of the Company’s customer contracts. Additionally, the Company factors a substantial portion of its accounts receivable for certain customers, such that the Company sells these receivables balances to a third-party banking institution at a discount without further recourse to the Company, thereby reducing the risk related to these receivables even further. These receivable balances which are transferred to a third party are accounted for under ASC 860, Transfers and Servicing (“ASC 860”) | ||
Fair Value Measurements | Fair Value Measurements Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1 Level 2 Level 3 The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety. The Company’s consolidated financial instruments consist of accounts receivable, accounts payable and accrued expenses and are stated at their carrying value, which approximates fair value due to the short time | ||
Income Taxes | Income Taxes The Company records a valuation allowance to reduce its deferred tax assets to the net amount that the Company believes is more-likely-than-not The Company accounts for uncertain tax positions using a two-step more-likely-than-not more-likely-than-not The Company recognizes interest and penalties accrued on any unrecognized tax benefits as a component of the provision for income tax expense in the consolidated statement of operations and comprehensive loss. The Company accounts for uncertainty in income taxes in accordance with ASC 740, Income Taxes Regarding the Global Intangible Low Taxed Income (“GILTI”) rules enacted as part of the Tax Cuts and Jobs Act of 2017, the Company is required to make an accounting policy election to either treat taxes due on | ||
Net Income (Loss) per Ordinary Share | Net Loss Per Share two-class Under the two-class | ||
Recent Issued Accounting Standards | Recently Adopted Accounting Pronouncements In June 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting 2018-07”). 2018-07, In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. adopted ASU 2018-13, In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting 2020-04, In August 2018, the FASB issued ASU No. 2018-15, Intangibles – Goodwill and Other – Internal-Use 350-40): ASU 2018-15 | Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) 2014-09 2016-08, Revenue from Contracts with Customers (Topic 606), Principals versus Agent Considerations 2016-10, Revenue from Contracts with Customers (Topic 606), Identifying Performance Obligations and Licensing 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), and Amendment to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcement and Observer Comments No. 2014-09. 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting 2018-07”). 2018-07, In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Conceptual Framework for Financial Reporting—Chapter 8: Notes to Financial Statements. 2018-13, In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitating of the Effects of Reference Rate Reform on Financial Reporting 2020-04, | |
Foreign Currency | Foreign Currency | ||
Segment Information | Segment Information Segment Reporting | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||
Restricted Cash | Restricted Cash The reconciliation of cash and cash equivalents and restricted cash is as follows (in thousands): December 31, 2020 2019 Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 58,452 $ 61,685 Restricted cash 5,494 4,329 Total cash, cash equivalents and restricted cash $ 63,946 $ 66,014 | ||
Investments | Investments available-for-sale Unrealized gains and losses on available-for | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | ||
Property and Equipment, Net | Property and Equipment, Net Property and Equipment Useful Life Office equipment 3 years Computer equipment 3 years Vehicles 3 years Leasehold improvements Shorter of estimated life of the asset or remaining lease term Furniture and fixtures 5 years | ||
Intangible Assets, Net | Intangible Assets, Net | ||
Debt Issuance Costs | Debt Issuance Costs | ||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Property, Plant and Equipment | ||
Classification of Redeemable Convertible Preferred Stock | Classification of Redeemable Convertible Preferred Stock | ||
Revenue Recognition | Revenue Recognition set-up, Revenue from Contracts with Customers, • Identification of the contract with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Each customer contract contains only one performance obligation, which is a stand-ready obligation for the Company’s Experts to provide visits to Consumers throughout the Company’s contractual term. The stand-ready obligation consists of a series of distinct services that are substantially the same and have the same pattern of transfer, represented as visits provided to Consumers satisfied over time. Customer payments are due when control of services is transferred to the customer and are not conditional on anything other than payment terms, which typically are less than 60 days. No material contract asset or liabilities exist for any period reported within these consolidated financial statements. The transaction prices of the Company’s contracts are entirely variable, as the number of visits and the specific services provided at each visit are unknown at contract inception. Each contract includes pricing whereby the Company and the customer agree to payments for various elements of a visit, which generally include the base fee for conducting the visit and delivering product, as well as incremental amounts for add-ons From time to time, the Company’s Experts sell a Consumer incremental services on behalf of the customer during a visit. Certain of the Company’s contracts contain provisions that allow for a chargeback by the customer of the Company’s fee for selling the incremental service if the Consumer cancels such services within a specified period from the visit. Chargebacks are recognized as a reduction of revenue, in the period such visit occurs, using an estimate derived from historical information regarding Consumer cancelations of specific services as well as real-time information provided by the customer. As of December 31, 2020 and 2019, the Company has recorded $5.4 million and $2.2 million, respectively, in chargeback estimates related to such services, which are presented as a reduction of revenue in the consolidated statements of operations and comprehensive loss and as a reduction to accounts receivable, net, in the consolidated balance sheets, as the contractual right of offset exists. Changes in the chargeback accounts were as follows (in thousands): Chargebacks Balance as of January 1, 2019 $ — Provision 2,178 Credits/payments made — Balance as of December 31, 2019 2,178 Provision 8,981 Credits/payments made (5,763 ) Balance as of December 31, 2020 $ 5,396 The Company applies the practical expedient to not disclose information about its remaining performance obligations in contracts with original expected durations of one year or less or amounts attributable to the variable consideration that solely relate to future services. Revenue is recognized net of any taxes collected from customers that are subsequently remitted to governmental authorities. The Company disaggregates its revenue from contracts with customers by reportable segment, as it believes this best depicts how the nature, amount, timing, and uncertainty of its revenues and cash flows are affected by economic factors, as well as company expansion into international markets. The Company’s revenue is attributable to its operations in North America and Europe. Refer to Note 15 for revenue disaggregated by reportable segment. | ||
Cost of Revenue | Cost of Revenue | ||
Operations and Technology | Operations and Technology | ||
General and Administrative | General and Administrative | ||
Stock Based Compensation | Stock Based Compensation Compensation – Stock Compensation non-cash The weighted-average assumptions used to estimate the fair value of stock options granted during the year is as follows: Years Ended December 31, 2020 2019 Risk-free interest rate 1.18 % 1.78 % Expected term (in years) 6.01 5.95 Expected volatility 48.4 % 46.6 % Expected dividend yield 0 % 0 % Fair value of common stock $ 0.42 $ 0.41 | ||
Leases | Leases | ||
Related Parties | Related Parties | ||
Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases right-of-use 2020-05, which defers 2016-02 for 2016-02 2020-05 ASU 2016-02, In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 2018-19, 2019-04, 2019-05, 2019-11, ASU 2020-02. ASU 2016-13 In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ASU 2019-12 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06 2020-06 2020-06 The Company has determined that adoption of ASU 2020-06 | Recently Issued Accounting Pronouncements Not Yet Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) Leases right-of-use 2020-05, which defers 2016-02 for 2016-02 2020-05 ASU 2016-02, In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, 2018-19, 2019-04, 2019-05, 2019-11, ASU 2020-02. ASU 2016-13 In August 2018, the FASB issued ASU No. 2018-15, Intangibles – Goodwill and Other – Internal-Use 350-40): Computing Arrangement That is a Service Contract . The new guidance provides for the deferral of implementation costs for cloud computing arrangements and expensing those costs over the term of the cloud services arrangement. The new guidance is effective for fiscal years beginning after December 15, 2020. The Company is currently in the process of evaluating the impact that the adoption of ASU 2018-15 will have on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) ASU 2019-12 In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06 2020-06 2020-06 The Company has determined that adoption of ASU 2020-06 |
Restatement of Previously Iss_2
Restatement of Previously Issued Financial Statements (Tables) | 3 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Summary of Restatement of Financial Statements | The impact of the restatement on the balance sheets, statement of operations and statement of cash flows for the Affected Period is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities. As of December 31, 2020 As Previously Restatement As Restated Balance Sheet Total assets $ 376,847,694 $ — $ 376,847,694 Liabilities and shareholders’ equity Total current liabilities $ 1,067,726 $ — $ 1,067,726 Deferred legal fees — — Deferred underwriting commissions 13,081,250 — 13,081,250 Derivative warrant liabilities — 27,249,130 27,249,130 Total liabilities 14,148,976 27,249,130 41,398,106 Class A ordinary shares, $0.0001 par value; shares subject to possible redemption 357,698,710 (27,249,130 ) 330,449,580 Shareholders’ equity Preference shares—$0.0001 par value — — — Class A ordinary shares—$0.0001 par value 161 272 433 Class B ordinary shares—$0.0001 par value 934 — 934 Additional paid-in-capital 5,126,604 4,704,238 9,830,842 Accumulated deficit (127,691 ) (4,704,510 ) (4,832,201 ) Total shareholders’ equity 5,000,008 — 5,000,008 Total liabilities and shareholders’ equity $ 376,847,694 $ — $ 376,847,694 Period From October 16, 2020 (Inception) As Previously Restatement As Restated Statement of Operations Loss from operations $ (127,691 ) $ — $ (127,691 ) Other (expense) income: Change in fair value of derivative warrant liabilities — (3,758,500 ) (3,758,500 ) Transaction costs—derivative warrant liabilities — (946,010 ) (946,010 ) Net gain from investments held in Trust Account — — — Total other (expense) income — (4,704,510 ) (4,704,510 ) Net loss $ (127,691 ) $ (4,704,510 ) $ (4,832,201 ) Basic and Diluted weighted-average Class A ordinary shares outstanding 37,375,000 — 37,375,000 Basic and Diluted net loss per Class A share $ — — $ — Basic and Diluted weighted-average Class B ordinary shares outstanding 8,429,688 — 8,429,688 Basic and Diluted net loss per Class B share $ (0.02 ) $ (0.55 ) $ (0.57 ) Period From October 16, 2020 (Inception) Through As Previously Restatement As Restated Statement of Cash Flows Net loss $ (127,691 ) $ (4,704,510 ) $ (4,832,201 ) Change in fair value of derivative warrant liabilities — 3,758,500 3,758,500 Transaction costs - derivative warrant liabilities — 946,010 946,010 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Summary of basic and diluted net income per shares | The following table reflects the calculation of basic and diluted net income (loss) per share of ordinary share: For The Three For The Six Months Class A Ordinary shares subject to possible redemption Numerator: Earnings allocable to Ordinary shares subject to possible redemption Income from investments held in Trust Account $ — $ — Less: Company’s portion available to be withdrawn to pay taxes — — Net income attributable $ — $ — Denominator: Weighted average Class A ordinary shares subject to possible redemption Basic and diluted weighted average shares outstanding 37,375,000 37,375,000 Basic and diluted net income per share $ — $ — For The Three For The Six Months Non-Redeemable Numerator: Net Income (Loss) minus Net Earnings Net income (loss) $ (2,984,151 ) $ 1,384,201 Net income allocable to Class A ordinary shares subject to possible redemption — — Non-redeemable $ (2,984,151 ) $ Denominator: Weighted average Non-redeemable Basic and diluted weighted average shares outstanding, Non-redeemable 9,343,750 9,343,750 Basic and diluted net loss per share, Non-redeemable $ (0.32 ) $ 0.15 | |
Enjoy Technology Inc [Member] | ||
Summary of Reconciliation Of Cash and Cash Equivalents and Restricted Cash | The reconciliation of cash and cash equivalents and restricted cash is as follows (in thousands): December 31, 2020 2019 Reconciliation of cash, cash equivalents and restricted cash: Cash and cash equivalents $ 58,452 $ 61,685 Restricted cash 5,494 4,329 Total cash, cash equivalents and restricted cash $ 63,946 $ 66,014 | |
Schedule of Estimated Useful Life Of the Property and Equipment | The estimated useful lives of the Company’s property and equipment are as follows: Property and Equipment Useful Life Office equipment 3 years Computer equipment 3 years Vehicles 3 years Leasehold improvements Shorter of estimated life of the asset or remaining lease term Furniture and fixtures 5 years | |
Schedule of Reconciliation of Changes in the Chargeback Accounts | Changes in the chargeback accounts were as follows (in thousands): Chargebacks Balance as of January 1, 2019 $ — Provision 2,178 Credits/payments made — Balance as of December 31, 2019 2,178 Provision 8,981 Credits/payments made (5,763 ) Balance as of December 31, 2020 $ 5,396 | |
Schedule of Weighted Average Assumptions Used to Estimate The Fair Value Of Stock Options Granted During the Year | The weighted-average assumptions used to estimate the fair value of stock options granted during the year is as follows: Years Ended December 31, 2020 2019 Risk-free interest rate 1.18 % 1.78 % Expected term (in years) 6.01 5.95 Expected volatility 48.4 % 46.6 % Expected dividend yield 0 % 0 % Fair value of common stock $ 0.42 $ 0.41 |
Short-Term Investments (Tables)
Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | |
Short Term Investments [Line Items] | |
Schedule of Short Term Investments | As of December 31, 2019, short-term investments consist of the following (in thousands): December 31, 2019 Amortized Cost Gross Gross Fair Value U.S. Treasury bills $ 3,721 $ 1 $ — $ 3,722 U.S. Government securities 18,791 — (3 ) 18,788 Total short-term investments $ 22,512 $ 1 $ (3 ) $ 22,510 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | |
Summary of future annual minimum rent payments under noncancelable leases were as follows : | As of December 31, 2020, future annual minimum rent payments under noncancelable leases were as follows (in thousands): Years Ending December 31, 2021 $ 12,204 2022 8,701 2023 7,875 2024 6,107 2025 3,111 Thereafter 797 Total minimum lease payments $ 38,795 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | |
Fair Value Disclosures [Line Items] | |||
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis | Description Quoted Prices in Significant Other Significant Other Liabilities: Derivative warrant liabilities $ — $ — $ 27,249,130 | The following table presents information about the Company’s liabilities measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. June 30, 2021 Description Quoted Prices in Active Significant Other Significant Other Liabilities: Derivative warrant liabilities - Public $ 11,960,000 $ — $ — Derivative warrant liabilities - Private $ — $ 8,085,330 $ — December 31, 2020 Description Quoted Prices in Active Significant Other Significant Other Liabilities: Derivative warrant liabilities - Public $ — $ — $ 16,258,130 Derivative warrant liabilities - Private $ — $ — $ 10,991,000 | |
Summary of Change in the Fair Value of the Derivative Warrant Liabilities | The change in the fair value of the derivative warrant liabilities for the period from October 16, 2020 (inception) through December 31, 2020 is summarized as follows: Derivative warrant liabilities at October 16, 2020 (inception) $ — Issuance of Public and Private Warrants 23,490,630 Change in fair value of derivative warrant liabilities 3,758,500 Derivative warrant liabilities at December 31, 2020 $ 27,249,130 | The change in the fair value of the derivative warrant liabilities, measured using level 3 inputs, for the three and six months ended June 30, 2021 is summarized as follows: Level 3 - Derivative warrant liabilities at December 31, 2020 $ 27,249,130 Change in fair value of derivative warrant liabilities (3,158,330 ) Transfer of Public Warrants out of level 3 (16,258,130 ) Level 3 - Derivative warrant liabilities at March 31, 2021 $ 7,832,670 Transfer of Private Warrants out of level 3 (7,832,670 ) Level 3 - Derivative warrant liabilities at June 30, 2021 $ — | |
Summary of Quantitative Information Regarding Level 3 Fair Value Measurements Inputs | The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement: As of As of Volatility 22.4 % 21.7 % Stock price $ 10.45 $ 10.40 Expected life of the options to convert 5.5 5.5 Risk-free rate 0.45 % 0.43 % Dividend yield 0.0 % 0.0 % | ||
Enjoy Technology Inc [Member] | |||
Fair Value Disclosures [Line Items] | |||
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis in the condensed consolidated financial statements (in thousands): June 30, 2021 Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 575 $ 575 Convertible loans 129,001 129,001 Total financial liabilities $ — $ — $ 129,576 $ 129,576 December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 806 $ 806 Convertible loan — — 86,357 86,357 Total financial liabilities $ — $ — $ 87,163 $ 87,163 | The following tables summarizes the Company’s assets and liabilities that are measured at fair value on a recurring basis in the consolidated financial statements (in thousands): Fair Value Measurements at December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Redeemable convertible preferred stock warrant liability $ — $ — $ 806 $ 806 Convertible loan — — 86,357 86,357 Total financial liabilities $ — $ — $ 87,163 $ 87,163 Fair Value Measurements at December 31, 2019 Using: Level 1 Level 2 Level 3 Total Assets: Cash $ 9,277 — — 9,277 Money market funds 14,919 — — 14,919 U.S. Treasury bills 3,741 — — 3,741 U.S. Government securities 3,748 — — 3,748 Repurchase agreements — 30,000 — 30,000 Total cash and cash equivalents 31,685 30,000 — 61,685 U.S. Treasury bills 3,722 — — 3,722 U.S. Government securities 18,788 — — 18,788 Total short-term investments 22,510 — — 22,510 Total financial assets $ 54,195 $ 30,000 $ — $ 84,195 Liabilities: Redeemable convertible preferred stock warrant liability — — 337 337 Total financial liabilities $ — $ — $ 337 $ 337 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) - Enjoy Technology Inc [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Line Items] | ||
Summary of computation of net loss per common share | The following table sets forth the computation of net loss per common share (in thousands except share and per share amounts): Six months ended June 30, 2021 2020 Numerator: Net loss $ (95,425 ) $ (50,756 ) Denominator: Weighted-average common shares outstanding—basic and diluted 63,616,729 61,646,777 Net loss per share—basic and diluted $ (1.50 ) $ (0.82 ) | The following table sets forth the computation of net loss per common share (in thousands except share and per share amounts): Year Ended December 31, 2020 2019 Numerator: Net loss $ (157,784 ) $ (89,694 ) Denominator: Weighted-average common shares outstanding—basic and diluted 61,852,957 60,753,169 Net loss per share—basic and diluted $ (2.55 ) $ (1.48 ) |
Summary of Antidilutive Securities Excluded From Computation Of Earning Per Share | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: Six months ended June 30, 2021 2020 Conversion of redeemable convertible preferred stock 153,473,639 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 336,304 Options to purchase common stock 30,563,285 25,482,230 Restricted stock units 2,082,965 — Conversion of convertible loan 28,583,645 — Total common stock equivalents 215,514,226 175,338,979 | The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share for the periods indicated because including them would have had an anti-dilutive effect: December 31, 2020 2019 Conversion of redeemable convertible preferred stock 149,520,445 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 336,304 Options to purchase common stock 22,874,690 21,628,240 Conversion of convertible loan 11,708,273 — Total common stock equivalents 184,914,100 171,484,989 |
Property And Equipment, Net (Ta
Property And Equipment, Net (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Schedule of Property Plant and Equipment,Net | Property and equipment, net consists of the following (in thousands): June 30, 2021 December 31, 2020 Leasehold improvements $ 18,048 $ 16,512 Furniture and fixtures 1,747 1,438 Office equipment 495 356 Computer equipment 81 81 Vehicles 66 66 20,437 18,453 Less: accumulated depreciation (6,095 ) (4,379 ) Property and equipment, net $ 14,342 $ 14,074 | Property and equipment, net consists of the following (in thousands): December 31, 2020 2019 Leasehold improvements $ 16,512 $ 9,984 Furniture and fixtures 1,438 892 Office equipment 356 397 Computer equipment 81 81 Vehicles 66 65 18,453 11,419 Less: accumulated depreciation (4,379 ) (2,310 ) Property and equipment, net $ 14,074 $ 9,109 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) - Enjoy Technology Inc [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Intangible Assets Net Excluding Goodwill [Line Items] | ||
Schedule of Intangible Assets | Intangible assets, net consist of the following (in thousands): June 30, 2021 December 31, 2020 Domain Name $ 1,500 $ 1,500 Less: accumulated amortization (583 ) (533 ) Intangible assets, net $ 917 $ 967 | Intangible assets, net consist of the following (in thousands): December 31, 2020 2019 Domain Name $ 1,500 1,500 Less: accumulated amortization (533 ) (433 ) Intangible assets, net $ 967 $ 1,067 |
Summary of Estimated Future Amortization Expense of Intangible Assets | The following table summarizes estimated future amortization expense of intangible assets for the years ending December 31 (in thousands): Years Ending December 31, 2021 $ 100 2022 100 2023 100 2024 100 2025 100 Thereafter 467 Total estimated future amortization expense $ 967 |
Accrued Expenses And Other Cu_2
Accrued Expenses And Other Current Liabilities (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Payables And Accruals [Line Items] | ||
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following (in thousands): June 30, 2021 December 31, 2020 Accrued salaries and wages $ 8,189 $ 8,088 Deferred rent 4,033 3,876 Accrued payables 4,584 2,774 Accrued tax 2,193 2,210 Accrued vacation and benefits 1,776 813 Accrued other 207 136 Total accrued expenses and other current liabilities $ 20,982 $ 17,897 | Accrued expenses and other current liabilities consist of the following (in thousands): December 31, 2020 2019 Accrued salaries and wages $ 8,088 $ 3,850 Deferred rent 3,876 3,400 Accrued payables 2,774 1,409 Accrued tax 2,210 798 Accrued vacation and benefits 813 557 Accrued other 136 70 Total accrued expenses and other current liabilities $ 17,897 $ 10,084 |
Debt (Tables)
Debt (Tables) - Enjoy Technology Inc [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||
Summary of Reconciliation of Changes in Fair Value for the Company's Convertible Loans Using Inputs Classified as Level 3 | The following table provides a reconciliation of changes in fair value for the Company’s convertible loans using inputs classified as Level 3 (in thousands): Balance at December 31, 2020 $ 86,357 Debt extinguishment of convertible loans (36,782 ) Change in fair value 19,226 Proceeds from issuance of convertible loans 60,200 Balance as of June 30, 2021 $ 129,001 | |
Summary of Components of the Company's Outstanding Debt | The components of the Company’s outstanding debt were as follows (in thousands): June 30, 2021 December 31, 2020 Paycheck Protection Program Loan principal $ 10,000 $ 10,000 Blue Torch Loan principal 37,000 37,000 Deferred financing costs and unamortized discount (2,677 ) (3,317 ) Less: current portion (4,436 ) (2,105 ) Long-term debt, net of discount $ 39,887 $ 41,578 Convertible loans principal $ 103,650 $ 43,451 Fair value premium of convertible loans 25,351 42,906 Less current portion of: Principal (60,000 ) — Fair value premium of Convertible Loan (15,845 ) $ — Long-term convertible loans, at fair value $ 53,156 $ 86,357 | |
Schedule of Long-term Debt Instruments | At December 31, 2020, the aggregate maturities of principal on all debt for each of the next five years and thereafter is as follows (in thousands): Years Ending December 31, Total 2021 $ 2,105 2022 7,895 2023 37,000 2024 43,451 2025 — Thereafter — Subtotal 90,451 Fair value premium of convertible loan 42,906 Deferred financing costs and unamortized discount (3,317 ) Total $ 130,040 |
Stock Warrants (Tables)
Stock Warrants (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Summary of Reconciliation of Changes in Fair Value for the Company's Warrant Liability Using Inputs Classified As Level 3 | The following table provides a reconciliation of changes in fair value for the Company’s warrant liability using inputs classified as Level 3 (in thousands): Balance at December 31, 2020 $ 806 Change in fair value (231 ) Balance at June 30, 2021 $ 575 Balance at December 31, 2019 $ 337 Change in fair value 314 Balance at June 30, 2020 $ 651 | The following table provides a reconciliation of changes in fair value for the Company’s warrant liability using inputs classified as Level 3 (in thousands): Balance at January 1, 2019 $ 224 Change in fair value 113 Balance at December 31, 2019 337 Change in fair value 469 Balance at December 31, 2020 $ 806 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock (Tables) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Enjoy Technology Inc [Member] | ||
Temporary Equity [Line Items] | ||
Summary of Redeemable Convertible Preferred Stock | At June 30, 2021 and December 31, 2020, redeemable convertible preferred stock consisted of the following (in thousands except share amounts): June 30, 2021 Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 43,485,135 43,485,135 3.7944 3.7944 157,078 165,000 Total 153,809,943 153,473,639 $ 368,692 $ 377,057 December 31, 2020 Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 39,531,941 39,531,941 3.7944 3.7944 142,078 150,000 Total 149,856,749 149,520,445 $ 353,692 $ 362,057 | At December 31, 2020 and 2019, redeemable convertible preferred stock consisted of the following (in thousands except share amounts): Preferred Preferred Issuance Conversion Carrying Liquidation Series Seed 10,220,000 10,220,000 $ 0.3572 $ 0.3572 $ 3,651 $ 3,651 Series A 23,298,748 23,298,748 1.1374 1.1374 26,371 26,500 Series B 76,806,060 76,469,756 2.3788 2.3788 181,592 181,906 Series C 39,531,941 39,531,941 3.7944 3.7944 142,078 150,000 Total 149,856,749 149,520,445 $ 353,692 $ 362,057 |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Enjoy Technology Inc [Member] | |
Class of Stock [Line Items] | |
Summary of Reserved Shares of Common Stock | As of each balance sheet date, the Company had reserved shares of common stock for issuance in connection with the following: June 30, 2021 December 31, 2020 Conversion of redeemable convertible preferred stock 153,473,639 149,520,445 Warrants to purchase redeemable convertible preferred stock 810,692 810,692 Shares available for grant under 2014 Equity Incentive Plan 32,646,250 22,874,690 Conversion of convertible loan 28,583,645 11,708,273 Total common stock equivalents 215,514,226 184,914,100 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) - Enjoy Technology [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Summary Of The Status Of The Stock Options | A summary of the status of the stock options as of June 30, 2021, and changes during the six months then ended is presented below (in thousands except share and per share amounts): Number of Shares Weighted Average Exercise Weighted Average Remaining Term (In Years) Aggregate Intrinsic Balance at December 31, 2020 22,874,790 0.62 7.71 $ 51,134 Options granted 10,231,800 3.11 Options exercised (3,073,937 ) 0.49 Options cancelled (786,568 ) 1.64 Balance at June 30, 2021 29,246,085 1.48 8.17 $ 57,635 Options exercisable as of June 30, 2021 11,902,445 0.62 6.91 $ 33,725 Vested and expected to vest—June 30, 2021 29,246,085 1.48 8.17 $ 57,635 | A summary of the status of the stock options as of December 31, 2020 and 2019, and changes during the years then ended are presented below (in thousands except share and per share amounts): Number of Weighted Remaining Aggregate Balance at January 1, 2019 17,467,312 $ 0.31 8.29 $ 2,177 Options granted 10,331,400 0.89 Options exercised (2,276,594 ) 0.21 Options cancelled (3,893,878 ) 0.41 Balance at December 31, 2019 21,628,240 0.58 8.49 $ 6,783 Options granted 4,229,800 0.89 Options exercised (802,253 ) 0.41 Options cancelled (2,181,097 ) 0.74 Balance at December 31, 2020 22,874,690 0.62 7.71 $ 51,134 Options exercisable as of December 31, 2020 12,289,789 0.49 7.00 $ 29,151 Vested and expected to vest—December 31, 2020 22,874,690 $ 0.62 7.71 $ 51,134 |
Summary Of Stock-Based Compensation Expense | The Company recognized stock-based compensation expense on all awards in the following categories in the consolidated statement of operations and comprehensive loss for the six months ended June 30, 2021 and 2020 (in thousands): Six Months Ended June 30, 2021 2020 Cost of revenue $ 53 $ 18 Operations and technology 489 327 General and administrative 1,368 529 Total stock-based compensation expense $ 1,910 $ 874 | The Company recognized stock-based compensation expense on all awards in the following categories in the consolidated statement of operations and comprehensive loss for the years ended December 31, 2020 and 2019 (in thousands): Years Ended December 31, 2020 2019 Cost of revenue $ 34 $ 15 Operations and technology 631 484 General and administrative 1,084 295 Total stock-based compensation expense $ 1,749 $ 794 |
Summary of Restricted Stock Units | The following table summarizes information pertaining to RSUs during the six months ended June 30, 2021 (in thousands, except for weighted-average grant-date fair value): Number of RSUs Weighted-Average Grant Date Fair Aggregate Intrinsic Outstanding at December 31, 2020 — $ — $ — Granted 2,083 3.45 7,186 Released — — — Cancelled/Forfeited — — — Outstanding at June 30, 2021 2,083 $ 3.45 $ 7,186 |
Income Taxes (Tables)
Income Taxes (Tables) - Enjoy Technology Inc [Member] | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Line Items] | |
Schedule of Loss Before Income Tax Benefits | The components of loss before provision for income taxes are as follows (in thousands): Years Ended December 31, 2020 2019 Federal $ (160,042 ) $ (95,463 ) Foreign 2,355 5,847 Loss before provision for income taxes $ (157,687 ) $ (89,616 ) |
Schedule of Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate | A reconciliation of the federal statutory income tax rate to the effective tax rate is as follows: Years Ended December 31, 2020 2019 Federal statutory rate 21.0 % 21.0 % Effect of: State statutory rate, net of federal tax benefit 3.0 % 4.6 % Foreign tax (2.6 %) (0.1 %) Change in valuation allowance (16.2 %) (25.0 %) Loss on Convertible Loan (5.0 %) — Other (0.3 %) (0.6 %) Total (0.1 %) (0.1 %) |
Schedule of Current and Deferred Portions of Income Tax Benefits | The income tax provision consists of the following (in thousands): Years Ended December 31, 2020 2019 Current provision: Federal $ — $ — State 22 15 Foreign 75 37 Total current provision 97 52 Deferred provision: Federal — — State — — Foreign — 26 Total deferred provision — 26 Provision for income taxes $ 97 $ 78 |
Summary of Net Deferred Tax Assets | Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The approximate amount of the Company’s deferred tax assets are as follows (in thousands): December 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 96,646 $ 67,127 Accruals and reserves 462 333 Property and equipment 568 328 Total deferred tax asset before valuation allowance 97,676 67,788 Valuation allowance (97,676 ) (67,788 ) Deferred tax assets, net of valuation allowance $ — $ — |
Summary of Gross Unrecognized Tax Benefit | A reconciliation of the beginning and ending amount of the gross unrecognized tax benefit for the years ended December 31, 2020 and 2019 are as follows (in thousands): Gross unrecognized tax benefits at January 1, 2019 $ 1,538 Increase for tax positions during 2019 2,071 Gross unrecognized tax benefits at December 31, 2019 3,609 Increase for tax positions during 2020 1,763 Gross unrecognized tax benefits at December 31, 2020 $ 5,372 |
Segment Information (Tables)
Segment Information (Tables) - Enjoy Technology Inc [Member] | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Reconciliation of segment results to Consolidated Results | Reconciliations of segment revenue to consolidated revenue and segment loss to consolidated loss from operations is shown in the following table for each of the periods presented (in thousands): Six Months Ended June 30, 2021 North America Europe Total Revenue $ 32,677 $ 7,534 $ 40,211 Segment loss (39,914 ) (13,314 ) (53,228 ) Unallocated corporate expenses: Operations and technology (6,445 ) General and administrative (13,795 ) Loss from operations $ (73,468 ) Six Months Ended June 30, 2020 North America Europe Total Revenue $ 20,108 $ 5,717 $ 25,825 Segment loss (30,097 ) (7,459 ) (37,556 ) Unallocated corporate expenses: Operations and technology (5,819 ) General and administrative (6,389 ) Loss from operations $ (49,764 ) | Reconciliations of segment revenue to consolidated revenue and segment loss to consolidated loss from operations is shown in the following table for each of the periods presented (in thousands): For the Year Ended December 31, 2020 North America Europe Total Revenue $ 46,593 $ 13,730 $ 60,323 Segment loss (64,669 ) (18,167 ) (82,836 ) Unallocated corporate expenses: Operations and technology (12,879 ) General and administrative (15,912 ) Loss from operations $ (111,627 ) For the Year Ended December 31, 2019 North America Europe Total Revenue $ 38,722 $ 6,935 $ 45,657 Segment loss (54,923 ) (9,379 ) (64,302 ) Unallocated corporate expenses: Operations and technology (12,305 ) General and administrative (13,151 ) Loss from operations $ (89,758 ) |
Summary of net long-lived assets by geographic area | Long-lived assets include property and equipment, net. The following long-lived assets data is based upon the location of the assets (in thousands): As of December 31, 2020 2019 North America $ 7,920 $ 5,621 Europe 6,154 3,488 Total long-lived assets $ 14,074 $ 9,109 | |
Summary of revenue distribution for its North America segment | The Company’s revenue distribution for its North America segment was as follows: Six Months Ended June 30, 2021 2020 United States 85 % 93 % Canada 15 % 7 % 100 % 100 % |
Description of Organization a_2
Description of Organization and Business Operations - Additional Information (Detail) - USD ($) | Apr. 28, 2021 | Dec. 17, 2020 | Oct. 28, 2020 | Dec. 31, 2020 | Jun. 30, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Shares issued price per share | $ 10 | ||||
Proceeds from issuance of IPO | $ 373,750,000 | ||||
Offering costs | $ 19,500,000 | ||||
Deferred underwriting commissions | 13,100,000 | 13,081,250 | $ 13,081,250 | ||
Proceeds from issuance of warrants | $ 373,800,000 | ||||
Restricted investments term | 185 days | ||||
Value per share | $ 10 | ||||
Net tangible assets for consummation of business combination | $ 5,000,001 | ||||
Percentage of redeeming shares of public shares without the company's prior written consent | 15.00% | ||||
Dissolution expense | $ 100,000 | ||||
Cash | 2,266,049 | $ 877,620 | |||
Proceeds from lines of credit | 127,850 | ||||
Stock issued during period value issued for services | 25,000 | ||||
Net working capital | $ 2,000,000 | ||||
Business Acquisitions [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Business Acquisition, Share Price | $ 10 | ||||
Business Acquisitions [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Business acquisitions purchase price allocation | $ 1,028,738,000 | ||||
Business combination step acquisition percentage | 125.00% | ||||
Minimum [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Percentage of fair market value of business combination | 80.00% | ||||
Maximum aggregate business acquisitions amount | $ 15,000,000 | ||||
Minimum [Member] | Business Acquisitions [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Business acquisition percentage of voting interests acquired | 50.00% | ||||
Maximum [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Maximum aggregate business acquisitions amount | $ 60,000,000 | ||||
Sponsor [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Percentage of redeeming shares of public shares without the company's prior written consent | 100.00% | ||||
Business combination period | 24 months | ||||
PIPE Investors [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 8,000,000 | ||||
Stock issued during period value issued for services | $ 80,000,000 | ||||
Common Class A [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Value per share | $ 11.50 | $ 9.20 | $ 9.20 | ||
Ordinary shares par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Stock conversion basis | one-for-one | ||||
Ordinary shares issued | 4,330,042 | 4,237,863 | |||
Common Class B [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Ordinary shares par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Stock conversion basis | one-for-one | ||||
Ordinary shares issued | 9,343,750 | 9,343,750 | |||
Founder Share Amount [Member] | Sponsor [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during period value issued for services | $ 25,000 | ||||
Founder Shares [Member] | Sponsor [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 10,062,500 | ||||
Proceeds from lines of credit | $ 128,000 | ||||
Founder Shares [Member] | Common Class A [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock conversion basis | one to one | one to one | |||
Founder Shares [Member] | Common Class B [Member] | Sponsor [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Ordinary shares par value | $ 0.0001 | ||||
Ordinary Shares | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Value per share | $ 15 | ||||
Ordinary shares issued | 1,121,250 | ||||
Number of trading days for determining the share price | 20 days | ||||
Number Of Consecutive Trading Days For Determining The Share Price | 30 days | ||||
Ordinary Shares | Common Class A [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 37,375,000 | ||||
Ordinary Shares | Common Class B [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during period value issued for services | $ 934 | ||||
Operating Bank Account [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Cash | $ 2,300,000 | $ 878,000 | |||
Working deficit | $ 3,800,000 | ||||
Private Placement Warrants [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Proceeds from issuance of warrants | $ 9,500,000 | ||||
Private Placement Warrants [Member] | Sponsor [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Class of warrants and rights issued during the period | 6,316,667 | ||||
Class of warrants and rights issued price per warrant | $ 1.50 | ||||
IPO [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Offering costs | $ 19,900,000 | ||||
Deferred underwriting commissions | $ 13,100,000 | ||||
Value per share | $ 10 | ||||
IPO [Member] | Common Class A [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 37,375,000 | ||||
Shares issued price per share | $ 10 | ||||
Proceeds from issuance of IPO | $ 373,800,000 | ||||
Stock conversion basis | Each Unit consists of one Class A ordinary share, and one-fourth of one redeemable warrant (each, a “Public warrant”). | ||||
Over-Allotment Option [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 4,875,000 | 4,875,000 | |||
Over-Allotment Option [Member] | Common Class A [Member] | |||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||
Stock issued during the period shares | 4,875,000 |
Description Of Business And B_2
Description Of Business And Basis Of Presentation - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Net loss | $ (2,984,151) | $ 4,368,352 | $ (4,832,201) | $ 1,384,201 | |||
Net cash used in operating activities | 301,844 | 1,023,195 | |||||
Accumulated deficit | (3,448,000) | (4,832,201) | (3,448,000) | $ (4,832,201) | |||
Enjoy Technology Inc [Member] | |||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||
Net loss | (95,425,000) | $ (50,756,000) | (157,784,000) | $ (89,694,000) | |||
Net cash used in operating activities | 71,844,000 | $ 40,187,000 | 95,342,000 | 90,295,000 | |||
Accumulated deficit | $ (517,358,000) | $ (421,933,000) | $ (517,358,000) | $ (421,933,000) | $ (264,339,000) |
Restatement of Previously Iss_3
Restatement of Previously Issued Financial Statements - Summary of Restatement of Financial Statements (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Dec. 17, 2020 | Oct. 15, 2020 | |
Statement of Financial Position [Abstract] | ||||||
Total assets | $ 375,264,188 | $ 376,847,694 | $ 375,264,188 | |||
Liabilities, Current [Abstract] | ||||||
Total current liabilities | 5,303,819 | 1,067,726 | 5,303,819 | |||
Deferred legal fees | 500,000 | 500,000 | $ 500,000 | |||
Deferred underwriting commissions | 13,081,250 | 13,081,250 | 13,081,250 | $ 13,100,000 | ||
Derivative warrant liabilities | 20,045,330 | 27,249,130 | 20,045,330 | |||
Total liabilities | 38,892,808 | 41,398,106 | 38,892,808 | |||
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption | 331,371,370 | 330,449,580 | 331,371,370 | |||
Shareholders' Equity | ||||||
Preference shares—$0.0001 par value | 0 | 0 | 0 | |||
Additional paid-in capital | 8,446,652 | 9,830,842 | 8,446,652 | |||
Accumulated deficit | (3,448,000) | (4,832,201) | (3,448,000) | |||
Total shareholders' equity | 5,000,010 | $ 5,000,008 | 5,000,008 | 5,000,010 | $ 0 | |
Total liabilities and shareholders' equity | 375,264,188 | 376,847,694 | 375,264,188 | |||
Statement of Operations | ||||||
Loss from operations | (2,357,741) | (127,691) | (5,819,599) | |||
Other (expense) income: | ||||||
Change in fair value of derivative warrant liabilities | (626,410) | (3,758,500) | 7,203,800 | |||
Transaction costs—derivative warrant liabilities | (946,010) | |||||
Total other (expense) income | (4,704,510) | |||||
Net loss | (2,984,151) | $ 4,368,352 | (4,832,201) | 1,384,201 | ||
Statement of Cash Flows | ||||||
Net loss | (4,832,201) | |||||
Change in fair value of derivative warrant liabilities | 626,410 | 3,758,500 | (7,203,800) | |||
Transaction costs - derivative warrant liabilities | 946,010 | |||||
Common Class A [Member] | ||||||
Shareholders' Equity | ||||||
Common Stock | $ 424 | $ 433 | $ 424 | |||
Other (expense) income: | ||||||
Weighted average ordinary shares outstanding, basic and diluted | 37,375,000 | 37,375,000 | 37,375,000 | |||
Basic and diluted net income per ordinary share | $ 0 | $ 0 | $ 0 | |||
Common Class B [Member] | ||||||
Shareholders' Equity | ||||||
Common Stock | $ 934 | $ 934 | $ 934 | |||
Other (expense) income: | ||||||
Weighted average ordinary shares outstanding, basic and diluted | 9,343,750 | 8,429,688 | 9,343,750 | |||
Basic and diluted net income per ordinary share | $ (0.32) | $ (0.57) | $ 0.15 | |||
As Previously Reported [Member] | ||||||
Statement of Financial Position [Abstract] | ||||||
Total assets | $ 376,847,694 | |||||
Liabilities, Current [Abstract] | ||||||
Total current liabilities | 1,067,726 | |||||
Deferred legal fees | 0 | |||||
Deferred underwriting commissions | 13,081,250 | |||||
Total liabilities | 14,148,976 | |||||
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption | 357,698,710 | |||||
Shareholders' Equity | ||||||
Preference shares—$0.0001 par value | 0 | |||||
Additional paid-in capital | 5,126,604 | |||||
Accumulated deficit | (127,691) | |||||
Total shareholders' equity | 5,000,008 | |||||
Total liabilities and shareholders' equity | 376,847,694 | |||||
Statement of Operations | ||||||
Loss from operations | (127,691) | |||||
Other (expense) income: | ||||||
Net gain from investments held in Trust Account | 0 | |||||
Net loss | (127,691) | |||||
Statement of Cash Flows | ||||||
Net loss | (127,691) | |||||
As Previously Reported [Member] | Common Class A [Member] | ||||||
Shareholders' Equity | ||||||
Common Stock | $ 161 | |||||
Other (expense) income: | ||||||
Weighted average ordinary shares outstanding, basic and diluted | 37,375,000 | |||||
Basic and diluted net income per ordinary share | $ 0 | |||||
As Previously Reported [Member] | Common Class B [Member] | ||||||
Shareholders' Equity | ||||||
Common Stock | $ 934 | |||||
Other (expense) income: | ||||||
Weighted average ordinary shares outstanding, basic and diluted | 8,429,688 | |||||
Basic and diluted net income per ordinary share | $ (0.02) | |||||
Restatement Adjustment [Member] | ||||||
Liabilities, Current [Abstract] | ||||||
Derivative warrant liabilities | $ 27,249,130 | |||||
Total liabilities | 27,249,130 | |||||
Class A ordinary shares, $0.0001 par value; shares subject to possible redemption | (27,249,130) | |||||
Shareholders' Equity | ||||||
Additional paid-in capital | 4,704,238 | |||||
Accumulated deficit | (4,704,510) | |||||
Other (expense) income: | ||||||
Change in fair value of derivative warrant liabilities | (3,758,500) | |||||
Transaction costs—derivative warrant liabilities | (946,010) | |||||
Total other (expense) income | (4,704,510) | |||||
Net loss | (4,704,510) | |||||
Statement of Cash Flows | ||||||
Net loss | (4,704,510) | |||||
Change in fair value of derivative warrant liabilities | 3,758,500 | |||||
Transaction costs - derivative warrant liabilities | 946,010 | |||||
Restatement Adjustment [Member] | Common Class A [Member] | ||||||
Shareholders' Equity | ||||||
Common Stock | $ 272 | |||||
Restatement Adjustment [Member] | Common Class B [Member] | ||||||
Other (expense) income: | ||||||
Basic and diluted net income per ordinary share | $ (0.55) |
Restatement of Previously Iss_4
Restatement of Previously Issued Financial Statements - Summary of Restatement of Financial Statements (Parenthetical) (Detail) - $ / shares | Jun. 30, 2021 | Apr. 28, 2021 | Dec. 31, 2020 |
Accounting Changes [Line Items] | |||
Preference shares par value | $ 0.0001 | $ 0.0001 | |
As Previously Reported [Member] | |||
Accounting Changes [Line Items] | |||
Preference shares par value | 0.0001 | ||
Restatement Adjustment [Member] | |||
Accounting Changes [Line Items] | |||
Preference shares par value | 0.0001 | ||
Common Class A [Member] | |||
Accounting Changes [Line Items] | |||
Class A ordinary shares par value | 0.0001 | 0.0001 | |
Ordinary shares par value | 0.0001 | $ 0.0001 | 0.0001 |
Common Class A [Member] | As Previously Reported [Member] | |||
Accounting Changes [Line Items] | |||
Class A ordinary shares par value | 0.0001 | ||
Ordinary shares par value | 0.0001 | ||
Common Class A [Member] | Restatement Adjustment [Member] | |||
Accounting Changes [Line Items] | |||
Class A ordinary shares par value | 0.0001 | ||
Ordinary shares par value | 0.0001 | ||
Common Class B [Member] | |||
Accounting Changes [Line Items] | |||
Ordinary shares par value | $ 0.0001 | $ 0.0001 | 0.0001 |
Common Class B [Member] | As Previously Reported [Member] | |||
Accounting Changes [Line Items] | |||
Ordinary shares par value | 0.0001 | ||
Common Class B [Member] | Restatement Adjustment [Member] | |||
Accounting Changes [Line Items] | |||
Ordinary shares par value | $ 0.0001 |
Restatement of Previously Iss_5
Restatement of Previously Issued Financial Statements - Additional Information (Detail) $ in Millions | Dec. 23, 2020USD ($) |
Restatement Adjustment [Member] | |
Accounting Changes [Line Items] | |
Reclassification from temporary equity to derivative warrant liabilities | $ 23.5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Federal depository insurance coverage | $ 250,000 | $ 250,000 | $ 250,000 | ||||
Cash equivalents | 0 | $ 0 | 0 | $ 0 | |||
Cash at bank | 877,620 | 2,266,049 | 877,620 | 2,266,049 | |||
Cash held in trust account | 373,800,000 | $ 373,800,000 | |||||
Transaction costs—derivative warrant liabilities | 946,010 | ||||||
Offering costs | 196,307 | 266,102 | 19,477,581 | ||||
Profit loss | (4,832,201) | ||||||
Net income loss | $ (2,984,151) | $ 4,368,352 | (4,832,201) | 1,384,201 | |||
IPO [Member] | |||||||
Reimbursement received | $ 3,000,000 | $ 3,000,000 | |||||
Warrant [Member] | |||||||
Antidilutive securities excluded from computation of earnings per share amount | 15,660,417 | ||||||
Common Class A [Member] | |||||||
Ordinary shares subject to possible redemption | 33,137,137 | 33,044,958 | 33,137,137 | 33,044,958 | |||
Interest income from investment in trust account net of taxes | $ 0 | ||||||
Net income loss attributable to redeemable non controlling interest | $ 0 | ||||||
Common Class A [Member] | IPO [Member] | |||||||
Number of warrants or rights outstanding | 9,343,750 | 9,343,750 | |||||
Private Placement Warrants [Member] | |||||||
Number of warrants or rights outstanding | 6,316,667 | 6,316,667 | |||||
Enjoy Technology Inc [Member] | |||||||
Ordinary shares subject to possible redemption | 149,520,445 | 149,520,445 | 149,520,445 | ||||
Antidilutive securities excluded from computation of earnings per share amount | 215,514,226 | 175,338,979 | 184,914,100 | 171,484,989 | |||
Net income loss | $ (95,425,000) | $ (50,756,000) | $ (157,784,000) | $ (89,694,000) | |||
Accounts receivable,Allowance for doubtful accounts | $ 0 | 0 | 0 | ||||
Impairment of long lived assets | $ 0 | 0 | |||||
Contract with customer timing of satisfaction of performance obligation and payment | Customer payments are due when control of services is transferred to the customer and are not conditional on anything other than payment terms, which typically are less than 60 days | ||||||
Chargeback estimates related to services amount | $ 5,400,000 | $ 2,200,000 | |||||
Threshold minimum percentage for recognition of tax benefit | 50.00% | ||||||
Enjoy Technology Inc [Member] | Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||||||
Concentration risk percentage | 10.00% | 10.00% | |||||
Enjoy Technology Inc [Member] | Customer Concentration Risk [Member] | Customer One [Member] | Accounts Receivable [Member] | |||||||
Concentration risk percentage | 57.00% | 68.00% | |||||
Enjoy Technology Inc [Member] | Customer Concentration Risk [Member] | Customer Two [Member] | Accounts Receivable [Member] | |||||||
Concentration risk percentage | 27.00% | 20.00% | |||||
Enjoy Technology Inc [Member] | Customer Concentration Risk [Member] | Customer Three [Member] | Accounts Receivable [Member] | |||||||
Concentration risk percentage | 11.00% | ||||||
Enjoy Technology Inc [Member] | Internet Domain Names [Member] | |||||||
Intangible assets useful life | 15 years | ||||||
Enjoy Technology Inc [Member] | Operations and Technology [Member] | |||||||
Cost of employees | $ 12,400,000 | $ 12,300,000 | |||||
Enjoy Technology Inc [Member] | Warrant [Member] | |||||||
Antidilutive securities excluded from computation of earnings per share amount | 810,692 | 336,304 | 810,692 | 336,304 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of basic and diluted net income per shares (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | |
Numerator: Net Income (Loss) minus Net Earnings | ||||
Net income (loss) | $ (2,984,151) | $ 4,368,352 | $ (4,832,201) | $ 1,384,201 |
Class A Redeemable Common Stock [Member] | ||||
Numerator: Earnings allocable to Ordinary shares subject to possible redemption | ||||
Income from investments held in Trust Account | 0 | 0 | ||
Less: Company's portion available to be withdrawn to pay taxes | 0 | 0 | ||
Net income attributable | $ 0 | $ 0 | ||
Basic and diluted weighted average shares outstanding | 37,375,000 | 37,375,000 | ||
Basic and diluted net income per share | $ 0 | $ 0 | ||
Basic and diluted weighted average shares outstanding, Non-redeemable ordinary shares | 37,375,000 | 37,375,000 | ||
Basic and diluted net loss per share, Non-redeemable ordinary shares | $ 0 | $ 0 | ||
Class A Nonredeemable Common Stock [Member] | ||||
Numerator: Earnings allocable to Ordinary shares subject to possible redemption | ||||
Basic and diluted weighted average shares outstanding | 9,343,750 | 9,343,750 | ||
Basic and diluted net income per share | $ (0.32) | $ 0.15 | ||
Basic and diluted weighted average shares outstanding, Non-redeemable ordinary shares | 9,343,750 | 9,343,750 | ||
Basic and diluted net loss per share, Non-redeemable ordinary shares | $ (0.32) | $ 0.15 | ||
Numerator: Net Income (Loss) minus Net Earnings | ||||
Net income (loss) | $ (2,984,151) | $ 1,384,201 | ||
Net income allocable to Class A ordinary shares subject to possible redemption | 0 | 0 | ||
Non-redeemable net income (loss) | $ (2,984,151) | $ 1,384,201 |
Short-Term Investments - Schedu
Short-Term Investments - Schedule of Short Term Investments (Detail) - Enjoy Technology Inc [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | $ 22,512 |
Gross Unrealized Gains | 1 |
Gross Unrealized Losses | (3) |
Fair Value | 22,510 |
US Treasury Bill Securities [Member] | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 3,721 |
Gross Unrealized Gains | 1 |
Gross Unrealized Losses | 0 |
Fair Value | 3,722 |
US Government Debt Securities [Member] | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 18,791 |
Gross Unrealized Gains | 0 |
Gross Unrealized Losses | (3) |
Fair Value | $ 18,788 |
Short-Term Investments - Additi
Short-Term Investments - Additional Information (Detail) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Enjoy Technology Inc [Member] | ||
Short Term Investments [Line Items] | ||
Short term investments | $ 0 | $ 22,510,000 |
Initial Public Offering - Addit
Initial Public Offering - Additional Information (Detail) - USD ($) | Apr. 28, 2021 | Dec. 17, 2020 | Dec. 31, 2020 | Jun. 30, 2021 |
Proceeds from initial public offer | $ 373,750,000 | |||
Offering costs | $ 19,500,000 | |||
Deferred underwriting commissions | $ 13,100,000 | $ 13,081,250 | $ 13,081,250 | |
Share price per share | $ 10 | |||
Deferred legal fees | $ 500,000 | $ 500,000 | ||
IPO [Member] | ||||
Offering costs | 19,900,000 | |||
Deferred underwriting commissions | $ 13,100,000 | |||
Share price per share | $ 10 | |||
Over-Allotment Option [Member] | ||||
Stock issued during the period shares | 4,875,000 | 4,875,000 | ||
Common Class A [Member] | ||||
Share price per share | $ 11.50 | $ 9.20 | $ 9.20 | |
Stock conversion basis | one-for-one | |||
Shares issuable per warrant | 0.361 | 0.361 | ||
Common Class A [Member] | IPO [Member] | ||||
Stock issued during the period shares | 37,375,000 | |||
Sale of stock issue price per share | $ 10 | |||
Proceeds from initial public offer | $ 373,800,000 | |||
Stock conversion basis | Each Unit consists of one Class A ordinary share, and one-fourth of one redeemable warrant (each, a “Public warrant”). | |||
Common Class A [Member] | Over-Allotment Option [Member] | ||||
Stock issued during the period shares | 4,875,000 | |||
Public Warrant [Member] | Common Class A [Member] | ||||
Shares issuable per warrant | 1 | |||
Exercise price of warrant | $ 11.50 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | Nov. 10, 2020 | Oct. 28, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Apr. 28, 2021 | Dec. 17, 2020 | Dec. 15, 2020 |
Related Party Transaction [Line Items] | ||||||||
Share price per share | $ 10 | |||||||
Proceeds from private placement warrants | $ 9,475,000 | |||||||
Working Capital Loans [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Borrowings | $ 0 | $ 0 | $ 0 | |||||
Private Placement Warrants [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of days after the Business Combination determining Private Placement Warrants lock in period | 30 days | |||||||
Over-Allotment Option [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Over-allotment option exercised | fully | |||||||
IPO [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Share price per share | 10 | |||||||
Founder Shares [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Founder shares outstanding | 9,343,750 | |||||||
Founder shares agreed to be forfeited | 9,343,750 | |||||||
Founder shares subject to forfeiture | 9,343,750 | |||||||
Number of years after the Business Combination determining founder shares lock in period | 1 year | 1 year | ||||||
Founder Shares [Member] | IPO [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage of issued and outstanding shares owned by Founder Shares | 20.00% | |||||||
Warrant [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Private Placement Warrant exercise price | $ 11.50 | $ 11.50 | $ 11.50 | |||||
Warrant [Member] | Working Capital Loans [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Working capital loans convertible amount | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | |||||
Working capital loans conversion price | $ 1.50 | $ 1.50 | $ 1.50 | |||||
Class B [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ordinary shares par value | 0.0001 | 0.0001 | 0.0001 | $ 0.0001 | ||||
Class A [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Ordinary shares par value | 0.0001 | 0.0001 | 0.0001 | $ 0.0001 | ||||
Share price per share | 9.20 | 9.20 | 9.20 | $ 11.50 | ||||
Class A [Member] | Share Price Equals Or Exceeds 12 USD [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Share price per share | $ 12 | $ 12 | $ 12 | |||||
Class A [Member] | Founder Shares [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Number of consecutive trading days after the Business Combination determining founder shares lock in period | 20 days | 20 days | ||||||
Number of trading days after the Business Combination determining founder shares lock in period | 30 days | 30 days | ||||||
Threshold days after the Business Combination determining founder shares lock in period | 150 days | 150 days | ||||||
Sponsor [Member] | Office Space And Administrative Support Services [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related party expense | $ 0 | $ 0 | ||||||
Sponsor [Member] | Private Placement Warrants [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Private placement warrants shares issued | 6,316,667 | 6,316,667 | ||||||
Private placement warrants shares issued price per share | $ 1.50 | $ 1.50 | $ 1.50 | |||||
Proceeds from private placement warrants | $ 9,500,000 | $ 9,500,000 | ||||||
Sponsor [Member] | IPO [Member] | Commercial Paper [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Promissory note, Face amount | $ 300,000 | |||||||
Promissory note, Interest rate | 0.00% | |||||||
Borrowings | $ 128,000 | |||||||
Sponsor [Member] | Founder Shares [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Founder shares surrendered shares | 718,750 | |||||||
Founder Shares surrendered shares, Value | $ 0 | |||||||
Sponsor [Member] | Founder Shares [Member] | Over-Allotment Option [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Founder shares outstanding | 1,218,750 | |||||||
Founder shares agreed to be forfeited | 1,218,750 | |||||||
Founder shares subject to forfeiture | 1,218,750 | |||||||
Sponsor [Member] | Class B [Member] | Founder Shares [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Proceeds from stock issuance | $ 25,000 | |||||||
Issuance of Ordinary shares | 10,062,500 | |||||||
Ordinary shares par value | $ 0.0001 | |||||||
Underwriters [Member] | Founder Shares [Member] | Over-Allotment Option [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Founder shares outstanding | 1,218,750 | 0 | ||||||
Founder shares agreed to be forfeited | 1,218,750 | 0 | ||||||
Founder shares subject to forfeiture | 1,218,750 | 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 17, 2020 | |
Deferred underwriting commissions payable per unit | $ 0.35 | $ 0.35 | $ 0.35 | |||
Deferred underwriting commissions | $ 13,081,250 | $ 13,081,250 | $ 13,081,250 | $ 13,100,000 | ||
Per unit | $ 0.01 | |||||
Deferred legal fees | $ 500,000 | 500,000 | ||||
Enjoy Technology Inc [Member] | ||||||
Operating Leases, Rent Expense | 4,900,000 | $ 3,200,000 | 7,300,000 | $ 6,000,000 | ||
Loss Contingency Accrual, Payments | 0 | 0 | ||||
Indemnification loss reserve | 0 | 0 | 0 | 0 | ||
Enjoy Technology Inc [Member] | Other Noncurrent Assets [Member] | ||||||
Security Deposit | 3,500,000 | 4,000,000 | 3,500,000 | 2,300,000 | ||
Enjoy Technology Inc [Member] | Standby Letters of Credit [Member] | ||||||
Letters of Credit Outstanding, Amount | $ 5,500,000 | $ 5,500,000 | $ 5,500,000 | $ 4,300,000 | ||
Over-Allotment Option [Member] | ||||||
Overallotment Option Vesting Period | 45 days | 45 days | ||||
Stock issued during the period shares | 4,875,000 | 4,875,000 | ||||
IPO [Member] | ||||||
Underwriting discount paid per unit | $ 0.20 | $ 0.20 | $ 0.20 | |||
Underwriting discount paid | $ 7,500,000 | $ 7,500,000 | ||||
Reimbursement received | $ 3,000,000 | $ 3,000,000 | ||||
Deferred underwriting commissions | $ 13,100,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Annual Minimum Rent Payments Under Noncancelable Leases Were as Follows (Detail) - Enjoy Technology Inc [Member] $ in Thousands | Dec. 31, 2020USD ($) |
2021 | $ 12,204 |
2022 | 8,701 |
2023 | 7,875 |
2024 | 6,107 |
2025 | 3,111 |
Thereafter | 797 |
Total minimum lease payments | $ 38,795 |
Derivative Warrant Liabilities
Derivative Warrant Liabilities - Additional Information (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2020 | Jun. 30, 2021 | Dec. 17, 2020 | |
Warrants exercisable term from the date of completion of business combination | 30 days | 30 days | |
Warrants exercisable term from the closing of IPO | 12 months | 12 months | |
Minimum lock in period for SEC registration from date of business combination | 20 days | 20 days | |
Minimum lock In period to become effective after the closing of the initial Business Combination | 60 days | 60 days | |
Effective day for registration statement issuable upon exercise of the warrants | 60 days | 60 days | |
Warrants expiration term | 5 years | 5 years | |
Share price | $ 10 | ||
Percentage of capital raised for business combination to total equity Proceeds | 60.00% | 60.00% | |
Class of warrants, redemption price per unit | $ 10 | $ 10 | |
Share Price Equals or Exceeds $10 [Member] | |||
Class of warrants, redemption price per unit | 18 | 18 | |
Share Price More Than or Equals To $18 [Member] | |||
Share price | $ 18 | $ 18 | |
Number of consecutive trading days for determining share price | 20 days | 20 days | |
Class of warrants, exercise price adjustment percentage | 180.00% | 180.00% | |
Class of warrants, redemption notice period | 30 days | 30 days | |
Number of consecutive trading days for determining share price | 20 days | 20 days | |
Class of warrants, redemption price per unit | $ 0.01 | $ 0.01 | |
Number of trading days for determining share price | 30 days | 30 days | |
Share Price Less Than or Equals To $9.2 [Member] | |||
Class of warrants, exercise price adjustment percentage | 115.00% | 115.00% | |
Share Price Less Than or Equals To $18 [Member] | |||
Share price | $ 10 | $ 10 | |
Class of warrants, exercise price adjustment percentage | 100.00% | 100.00% | |
Class of warrants, redemption notice period | 30 days | 30 days | |
Class of warrants, redemption price per unit | $ 0.10 | $ 0.10 | |
Public Warrants [Member] | |||
Warrants outstandings | 9,343,750 | 9,343,750 | |
Private Warrant [Member] | |||
Warrants outstandings | 6,316,667 | ||
Common Class A [Member] | |||
Share price | $ 9.20 | $ 9.20 | $ 11.50 |
Securities called by each warrant | 0.361 | 0.361 | |
Number of days determining fair market value of the ClassA ordinary shares | 10 days | 10 days | |
Common Class A [Member] | Share Price Below $9.20 [Member] | |||
Share price | $ 9.20 | $ 9.20 | |
Warrant [Member] | |||
Warrants exercise price | $ 11.50 | $ 11.50 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - USD ($) | Apr. 28, 2021 | Dec. 17, 2020 | Nov. 10, 2020 | Oct. 28, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 15, 2020 | Oct. 15, 2020 |
Preference shares authorized | 5,000,000 | 5,000,000 | |||||||
Preference shares par value | $ 0.0001 | $ 0.0001 | |||||||
Preference shares issued | 0 | 0 | |||||||
Preference shares outstanding | 0 | 0 | |||||||
Over-Allotment Option [Member] | |||||||||
Stock issued during the period shares | 4,875,000 | 4,875,000 | |||||||
Common Class A [Member] | |||||||||
Ordinary shares authorized | 500,000,000 | 500,000,000 | |||||||
Ordinary shares par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||
Ordinary shares issued | 4,330,042 | 4,237,863 | |||||||
Ordinary shares outstanding | 4,330,042 | 4,237,863 | |||||||
Ordinary shares subject to possible redemption | 33,044,958 | 33,137,137 | |||||||
Conversion basis | one-for-one | ||||||||
Common Class A [Member] | Over-Allotment Option [Member] | |||||||||
Stock issued during the period shares | 4,875,000 | ||||||||
Founder Shares [Member] | |||||||||
Ordinary shares authorized | 50,000,000 | 50,000,000 | |||||||
Founder shares outstanding | 9,343,750 | ||||||||
Founder Shares [Member] | Underwriters [Member] | Over-Allotment Option [Member] | |||||||||
Founder shares outstanding | 1,218,750 | 0 | |||||||
Founder Shares [Member] | Sponsor [Member] | |||||||||
Stock issued during the period shares | 10,062,500 | ||||||||
Founder shares surrendered shares | 718,750 | ||||||||
Founder Shares surrendered shares, Value | $ 0 | ||||||||
Founder Shares [Member] | Sponsor [Member] | Over-Allotment Option [Member] | |||||||||
Founder shares outstanding | 1,218,750 | ||||||||
Founder Shares [Member] | Common Class A [Member] | |||||||||
Voting rights | one | one | |||||||
Percentage of conversion | 20.00% | 20.00% | |||||||
Conversion basis | one to one | one to one | |||||||
Common Stock [Member] | |||||||||
Ordinary shares issued | 1,121,250 | ||||||||
Percentage of issued and outstanding ordinary shares owned by initial shareholders | 20.00% | ||||||||
Common Stock [Member] | Common Class A [Member] | |||||||||
Stock issued during the period shares | 37,375,000 | ||||||||
Founder shares outstanding | 4,330,042 | 4,237,863 | 3,919,817 | 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Enjoy Technology Inc [Member] | |||
Liabilities: | |||
Redeemable convertible preferred stock warrant liability | $ 575,000 | $ 806,000 | $ 337,000 |
Convertible loan | 129,001,000 | 86,357,000 | |
Total financial liabilities | 129,576,000 | 87,163,000 | 337,000 |
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 61,685,000 | ||
Short-term investments | 22,510,000 | ||
Total financial assets | 84,195,000 | ||
Enjoy Technology Inc [Member] | Cash [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 9,277,000 | ||
Enjoy Technology Inc [Member] | Money market funds [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 14,919,000 | ||
Enjoy Technology Inc [Member] | U.S. Treasury bills [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 3,741,000 | ||
Short-term investments | 3,722,000 | ||
Enjoy Technology Inc [Member] | U.S. Government securities [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 3,748,000 | ||
Short-term investments | 18,788,000 | ||
Enjoy Technology Inc [Member] | Repurchase agreements [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 30,000,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | |||
Liabilities: | |||
Redeemable convertible preferred stock warrant liability | 0 | 0 | 0 |
Convertible loan | 0 | ||
Total financial liabilities | 0 | 0 | 0 |
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 31,685,000 | ||
Short-term investments | 22,510,000 | ||
Total financial assets | 54,195,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | Cash [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 9,277,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | Money market funds [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 14,919,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | U.S. Treasury bills [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 3,741,000 | ||
Short-term investments | 3,722,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | U.S. Government securities [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 3,748,000 | ||
Short-term investments | 18,788,000 | ||
Level 1 [Member] | Enjoy Technology Inc [Member] | Repurchase agreements [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | |||
Liabilities: | |||
Redeemable convertible preferred stock warrant liability | 0 | 0 | 0 |
Convertible loan | 0 | ||
Total financial liabilities | 0 | 0 | 0 |
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 30,000,000 | ||
Short-term investments | 0 | ||
Total financial assets | 30,000,000 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | Cash [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | Money market funds [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | U.S. Treasury bills [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Short-term investments | 0 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | U.S. Government securities [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Short-term investments | 0 | ||
Level 2 [Member] | Enjoy Technology Inc [Member] | Repurchase agreements [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 30,000,000 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | |||
Liabilities: | |||
Redeemable convertible preferred stock warrant liability | 575,000 | 806,000 | 337,000 |
Convertible loan | 129,001,000 | 86,357,000 | |
Total financial liabilities | 129,576,000 | 87,163,000 | 337,000 |
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Short-term investments | 0 | ||
Total financial assets | 0 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | Cash [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | Money market funds [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | U.S. Treasury bills [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Short-term investments | 0 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | U.S. Government securities [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | 0 | ||
Short-term investments | 0 | ||
Level 3 [Member] | Enjoy Technology Inc [Member] | Repurchase agreements [Member] | |||
Assets, Fair Value Disclosure [Abstract] | |||
Cash and cash equivalents | $ 0 | ||
Fair Value, Recurring [Member] | Public Warrant [Member] | Level 1 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 11,960,000 | 0 | |
Fair Value, Recurring [Member] | Public Warrant [Member] | Level 2 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 0 | 0 | |
Fair Value, Recurring [Member] | Public Warrant [Member] | Level 3 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 0 | 16,258,130 | |
Fair Value, Recurring [Member] | Private Warrant [Member] | Level 1 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 0 | 0 | |
Fair Value, Recurring [Member] | Private Warrant [Member] | Level 2 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 8,085,330 | 0 | |
Fair Value, Recurring [Member] | Private Warrant [Member] | Level 3 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | $ 0 | 10,991,000 | |
Fair Value, Recurring [Member] | Public and Private Warrants [Member] | Level 1 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 0 | ||
Fair Value, Recurring [Member] | Public and Private Warrants [Member] | Level 2 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | 0 | ||
Fair Value, Recurring [Member] | Public and Private Warrants [Member] | Level 3 [Member] | |||
Liabilities: | |||
Derivative warrant liabilities | $ 27,249,130 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Change in fair value of derivative warrant liabilities | $ 626,410 | $ 3,758,500 | $ (7,203,800) | ||
Enjoy Technology Inc [Member] | |||||
Fair value transfers in or out of level 3 of the fair value hierarchy of its assets | $ 0 | $ 0 | $ 0 | ||
Expected Dividend Rate [Member] | |||||
Measurement Input | 0 | 0 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Change in the Fair Value of the Derivative Warrant Liabilities (Detail) - Level 3 [Member] - USD ($) | 3 Months Ended | ||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Derivative warrant liabilities | $ 7,832,670 | $ 27,249,130 | $ 0 |
Change in fair value of derivative warrant liabilities | (3,158,330) | 3,758,500 | |
Derivative warrant liabilities | 0 | 7,832,670 | 27,249,130 |
Public Warrant [Member] | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfer of Public Warrants out of level 3 | $ (7,832,670) | $ (16,258,130) | |
Public and Private Warrants [Member] | |||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Issuance of Public and Private Warrants | $ 23,490,630 |
Fair Value Measurements - Sum_3
Fair Value Measurements - Summary of Quantitative Information Regarding Level 3 Fair Value Measurements Inputs (Detail) | Dec. 31, 2020yr | Dec. 17, 2020yr |
Dividend Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 0 | |
Level 3 [Member] | Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 21.7 | 22.4 |
Level 3 [Member] | Stock price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 10.40 | 10.45 |
Level 3 [Member] | Expected life of the options to convert [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 5.5 | 5.5 |
Level 3 [Member] | Risk Free Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 0.43 | 0.45 |
Level 3 [Member] | Dividend Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement Input | 0 | 0 |
Property And Equipment, Net - A
Property And Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Enjoy Technology Inc [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 1.8 | $ 1.3 | $ 3.1 | $ 1.7 |
Property And Equipment, Net - S
Property And Equipment, Net - Schedule of Property Plant and Equipment,Net (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 20,437 | $ 18,453 | $ 11,419 |
Less: accumulated depreciation | (6,095) | (4,379) | (2,310) |
Property and equipment, net | 14,342 | 14,074 | 9,109 |
Leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 18,048 | 16,512 | 9,984 |
Furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 1,747 | 1,438 | 892 |
Office equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 495 | 356 | 397 |
Computer equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | 81 | 81 | 81 |
Vehicles [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, Plant and Equipment, Gross | $ 66 | $ 66 | $ 65 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Enjoy Technology Inc [Member] | ||||
Intangible Assets Net Excluding Goodwill [Line Items] | ||||
Amortization expense | $ 50 | $ 50 | $ 100 | $ 100 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||
Less: accumulated amortization | $ (583) | $ (533) | $ (433) |
Intangible assets, net | 917 | 967 | 1,067 |
Internet Domain Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Domain Name | $ 1,500 | $ 1,500 | $ 1,500 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary of Estimated Future Amortization Expense of Intangible Asset (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets Future Amortization Expense [Line Items] | |||
2021 | $ 100,000 | ||
2022 | 100,000 | ||
2023 | 100,000 | ||
2024 | 100,000 | ||
2025 | 100,000 | ||
Thereafter | 467,000 | ||
Intangible assets, net | $ 917 | $ 967 | $ 1,067 |
Accrued Expenses And Other Cu_3
Accrued Expenses And Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Payables And Accruals [Line Items] | |||
Accrued salaries and wages | $ 8,189 | $ 8,088 | $ 3,850 |
Deferred rent | 4,033 | 3,876 | 3,400 |
Accrued payables | 4,584 | 2,774 | 1,409 |
Accrued tax | 2,193 | 2,210 | 798 |
Accrued vacation and benefits | 1,776 | 813 | 557 |
Accrued other | 207 | 136 | 70 |
Total accrued expenses and other current liabilities | $ 20,982 | $ 17,897 | $ 10,084 |
Debt - Summary of Aggregate Mat
Debt - Summary of Aggregate Maturities (Detail) - Enjoy Technology Inc [Member] $ in Thousands | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
2021 | $ 2,105 |
2022 | 7,895 |
2023 | 37,000 |
2024 | 43,451 |
2025 | 0 |
Thereafter | 0 |
Subtotal | 90,451 |
Fair value premium of convertible loan | 42,906 |
Deferred financing costs and unamortized discount | (3,317) |
Total | $ 130,040 |
Debt - Summary of Components of
Debt - Summary of Components of the Company's Outstanding Debt (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Short-term Debt [Line Items] | |||
Long-term debt, excluding current maturities | $ 39,887 | $ 41,578 | $ 0 |
Deferred financing costs and unamortized discount | (2,677) | (3,317) | |
Less: current portion | (4,436) | (2,105) | |
Long-term debt, net of discount | 39,887 | 41,578 | |
Long-term convertible loans, at fair value | 53,156 | 86,357 | |
Paycheck Protection Program Loan principal [Member] | |||
Short-term Debt [Line Items] | |||
Long-term debt, excluding current maturities | 10,000 | 10,000 | |
Blue Torch Loan principal [Member] | |||
Short-term Debt [Line Items] | |||
Long-term debt, excluding current maturities | 37,000 | 37,000 | |
Convertible Loans principal [Member] | |||
Short-term Debt [Line Items] | |||
Long-term debt, excluding current maturities | 103,650 | 43,451 | |
Principal [Member] | |||
Short-term Debt [Line Items] | |||
Less: current portion | (60,000) | ||
Fair value premium of convertible loans [Member] | |||
Short-term Debt [Line Items] | |||
Long-term debt, excluding current maturities | 25,351 | $ 42,906 | |
Less: current portion | $ (15,845) |
Debt - Summary of Reconciliatio
Debt - Summary of Reconciliation of Changes in Fair Value for the Company's Convertible Loans Using Inputs Classified as Level 3 (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Balance at December 31, 2020 | $ 86,357 | |||
Debt extinguishment of convertible loans | (36,782) | $ 0 | ||
Change in fair value | 19,226 | |||
Proceeds from issuance of convertible loans | 60,200 | $ 0 | $ 43,451 | $ 0 |
Balance as of June 30, 2021 | $ 129,001 | $ 86,357 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 1 Months Ended | 2 Months Ended | 6 Months Ended | 7 Months Ended | 8 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Apr. 30, 2021 | Oct. 31, 2020 | Apr. 30, 2020 | Sep. 30, 2018 | |
Convertible Unsecured Subordinated Debt Agreement Amendment [Member] | Convertible Subordinated Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt bearing fixed interest rate percentage | 90.00% | 90.00% | ||||||||||
Enjoy Technology Inc [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt gross carrying amount | $ 90,451,000 | $ 90,451,000 | $ 90,451,000 | $ 90,451,000 | ||||||||
Unamortized debt issuance costs | 3,317,000 | 3,317,000 | 3,317,000 | 3,317,000 | ||||||||
Unamortized premium on debt issued | 42,906,000 | 42,906,000 | 42,906,000 | 42,906,000 | ||||||||
Long term debt net of unamortized debt issuance costs and including unamortized premium | $ 41,578,000 | $ 41,578,000 | $ 39,887,000 | $ 39,887,000 | $ 41,578,000 | 41,578,000 | ||||||
Interest expenses | 2,817,000 | $ 643,000 | 2,003,000 | $ 1,405,000 | ||||||||
Gain on extinguishment of convertible loan | $ 36,782,000 | 0 | ||||||||||
Enjoy Technology Inc [Member] | Convertible Subordinated Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt month of maturity | April 2022 | |||||||||||
Long term debt bearing fixed interest rate percentage | 14.00% | 14.00% | ||||||||||
Enjoy Technology Inc [Member] | Newtek Business Finance LLC [Member] | Paycheck Protection Programme Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument face value | $ 10,000,000 | |||||||||||
Debt instrument variable interest rate spread | 10.00% | |||||||||||
Long term debt month of maturity | July 2023 | July 2023 | ||||||||||
Interest expenses | $ 50,000 | 21,000 | $ 100,000 | |||||||||
Long term debt bearing fixed interest rate percentage | 1.00% | 1.00% | 1.00% | 1.00% | 1.00% | 1.00% | ||||||
Long term debt moratorium period | 6 months | 6 months | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Unamortized debt issuance costs | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||||||
Long term debt net of unamortized debt issuance costs and including unamortized premium | $ 37,000,000 | $ 37,000,000 | $ 37,000,000 | $ 37,000,000 | $ 37,000,000 | $ 37,000,000 | ||||||
Long term debt month of maturity | November 2023 | November 2023 | ||||||||||
Long term debt effective interest rate percentage over time | 14.90% | 14.90% | ||||||||||
Interest expenses | $ 700,000 | |||||||||||
Factor used in determining base rate percentage | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | ||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | Prepayment Year One [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt prepayment amount as a percentage of principal | 3.00% | 3.00% | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | Prepayment Year Two [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt prepayment amount as a percentage of principal | 2.00% | 2.00% | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | Prepayment Year Three [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt prepayment amount as a percentage of principal | 1.00% | 1.00% | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | After Prepayment Year Three [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt prepayment amount as a percentage of principal | 0.00% | 0.00% | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | Reference Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable interest rate spread | 9.00% | 9.00% | ||||||||||
Debt instrument base rate percentage | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% | 2.00% | ||||||
Debt instrument base rate spread percentage | 0.50% | 0.50% | ||||||||||
Enjoy Technology Inc [Member] | Blue Torch [Member] | First Lien Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable interest rate spread | 10.00% | 10.00% | ||||||||||
Debt instrument base rate percentage | 1.00% | 1.00% | 1.00% | 1.00% | 1.00% | 1.00% | ||||||
Debt instrument base rate spread percentage | 1.00% | 1.00% | ||||||||||
Enjoy Technology Inc [Member] | Loan And Security Agreement [Member] | Triple Point Venture Growth BDC Corporation [Member] | Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument face value | $ 10,000,000 | |||||||||||
Debt instrument variable interest rate spread | 5.25% | |||||||||||
Long term debt gross carrying amount | 10,000,000 | |||||||||||
Unamortized debt issuance costs | 100,000 | |||||||||||
Unamortized premium on debt issued | 200,000 | |||||||||||
Long term debt net of unamortized debt issuance costs and including unamortized premium | $ 10,100,000 | $ 10,100,000 | $ 10,100,000 | $ 10,100,000 | $ 10,100,000 | |||||||
Long term debt month of maturity | September 2021 | |||||||||||
Long term debt effective interest rate percentage over time | 13.90% | 13.90% | ||||||||||
Interest expenses | $ 700,000 | $ 1,100,000 | $ 1,400,000 | |||||||||
Enjoy Technology Inc [Member] | Loan And Security Agreement [Member] | Triple Point Venture Growth BDC Corporation [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument variable interest rate spread | 5.25% | |||||||||||
Enjoy Technology Inc [Member] | Convertible Unsecured Subordinated Debt Agreement [Member] | Convertible Subordinated Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Long term debt other than line of credit maximum borrowing limits | $ 75,000,000 | $ 50,000,000 | ||||||||||
Enjoy Technology Inc [Member] | Convertible Unsecured Subordinated Debt Agreement Amendment [Member] | Convertible Subordinated Debt [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument face value | $ 60,000,000 | $ 60,000,000 | ||||||||||
Long term debt net of unamortized debt issuance costs and including unamortized premium | $ 43,500,000 | $ 43,500,000 | $ 43,700,000 | $ 43,700,000 | $ 43,500,000 | $ 43,500,000 | ||||||
Long term debt month of maturity | May 2024 | May 2024 | ||||||||||
Long term debt bearing fixed interest rate percentage | 14.00% | 14.00% | 8.00% | 8.00% | 14.00% | 14.00% | ||||||
Long term debt other than line of credit maximum borrowing limits | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | ||||||
Enjoy Technology Inc [Member] | Convertible Unsecured Subordinated Debt Agreement Amendment [Member] | Convertible Subordinated Debt [Member] | Prospective Qualified Financing [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Proceeds from issuance of common stock | $ 75,000,000 | $ 75,000,000 |
Stock Warrants - Summary of Rec
Stock Warrants - Summary of Reconciliation of Changes in Fair Value for the Company's Warrant Liability Using Inputs Classified As Level 3 (Detail) - Enjoy Technology Inc [Member] - Warrants To Purchase Series B Redeemable Convertible Preferred Stock [Member] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Class of Warrant or Right [Line Items] | ||||
Beginning | $ 806 | $ 337 | $ 337 | $ 224 |
Change in fair value | (231) | 314 | 469 | 113 |
Ending | $ 575 | $ 651 | $ 806 | $ 337 |
Stock Warrants - Additional Inf
Stock Warrants - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of warrants or rights term | 5 years | 5 years | |
Enjoy Technology Inc [Member] | |||
Financial liabilities at fair value | $ 129,576 | $ 87,163 | $ 337 |
Enjoy Technology Inc [Member] | Warrants To Purchase Series B Redeemable Convertible Preferred Stock [Member] | |||
Financial liabilities at fair value | $ 600 | $ 800 | |
Enjoy Technology Inc [Member] | Warrants To Purchase Common Stock [Member] | |||
Financial liabilities at fair value | $ 300 | ||
Enjoy Technology Inc [Member] | Triple Point Venture Growth BDC Corporation [Member] | Warrants To Purchase Series B Redeemable Convertible Preferred Stock [Member] | |||
Class of warrants or rights number of securities covered by the warrants or rights | 336,304 | 336,304 | |
Class of warrants or rights exercise price | $ 2.3788 | $ 2.3788 | |
Class of warrants or rights expiry date | Nov. 13, 2030 | Nov. 13, 2030 | |
Financial liabilities at fair value | $ 200 | $ 200 | |
Enjoy Technology Inc [Member] | Blue Torch [Member] | Warrants To Purchase Common Stock [Member] | |||
Class of warrants or rights number of securities covered by the warrants or rights | 474,388 | 474,388 | |
Class of warrants or rights exercise price | $ 0.01 | $ 0.01 | |
Warrants at fair value | $ 1,400 | $ 1,400 | |
Class of warrants or rights term | 10 years | 10 years |
Redeemable Convertible Prefer_3
Redeemable Convertible Preferred Stock - Additional Information (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021USD ($)Director$ / sharesshares | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($)Director$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 17, 2020$ / shares | |
Temporary Equity [Line Items] | |||||
Shares issued price per share | $ 10 | ||||
Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Proceeds from redeemable convertible preferred stock net | $ | $ 15,000 | $ 0 | $ 0 | $ 175,001 | |
Payment of stock issuance costs | $ | 0 | 7,947 | |||
Proceeds from redeemable convertible preferred stock net | $ | $ 15,000 | $ 0 | 0 | 175,001 | |
Payment of stock issuance costs | $ | $ 0 | $ 7,947 | |||
Temporary equity shares outstanding | shares | 149,520,445 | 149,520,445 | |||
Enjoy Technology Inc [Member] | Condition For Conversion Of Redeemable Convertible Preferred Stock Into Common Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity shares outstanding | shares | 2,101,900 | ||||
Series Seed Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity issue price per share | $ 0.3572 | $ 0.3572 | $ 0.3572 | ||
Temporary equity issue price per share | 0.3572 | $ 0.3572 | $ 0.3572 | ||
Temporary equity shares outstanding | shares | 10,220,000 | 10,220,000 | |||
Temporary equity dividend per share | $ 0.0214 | $ 0.0214 | |||
Number of directors entitled to be voted for by the holders of temporary equity on as converted basis | Director | 1 | 1 | |||
Series A Redeemable Convertible Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity issue price per share | $ 1.1374 | $ 1.1374 | $ 1.1374 | ||
Temporary equity issue price per share | 1.1374 | $ 1.1374 | $ 1.1374 | ||
Temporary equity shares outstanding | shares | 23,298,748 | 23,298,748 | |||
Temporary equity dividend per share | $ 0.0682 | $ 0.0682 | |||
Number of directors entitled to be voted for by the holders of temporary equity on as converted basis | Director | 2 | 2 | |||
Series B Redeemable Convertible Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity stock shares issued during the period shares new issues | shares | 10,500,000 | ||||
Temporary equity issue price per share | $ 2.3788 | $ 2.3788 | $ 2.3788 | ||
Proceeds from redeemable convertible preferred stock net | $ | $ 25,000 | ||||
Payment of stock issuance costs | $ | $ 100 | ||||
Temporary equity stock shares issued during the period shares new issues | shares | 10,500,000 | ||||
Temporary equity issue price per share | 2.3788 | $ 2.3788 | $ 2.3788 | ||
Proceeds from redeemable convertible preferred stock net | $ | $ 25,000 | ||||
Payment of stock issuance costs | $ | $ 100 | ||||
Temporary equity shares outstanding | shares | 76,469,756 | 76,469,756 | |||
Temporary equity dividend per share | $ 0.1427 | $ 0.1427 | |||
Number of directors entitled to be voted for by the holders of temporary equity on as converted basis | Director | 1 | 1 | |||
Series C Convertible Preferred Stock [Member] | Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Temporary equity stock shares issued during the period shares new issues | shares | 3,953,194 | 39,500,000 | |||
Temporary equity issue price per share | $ 3.7944 | $ 3.7944 | $ 3.7944 | ||
Proceeds from redeemable convertible preferred stock net | $ | $ 15,000 | $ 142,100 | |||
Payment of stock issuance costs | $ | $ 7,900 | ||||
Temporary equity stock shares issued during the period shares new issues | shares | 3,953,194 | 39,500,000 | |||
Temporary equity issue price per share | $ 3.7944 | $ 3.7944 | $ 3.7944 | ||
Proceeds from redeemable convertible preferred stock net | $ | $ 15,000 | $ 142,100 | |||
Payment of stock issuance costs | $ | $ 7,900 | ||||
Temporary equity shares outstanding | shares | 39,531,941 | 39,531,941 | |||
Temporary equity dividend per share | $ 0.2277 | $ 0.2277 | |||
Number of directors entitled to be voted for by the holders of temporary equity on as converted basis | Director | 1 | 1 | |||
Underwritten Public Offering [Member] | Enjoy Technology Inc [Member] | Condition For Conversion Of Redeemable Convertible Preferred Stock Into Common Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Proceeds from issuance of common stock | $ | $ 100,000 | $ 100,000 | |||
Shares issued price per share | $ 9.49 | $ 9.49 | |||
Percentage of outstanding shares representing approval from conversion of temporary equity into permanent equity | 50.00% | 50.00% | |||
Common Stock [Member] | Enjoy Technology Inc [Member] | |||||
Temporary Equity [Line Items] | |||||
Number of directors entitled to be voted for by the holders of temporary equity on as converted basis | Director | 1 | 1 |
Redeemable Convertible Prefer_4
Redeemable Convertible Preferred Stock - Summary of Redeemable Convertible Preferred Stock (Detail) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Temporary Equity [Line Items] | |||
Carrying Value | $ 331,371,370 | $ 330,449,580 | |
Enjoy Technology Inc [Member] | |||
Temporary Equity [Line Items] | |||
Preferred Shares Authorized | 153,809,943 | 149,856,749 | 149,856,749 |
Preferred Shares Issued | 153,473,639 | 149,520,445 | 149,520,445 |
Preferred Shares Outstanding | 149,520,445 | 149,520,445 | |
Carrying Value | $ 368,692,000 | $ 353,692,000 | $ 353,692,000 |
Liquidation Preference | $ 377,057,000 | $ 362,057,000 | $ 362,057,000 |
Enjoy Technology Inc [Member] | Series Seed Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Preferred Shares Authorized | 10,220,000 | 10,220,000 | 10,220,000 |
Preferred Shares Issued | 10,220,000 | 10,220,000 | 10,220,000 |
Preferred Shares Outstanding | 10,220,000 | 10,220,000 | |
Issuance Price Per Share | $ 0.3572 | $ 0.3572 | $ 0.3572 |
Conversion Price Per Share | $ 0.3572 | $ 0.3572 | $ 0.3572 |
Carrying Value | $ 3,651,000 | $ 3,651,000 | $ 3,651,000 |
Liquidation Preference | $ 3,651,000 | $ 3,651,000 | $ 3,651,000 |
Enjoy Technology Inc [Member] | Series A Redeemable Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Preferred Shares Authorized | 23,298,748 | 23,298,748 | 23,298,748 |
Preferred Shares Issued | 23,298,748 | 23,298,748 | 23,298,748 |
Preferred Shares Outstanding | 23,298,748 | 23,298,748 | |
Issuance Price Per Share | $ 1.1374 | $ 1.1374 | $ 1.1374 |
Conversion Price Per Share | $ 1.1374 | $ 1.1374 | $ 1.1374 |
Carrying Value | $ 26,371,000 | $ 26,371,000 | $ 26,371,000 |
Liquidation Preference | $ 26,500,000 | $ 26,500,000 | $ 26,500,000 |
Enjoy Technology Inc [Member] | Series B Redeemable Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Preferred Shares Authorized | 76,806,060 | 76,806,060 | 76,806,060 |
Preferred Shares Issued | 76,469,756 | 76,469,756 | 76,469,756 |
Preferred Shares Outstanding | 76,469,756 | 76,469,756 | |
Issuance Price Per Share | $ 2.3788 | $ 2.3788 | $ 2.3788 |
Conversion Price Per Share | $ 2.3788 | $ 2.3788 | $ 2.3788 |
Carrying Value | $ 181,592,000 | $ 181,592,000 | $ 181,592,000 |
Liquidation Preference | $ 181,906,000 | $ 181,906,000 | $ 181,906,000 |
Enjoy Technology Inc [Member] | Series C Redeemable Convertible Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Preferred Shares Authorized | 43,485,135 | 39,531,941 | 39,531,941 |
Preferred Shares Issued | 43,485,135 | 39,531,941 | 39,531,941 |
Preferred Shares Outstanding | 39,531,941 | 39,531,941 | |
Issuance Price Per Share | $ 3.7944 | $ 3.7944 | $ 3.7944 |
Conversion Price Per Share | $ 3.7944 | $ 3.7944 | $ 3.7944 |
Carrying Value | $ 157,078,000 | $ 142,078,000 | $ 142,078,000 |
Liquidation Preference | $ 165,000,000 | $ 150,000,000 | $ 150,000,000 |
Common Stock - Additional Infor
Common Stock - Additional Information (Detail) - Enjoy Technology Inc [Member] - shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Class of Stock [Line Items] | |||
Common stock shares outstanding | 65,230,349 | 62,156,512 | 61,354,259 |
Ordinary shares authorized | 253,953,194 | 250,000,000 | 250,000,000 |
Common stock shares voting rights | one | one | one |
Common Stock - Summary of Reser
Common Stock - Summary of Reserved Shares of Common Stock (Detail) - Enjoy Technology Inc [Member] - shares | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 186,051,224 | 175,839,878 | |
Conversion of redeemable convertible preferred stock [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 153,473,639 | 149,520,445 | 149,520,445 |
Warrants to purchase redeemable convertible preferred stock [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 810,692 | 810,692 | 336,304 |
Options outstanding under the Equity Incentive Plan [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 32,646,250 | 22,874,690 | 21,628,240 |
Options available for future grant under the Equity Incentive Plan [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 12,845,397 | 4,354,889 | |
Conversion of Convertible Loan [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 28,583,645 | 11,708,273 | |
Total Common Stock Equivalents [Member] | |||
Class of Stock [Line Items] | |||
Common stock, capital shares reserved for issuance | 215,514,226 | 184,914,100 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary Of The Status Of The Stock Options (Detail) - Enjoy Technology [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Balance at the beginning (Number of Shares) | 22,874,690 | 21,628,240 | 17,467,312 | |
Options granted (Number of Shares) | 10,231,800 | 4,229,800 | 10,331,400 | |
Options exercised (Number of Shares) | (3,073,937) | (802,253) | (2,276,594) | |
Options cancelled (Number of Shares) | (786,568) | (2,181,097) | (3,893,878) | |
Balance at the end (Number of Shares) | 29,246,085 | 22,874,690 | 21,628,240 | 17,467,312 |
Options exercisable (Number of Shares) | 11,902,445 | 12,289,789 | ||
Vested and expected to vest (Number of Shares) | 29,246,085 | 22,874,690 | ||
Balance at the beginning (Weighted Average Exercise Price) | $ 0.62 | $ 0.58 | $ 0.31 | |
Options granted (Weighted Average Exercise Price) | 3.11 | 0.89 | 0.89 | |
Options exercised (Weighted Average Exercise Price) | 0.49 | 0.41 | 0.21 | |
Options cancelled (Weighted Average Exercise Price) | 1.64 | 0.74 | 0.41 | |
Balance at the end (Weighted Average Exercise Price) | 1.48 | 0.62 | $ 0.58 | $ 0.31 |
Options exercisable (Weighted Average Exercise Price) | 0.62 | 0.49 | ||
Vested and expected to vest (Weighted Average Exercise Price) | $ 1.48 | $ 0.62 | ||
Remaining Contractual Term In Years | 8 years 2 months 1 day | 7 years 8 months 15 days | 8 years 5 months 26 days | 8 years 3 months 14 days |
Options exercisable (Remaining Contractual Term In Years) | 6 years 10 months 28 days | 7 years | ||
Vested and expected to vest (Remaining Contractual Term In Years) | 8 years 2 months 1 day | 7 years 8 months 15 days | ||
Aggregate Intrinsic Value | $ 57,635 | $ 51,134 | $ 6,783 | $ 2,177 |
Options exercisable (Aggregate Intrinsic Value) | 33,725 | 29,151 | ||
Vested and expected (Aggregate Intrinsic Value) | $ 57,635 | $ 51,134 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary Of Stock-Based Compensation Expense (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 1,910 | $ 874 | $ 1,749 | $ 794 |
Cost of Revenue [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 53 | 18 | 34 | 15 |
Operations and Technology [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 489 | 327 | 631 | 484 |
General and Administrative [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 1,368 | $ 529 | $ 1,084 | $ 295 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Units (Detail) - Restricted Stock Units [Member] - Enjoy Technology Inc [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of RSUs, Beginning balance | 0 | |
Number of RSUs, Granted | 2,083 | |
Number of RSUs, Released | 0 | |
Number of RSUs, Cancelled/Forfeited | 0 | |
Number of RSUs, Ending balance | 2,083 | |
Weighted-Average Grant Date Fair Value per Share, Beginning balance | $ 0 | |
Weighted-Average Grant Date Fair Value per Share, Granted | 3.45 | |
Weighted-Average Grant Date Fair Value per Share, Released | 0 | |
Weighted-Average Grant Date Fair Value per Share, Cancelled/Forfeited | 0 | |
Weighted-Average Grant Date Fair Value per Share, Ending balance | $ 3.45 | |
Aggregate Intrinsic Value, Granted | $ 7,186 | |
Aggregate Intrinsic Value, Released | 0 | |
Aggregate Intrinsic Value, Cancelled/Forfeited | 0 | |
Aggregate Intrinsic Value | $ 7,186 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - Enjoy Technology [Member] - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based award non vested options outstanding | 29,246,085 | 22,874,690 | 21,628,240 | 17,467,312 | |
Share based compensation by share based award number of shares available for grant | 1,317,200 | 12,845,397 | 4,354,889 | ||
Share based compensation by share based award weighted average grant date fair value of options granted | $ 1.69 | $ 0.42 | $ 0.42 | $ 0.41 | |
Share based compensation by share based award intrinsic value of options excercised during the period | $ 8.3 | $ 0.3 | $ 1 | $ 0.9 | |
Share-based Payment Arrangement, Option [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based award non vested options outstanding | 31,329,050 | ||||
Share based arrangement non vested award options costs not yet recognized amount | $ 18.4 | $ 5 | $ 3.7 | $ 4.3 | |
Share based payment award non vested cost not yet recognized recognition period | 3 years 4 months 24 days | 3 years | 2 years 6 months | 3 years 3 months 18 days | |
Restricted Stock Units [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
unrecognized stock-based compensation expense related to Equity statements othee than Stock options | $ 7.2 | ||||
stock-based compensation expense | $ 0 | ||||
Share-based Payment Arrangement, Tranche One [Member] | Restricted Stock Units [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award vesting rights percentage | 75.00% | ||||
Share Based Compensation Award Remaining Tranche [Member] | Restricted Stock Units [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award vesting rights percentage | 25.00% | ||||
2014 Equity Incentive Plan [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award purchase price of common stock as a percentage of fair value | 100.00% | ||||
Share based compensation by share based payment award vesting rights percentage | 25.00% | ||||
Share based compensation by share based payment award vesting period | 4 years | 4 years | |||
Share based compensation by share based award exercise period | 90 days | 90 days | |||
Share based compensation by share based payment award expiration period | 10 years | 10 years | |||
2014 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Option [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award vesting rights percentage | 25.00% | 25.00% | |||
2014 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Tranche One [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award purchase price of common stock as a percentage of fair value | 110.00% | 110.00% | |||
2014 Equity Incentive Plan [Member] | Share Based Compensation Remaining Three Tranches Twenty Five Percent Each To Be Vested In Monthly Instalments [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award vesting rights percentage | 25.00% | 25.00% | |||
2014 Equity Incentive Plan [Member] | Incentive Stock Options [Member] | |||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||||
Share based compensation by share based payment award purchase price of common stock as a percentage of fair value | 100.00% | 100.00% |
Income Taxes - Schedule of Loss
Income Taxes - Schedule of Loss Before Income Tax Benefits (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | ||
Federal | $ (160,042) | $ (95,463) |
Foreign | 2,355 | 5,847 |
Loss before provision for income taxes | $ (157,687) | $ (89,616) |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate (Detail) - Enjoy Technology Inc [Member] | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | ||||
Federal statutory rate | 21.00% | 21.00% | ||
Effect of: | ||||
State statutory rate, net of federal tax benefit | 3.00% | 4.60% | ||
Foreign tax | (2.60%) | (0.10%) | ||
Change in valuation allowance | (16.20%) | (25.00%) | ||
Loss on Convertible Loan | (5) | |||
Other | (0.30%) | (0.60%) | ||
Total | (0.20%) | 0.00% | (0.10%) | (0.10%) |
Income Taxes - Schedule of Curr
Income Taxes - Schedule of Current and Deferred Portions of Income Tax Benefits (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current provision: | ||||
Federal | $ 0 | $ 0 | ||
State | 22 | 15 | ||
Foreign | 75 | 37 | ||
Total current provision | 97 | 52 | ||
Deferred provision: | ||||
Federal | 0 | 0 | ||
State | 0 | 0 | ||
Foreign | 0 | 26 | ||
Total deferred provision | 0 | 26 | ||
Provision for income taxes | $ 212 | $ 14 | $ 97 | $ 78 |
Income Taxes - Summary of Net D
Income Taxes - Summary of Net Deferred Tax Assets (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 96,646 | $ 67,127 |
Accruals and reserves | 462 | 333 |
Property and equipment | 568 | 328 |
Total deferred tax asset before valuation allowance | 97,676 | 67,788 |
Valuation allowance | (97,676) | (67,788) |
Deferred tax assets, net of valuation allowance | $ 0 | $ 0 |
Income Taxes - Summary of Gross
Income Taxes - Summary of Gross Unrecognized Tax Benefit (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | ||
Gross unrecognized tax benefits , Beginning balance | $ 3,609 | $ 1,538 |
Increase for tax positions | 1,763 | 2,071 |
Gross unrecognized tax benefits, Ending balance | $ 5,372 | $ 3,609 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | ||||
Valuation allowance deferred tax asset increase decrease amount | $ 29.9 | $ 25 | ||
Operating loss carryforwards expiration year | 2034 | |||
Threshold minimum percentage for recognition of tax benefit | 50.00% | |||
Unrecognized tax benefits income tax penalties and interest expense | $ 0 | $ 0 | ||
Effective tax rate | (0.20%) | 0.00% | (0.10%) | (0.10%) |
Statutory rate | 21.00% | 21.00% | ||
United Kingdom [Member] | Maximum [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory rate | 19.00% | |||
United Kingdom [Member] | Minimum [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory rate | 17.00% | |||
Domestic Tax Authority [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Operating loss carryforwards | $ 373.7 | $ 260.7 | ||
Domestic Tax Authority [Member] | Research Tax Credit Carryforward [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Research and development tax credit carryforward expiration year | 2038 | |||
Domestic Tax Authority [Member] | Indefinite Tax Year [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Operating loss carryforwards | $ 278.6 | |||
Domestic Tax Authority [Member] | Tax Period Two Thousand And Thirty Eight [Member] | Research Tax Credit Carryforward [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Research and development tax credit carryforward, amount | 2.9 | 1.9 | ||
State and Local Jurisdiction [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Operating loss carryforwards | 309.5 | 213.5 | ||
State and Local Jurisdiction [Member] | Indefinite Tax Year [Member] | Research Tax Credit Carryforward [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Research and development tax credit carryforward, amount | $ 2.4 | $ 1.6 |
Risks and Uncertainties - Addit
Risks and Uncertainties - Additional information (Detail) - Enjoy Technology Inc [Member] £ in Thousands, $ in Millions | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021GBP (£) | Jun. 30, 2021USD ($) | Jun. 30, 2020GBP (£) | Jun. 30, 2020USD ($) | Dec. 31, 2020GBP (£) | Dec. 31, 2020USD ($) | |
Concentration Risk [Line Items] | ||||||
Reimbursement of retention Expenses | £ 43 | $ 0.1 | £ 300 | $ 0.5 | £ 800 | $ 1.1 |
Percentage of reimbursement of compensation expense plus national insurance to employees under the scheme | 80.00% | 80.00% | 80.00% | 80.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Summary of Reconciliation Of Cash and Cash Equivalents and Restricted Cash (Detail) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | Oct. 15, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Reconciliation of cash, cash equivalents and restricted cash: | ||||||
Cash and cash equivalents | $ 877,620 | $ 2,266,049 | $ 0 | |||
Enjoy Technology Inc [Member] | ||||||
Reconciliation of cash, cash equivalents and restricted cash: | ||||||
Cash and cash equivalents | 58,452,000 | $ 61,685,000 | ||||
Restricted cash | 5,494,000 | 5,494,000 | 4,329,000 | |||
Total cash, cash equivalents and restricted cash | $ 64,151,000 | $ 63,946,000 | $ 35,808,000 | $ 66,014,000 | $ 18,365,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Estimated Useful Life Of the Property and Equipment (Detail) - Enjoy Technology Inc [Member] | 12 Months Ended |
Dec. 31, 2020 | |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Estimated Useful Lives | Shorter of estimated life of the asset or remaining lease term |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Schedule of Reconciliation of Changes in the Chargeback Accounts (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule Of Reconciliation Of Changes In The Chargeback Accounts [Line Items] | ||
Beginning Balance | $ 2,178 | $ 0 |
Provision | 8,981 | 2,178 |
Credits/payments made | (5,763) | 0 |
Ending Balance | $ 5,396 | $ 2,178 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Schedule of Weighted Average Assumptions Used to Estimate The Fair Value Of Stock Options Granted During the Year (Detail) - Enjoy Technology Inc [Member] - d | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 1.18% | 1.78% |
Expected term (in years) | 6 years 3 days | 5 years 11 months 12 days |
Expected volatility | 48.40% | 46.60% |
Expected dividend yield | 0.00% | 0.00% |
Fair value of common stock | 0.42 | 0.41 |
SPAC Merger - Additional Inform
SPAC Merger - Additional Information (Detail) - USD ($) | Apr. 30, 2021 | Apr. 28, 2021 | Dec. 31, 2020 | Dec. 17, 2020 |
Disclosure Of SPAC Merger [Line Items] | ||||
Shares issued price per share | $ 10 | |||
Proceeds from private placement warrants | $ 9,475,000 | |||
Marquee Raine Acquisition Corp [Member] | Enjoy Technology Inc [Member] | ||||
Disclosure Of SPAC Merger [Line Items] | ||||
Shares issued price per share | $ 10 | |||
Business Combination, Consideration Transferred | $ 1,200,000,000 | |||
Payments to Acquire Trust Preferred Investments | 374,000,000 | |||
Proceeds from private placement warrants | $ 80,000,000 | |||
LCH Transaction [Member] | Common Stock [Member] | Enjoy Technology Inc [Member] | ||||
Disclosure Of SPAC Merger [Line Items] | ||||
Conversion of Stock, Amount Issued | $ 20,000,000 | |||
Shares issued price per share | $ 10 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Detail) - Enjoy Technology Inc [Member] - Group Personal Pension Plan [Member] - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Maximum percentage of employee contribute to a defined contribution plan | 3.00% | 3.00% | 3.00% | 3.00% |
Maximum amount the employee may contribute to a defined contribution plan | $ 0.2 | $ 0.2 | $ 0.3 | $ 0.2 |
Segment Information - Reconcili
Segment Information - Reconciliation of segment results to Consolidated Results (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Segment loss | $ (2,357,741) | $ (127,691) | $ (5,819,599) | |||
Unallocated corporate expenses: | ||||||
General and administrative expenses | 2,357,741 | 127,691 | 5,819,599 | |||
Loss from operations | $ (2,357,741) | (127,691) | (5,819,599) | |||
Enjoy Technology Inc [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Revenue | 40,211,000 | $ 25,825,000 | $ 60,323,000 | $ 45,657,000 | ||
Segment loss | (73,468,000) | (49,764,000) | (111,627,000) | (89,758,000) | ||
Unallocated corporate expenses: | ||||||
Operations and technology | 36,337,000 | 27,538,000 | 60,254,000 | 50,996,000 | ||
General and administrative expenses | 25,755,000 | 16,910,000 | 35,651,000 | 30,368,000 | ||
Loss from operations | (73,468,000) | (49,764,000) | (111,627,000) | (89,758,000) | ||
Enjoy Technology Inc [Member] | Segment Reconciling Items [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Segment loss | (53,228,000) | (37,556,000) | (82,836,000) | (64,302,000) | ||
Unallocated corporate expenses: | ||||||
Operations and technology | (6,445,000) | (5,819,000) | (12,879,000) | (12,305,000) | ||
General and administrative expenses | (13,795,000) | (6,389,000) | (15,912,000) | (13,151,000) | ||
Loss from operations | (53,228,000) | (37,556,000) | (82,836,000) | (64,302,000) | ||
Enjoy Technology Inc [Member] | North America Segment [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Revenue | 32,677,000 | 20,108,000 | 46,593,000 | 38,722,000 | ||
Enjoy Technology Inc [Member] | North America Segment [Member] | Segment Reconciling Items [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Segment loss | (39,914,000) | (30,097,000) | (64,669,000) | (54,923,000) | ||
Unallocated corporate expenses: | ||||||
Loss from operations | (39,914,000) | (30,097,000) | (64,669,000) | (54,923,000) | ||
Enjoy Technology Inc [Member] | Europe Segment [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Revenue | 7,534,000 | 5,717,000 | 13,730,000 | 6,935,000 | ||
Enjoy Technology Inc [Member] | Europe Segment [Member] | Segment Reconciling Items [Member] | ||||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||||
Segment loss | (13,314,000) | (7,459,000) | (18,167,000) | (9,379,000) | ||
Unallocated corporate expenses: | ||||||
Loss from operations | $ (13,314,000) | $ (7,459,000) | $ (18,167,000) | $ (9,379,000) |
Segment Information - Summary o
Segment Information - Summary of net long-lived assets by geographic area (Detail) - Enjoy Technology Inc [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Geographic Areas Long Lived Assets [Line Items] | ||
Long-Lived Assets | $ 14,074 | $ 9,109 |
North America Segment [Member] | ||
Geographic Areas Long Lived Assets [Line Items] | ||
Long-Lived Assets | 7,920 | 5,621 |
Europe Segment [Member] | ||
Geographic Areas Long Lived Assets [Line Items] | ||
Long-Lived Assets | $ 6,154 | $ 3,488 |
Segment Information - Summary_2
Segment Information - Summary of revenue distribution for its North America segment (Detail) - Enjoy Technology Inc [Member] - Geographic Concentration Risk [Member] - Revenue Benchmark [Member] - North America Segment [Member] | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue, Major Customer [Line Items] | ||
Concentration Risk, Percentage | 100.00% | 100.00% |
UNITED STATES | ||
Revenue, Major Customer [Line Items] | ||
Concentration Risk, Percentage | 85.00% | 93.00% |
CANADA | ||
Revenue, Major Customer [Line Items] | ||
Concentration Risk, Percentage | 15.00% | 7.00% |
Segment Information - Additiona
Segment Information - Additional Information (Detail) - Enjoy Technology Inc [Member] $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020USD ($) | Jun. 30, 2021USD ($)Customers | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($)Customers | Dec. 31, 2019USD ($)Customers | |
Segment Reporting Information [Line Items] | |||||
Long-Lived Assets | $ 14,074 | $ 14,074 | $ 9,109 | ||
Revenue | $ 40,211 | $ 25,825 | $ 60,323 | $ 45,657 | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of major customers | Customers | 2 | 2 | |||
Revenue Benchmark [Member] | Customer One [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 41,300 | $ 37,400 | |||
Revenue Benchmark [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 13,700 | 6,900 | |||
North America Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-Lived Assets | 7,920 | 7,920 | 5,621 | ||
Revenue | $ 32,677 | 20,108 | $ 46,593 | 38,722 | |
North America Segment [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of major customers | Customers | 2 | 1 | |||
North America Segment [Member] | Revenue Benchmark [Member] | Customer One [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | $ 25,400 | 18,800 | |||
North America Segment [Member] | Revenue Benchmark [Member] | Customer Two [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 7,500 | 5,700 | |||
North America Segment [Member] | Revenue Benchmark [Member] | Customer Three [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue | 4,800 | 1,300 | |||
Europe Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-Lived Assets | 6,154 | $ 6,154 | 3,488 | ||
Revenue | $ 7,534 | $ 5,717 | $ 13,730 | 6,935 | |
Europe Segment [Member] | Revenue Benchmark [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of major customers | Customers | 1 | 1 | |||
UNITED STATES | North America Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-Lived Assets | 7,100 | $ 7,100 | 5,500 | ||
Revenue | 41,900 | 38,600 | |||
CANADA | North America Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Long-Lived Assets | $ 800 | 800 | 100 | ||
Revenue | $ 4,700 | $ 100 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of computation of net loss per common share (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | |||||||
Net loss | $ (2,984,151) | $ 4,368,352 | $ (4,832,201) | $ 1,384,201 | |||
Enjoy Technology Inc [Member] | |||||||
Numerator: | |||||||
Net loss | $ (95,425,000) | $ (50,756,000) | $ (157,784,000) | $ (89,694,000) | |||
Denominator: | |||||||
Weighted-average common shares outstanding—basic and diluted | 63,616,729 | 61,646,777 | 61,852,957 | 60,753,169 | |||
Net loss per share—basic and diluted | $ (1.50) | $ (0.82) | $ (2.55) | $ (1.48) |
Net Loss Per Share - Summary _2
Net Loss Per Share - Summary of Antidilutive Securities Excluded From Computation Of Earning Per Share (Detail) - shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Warrants to purchase redeemable convertible preferred stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 15,660,417 | ||||
Enjoy Technology Inc [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 215,514,226 | 175,338,979 | 184,914,100 | 171,484,989 | |
Enjoy Technology Inc [Member] | Conversion of redeemable convertible preferred stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 153,473,639 | 149,520,445 | 149,520,445 | 149,520,445 | |
Enjoy Technology Inc [Member] | Warrants to purchase redeemable convertible preferred stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 810,692 | 336,304 | 810,692 | 336,304 | |
Enjoy Technology Inc [Member] | Options to purchase common stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 30,563,285 | 25,482,230 | 22,874,690 | 21,628,240 | |
Enjoy Technology Inc [Member] | Restricted Stock Units [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,082,965 | 0 | |||
Enjoy Technology Inc [Member] | Conversion of convertible loan | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 28,583,645 | 0 | 11,708,273 | 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Apr. 30, 2021 | Apr. 28, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Feb. 28, 2021 | Dec. 17, 2020 | Dec. 31, 2019 |
Subsequent Event [Line Items] | ||||||||
Shares issued price per share | $ 10 | |||||||
Proceeds from private placement warrants | $ 9,475,000 | |||||||
Enjoy Technology Inc [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Temporary Equity, Shares Authorized | 149,856,749 | 153,809,943 | 149,856,749 | |||||
Temporary Equity, Shares Issued | 149,520,445 | 153,473,639 | 149,520,445 | |||||
Enjoy Technology Inc [Member] | Marquee Raine Acquisition Corp [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares issued price per share | $ 10 | |||||||
Business Combination, Consideration Transferred | $ 1,200,000,000 | |||||||
Payments to Acquire Trust Preferred Investments | 374,000,000 | |||||||
Proceeds from private placement warrants | $ 80,000,000 | |||||||
Enjoy Technology Inc [Member] | Common Stock [Member] | LCH Transaction [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Conversion of Stock, Amount Issued | $ 20,000,000 | |||||||
Shares issued price per share | $ 10 | |||||||
Enjoy Technology Inc [Member] | Series C Convertible Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Temporary Equity, Shares Authorized | 39,531,941 | 43,485,135 | 39,531,941 | |||||
Temporary Equity, Shares Issued | 39,531,941 | 43,485,135 | 39,531,941 | |||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Percenatge of common stock at conversion price | 90.00% | |||||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | SPAC Acquisition [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Business acquisition percentage of voting interests acquired | 80.00% | |||||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | Marquee Raine Acquisition Corp [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Shares issued price per share | $ 10 | |||||||
Business Combination, Consideration Transferred | $ 1,200,000,000 | |||||||
Payments to Acquire Trust Preferred Investments | 374,000,000 | |||||||
Proceeds from private placement warrants | $ 80,000,000 | |||||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | Common Stock [Member] | LCH Transaction [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Conversion of Stock, Amount Issued | $ 20,000,000 | |||||||
Shares issued price per share | $ 10 | |||||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | Two thousand Twenty One Convertible Loan [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 75,000,000 | |||||||
Line of Credit Facility, Interest Rate at Period End | 8.00% | |||||||
Enjoy Technology Inc [Member] | Subsequent Event [Member] | Series C Convertible Preferred Stock [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Temporary Equity, Shares Authorized | 3,953,194 | |||||||
Temporary Equity, Shares Issued | 3,953,194 | |||||||
Proceeds from Issuance of Convertible Preferred Stock | $ 15,000,000 |