Cover Page
Cover Page | 12 Months Ended |
Dec. 31, 2023 shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2023 |
Entity File Number | 001-40352 |
Document Fiscal Year Focus | 2023 |
Document Fiscal Period Focus | FY |
Current Fiscal Year End Date | --12-31 |
Entity Registrant Name | Genius Sports Limited |
Entity Central Index Key | 0001834489 |
Document Annual Report | true |
Document Transition Report | false |
Document Registration Statement | false |
Document Shell Company Report | false |
Trading Symbol | GENI |
Title of 12(b) Security | Ordinary shares |
Security Exchange Name | NYSE |
Entity Well-known Seasoned Issuer | No |
Entity Filer Category | Accelerated Filer |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Entity Shell Company | false |
Entity Common Stock, Shares Outstanding | 18,500,000 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Interactive Data Current | Yes |
Entity Incorporation, State or Country Code | Y7 |
Entity Address, Address Line One | Genius Sports Group |
Entity Address, Address Line Two | 1st Floor |
Entity Address, Address Line Three | 27 Soho Square |
Entity Address, City or Town | London |
Entity Address, Postal Zip Code | W1D 3QR |
Document Accounting Standard | U.S. GAAP |
ICFR Auditor Attestation Flag | false |
Document Financial Statement Error Correction [Flag] | true |
Auditor Name | WithumSmith+Brown, PC |
Auditor Firm ID | 100 |
Auditor Location | New York, New York |
Entity Address, Country | GB |
Document Financial Statement Restatement Recovery Analysis [Flag] | false |
Ordinary Share [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 213,861,315 |
Business Contact [Member] | |
Document Information [Line Items] | |
Contact Personnel Name | Donald J. Puglisi |
Entity Address, Address Line One | Puglisi & Associates |
Entity Address, Address Line Two | 850 Library Avenue #204 |
Entity Address, City or Town | Newark |
Entity Address, Postal Zip Code | 19711 |
City Area Code | 302 |
Local Phone Number | 738-6680 |
Entity Address, Country | DE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 100,331 | $ 122,715 |
Restricted cash, current | 12,102 | |
Accounts receivable, net | 71,088 | 33,378 |
Contract assets | 38,802 | 38,447 |
Prepaid expenses | 27,231 | 28,207 |
Other current assets | 7,329 | 1,668 |
Total current assets | 244,781 | 236,517 |
Property and equipment, net | 11,552 | 12,881 |
Intangible assets, net | 129,670 | 149,248 |
Operating lease right of use assets | 7,011 | 6,459 |
Goodwill | 326,011 | 309,894 |
Investments | 26,399 | 23,682 |
Restricted cash, non-current | 25,462 | 24,203 |
Other assets | 4,838 | 10,453 |
Total assets | 775,724 | 773,337 |
Current liabilities: | ||
Accounts payable | 57,379 | 33,121 |
Accrued expenses | 56,331 | 56,956 |
Deferred revenue | 44,345 | 41,273 |
Current debt | 7,573 | 7,405 |
Derivative warrant liabilities | 6,922 | |
Operating lease liabilities, current | 3,610 | 3,462 |
Other current liabilities | 13,676 | 22,001 |
Total current liabilities | 182,914 | 171,140 |
Long-term debt – less current portion | 19 | 7,088 |
Deferred tax liability | 15,335 | 15,009 |
Operating lease liabilities, non-current | 3,501 | 3,284 |
Other liabilities | 936 | 0 |
Total liabilities | 202,705 | 196,521 |
Commitments and contingencies (Note 21) | ||
Shareholders' deficit | ||
Additional paid-in capital | 1,646,082 | 1,568,917 |
Treasury stock, at cost, 4,105,948 shares at December 31, 2023; nil shares at December 31, 2022 | (17,653) | |
Accumulated deficit | (1,024,487) | (938,953) |
Accumulated other comprehensive loss | (33,057) | (55,169) |
Total shareholders' equity | 573,019 | 576,816 |
Total liabilities and shareholders' equity | 775,724 | 773,337 |
Common Class B [Member] | ||
Shareholders' deficit | ||
Common shares, Value | 2 | 2 |
Common Stock Other Than B Shares [Member] | ||
Shareholders' deficit | ||
Common shares, Value | $ 2,132 | $ 2,019 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Treasury Stock, Common, Shares | 4,105,948 | 0 |
Common Class B [Member] | ||
Common stock par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 22,500,000 | 22,500,000 |
Common stock shares issued | 18,500,000 | 18,500,000 |
Common stock shares outstanding | 18,500,000 | 18,500,000 |
Common Stock Other Than B Shares [Member] | ||
Common stock par or stated value per share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized, Unlimited [Fixed List] | Unlimited | Unlimited |
Common stock shares issued | 213,224,868 | 201,853,695 |
Common stock shares outstanding | 209,118,920 | 201,853,695 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Revenue | $ 412,977 | $ 341,029 | $ 262,735 |
Cost of revenue | 343,972 | 338,166 | 476,168 |
Gross profit (loss) | 69,005 | 2,863 | (213,433) |
Operating expenses: | |||
Sales and marketing | 29,432 | 31,344 | 27,292 |
Research and development | 26,070 | 29,894 | 26,513 |
General and administrative | 85,167 | 122,829 | 293,168 |
Transaction expenses | 2,494 | 1,668 | 12,886 |
Total operating expense | 143,163 | 185,735 | 359,859 |
Loss from operations | (74,158) | (182,872) | (573,292) |
Interest income (expense), net | 1,953 | (1,487) | (3,331) |
Loss on disposal of assets | (291) | (292) | (46) |
(Loss) gain on fair value remeasurement of contingent consideration | (2,919) | 218 | (19,405) |
Change in fair value of derivative warrant liabilities | (534) | 10,132 | (11,412) |
Loss on abandonment of assets | (11,226) | ||
Gain (loss) on foreign currency | 3,875 | (8,979) | 3,032 |
Total other expense | (9,142) | (408) | (31,162) |
Loss before income taxes | (83,300) | (183,280) | (604,454) |
Income tax (expense) benefit | (5,340) | (1,714) | 11,701 |
Gain from equity method investment | 3,106 | 3,358 | 0 |
Net loss | (85,534) | (181,636) | (592,753) |
Preferred share accretion | 0 | 0 | (11,327) |
Net loss attributable to common stockholders, basic | (85,534) | (181,636) | (604,080) |
Net loss attributable to common stockholders, diluted | $ (85,534) | $ (181,636) | $ (604,080) |
Loss per share attributable to common stockholders: | |||
Basic | $ (0.38) | $ (0.85) | $ (3.79) |
Diluted | $ (0.38) | $ (0.85) | $ (3.79) |
Weighted average common stock outstanding: | |||
Basic | 225,882,254 | 213,391,134 | 159,388,360 |
Diluted | 225,882,254 | 213,391,134 | 159,388,360 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (85,534) | $ (181,636) | $ (592,753) |
Other comprehensive loss: | |||
Foreign currency translation adjustments | 22,112 | (54,996) | (11,566) |
Comprehensive loss | $ (63,422) | $ (236,632) | $ (604,319) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficit) - USD ($) $ in Thousands | Total | PIPE [Member] | Additional Equity Offering [Member] | Reverse Capitalization [Member] | Preference Shares [member] | Preference Shares [member] Reverse Capitalization [Member] | Common shares [member] Common Class B [Member] | Common shares [member] Common Stock Other Than B Shares [Member] | Common shares [member] Common Stock Other Than B Shares [Member] PIPE [Member] | Common shares [member] Common Stock Other Than B Shares [Member] Additional Equity Offering [Member] | Common shares [member] Common Stock Other Than B Shares [Member] Reverse Recapitalization [Member] | Common shares [member] Common Stock Other Than B Shares [Member] Reverse Capitalization [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member] PIPE [Member] | Additional Paid-in Capital [Member] Additional Equity Offering [Member] | Additional Paid-in Capital [Member] Reverse Recapitalization [Member] | Additional Paid-in Capital [Member] Reverse Capitalization [Member] | Treasury Stock [member] | Accumulated Deficit [Member] | Accumulated Deficit [Member] Reverse Capitalization [Member] | Accumulated Other Comprehensive Income (Loss) [member] | Accumulated Other Comprehensive Income (Loss) [member] Reverse Capitalization [Member] |
Beginning Balance, Temporary Equity at Dec. 31, 2020 | $ 350,675 | $ 350,675 | ||||||||||||||||||||
Beginning Balance, Temporary Equity (Shares) at Dec. 31, 2020 | 218,561,319 | 218,561,319 | ||||||||||||||||||||
Beginning Balance, Permanent Equity at Dec. 31, 2020 | $ (139,427) | $ (139,427) | $ 24 | $ 676 | $ 700 | $ 2,393 | $ (676) | $ 1,717 | $ (153,237) | $ (153,237) | $ 11,393 | $ 11,393 | ||||||||||
Beginning Balance, Permanent Equity (Shares) at Dec. 31, 2020 | 1,873,423 | 68,166,819 | 70,040,242 | |||||||||||||||||||
Net loss | (592,753) | (592,753) | ||||||||||||||||||||
Preferred share accretion, Temporary Equity | $ 11,327 | |||||||||||||||||||||
Preferred share accretion, Permanent Equity | (11,327) | (11,327) | ||||||||||||||||||||
Merger recapitalization | 49,938 | $ (362,002) | $ 96 | 49,842 | ||||||||||||||||||
Merger recapitalization (Shares) | (218,561,319) | 9,547,104 | ||||||||||||||||||||
Merger and PIPE financing, net of equity issuance costs of $38,215 | $ 481,857 | $ 675 | $ 481,182 | |||||||||||||||||||
Merger and PIPE financing, net of equity issuance costs of $38,215 (Shares) | 67,498,704 | |||||||||||||||||||||
Issuance of common stock in connection with additional equity offering, net of equity issuance costs | 237,707 | $ 17,067 | $ 130 | $ 9 | 237,577 | $ 17,058 | ||||||||||||||||
Issuance of common stock in connection with additional equity offering, net of equity issuance costs (Shares) | 13,000,000 | 928,447 | ||||||||||||||||||||
Stock-based compensation | 466,306 | 466,306 | ||||||||||||||||||||
Vesting of restricted shares | 1,467 | $ 227 | 1,240 | |||||||||||||||||||
Vesting of restricted shares (Shares) | 22,650,546 | |||||||||||||||||||||
Issuance of common stock in connection with business combinations | 110,491 | $ 61 | 110,430 | |||||||||||||||||||
Issuance of common stock in connection with business combinations (Shares) | 6,106,232 | |||||||||||||||||||||
Issuance of shares | 2 | $ 2 | ||||||||||||||||||||
Issuance of shares (Shares) | 18,500,000 | |||||||||||||||||||||
Issuance of common shares in connection with warrant redemptions | 96,416 | $ 38 | 96,378 | |||||||||||||||||||
Issuance of common shares in connection with warrant redemptions (Shares) | 3,814,350 | |||||||||||||||||||||
Foreign currency translation adjustment | (11,566) | (11,566) | ||||||||||||||||||||
Ending Balance, Permanent Equity at Dec. 31, 2021 | 706,178 | $ 2 | $ 1,936 | 1,461,730 | (757,317) | (173) | ||||||||||||||||
Ending Balance, Permanent Equity (Shares) at Dec. 31, 2021 | 18,500,000 | 193,585,625 | ||||||||||||||||||||
Net loss | (181,636) | (181,636) | ||||||||||||||||||||
Stock-based compensation | 89,817 | 89,817 | ||||||||||||||||||||
Vesting of shares | $ 56 | (56) | ||||||||||||||||||||
Vesting of shares (Shares) | 5,566,393 | |||||||||||||||||||||
Issuance of common stock in connection with business combinations | 17,452 | $ 27 | 17,425 | |||||||||||||||||||
Issuance of common stock in connection with business combinations (Shares) | 2,701,576 | |||||||||||||||||||||
Issuance of common shares in connection with warrant redemptions | 1 | 1 | ||||||||||||||||||||
Issuance of common shares in connection with warrant redemptions (Shares) | 101 | |||||||||||||||||||||
Foreign currency translation adjustment | (54,996) | (54,996) | ||||||||||||||||||||
Ending Balance, Permanent Equity at Dec. 31, 2022 | 576,816 | $ 2 | $ 2,019 | 1,568,917 | (938,953) | (55,169) | ||||||||||||||||
Ending Balance, Permanent Equity (Shares) at Dec. 31, 2022 | 18,500,000 | 201,853,695 | ||||||||||||||||||||
Net loss | (85,534) | (85,534) | ||||||||||||||||||||
Stock-based compensation | 35,168 | 35,168 | ||||||||||||||||||||
Vesting of shares | $ 16 | (16) | ||||||||||||||||||||
Vesting of shares (Shares) | 1,639,196 | |||||||||||||||||||||
Issuance of common stock in connection with business combinations | 10,157 | $ 21 | 10,136 | |||||||||||||||||||
Issuance of common stock in connection with business combinations (Shares) | 2,063,697 | |||||||||||||||||||||
Issuance of common shares in connection with warrant redemptions | 14,300 | $ 76 | 31,877 | $ (17,653) | ||||||||||||||||||
Issuance of common shares in connection with warrant redemptions (Shares) | 7,668,280 | (4,105,948) | ||||||||||||||||||||
Foreign currency translation adjustment | 22,112 | 22,112 | ||||||||||||||||||||
Ending Balance, Permanent Equity at Dec. 31, 2023 | $ 573,019 | $ 2 | $ 2,132 | $ 1,646,082 | $ (17,653) | $ (1,024,487) | $ (33,057) | |||||||||||||||
Ending Balance, Permanent Equity (Shares) at Dec. 31, 2023 | 18,500,000 | 213,224,868 | (4,105,948) |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Shareholders' Equity (Deficit) (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Adjustment to additional paid in capital stock issuance costs | $ 9,293 |
Merger And Pipe Financing [Member] | |
Adjustment to additional paid in capital stock issuance costs | 38,215 |
Additional Equity Offering [Member] | |
Adjustment to additional paid in capital stock issuance costs | $ 583 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net loss | $ (85,534) | $ (181,636) | $ (592,753) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 77,308 | 68,529 | 59,351 |
Loss on disposal of assets | 291 | 292 | 46 |
Loss (gain) on fair value remeasurement of contingent consideration | 2,919 | (218) | 19,405 |
Stock-based compensation | 35,318 | 89,839 | 489,474 |
Change in fair value of derivative warrant liabilities | 534 | (10,132) | 11,412 |
Non-cash interest expense, net | 258 | 689 | 2,444 |
Non-cash lease expense | 3,929 | 6,029 | |
Gain on lease termination | (642) | ||
Loss on lease abandonment | 281 | ||
Amortization of contract cost | 1,009 | 862 | 808 |
Deferred income taxes | (444) | (113) | (13,409) |
Provision for expected credit losses | 2,518 | 2,186 | 1,465 |
Gain from equity method investment | (3,106) | (3,358) | |
Loss on abandonment of assets | 11,226 | ||
(Gain) loss on foreign currency remeasurement | (5,571) | 5,577 | 192 |
Changes in operating assets and liabilities | |||
Effect of business combinations | (22,411) | ||
Accounts receivable | (33,173) | 8,370 | (25,771) |
Contract asset | 1,610 | (19,491) | (11,906) |
Prepaid expenses | (8,643) | (7,120) | (20,563) |
Other current assets | 1,156 | 4,986 | 3,350 |
Other assets | (1,495) | (2,122) | (1,702) |
Accounts payable | 22,065 | 15,743 | 9,577 |
Accrued expenses | (3,513) | 7,147 | 20,858 |
Deferred revenue | 906 | 14,939 | 4,050 |
Other current liabilities | (1,936) | 12,519 | 2,218 |
Operating lease liabilities | (3,672) | (6,395) | |
Other liabilities | 916 | (10,216) | 557 |
Net cash provided by (used in) operating activities | 14,876 | (3,455) | (63,308) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (3,569) | (5,967) | (6,417) |
Capitalization of internally developed software costs | (44,158) | (41,387) | (26,920) |
Distributions from (contribution to) equity method investments | 1,555 | (7,871) | |
Equity investments without readily determinable fair values | (150) | ||
Repayment of executive loan notes | 4,738 | ||
Purchases of intangible assets | (1,416) | (196) | (25) |
Acquisition of business, net of cash acquired | 0 | (20) | (103,871) |
Proceeds from disposal of assets | 18 | 770 | 176 |
Net cash used in investing activities | (47,570) | (54,821) | (132,319) |
Cash flows from financing activities: | |||
Proceeds from merger with dMY Technology Group, Inc. II | 276,341 | ||
dMY Technology Group, Inc. II transaction costs | (24,828) | ||
Capitalization of Genius equity issuance costs | (20,217) | ||
PIPE financing, net of equity issuance costs | 316,800 | ||
Issuance of common stock in connection with additional equity offering, net of equity issuance costs | 254,774 | ||
Issuance of B shares | 2 | ||
Preference shares payout and Incentive Securities Catch-Up Payment | (313,162) | ||
Repayment of loans and mortgage | (21) | (21) | (96,959) |
Proceeds from exercise of Public Warrants | 6,812 | 17,613 | |
Repayment of promissory notes | (7,387) | ||
Net cash (used in) provided by financing activities | (596) | (21) | 410,364 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 63 | (5,061) | (4,140) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (33,227) | (63,358) | 210,597 |
Cash, cash equivalents and restricted cash at beginning of period | 159,020 | 222,378 | 11,781 |
Cash, cash equivalents and restricted cash at end of period | 125,793 | 159,020 | 222,378 |
Supplemental disclosure of cash activities: | |||
Cash paid during the period for interest | 8 | 798 | 887 |
Cash paid during the period for income taxes | 4,490 | 2,054 | 3,542 |
Supplemental disclosure of noncash investing and financing activities: | |||
Acquisition of common shares by subsidiary in connection with warrant redemptions | 17,653 | ||
Promissory notes arising from equity method investments | 0 | 14,688 | |
Issuance of common stock in connection with business combinations | $ 10,157 | $ 17,452 | |
Preferred share accretion | 11,327 | ||
Conversion of preference shares to common stock | 69,272 | ||
Warrants acquired as part of merger with dMY Technology Group, Inc. II | 84,664 | ||
Exercise of Private Placement Warrants | $ 65,876 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Note 1. Description of Business and Summary of Significant Accounting Policies Description of Business Genius Sports Limited (the “Company” or “Genius”) is a non-cellular The Company is a provider of scalable, technology-led in-game end-users, Basis of Presentation and Principles of Consolidation The Merger was accounted for as a reverse capitalization in accordance with accounting principles accepted in the United States of America (“US GAAP”). The Merger was first accounted for as a capital reorganization whereby the Company was the successor to its predecessor Maven Topco. As a result of the first step described above, the existing shareholders of Maven Topco continued to retain control through ownership of the Company. The capital reorganization was immediately followed by the acquisition of dMY, which was accounted for within the scope of Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”). Under this method of accounting, dMY was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on post-combination relative voting rights, composition of the governing board, relative size of the pre-combination The accompanying consolidated financial statements are presented in conformity with US GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts and operations of the Company, inclusive of its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Reclassifications Certain prior period amounts reported in our consolidated financial statements and notes thereto have been reclassified to conform to current period presentation. Revisions to Previously Issued Financial Statements During the fourth quarter of fiscal year 2023, management identified a misstatement related to the omission of the impact of vested warrants on the calculation of basic and diluted weighted average common stock outstanding and thus impacting loss per share. The Company assessed the materiality of these misstatements on prior period financial statements in accordance with US Securities and Exchange Commission Staff Accounting Bulletin No. 99, Materiality, codified in ASC 250, Presentation of Financial Statements, and concluded that these misstatements were not material to any prior annual or interim period. The Company revised the calculation of weighted average common stock outstanding for the year ended December 31, 2022 and 2021 to include the impact of vested warrants and adjusted loss per share from $(0.91) to $(0.85) and $(4.00) to $(3.79) for the years ended December 31, 2022 and 2021, respectively. See Note 16 – Loss Per Share Foreign Currency The accompanying consolidated financial statements are presented in United States Dollars (“USD”), which is the Company’s reporting currency. The Company’s functional currency is the Pound Sterling (“GBP”). For transactions entered into in a currency other than its functional currency, monetary assets and liabilities are re-measured non-monetary re-measured re-measured non-functional Comprehensive Loss Comprehensive loss consists of the Company’s net loss and foreign currency translation adjustments related to the effect of foreign exchange on the value of the Company’s assets and liabilities denominated in currencies other than USD. The cumulative net translation gain or loss is included in the Company’s consolidated statements of comprehensive loss. Business Combinations The Company allocates the fair value of consideration transferred to the tangible and intangible assets acquired, and liabilities assumed based on their estimated fair values. The excess of the fair value of consideration transferred over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require the Company to make significant estimates and assumptions, especially with respect to intangible assets. The Company’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual values may differ from estimates. Allocation of consideration transferred to identifiable assets and liabilities affects the Company’s amortization expense, as acquired finite-lived intangible assets are amortized over their useful lives, whereas any indefinite lived intangible assets, including goodwill, are not amortized. During the measurement period, which is not to exceed one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Use of Estimates The preparation of the consolidated financial statements in conformity with US 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions reflected in the consolidated financial statements include, but are not limited to, the valuation allowance for deferred tax assets, stock-based compensation including the fair value of equity awards, fair value of warrant liability, fair value estimates of derivatives, allowance for credit losses, revenue recognition, fair value of contingent consideration, purchase price allocation including fair value estimates of intangible assets and goodwill, the estimated useful lives of property and equipment and intangible assets, determination of the incremental borrowing rate to calculate operating lease liabilities and capitalization of internally developed software costs. The Company bases its estimates on historical experience and also on assumptions that it believes are reasonable. Due to the inherent uncertainty involved in making assumptions and estimates, changes in circumstances could result in actual results differing from those estimates, and such differences could be material to the Company’s consolidated balance sheets, statements of operations and comprehensive loss. Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (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 Liquidity and Capital Resources The Company experienced operating losses for the years ended December 31, 2023, 2022 and 2021. The Company expects to continue to incur operating losses due to the investments it intends to make to its business, including development of products. Based on anticipated spend, timing of expenditure assumptions, along with market conditions, the Company expects that its cash will be sufficient to fund its operating expenses and capital expenditure requirements for at least one year after issuance of the accompanying consolidated financial statements. The Company may seek to raise additional funds through either equity or debt issuances to continue its investment in new product launches and related marketing initiatives and make strategic acquisitions. If the Company is unable to raise additional capital when desired and on reasonable terms, the business, results of operations, and financial condition could be adversely affected. The Company’s long-term success is dependent upon its ability to successfully market its products and services; generate revenue; maintain or reduce its operating costs and expenses; meet its obligations; obtain additional capital when needed; and, ultimately, achieve profitable operations. Significant Risks and Uncertainties The Company is subject to those risks common in the sports betting industry and also those risks common to highly regulated industries including, but not limited to, the possibility of not being able to successfully develop or market its products; foreign currency risk; technological obsolescence; competition; dependence on key personnel and key external alliances; the successful protection of its proprietary technologies data, and intellectual property rights; branding; compliance with government regulations and specifically with data protection and privacy laws; litigation; systems and infrastructure failure; interest rate risk; seasonal fluctuations; ability to grow via strategic acquisitions and successfully integrate the acquired businesses; fraud, corruption, or negligence related to sports events; and the possibility of not being able to obtain additional financing when needed. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, and accounts receivable. Some of the amounts held exceed federally insured limits. Management does not believe the Company is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. No individual customer accounted for 10% or more of the Company’s accounts receivable as of December 31, 2023 or 2022. As of December 31, 2023, two vendors accounted for 58% of the Company’s accounts payable. As of December 31, 2022, one vendor accounted for 44% of the Company’s accounts payable. Segment Information The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), consisting of the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, management has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements. Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Restricted Cash Cash and cash equivalents that are legally restricted as to withdrawal or usage are classified in restricted cash, current and restricted cash, non-current, As of December 31, 2023, restricted cash relates to a guarantee issued by the Company that serves as collateral for certain obligations occurring in the normal course of business. Accounts Receivable Accounts receivable represent amounts billed to customers in accordance with contract terms for which payment has not yet been received. Receivables are not collateralized and do not bear interest. Receivables are recorded at amortized cost, less any allowance for credit losses. The Company estimates the allowance for credit losses using a loss-rate method based upon various factors, including historical experience, the age of the accounts receivable balances, credit quality of our customers, and other factors that may affect the ability to collect from customers. Expected credit losses are recorded as general and administrative expenses in the consolidated statements of operations. Prepaid expenses Prepaid expense are amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods. Prepaid expenses are not converted to cash and are classified as current assets because if they were not prepaid, they would have required the use of current assets during the coming year. The Company generally recognizes prepaid expenses related to data and streaming rights frees, subscriptions, supplier agreements and operating costs. Prepaid expenses are generally derecognized over time from the balance sheet as the benefits are consumed or received. In instances where the Company determines that prepaid expenses will no longer result in future benefits that are consumed or received, the Company derecognizes the relevant prepaid expense as if incurred in the consolidated statements of operations. In the year ended December 31, 2023, the Company derecognized prepaid expenses of $11.2m related to a supplier contract whereby the Company paid for hardware and related costs which are not expected to be utilized. The derecognition of the prepaid expenses is presented as a loss on abandonment of assets in the consolidated statements of operations. Inventory Inventory mainly consists of video and other camera equipment for resale to customers. Inventory is stated at the lower of cost or net realizable value. Costs are computed under the standard cost method, which approximates actual costs determined on a first-in, first-out Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of respective assets. The estimated useful lives of the Company’s assets are as follows: Estimated Useful Lives (years) Buildings 50 IT equipment 3 Furniture and fixtures 4 Other equipment 10 For leasehold improvements, the estimated useful lives are limited to the shorter of the useful life of the asset or the term of the lease. Expenditures for maintenance and repairs are charged to expense as incurred. When an asset is sold or otherwise disposed of, the cost and associated accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the consolidated statements of operations. Internally Developed Software Software that is developed for internal use is accounted for pursuant to ASC 350-40, Internal-Use 350-40”). internal-use internal-use Intangible Assets Intangible assets acquired in a business combination are recognized at fair value using generally accepted valuation methods deemed appropriate for the type of intangible asset acquired and reported net of accumulated amortization, separately from goodwill. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. Data rights Data rights are finite-lived intangible assets amortized on a straight-line basis over their estimated useful life of ten years. Data rights represent legally protected rights to collect sports data for use in the Company’s product offerings and are typically generated through business combinations. The related amortization expense is classified in cost of revenue in the consolidated statements of operations. Technology Technology is finite-lived intangible asset amortized on a straight-line basis over its estimated useful life of three years. Technology primarily represents Genius Sports proprietary sports management technology platform generated through business combinations. The related amortization expense is classified as cost of revenue in the consolidated statements of operations. Technology also includes other acquired third party software not acquired in business combinations. The related amortization expense for third-party software is generally classified as general and administrative and research and development expenses in the consolidated statements of operations. Marketing Products Marketing products are finite-lived intangible assets amortized on a straight-line basis over their estimated useful lives, ranging from three to fifteen years. Marketing products include customer contracts and trademarks generated through business combinations. The related amortization expense is classified as general and administrative expense in the consolidated statements of operations. Goodwill Goodwill represents the difference between the purchase price and the fair value of assets and liabilities acquired in a business combination. Goodwill is not amortized but instead is tested for impairment at least annually or between annual tests in certain circumstances in accordance with the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”. In accordance with ASC 350, Genius performs goodwill impairment testing at least annually on the first day of its fourth quarter and also if events or changes in circumstances indicate the occurrence of a triggering event. The provisions of ASC 350 require that the impairment test be performed on goodwill at the level of the reporting unit As required by ASC 350, the Company chooses either to perform a qualitative assessment or proceeds directly to the quantitative goodwill impairment test. The qualitative assessment includes various factors such as macroeconomic conditions, industry and market considerations, overall financial performance, earnings multiples, gross margin and cash flows from operating activities and other relevant factors. If it is determined it is more likely than not that the fair value of the reporting unit is less than its carrying value, a quantitative analysis is performed to identify goodwill impairment. The Company adopted ASU 2017-04 one-step Impairment of Long-Lived Assets Long-lived assets, except for goodwill, primarily consist of property and equipment and finite-lived intangible assets. Long-lived assets, except for goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset or asset group exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2023, 2022 and 2021. Leases The Company determines whether an arrangement is or contains a lease at contract inception. The lease classification evaluation begins at the lease commencement date. The lease term used in the evaluation includes the non-cancellable For leases with an initial term greater than 12 months, a related lease liability is recorded on the consolidated balance sheet at the present value of future payments, discounted using the estimated fully collateralized incremental borrowing rate (discount rate) corresponding with the lease term. In addition, a right-of-use Certain leases contain provisions that require variable payments that are passed through by the landlord, such as common area maintenance, utilities and real estate taxes (variable lease costs). Variable lease costs are expensed as incurred. Leases with an initial term of 12 months or less (short-term leases) are not recorded on the consolidated balance sheet. Short-term lease expense is recognized on a straight-line basis over the lease term. The Company accounts for lease and non-lease As the interest rates implicit in the leases are not readily determinable, the Company uses its incremental borrowing rate corresponding with the lease term to determine the present value of future lease payments. This rate is determined based on prevailing market conditions and comparable company and credit analysis. The incremental borrowing rate is reassessed if there is a change to the lease term or if a modification occurs. From time to time, the Company may enter into sublease agreements with third parties. The subleases generally do not relieve the Company of its primary obligations under the corresponding primary lease. As a result, the Company accounts for the primary lease based on the original assessment at lease inception. If the total remaining lease cost on the primary lease for the term of the sublease is greater than the anticipated sublease income, the right-of-use Prior to January 1, 2022, the Company accounted for leases under ASC 840, Leases (Topic 840), and recorded rent expense associated with its operating lease on a straight-line basis over the term of the lease. Investments The Company uses the equity method when it has the ability to exercise significant influence over operating and financial policies of an entity but does not have control of the entity. Under the equity method of accounting, an investment is initially recorded on the balance sheet at cost, representing the Company’s proportionate share of fair value. The investment is subsequently adjusted to reflect the Company’s proportionate share of net earnings or losses recognized, distributions received, contributions made and certain other adjustments, as appropriate. The Company does not record losses of the equity method investee in excess of its investment balance unless the Company is liable for obligations of the equity method investee or is otherwise committed to provide financial support to the equity method investee. As of December 31, 2023 and 2022, the Company held investments in CFL Ventures and one other private company. Derivatives The Company accounts for derivative instruments in accordance with ASC 815, Derivatives and Hedging (“ASC 815”), which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the consolidated financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of debt instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the consolidated balance sheets at fair value. An evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Public and Private Placement Warrants The Company accounts for Public Warrants and Private Placement Warrants as liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (ASC 480) and ASC 815, Derivatives and Hedging (ASC 815). Specifically, the Public and Private Placement Warrants meet the definition of a derivative but do not qualify for an exception from derivative accounting since the warrants are not indexed to the Company’s stock and therefore, are precluded from equity classification. Since the Public and Private Placement Warrants meet the definition of a derivative under ASC 815, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the Merger, with subsequent changes in their respective fair values recognized in the consolidated statement of operations. See Note 13 – Derivative Warrant Liabilities Short-term and Long-term Borrowings The Company accounts for its loan instruments using an amortized cost model. Debt issuance costs, lender fees, and allocated proceeds to other financial instruments issued simultaneously to lenders reduce the initial carrying amount of the loan instruments. The carrying value is accreted to the stated principal amount at contractual maturity using the effective-interest method with a corresponding charge to interest expense. Debt discounts are presented on the consolidated balance sheets as a direct deduction from the carrying amount of related debt. Fair Value Measurement Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis under ASC 820, Fair Value Measurements and Disclosures, include warrant liabilities and contingent consideration (see Note 18 – Fair Value Measurements Revenue Recognition ASC 606 requires companies to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the standard requires more detailed disclosures to enable readers of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company determines revenue recognition through the following steps: • Identify the contract, or contracts, with the customer; • Identify the performance obligations in the contract; • Determine the transaction price; • Allocate the transaction price to performance obligations in the contract; and • Recognize revenue when, or as, the Company satisfies performance obligations by transferring the promised good or services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company primarily recognizes revenue from the delivery of products and services to customers in connection with the major product lines described below. Nature of Products and Services Betting Technology, Content and Services The Company primarily provides official sports data for in-game pre-match In conjunction with the platform, the Company also provides customers with software updates to its sportsbook platform and technical support. These services are provided to customers on a continuous basis over the contract term, and therefore, revenue is recognized on a consistent basis with the platform hosting service. Customers contract for the platform either under fixed fee or profit share arrangements. In fixed fee arrangements customers generally pay a fixed price for access to the official data and services platform. The fixed fee covers a minimum number of sporting events, and customers pay overages for events above the minimum. Payments are generally made either quarterly or monthly in advance. For overages, the Company estimates these amounts as variable consideration and applies the constraint to the extent it is probable there will be a significant reversal of cumulative revenue. The Company uses a time-elapsed measure of progress to recognize revenue as the Company provides access to the platform over the contract term. In profit share arrangements, the Company generates revenues based on a percentage of sportsbook operator profits. These arrangements generally do not specify a minimum number of sporting events. The Company generally invoices for these arrangements monthly in arrears. Variable consideration is allocated to distinct time increments of the service and recognized over the contract term as the Company satisfies each time increment of the service. Certain profit share arrangements also contain fixed fees but no minimum number of sporting events. In these contracts, the Company recognizes the fixed fees as revenue using a time-elapsed measure of progress to recognize revenue as the Company provides access to the platform over the contract term. Media Technology, Content and Services Media Technology The Company primarily provides advertising services to sports leagues and federations, along with sportsbook operators, and other global brands in the sports ecosystem. These services generally include personalized online marketing campaigns in which the Company, through its cloud-based marketing platform, uses real-time sports data to identify target audiences, manages the acquisition of digital advertising space, and transmits advertisements on behalf of its customers. The services are generally provided over a contract term of one year or less. The arrangements contain fixed fees, which are generally prepaid by customers. Revenue is recognized over time as the services are performed using an input method based on costs to secure advertising space. The Company is the principal in these arrangements as it is primarily responsible for delivering the advertisements, and bears inventory risk; therefore, revenue is presented gross. Creative Video Marketing The Company provides customers with data driven video marketing capabilities through a creative performance platform. Customers generally access the Company’s SaaS creative performance platform through a fixed fee annual license model. Customers do not take possession of the platform’s underlying software. Revenue is recognized over time as the Company stands ready to provide access to the platform on a continuous basis over the contract term. Customers may also choose to engage the Company and leverage the creative performance platform to create bespoke, scalable video marketing assets for campaigns. Campaigns are short-term in nature, covering a period of one year or less. Customers do not receive access to the platform, instead, taking control of the video marketing assets created by the Company upon delivery and acceptance. The Company recognizes revenue at the point in time at which control of the video marketing assets transfers to the customer. Fan Engagement The Company provides customers with a suite of technology solutions for digital fan engagement products and free to play (“F2P”) games. Customers subscribe to the products through a fixed fee annual license model, subject to certain variable components. The customers do not take possession of the products and F2P games as they are accessed through a hosted service over a specified number of events or defined sporting season. Revenue is recognized over-time on a straight-line basis as customers receive and consume benefit of the products and F2P over the course of the number of events or defined sporting season. Sports Technology and Services Sports Technology The Company provides technology that enables sports leagues and federations to capture, manage, and distribute their official sports data, along with other tools and services and updates and technical support. These software solutions ar |
Reverse Capitalization
Reverse Capitalization | 12 Months Ended |
Dec. 31, 2023 | |
Reverse Capitalization [Abstract] | |
Reverse Capitalization | Note 2. Reverse Capitalization On April 20, 2021, the Merger was consummated. Pursuant to the Business Combination Agreement, at Closing, the Company underwent a pre-closing Stock-based Compensation Stock-based Compensation Pursuant to the Business Combination Agreement, subject to the satisfaction or waiver of certain conditions set forth therein, the following has occurred: (a) dMY’s issued and outstanding shares of Class B shares have converted automatically on a one-for-one one-third Concurrently with the execution of the Business Combination Agreement, a number of accredited and institutional investors (the “PIPE Investors”) subscribed to purchase an aggregate of 33,000,000 Genius ordinary shares, for a purchase price of $10.00 per share, for an aggregate purchase price of $330,000,000, to be issued immediately prior to or substantially concurrently with the Closing (the “PIPE Investment”). The PIPE Investment was also consummated on April 20, 2021. The Merger was accounted for as a reverse capitalization in accordance with US GAAP. Under this method of accounting, dMY was treated as the “acquired” company for financial reporting purposes and the Merger was treated as the equivalent of the Company issuing stock for the net assets of dMY, accompanied by a recapitalization. See “Basis of Presentation and Principles of Consolidation” in Note -– Description of Business and Summary of Significant Accounting Policies for further details. In connection with the Merger, the Company raised gross proceeds of $ million including the contribution of $ million of cash held in dMY’s trust account from its initial public offering and gross proceeds from PIPE Investment of $ million less issuance costs of $ million. Pursuant to the Business Combination Agreement, with the proceeds raised, the Company paid for redemption of certain preference shares of Maven Topco of $292.7 million, repaid certain loans granted by Maven Topco of $96.9 million and made a catch-up In connection with the Merger, the Company incurred direct and incremental transaction costs of approximately $20.2 million associated with equity issuance, consisting primarily of investment banking, legal, accounting and other professional fees, which were recorded to additional paid-in The number of Genius ordinary shares issued immediately following the consummation of the Merger was: dMY Class A common stock outstanding prior to the Merger 27,600,000 Less: redemption of dMY shares 1,296 Genius ordinary shares issued to dMY Class A common stockholders 27,598,704 Genius ordinary shares issued to dMY Class B common stockholders 6,900,000 Genius ordinary shares issued to PIPE Investors 33,000,000 Total Genius ordinary shares issued in connection with the Merger and PIPE Investment 67,498,704 Genius ordinary shares converted from legacy Maven Topco shares (1) 100,137,777 Total Genius ordinary shares issued immediately after the Merger 167,636,481 (1) Includes 79,587,346 Genius ordinary shares converted from existing classes of shares of Maven Topco and 20,550,431 Genius ordinary shares related to vested rollover Incentive Securities. See Note 17 – Stock-based Compensation for further details. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Business Combinations | Note 3. Business Combinations Second Spectrum Acquisition On June 15, 2021, the Company acquired all outstanding equity interests in Second Spectrum, Inc (“Second Spectrum”) for a total consideration of $198.3 million including $115.0 million in cash and $83.3 million in equity, reflecting a working capital adjustment of $1.1 million in the fourth quarter of fiscal year 2021. Second Spectrum is a leading provider of cutting-edge data tracking and visualization solutions that partners with elite football and basketball clubs, leagues, federations, and media organizations around the world. The financial results of Second Spectrum have been included in the Company’s consolidated statements of operations statements since the acquisition date of June 15, 2021. Consideration Transferred The summary computation of consideration transferred is presented as follows (in thousands): Consideration Cash for outstanding Second Spectrum capital stock (1) $ 111,535 Fair value of Genius Sports Limited common stock issued for outstanding Second Spectrum capital stock (2) 83,291 Cash for vested outstanding Second Spectrum equity awards (3) 3,490 Total consideration transferred $ 198,316 (1) Includes cash consideration paid to former Second Spectrum shareholders totaling $111.5 million. (2) Represents the issuance of 4.7 million shares of the Company’s common stock at June 15, 2021 closing price of $17.74 per share to the former Second Spectrum shareholders. See Note 18 – Fair Value Measurements for details of additional shares issuance of 2.7 million shares on February 2, 2022 and additional 1.7 million shares issued in 2023 to the sellers that received equity consideration, pursuant to the terms and conditions of the business combination agreement. (3) Includes $3.5 million cash settlement of Second Spectrum’s vested outstanding stock options as of June 15, 2021 associated with the pre-acquisition Purchase Price Allocation Fair values are based on management’s analysis including work performed by third party valuation specialists. The following table summarizes the fair value of assets acquired and liabilities assumed on the acquisition date of June 15, 2021, with the excess recorded as goodwill (in thousands): Fair value of net assets acquired Cash and cash equivalents $ 43,865 Accounts receivables, net 1,126 Prepaid expenses 252 Other current assets 1 Property and equipment, net 5,187 Intangible assets, net 83,800 Other assets 167 Goodwill (1) 101,411 Total assets acquired $ 235,809 Accounts payable 273 Accrued expenses 13,961 Deferred revenue 6,670 Other current liabilities 454 Deferred tax liability 16,135 Total liabilities assumed $ 37,493 Total consideration transferred $ 198,316 (1) Reflects a working capital adjustment of $1.1 million in the fourth quarter of fiscal year 2021 The following table sets forth the components of identifiable intangible assets acquired and their weighted average useful lives by major class of intangible assets as of the acquisition date of June 15, 2021 (in thousands): Useful Lives As of June 15, 2021 (years) (in thousands) Technology 3 $ 50,000 Marketing products (1) 3 – 15 33,800 Total intangible assets acquired subject to amortization $ 83,800 (1) Includes customer relationships of $31.0 million with a useful life of 3 years and trademarks of $2.8 million with a useful life of 15 years Goodwill is primarily attributed to expected growth in new contracted customer contracts, new technologies anticipated from the acquisition and the assembled workforce of Second Spectrum. The goodwill acquired will not generate amortization deductions for income tax purposes. Unaudited Pro Forma Information The following unaudited pro forma financial information presents combined results of operations for the period presented as if the acquisition of Second Spectrum had occurred on January 1, 2020 (in thousands): Year Ended December 31, 2021 Pro forma revenue $ 272,281 Pro forma net loss (588,284 ) The unaudited pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of results of operations that would have been achieved had the acquisition taken place on the date indicated, or the future consolidated results of operations of the Company. The pro forma financial information presented above has been derived from the historical consolidated financial statements of the Company and from the historical accounting records of Second Spectrum. FanHub Acquisition On June 9, 2021, the Company acquired all outstanding equity interests in Fan Hub Media Holdings Pty Limited (“FanHub”) for cash of approximately $13.2 million and equity of approximately $19.0 million. FanHub is a leading provider of free-to-play million of goodwill. The goodwill is not deductible for US income tax purposes. The acquisition was not material to the Company’s consolidated financial statements. Spirable Acquisition On August 17, 2021, the Company acquired all outstanding equity interests in Photospire Limited (“Spirable”) for an aggregate consideration transferred of $43.5 million including cash, equity and contingent consideration of $27.2 million, $9.7 million and $6.6 million, respectively. Spirable, based in London, United Kingdom, is a leading creative performance platform that allows brands, agencies and rights holders to create, automate and optimize highly personalized content. The Company incurred transaction costs of $2.8 million in the third quarter of fiscal year 2021 in connection with the acquisition of Spirable which was recorded in transaction expenses in the consolidated statements of operations. In allocating consideration transferred based on estimated fair values, the Company recorded $13.8 million of newly acquired intangible assets including Technology and Marketing Products and $30.5 million of goodwill. The goodwill is not deductible for US income tax purposes. The acquisition is not material to the Company’s consolidated financial statements. In the year ended December 31, 2022, the Company recorded $3.2 million gain from fair value remeasurement of contingent consideration. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 4. Revenue Disaggregation of Revenues Revenue by Major Product Line The Company’s product offerings primarily deliver a service to a customer satisfied over time, and not at a point in time. Revenue for the Company’s major product lines consists of the following (in thousands): Year Ended December 31, 2023 2022 2021 Revenue by Product Line Betting Technology, Content and Services $ 274,235 $ 209,251 $ 177,201 Media Technology, Content and Services 91,605 82,698 48,312 Sports Technology and Services 47,137 49,080 37,222 Total $ 412,977 $ 341,029 $ 262,735 Revenue by Geographic Market Geographical regions are determined based on the region in which the customer is headquartered or domiciled. Revenues by geographical market consists of the following (in thousands): Year Ended December 31, 2023 2022 2021 Revenue by geographical market: Europe $ 222,415 $ 184,128 $ 175,731 Americas 169,149 132,924 69,278 Rest of the world 21,413 23,977 17,726 Total $ 412,977 $ 341,029 $ 262,735 In the year ended December Revenues by Major Customers No customers accounted for 10% or more of revenue in the year ended December 31, 2023. One customer accounted for 11% of revenue in the year ended December 31, 2022. No customers accounted for 10% or more of revenue in the year ended December 31, 2021. Revenue from Other Sources For the years ended December 31, 2023, 2022 and 2021, revenue for the Sports Technology and Services product line includes an immaterial amount of revenue from other sources in relation to equipment rental income. Remaining Performance Obligations Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods and excludes constrained variable consideration. The Company has excluded contracts with an original expected term of one year or less and variable consideration allocated entirely to wholly unsatisfied promises that form part of a single performance obligation from the disclosure of remaining performance obligations. Revenue allocated to remaining performance obligations was $256.8 million as of December 31, 2023. The Company expects to recognize approximately 62% in revenue within one year, and the remainder within the next 13 – 108 months. During the year ended December , , and , the Company recognized revenue of $ million, $ million, and $ million, respectively for variable consideration related to revenue share contracts for Betting Technology, Content and Services. Contract Balances The timing of revenue recognition may differ from the timing of invoicing to customers, and these timing differences result in receivables (see Note 6 – Accounts Receivable, Net As of December , , the Company had $ million of contract assets and $ million of contract liabilities, recognized as deferred revenue. As of December , , the Company had $ million of contract assets and $ million of contract liabilities, recognized as deferred revenue. As of December , , the Company had $ million of contract assets and $ million of contract liabilities, recognized as deferred revenue. The $ million increase in contract assets as compared to the balance of $ million as of December , is due to the increase in Media Technology, Content and Services revenues. The $ million increase in deferred revenue as compared to the balance of $ million as of December , is primarily due to cash payments received or due in advance of satisfying performance obligations, which were in the ordinary course of business. The Company recognized revenue of $ million, $ million and $ million in the years ended December , , and , respectively from the deferred revenue beginning balance in each period. |
Cash, Cash Equivalents and Rest
Cash, Cash Equivalents and Restricted Cash | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Restricted Cash | Note 5. Cash, Cash Equivalents and Restricted Cash Cash, cash equivalents and restricted cash as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Cash and cash equivalents $ 100,331 $ 122,715 Restricted cash, current and non-current 25,462 36,305 Cash, cash equivalents and restricted cash $ 125,793 $ 159,020 Restricted cash relates to a guarantee issued by the Company to Barclays Bank PLC in connection with a letter of credit that Barclays provided to Football DataCo Limited for and on behalf of the Company for an aggregate amount of £20.0 million and £30.0 million as of December 31, 2023 and December 31, 2022, respectively ($25.5 million and $36.3 million as of December 31, 2023 and December 31, 2022, respectively). See Note 21 – Commitments and Contingencies |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Accounts Receivable, Net | Note 6. Accounts Receivable, Net As of December 31, 2023, accounts receivable, net consisted of accounts receivable of $76.2 million less allowance for credit losses of $5.1 million. As of December 31, 2022, accounts receivable, net consisted of accounts receivable of $35.9 million less allowance for credit losses of As of December 31, As of December 31, 2023 2022 Balance, beginning of period $ 2,486 $ 1,312 Provision for expected credit losses 2,993 2,009 Write-offs, net of recoveries (518 ) (667 ) Foreign currency translation adjustments 175 (168 ) Balance, end of period $ 5,136 $ 2,486 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Note 7. Property and Equipment, Net Property and equipment, net consists of the following (in thousands): As of December 31, As of December 31, 2023 2022 Buildings $ 1,927 $ 2,178 IT Equipment 26,807 23,124 Furniture and fixtures 2,071 1,617 Other equipment 12 34 Total property and equipment $ 30,817 $ 26,953 Less: accumulated depreciation 19,265 14,072 Property and equipment, net $ 11,552 $ 12,881 Depreciation expense related to property and equipment was $5.1 million, $4.8 million, and $3.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 8. Goodwill Changes in the carrying amount of goodwill for the periods presented in accompanying consolidated financial statements are as follows (in thousands): Balance as of December 31, 2021 $ 346,418 Goodwill acquired (1) 20 Effect of currency translation remeasurement (36,544 ) Balance as of December 31, 2022 $ 309,894 Effect of currency translation remeasurement 16,117 Balance as of December 31, 2023 $ 326,011 (1) Working capital adjustment in the first quarter of fiscal year 2022 for the FanHub acquisition No impairment of goodwill was recognized for the years ended December 31, 2023, 2022 and 2021. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Note 9. Intangible Assets, Net Intangible assets subject to amortization as of December 31, 2023 consist of the following (in thousands, except years): Weighted Gross Carrying Accumulated Net Carrying (years) Data rights 5 $ 67,064 $ 35,768 $ 31,296 Marketing products 7 59,099 37,552 21,547 Technology 1 107,292 95,633 11,659 Capitalized software 2 154,045 88,877 65,168 Total intangible assets $ 387,500 $ 257,830 $ 129,670 Intangible assets subject to amortization as of December 31, 2022 consist of the following (in thousands, except years): Weighted Gross Carrying Accumulated Net Carrying (years) Data rights 6 $ 63,748 $ 27,508 $ 36,240 Marketing products 7 56,178 23,570 32,608 Technology 1 100,999 70,312 30,687 Capitalized software 2 103,568 53,855 49,713 Total intangible assets $ 324,493 $ 175,245 $ 149,248 Amortization expense was $72.2 million, $63.8 million, and $56.3 million for the years ended December 31, 2023, 2022 and 2021, respectively. As of December 31, 2023, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows: Fiscal Years (in thousands) 2024 $ 58,683 2025 31,684 2026 15,293 2027 8,734 2028 6,621 Thereafter 8,655 Total $ 129,670 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Note 10. Investments Investments as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Equity method investments $ 26,257 $ 23,548 Equity investments without readily determinable fair values 142 134 Total investments $ 26,399 $ 23,682 Equity method investments CFL Ventures On December 10, 2021, the Company announced a landmark strategic partnership with the Canadian Football League (“CFL” or “the League”), the second largest football league globally with over 100 years of history. As part of the agreement, Genius Sports will have the exclusive rights to commercialize the CFL’s official data worldwide and video content with sportsbooks in international markets, replicating the global distribution and success of its official betting products for the English Premier League and NFL Enterprises LLC (“NFL”), among others. In connection with the partnership, in addition to the official data rights agreement, Genius Sports and the CFL have also agreed that Genius Sports will acquire a 6.2% minority stake in CFL Ventures, the new commercial arm of the League, allowing the Company to benefit strategically and financially from the CFL’s growth. The transaction became effective in January 2022. In assessing the Company’s minority equity interest in CFL Ventures, the Company has determined it has significant influence over the entity despite holding an equity interest of less than 20%. The Company recorded a gain from equity method investment in CFL Ventures of $3.1 million and $3.4 million for the year ended December 31, 2023 and 2022, respectively. The Company received distributions from CFL Ventures of $1.6 million and zero in the years ended December 31, 2023 and 2022, respectively. Equity Investments without Readily Determinable Fair Values In January 2022, the Company made an equity investment of $0.2 million in non-marketable The Company will reassess at each reporting period whether the equity investment without a readily determinable fair value qualifies to be measured using the cost, less impairment alternative. When the equity investment has a readily determinable fair value, it will be measured at fair value through net income. As of December 31, 2023, the equity investment remains measured at cost, less impairment. No increase or decrease has been recognized during the year ended December 31, 2023 or 2022. |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2023 | |
Other Assets [Abstract] | |
Other Assets | Note 11. Other Assets Other assets (current and long-term) as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Other current assets: Non-trade $ 227 $ 1,385 Corporate tax receivable 6,755 — Inventory 347 283 Total other current assets $ 7,329 $ 1,668 Other assets: Security deposit $ 1,364 $ 1,364 Corporate tax receivable — 5,472 Sales tax receivable 1,501 1,779 Contract costs 1,973 1,838 Total other assets $ 4,838 $ 10,453 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Note 12. Debt The following table summarizes outstanding debt balances as of December 31, 2023 and December 31, 2022 (in thousands): Instrument Date of Issuance Maturity Date Effective December 31, December 31, Genius Sports Italy Srl Mortgage December 2010 December 2025 5.5 % $ 43 $ 62 Promissory Note January 2022 January 2024 4.7 % 7,549 14,431 $ 7,592 $ 14,493 Less current portion of debt (7,573 ) (7,405 ) Non-current $ 19 $ 7,088 Genius Sports Italy Srl Mortgage On December 1, 2010, Genius Sports entered into a loan agreement in Euros for €0.3 million, equivalent to less than $0.1 million as of December 31, 2023, to be paid in accordance with the quarterly floating rate amortization schedule over the course of the loan. Promissory Notes As part of the equity investment in the Canadian Football League (“CFL”), the Company issued two promissory notes, denominated in Canadian Dollars, with an aggregate face value of $20.0 million Canadian Dollars. The promissory notes incur no cash interest. The Company has determined an effective interest rate of 4.7%. The first promissory note matured and was repaid on January 1, 2023, and the second promissory note matures on January 1, 2024. As of December 31, 2023, the face value of the outstanding promissory note was $10.0 million Canadian Dollars, equivalent to $7.5 million. The estimated fair value of the promissory note approximates the carrying value. Secured Overdraft Facility The Company has access to short-term borrowings and lines of credit. The Company’s main facility is a £0.2 million secured overdraft facility with Barclays Bank PLC, which incurs a variable interest rate of 4.0% over the Bank of England rate. As of December 31, 2023 and December 31, 2022, the Company had no outstanding borrowings under its lines of credit. Interest Expense Interest expense was $0.4 million, $1.5 million, and $3.4 million for the years ended December 31, 2023, 2022 and 2021, respectively. Debt Maturities Expected future payments for all borrowings as of December 31, 2023 are as follows: Fiscal Period: (in thousands) 2024 $ 7,573 2025 19 2026 — 2027 — 2028 — Thereafter — Total payment outstanding $ 7,592 |
Derivative Warrant Liabilities
Derivative Warrant Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Warrant Liabilities [Abstract] | |
Derivative Warrant Liabilities | Note 13. Derivative Warrant Liabilities As part of dMY’s initial public offering (“IPO”) in 2020, dMY issued 9,200,000 warrants to third party investors, and each whole warrant entitled the holder to purchase one share of the Company’s Class A common stock at an exercise price of $11.50 per share (the “Public Warrants”). Simultaneously with the closing of the IPO, dMY completed the private sale of 5,013,333 warrants to dMY’s sponsor (“Private Placement Warrants”) and each Private Placement Warrant allowed the sponsor to purchase one share of the Company’s Class A common stock at $11.50 per share. During fiscal year 2021 the Private Placement Warrants were exercised in full. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the units and only whole Public Warrants will trade. The Public 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 IPO. The Public Warrants had an exercise price of $11.50 per share, subject to adjustments and will expire five years after the completion of the Business Combination as of April 20, 2021 or earlier upon redemption or liquidation and are exercisable on demand. As of December 31, 2022, 7,668,280 Public Warrants remained outstanding. On January 20, 2023, the Company announced the successful offer to exercise and consent solicitation (the “Exercise and Consent Solicitation”) of the Company’s outstanding public warrants. Holders of 2,149,000 warrants elected to exercise their public warrants prior to the expiration date of the Exercise and Consent Solicitation on a cash basis at a reduced exercise price of $3.1816 per share, resulting in cash proceeds of $6.8 million and the issuance of 2,149,000 shares of Common Stock. Holders of 4,685,987 warrants elected to exercise their public warrants prior to the expiration date of the Exercise and Consent Solicitation on a cashless basis at a reduced exercise price of $3.1816 per share, and the remaining 833,293 public warrants were exercised automatically on a cashless basis at a reduced exercise price of $3.2933 per share. The Company issued 5,519,280 shares of Common Stock for warrants that were exercised on a cashless basis, of which 4,105,948 shares were retained as Treasury Stock. None of the Company’s public warrants remained outstanding as of December 31, 2023 and the warrants ceased trading on the NYSE. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and the shares of common stock issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants are non-redeemable The Company accounts for Public Warrants and Private Placement Warrants as liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (ASC 480) and ASC 815, Derivatives and Hedging (ASC 815). Specifically, the Public and Private Placement Warrants meet the definition of a derivative but do not qualify for an exception from derivative accounting since the warrants are not indexed to the Company’s stock and therefore, are precluded from equity classification. Since the Public and Private Placement Warrants meet the definition of a derivative under ASC 815, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the Merger, with subsequent changes in their respective fair values recognized in the consolidated statement of operations. For the years ended December 31, 2023, 2022 and 2021, a loss of $0.5 million, gain of $10.1 million and a loss of $11.4 million was recognized from the change in fair value of the Public and Private Placement Warrants in the Company’s consolidated statements of operations, respectively. |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | Note 14. Other Liabilities Other current liabilities as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Other current liabilities: Other payables $ 3,041 $ 3,667 Deferred consideration 6,201 7,605 Contingent consideration 4,434 10,729 Total other current liabilities $ 13,676 $ 22,001 Other liabilities: Contingent consideration $ 420 $ — Deferred consideration 516 — Total other liabilities $ 936 $ — |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Note 15. Shareholders’ Equity Common Stock Holders of Ordinary Shares are entitled to receive notice of, attend and speak at a general meeting of the Company and to vote on resolutions on a one vote per ordinary share basis, exercised by a show of hands, on a poll or on a written resolution. The holders of ordinary shares are entitled to such dividends as may be declared by the Genius Board, subject to all applicable laws, including but not limited to the Guernsey Companies Law and the Genius Governing Documents. Dividends and other distributions authorized by the Genius Board in respect of the issued and outstanding ordinary shares shall be paid in accordance with the Genius Governing Documents and shall be distributed among the holders of ordinary shares on a pro rata basis. As of December 31, 2023, the Company had unlimited Common Shares authorized, 213,224,868 shares issued and 209,118,920 shares outstanding. As of December 31, 2022, the Company had unlimited Common Shares authorized and 201,853,695 shares issued and outstanding. Treasury Stock During the year ended December 31, 2023, the Company retained 4,105,948 ordinary shares as Treasury Stock, as part of the Exercise and Consent Solicitation of the Company’s outstanding public warrants. See Note 13 – Derivative Warrant Liabilities B Shares Holders of B Shares are entitled to receive notice of, attend and speak at a general meeting of the Company and to vote on resolutions. On a show of hands, on a poll or on a written resolution each holder of B Shares is entitled to exercise one tenth of a vote per B Share held. The B shares do not entitle holders to dividends or distributions, or to participate in any other distribution of the assets of the Company whether on a winding up or otherwise. As of December 31, 2023 and 2022, the Company had 22,500,000 B Shares authorized and 18,500,000 B Shares issued and outstanding. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Loss Per Share | Note 16. Loss Per Share The Company’s basic net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average shares of common stock outstanding (incl. warrants issued to the NFL), net of weighted average treasury stock outstanding, during periods with undistributed losses. Additionally, the B Shares, issued in connection with the License Agreement (defined below), are not included in the loss per share calculations below as they are non-participating The computation of loss per share and weighted average shares of the Company’s common stock outstanding for the years ended December 31, 2023, 2022 and 2021 is as follows (in thousands except share and per share data): Year ended December 31, 2023 2022 2021 Net loss – basic and diluted $ (85,534 ) $ (181,636 ) $ (592,753 ) Preferred share accretion — — (11,327 ) Net loss attributable to common stockholders – basic and diluted $ (85,534 ) $ (181,636 ) $ (604,080) Basic and diluted weighted average common stock outstanding 208,121,980 198,939,079 150,912,333 Adjustment for warrants issued to NFL to purchase common stock 17,760,274 14,452,055 8,476,027 Adjusted basic and diluted weighted average common stock outstanding 225,882,254 213,391,134 159,388,360 Loss per share attributable to common stockholders – basic and diluted $ (0.38 ) $ (0.85 ) $ (3.79 ) The following table presents the potentially dilutive securities that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year ended December 31, 2023 2022 2021 Stock options to purchase common stock 117,529 357,945 436,238 Unvested restricted shares 1,757,495 3,417,484 8,889,155 Public and private placement warrants to purchase common stock — 7,668,280 7,668,381 Unvested equity-settled restricted share units 5,162,177 2,719,136 — Unvested equity-settled performance-based restricted share units 9,550,502 1,849,942 — Total 16,587,703 16,012,787 16,993,774 |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | Note 17. Stock-based Compensation Restricted Shares 2021 Restricted Share Plan On October 27, 2020, in anticipation of the Merger, the Board of Directors approved a Management Equity Term Sheet (“Term Sheet”) which modified the terms of Maven Topco’s legacy Incentive Securities (defined below) and allowed for any unvested Incentive Securities at Closing to be converted to restricted shares under the 2021 Restricted Share Plan, using the Exchange Ratio established during the Merger. Specifically, historical unvested Class B and Class C Incentive Securities were converted to restricted shares subject only to service conditions (“Time-Vesting Restricted Shares”) and subject to graded vesting over four years. Historical Class D unvested Incentive Securities were converted to restricted shares with service and market conditions (“Performance-Vesting Restricted Shares”), subject to graded vesting over three years based on a market condition related to volume weighted average trading price performance of the Company’s common stock. The Company determined that a modification to the terms of Maven Topco’s legacy Incentive Securities occurred on October 27, 2020 (“October Modification”) because the Company removed the Bad Leaver provision (discussed below in “Incentive Securities” section) for vested awards, contingent upon the Closing, representing a change in vesting conditions. The Company further determined that another modification occurred on April 20, 2021 (“April Modification”) since the Incentive Securities, which are private company awards, were exchanged for restricted shares, which are public company awards, representing a change in vesting conditions. No compensation cost was recognized as a result of the October Modification because the awards were improbable of vesting both before and after the modification date as of October 27, 2020. Upon Closing, the Company recognized total compensation cost of $183.2 million to account for the vesting of the historical Incentive Securities upon removal of the Bad Leaver provision. The Company measured the awards based on their fair values as of October 27, 2020, which is considered to be the grant date fair value of the awards, adjusted for any incremental compensation cost resulting from the April Modification, which is determined to be immaterial. The estimated October Modification date fair values of the Company’s restricted shares under the 2021 Restricted Shares Plan were calculated based on the following assumptions: Common share and equivalents price—marketable (1) $ 10.26 Discount for lack of marketability (“DLOM”) (2) 16.0 % *Term (3) 4.5 years *Volatility (4) 83.3 % *Risk-free rate (5) 0.3 % (1) Represents the publicly traded common stock price of dMY as of the modification date on October 27, 2020 (2) Represents the discount for lack of marketability of the historical Incentive Securities as of the modification date on October 27, 2020 (subsequently converted to restricted shares upon Closing), calculated using the Finnerty Method (3) Represents the sum of the expected term from the modification date to Closing (6 months) and the vesting period of 4 years for Performance-Vesting Restricted Shares (4) Calculated based on comparable companies’ historical volatilities over a matching term of 4.5 years (5) Based on the US Constant Maturity Treasury yield curve as of the modification date over a matching term of 4.5 years * Only used to estimate the modification date fair value of historical Class D Incentive Securities (subsequently converted to Performance-Vesting Restricted Shares) under Monte Carlo simulations Second Spectrum Restricted Shares On June 15, 2021, as part of the Company’s acquisition of Second Spectrum, Inc (“Second Spectrum”) the Company granted 518,706 restricted shares to the founders of Second Spectrum, with 50% to be vested on December 31, 2021 and 2022 (“Second Spectrum Restricted Shares”). The grant date fair value of the Second Spectrum Restricted Shares is estimated to be equal to the closing price of the Company’s common stock of $17.74 as of the grant date on June 15, 2021. A summary of the Company’s overall restricted shares activities for the year ended December 31, 2023 is as follows: Number of Weighted Unvested restricted shares as of December 31, 2022 3,417,484 $ 7.39 Vested (484,468 ) $ 8.62 Forfeited (1,175,521 ) $ 7.13 Unvested restricted shares as of December 31, 2023 1,757,495 $ 7.22 The compensation cost recognized for the restricted shares during the years ended December 31, 2023, 2022 and 2021 was $5.5 million, $42.3 million, and $244.8 million, respectively. As of December 31, 2023, total unrecognized compensation cost related to the restricted shares was $0.9 million and is expected to be recognized over a weighted-average service period of 0.3 years. Stock Options 2021 Option Plan On April 20, 2021 (“2021 Grant Date”), as part of the Merger, the Board of Directors adopted the 2021 Option Plan and granted employees options to purchase the Company’s common stock via an employee benefit trust including 1) options which shall immediately vest upon Closing (“Immediate-Vesting Options”), 2) options subject only to service conditions (“Time-Vesting Options”) and 3) options with service and market conditions (“Performance-Vesting Options”). Immediate-Vesting Options became fully vested and exercisable immediately following the Closing, which aligns with the 2021 Grant Date. Time-Vesting Options are subject to graded vesting over the four years following the 2021 Grant Date. Performance-Vesting Options are subject to graded vesting over the three years from the 2021 Grant Date, subject to a market condition related to volume weighted average trading price performance of the Company’s common stock. A summary of the Company’s options activity for the year ended December 31, 2023 is as follows: Number Weighted Weighted Aggregate (in years) (in thousands) Outstanding as of December 31, 2022 357,945 $ 10.00 3.3 $ — Forfeited (26,093 ) $ 10.00 Expired (214,323 ) $ 10.00 Outstanding as of December 31, 2023 117,529 $ 10.00 2.3 $ — Exercisable as of December 31, 2023 — Unvested as of December 31, 2023 117,529 The compensation cost recognized for options during the years ended December 31, 2023, 2022 and 2021 was $0.6 million, $0.8 million, and $1.4 million, respectively. The total fair value of options that vested during the year ended December 31, 2023 was $0.4 million. As of December 31, 2023, the Company had $0.7 million of unrecognized stock-based compensation expense related to the stock options. This cost is expected to be recognized over a weighted-average period of 1.3 years. Employee Incentive Plan The Company created an employee incentive plan involving share-based and cash-based incentives to support the success of the Company by further aligning the personal interests of employees, officers, and directors to those of our shareholders by providing an incentive to drive performance and sustained growth. 2022 Employee Incentive Plan On April 5, 2022, (“2022 Grant Date”) the Board of Directors adopted the 2022 Employee Incentive Plan and granted employees 1) Equity-settled Restricted Share Units (“RSUs”), 2) Cash-settled Restricted Share Units (“Cash-settled RSUs”) and 3) Equity-settled Performance-Based Restricted Share Units (“PSUs”). The RSUs and Cash-settled RSUs are subject to a service condition with graded vesting over the three years following the 2022 Grant Date. PSUs vest after three years, subject to a service condition, a market condition related to volume weighted average trading price performance of the Company’s common stock, and performance conditions related to the Company’s cumulative revenue and cumulative adjusted EBITDA. 2023 Employee Incentive Plan On December 7, 2023, (“2023 Grant Date”) the Board of Directors granted employees 1) RSUs, 2) Cash-settled RSUs and 3) PSUs. The RSUs and Cash-settled RSUs are subject to a service condition with graded vesting over the three years following the 2023 Grant Date. PSUs vest after three years, subject to a service condition, and performance conditions related to the Company’s cumulative revenue and cumulative adjusted EBITDA. Equity-settled Restricted Share Units The estimated grant date fair value of the Company’s RSUs is estimated to be equal to the closing price of the Company’s common stock on each grant date. A summary of the Company’s Equity-settled Restricted Share Units activity for the year ended December 31, 2023 is as follows: Number of Weighted Unvested RSUs as of December 31, 2022 2,719,136 $ 4.12 Granted 3,788,586 $ 5.21 Forfeited (190,683 ) $ 4.24 Vested (1,154,862 ) $ 4.02 Unvested RSUs as of December 31, 2023 5,162,177 $ 4.94 The compensation cost recognized for RSUs during the years ended December 31, 2023, 2022 and 2021 was $10.4 million, $4.5 million and zero, respectively. As of December 31, 2023, the Company had $15.9 million of unrecognized stock-based compensation expense related to the RSUs. This cost is expected to be recognized over a weighted-average period of 1.9 years. Cash-settled Restricted Share Units Our outstanding Cash-settled RSUs entitle employees to receive cash based on the fair value of the Company’s common stock on the vesting date. The Cash-settled RSUs are accounted for as liability awards and are re-measured The estimated grant date fair value of the Company’s Cash-settled RSUs is estimated to be equal to the closing price of the Company’s common stock on each grant date. A summary of the Company’s Cash-settled RSUs activity for the year ended December 31, 2023 is as follows: Number of Cash- Weighted per Cash-settled Unvested Cash-settled RSUs as of December 31, 2022 17,819 $ 4.27 Granted 52,758 $ 5.31 Forfeited (735 ) $ 4.27 Vested (5,941 ) $ 4.27 Unvested Cash-settled RSUs as of December 31, 2023 63,901 $ 5.13 The compensation cost recognized for Cash-settled RSUs during the years ended December 31, 2023, 2022 and 2021 was $0.2 million, less than $0.1 million and zero, respectively. As of December 31, 2023, the Company had $0.3 million of unrecognized stock-based compensation expense related to the Cash-settled RSUs. This cost is expected to be recognized over a weighted-average period of 2.0 years. Equity-settled Performance-Based Restricted Share Units The Company’s PSUs were adopted in order to provide employees, officers and directors with stock-based compensation tied directly to the Company’s performance, further aligning their interests with those of shareholders and provides compensation only if the designated performance goals are met over the applicable performance period. The awards have the potential to be earned at 50%, 100% or 150% of the number of shares granted depending on achievement the performance goals, but remain subject to vesting for the full three-year service period. The grant date fair values of PSUs subject to performance conditions are based on the most recent closing stock price of the Company’s shares of common stock. The stock-based compensation expense is recognized over the remaining service period at the time of grant, adjusted for the Company’s expectation of the achievement of the performance conditions. The estimated grant date fair value of the Company’s PSUs subject to a market condition granted under the 2022 Employee Incentive Plan in the first quarter of fiscal year 2023 was calculated using Monte Carlo simulations based on the following assumptions: Time to maturity (1) 3.0 years Common stock price (2) $ 3.75 Volatility (3) 85.0 % Risk-free rate (4) 3.9 % Dividend yield (5) 0.0 % (1) Based on contractual terms (2) Represents the publicly traded common stock price as of January 9, 2023 (3) Calculated based on the Company’s historical volatility over a term of 2.3 years (4) Based on the US Constant Maturity Treasury yield curve as of the valuation date over a matching term over 3.0 years (5) Assumes a dividend yield of zero as the Company has no plans to declare dividends in the foreseeable future The estimated grant date fair value of the Company’s PSUs subject to a market condition granted under the 2022 Employee Incentive Plan in the third quarter of fiscal year 2023 was calculated using Monte Carlo simulations based on the following assumptions: Time to maturity (1) 2.5 years Common stock price (2) $ 7.48 Volatility (3) 80.0 % Risk-free rate (4) 4.7 % Dividend yield (5) 0.0 % (1) Based on contractual terms (2) Represents the publicly traded common stock price as of July 7, 2023 (3) Calculated based on the Company’s historical volatility over a term of 2.5 years (4) Based on the US Constant Maturity Treasury yield curve as of the valuation date over a matching term over 2.5 years (5) Assumes a dividend yield of zero as the Company has no plans to declare dividends in the foreseeable future A summary of the Company’s PSUs activity for the year ended December 31, 2023 is as follows: Number of PSUs Weighted Unvested PSUs as of December 31, 2022 1,849,942 $ 3.53 Granted 7,752,970 $ 4.21 Forfeited (52,410 ) $ 3.52 Unvested PSUs as of December 31, 2023 9,550,502 $ 4.09 The compensation cost recognized for PSUs during the years ended December 31, 2023, 2022 and 2021 was $12.8 million, $2.2 million and zero, respectively. As of December 31, 2023, the Company had $24.1 million of unrecognized stock-based compensation expense related to the PSUs. This cost is expected to be recognized over a weighted-average period of 2.0 years. NFL Warrants On April 1, 2021, the Company entered into a multi-year strategic partnership with NFL Enterprises LLC (“NFL”) (the “License Agreement”). Under the terms of the License Agreement, the Company obtains the right to serve as the worldwide exclusive distributor of NFL official data to the global regulated sports betting market, the worldwide exclusive distributor of NFL official data to the global media market, the NFL’s exclusive international distributor of live digital video to the regulated sports betting market (outside of the United States of America where permitted), and the NFL’s exclusive sports betting and i-gaming The Company accounts for the License Agreement as an executory contract for the ongoing Data Feeds and the warrants will be accounted for as share-based payments to non-employees. The grant date fair value of the warrants is estimated to be equal to the closing price of dMY’s common stock of $15.63, as of the grant date on April 1, 2021. The Company used dMY’s stock price to approximate the fair value of the Company as the grant date was before the Merger was consummated. A summary of the Company’s warrants activity for the year ended December 31, 2023 is as follows: Number of Outstanding as of December 31, 2022 18,500,000 Outstanding as of December 31, 2023 18,500,000 The cost recognized for the warrants during the years ended December 31, 2023, 2022 and 2021 was $5.9 million, $40.1 million and $243.2 million, respectively. As of December 31, 2023, the Company had no unrecognized stock-based compensation expense related to the warrants. The warrants vested over a three year period, ending on April 1, 2023, and as of December 31, 2023, the Company had no unrecognized stock-based compensation expense related to the warrants. 3,000,000 warrants vested in the year ended December 31, 2023. Incentive Securities Prior to the Merger, the Company maintained an equity incentive arrangement providing employees options to purchase historical Maven Topco’s common stock (the “Incentive Securities”) consisting of B Ordinary Shares (“Class B Incentive Securities”), C Ordinary Shares, C1 Ordinary Shares, C2 Ordinary Shares (collectively, “Class C Incentive Securities”), D1 Ordinary Shares, and D2 Ordinary Shares (collectively, “Class D Incentive Securities”), with each share having a par value of $0.01, except for the Class C Incentive Securities, which had a par value of $0.21. In connection with the Merger, any Incentive Securities that remained unvested immediately prior to the Closing were exchanged for restricted shares issued under the 2021 Restricted Share Plan (discussed above in “2021 Restricted Shares Plan” section). Pursuant to the Business Combination Agreement, a catch-up Catch-Up Catch-Up Based on the forfeiture provisions discussed below, although the Incentive Securities were legally issued, they were not considered outstanding from an accounting perspective. The Incentive Securities were subject to a repurchase feature, which in most instances was essentially a forfeiture provision. The Company had a call option to any or all of the Incentive Securities and the call option price depended on whether the Incentive Securities holder who left the Company was classified as a “Good Leaver” or a “Bad Leaver”. The repurchase price for a Good Leaver’s vested Incentive Securities was the fair value of the vested Incentive Securities. The repurchase price for any Bad Leaver’s Incentive Securities, and any Incentive Securities a Good Leaver held which remained unvested, was the lower of fair value or the original cost, akin to a forfeiture provision. Outside of retirement from the Company at the statutory retirement age and any other circumstance in which the Company’s remuneration committee exercised its discretion to deem an individual to be a Good Leaver, any voluntary termination by a holder of Incentive Securities would entitle the Company to require the forfeiture of the Incentive Securities. The Company determined that it was not probable that any participants would reach the statutory retirement age while employed by the Company. Due to the repurchase feature, the Company estimated that holders of Incentive Securities would forfeit all of their Incentive Securities. As such, the Company did not recognize any compensation cost for the Incentive Securities for the period from January 1, 2021 to the Closing on April 20, 2021. There were no Incentive Securities granted during the period from January 1, 2021 to April 20, 2021. On April 20, 2021, all Incentive Securities were converted to restricted shares pursuant to the Business Combination Agreement. There were no Incentive Securities outstanding as of December 31, 2023. Stock-based Compensation Summary The Company’s total stock-based compensation expense was summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue $ 6,342 $ 40,639 $ 243,512 Sales and marketing 3,060 2,896 3,546 Research and development 3,630 1,980 4,670 General and administrative 22,286 44,323 237,746 Total $ 35,318 $ 89,838 $ 489,474 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 18. Fair Value Measurements The Public Warrants were classified as Level 1 financial instruments. The fair value of Public Warrants was measured based on the listed market price of such warrants. The Private Placement Warrants were classified as Level 3 financial instruments. The Company estimated the fair value of the Private Placement Warrants using a Black Scholes Pricing Model. Inherent in a Black Scholes Pricing Model are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimated the volatility of its common stock warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matched the expected remaining life of the warrants. The risk-free interest rate was based on the US Treasury zero-coupon The change in the fair value of the derivative warrant liabilities is summarized as follows (in thousands): Public Warrants Derivative warrant liabilities at December 31, 2021 $ 16,794 Change in fair value (10,132 ) Foreign currency translation adjustments 260 Derivative warrant liabilities at December 31, 2022 $ 6,922 Change in fair value 534 Exercise of warrants (7,438 ) Foreign currency translation adjustments (18 ) Derivative warrant liabilities at December 31, 2023 $ — Contingent consideration are classified as Level 3 financial instruments. The fair value of contingent consideration is determined based on significant unobservable inputs including discount rate, estimated revenue of the acquired business, and estimated probabilities of achieving specified technology development and operational milestones. Significant judgment is employed in determining the appropriateness of the inputs described above. Changes to the inputs could have a material impact on the company’s financial position and results of operations in any given period. With respect to the contingent consideration obligation arising from the acquisition of Photospire Limited (“Spirable”), the Company estimates the fair value at each subsequent reporting period using a probability weighted discounted cash flow model for contingent milestone payments and Monte Carlo simulation for contingent revenue payments. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2023 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Contingent Consideration $ — $ — $ 4,854 $ 4,854 Total liabilities $ — $ — $ 4,854 $ 4,854 The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2022 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Public Warrants $ 6,922 $ — $ — $ 6,922 Contingent Consideration — 5,990 4,739 10,729 Total liabilities $ 6,922 $ 5,990 $ 4,739 $ 17,651 The change in the fair value of the contingent consideration is summarized as follows (in thousands): 2023 2022 Beginning balance – January 1 $ 10,729 $ 28,372 Issuance of shares (1) (8,440 ) (17,452 ) Contingent consideration payments (404 ) — Loss (gain) on fair value remeasurement of contingent consideration (2) 2,919 (218 ) Foreign currency translation adjustments 50 27 Ending balance – December 31 $ 4,854 $ 10,729 (1) On February 21, 2023, the Company issued 1,677,920 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement. On February 2, 2022, the Company issued 2,701,576 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement. (2) Loss on fair value remeasurement of contingent consideration mainly relates to the Second Spectrum acquisition. As of December 31, 2023, the Company had no transfers between levels of the fair value hierarchy of its assets or liabilities measured at fair value. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 19. Income Taxes The UK and foreign components of the Company’s loss before provision for income taxes consisted of the following (in thousands): Year Ended Year Ended Year Ended 2023 2022 2021 UK $ 928 $ (137,973 ) $ (326,206 ) Foreign (84,228 ) (45,307 ) (278,248 ) Loss before income taxes $ (83,300 ) $ (183,280 ) $ (604,454 ) The components of the Company’s income tax (benefit) expense consisted of the following (in thousands): Year Ended Year Ended Year Ended 2023 2022 2021 Current: UK $ 1,260 $ — $ — Foreign 4,524 1,827 1,708 Current tax expense 5,784 1,827 1,708 Deferred: UK — — (13,618 ) Foreign (444 ) (113 ) 209 Deferred tax benefit (444 ) (113 ) (13,409 ) Total $ 5,340 $ 1,714 $ (11,701 ) Reconciliation between the effective tax rate on income from continuing operations and the statutory tax rate is as follows: Year Ended Year Ended Year Ended 2023 2022 2021 UK provision at statutory rate 23.5 % 19.0 % 19.0 % Expenses not deductible for tax purposes (3.8 ) 3.4 (1.6 ) Return to provision (2.0 ) — (0.4 ) Stock based compensation — — (19.7 ) Tax rate change — — 0.3 Foreign rate difference 0.9 7.7 5.3 Change in valuation allowance (25.0 ) (31.1 ) (0.9 ) Effective tax rate (6.4 )% (1.0 )% 2.0 % The Company’s effective tax rates differ from the UK statutory rate primarily due to the change in valuation allowance, and expenses not deductible for tax purpose. The Company’s deferred income tax assets and liabilities as of December 31, 2023 and 2022 are as follows (in thousands): Year Ended Year Ended 2023 2022 Deferred tax assets: Net operating loss carry forward $ 95,150 $ 95,735 Property and equipment (74 ) (70 ) Stock-based compensation 140,906 135,837 Other — 269 Deferred tax assets before valuation allowance 235,982 231,771 Valuation allowance (216,988 ) (207,657 ) Deferred tax assets, net of valuation allowance 18,994 24,114 Deferred tax liabilities: Outside basis difference 1,911 1,816 Intangible assets 32,418 37,307 Deferred tax liabilities 34,329 39,123 Net deferred tax liabilities $ (15,335 ) $ (15,009 ) The Company assesses the realizability of deferred tax assets based on the available evidence, including a history of taxable income and estimates of future taxable income. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. Due to the losses the Company generated in the current and prior years, the Company believes it is not more likely than not that all of the deferred tax assets can be realized in certain jurisdictions. Accordingly, the Company established and recorded a valuation allowance on its net deferred tax assets of $217.0 million as of December 31, 2023 and a valuation allowance on its net deferred tax assets of $207.7 million as of December 31, 2022. As of December 31, 2023, the Company had $195.8 million of UK net operating loss carryforwards available to reduce future taxable income. All of the UK net operating losses will be carried forward indefinitely for UK tax purposes. As of December 31, 2023, the Company had The Company had no uncertain tax positions for the years ended December 31, 2023 and 2022. |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Operating Leases | Note 20. Operating Leases The Company leases office and data center facilities under operating lease agreements. Some of the Company’s leases include one or more options to renew. For a majority of our leases, we do not assume renewals in our determination of the lease term as the renewals are not deemed to be reasonably assured. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. As of December 31, 2023, the Company’s lease agreements typically have terms not exceeding five years. Payments under the Company’s lease arrangements may be fixed or variable, and variable lease payments primarily represent costs related to common area maintenance and utilities. The components of lease expense are summarized as follows (in thousands): Year ended December 31, 2023 2022 Operating lease cost $ 4,450 $ 5,722 Short term lease cost 882 444 Variable lease cost 352 265 Sublease income (582 ) (1,406 ) Total lease cost $ 5,102 $ 5,025 Other information related to leases is summarized as follows (in thousands, except lease term and discount rate): Year ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,672 $ 6,395 Right-of-use 3,695 46 Weighted-average remaining lease term (in years): Operating leases 2.2 2.3 Weighted-average discount rate: Operating leases 5.8 % 1.3 % During the year ended December 31, 2023, the Company entered into long-term leases for office space in London, United Kingdom and New York, United States of America resulting in additional lease liabilities of $1.1 million and $2.5 million, respectively. The Company calculated the weighted-average discount rates using incremental borrowing rates, which equal the rates of interest that it would pay to borrow funds on a fully collateralized basis over a similar term. As of December 31, 2023, the maturity of lease liabilities are as follows (in thousands): (in thousands) 2024 $ 3,934 2025 2,629 2026 1,065 2027 — 2028 — Thereafter — Total minimum lease payments 7,628 Less: Imputed interest (517 ) Present value of lease liabilities $ 7,111 The right-of-use Year ended December 31, 2023 2022 Leases terminated — 5 Lease termination fees $ — $ 2,045 Right-of-use $ — $ 4,628 Lease liabilities derecognized upon lease termination $ — $ 5,267 Gain recognized upon lease termination $ — $ 642 In addition to the lease terminations, in the third quarter of fiscal year 2022, the Company decided to abandon a portion of a lease before the end of the lease term. The Company abandoned the portion of the impacted lease by September 30, 2022, resulting in the right-of-use The lease termination fees, gain upon lease termination and accelerated amortization from the lease abandonment are allocated and recorded in cost of revenue, sales and marketing, research and development and general and administrative on the consolidated statement of operations for the year ended December 31, 2022. Disclosures Related to Periods Prior to Adoption of ASC 842 Total rent expense related to operating leases for the year ended December 31, 2021 was $5.1 million. Sublease income was $2.2 million for the year ended December 31, 2021. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 21. Commitments and Contingencies Sports Data License Agreements The Company enters into certain license agreements with sports federations and leagues primarily for the right to supply data and/or live video feeds to the betting industry. These license agreements may include rights to live and past game data, live videos and marketing rights. The license agreements entered into by the Company are complex and deviate in the specific rights granted, but are generally for a fixed period of time, with payments typically made in installments over the length of the contract. As of December 31, 2023, future minimum commitments under the Company’s data rights license agreements accounted for as executory contracts are as follows (in thousands): (in thousands) 2024 $ 172,811 2025 170,015 2026 149,190 2027 163,533 2028 9,853 Thereafter 8,848 Total $ 674,250 Purchase Obligations The Company purchases goods and services from vendors in the ordinary course of business. Purchase obligations are defined as agreements that are enforceable and legally binding and that specify all significant terms, including fixed or minimum quantities to be purchased, fixed, minimum, or variable price provisions, and the approximate timing of the transaction. The Company’s long-term purchase obligations primarily include service contracts related to cloud-based hosting arrangements. Total purchase obligations under these services contracts are $83.7 million as of December 31, 2023, with approximately $21.3 million due within one year and the remaining due by 2028. General Litigation From time to time, the Company is or may become subject to various legal proceedings arising in the ordinary course of business, including proceedings initiated by users, other entities, or regulatory bodies. Estimated liabilities are recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In many instances, the Company is unable to determine whether a loss is probable or to reasonably estimate the amount of such a loss and, therefore, the potential future losses arising from a matter may differ from the amount of estimated liabilities the Company has recorded in the consolidated financial statements covering these matters. The Company reviews its estimates periodically and makes adjustments to reflect negotiations, estimated settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular matter. Bank Letters of Credit and Guarantees In the normal course of business, the Company provides standby letters of credit or other guarantee instruments to certain parties initiated by either the Company or its subsidiaries. The Company previously had bank guarantees with Barclays Bank PLC. In the second quarter of fiscal year 2022 the bank guarantee was replaced with an account charge of equal value, resulting in the Company recognizing restricted cash of £20.0 million ($25.5 million) as of December 31, 2023. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Note 22. Employee Benefit Plan The Company operates a defined contribution plan for its employees. This plan is a qualified retirement savings plan under which the Company pays fixed contributions. The Company’s contributions were $1.9 million, $1.6 million, and $1.2 million in the years ended December 31, 2023, 2022 and 2021, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 23. Related Party Transactions The Company made payments of $0.2 million, $0.2 million, and $0.3 million to Carbon Group Limited in respect to consultancy services provided by a director and shareholder of the Company for the years ended December 31, 2023, 2022 and 2021, respectively. The Company recognized revenue of $0.7 million, $0.3 million and zero for the years ended December 31, 2023, 2022 and 2021, respectively from CFL Ventures, in which the Company has a minority interest. In the year ended December 31, 2023, the Company granted 102,386 RSUs to four members of the board of directors, vesting between March 2024 and July 2024. In the year ended December 31, 2022, the Company granted 117,360 RSUs to three members of the board of directors, vesting between April 2023 and July 2023. In the year ended December 31, 2021, the Company granted 42,242 restricted shares to two members of the board of directors, vesting between April 2022 and April 2024. The Company recognized compensation cost of $0.6 million, $0.5 million, and $0.2 million during the years ended December 31, 2023, 2022 and 2021, respectively, in general and administrative expense in the consolidated statements of operations for awards granted to independent members of the board of directors. The Company extended a $4.1 million loan to one of its executives on September 7, 2018. The executive notes receivable carried a 2.5% annual interest rate and was a full-recourse loan. On April 20, 2021 upon the successful consummation of the Merger the Company made a catch-up The Company made payments of $9.7 million and $2.0 million to Oakvale Capital in respect to success fees relating to the Merger and acquisition of Second Spectrum, respectively, for the year ended December 31, 2021. A director of the Company is a founder and managing partner of Oakvale Capital. On September 7, 2018, during September and December of 2019, the Company issued investor loan notes to Apax and other shareholders. On December 8, 2020, certain investment funds affiliated with Apax entered into a Related Party Loan agreement with a subsidiary of the Company. The Company repaid the investor loan notes and the Related Party Loan in full upon the consummation of the Merger. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 24. Subsequent Events In preparing the consolidated financial statements as of December 31, 2023, the Company has evaluated subsequent events through March 15 |
Description of Business and S_2
Description of Business and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The Merger was accounted for as a reverse capitalization in accordance with accounting principles accepted in the United States of America (“US GAAP”). The Merger was first accounted for as a capital reorganization whereby the Company was the successor to its predecessor Maven Topco. As a result of the first step described above, the existing shareholders of Maven Topco continued to retain control through ownership of the Company. The capital reorganization was immediately followed by the acquisition of dMY, which was accounted for within the scope of Accounting Standards Codification (“ASC”) 805, Business Combinations (“ASC 805”). Under this method of accounting, dMY was treated as the “acquired” company for financial reporting purposes. This determination was primarily based on post-combination relative voting rights, composition of the governing board, relative size of the pre-combination The accompanying consolidated financial statements are presented in conformity with US GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts and operations of the Company, inclusive of its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Reclassifications | Reclassifications Certain prior period amounts reported in our consolidated financial statements and notes thereto have been reclassified to conform to current period presentation. |
Revisions to Previously Issued Financial Statements | Revisions to Previously Issued Financial Statements During the fourth quarter of fiscal year 2023, management identified a misstatement related to the omission of the impact of vested warrants on the calculation of basic and diluted weighted average common stock outstanding and thus impacting loss per share. The Company assessed the materiality of these misstatements on prior period financial statements in accordance with US Securities and Exchange Commission Staff Accounting Bulletin No. 99, Materiality, codified in ASC 250, Presentation of Financial Statements, and concluded that these misstatements were not material to any prior annual or interim period. The Company revised the calculation of weighted average common stock outstanding for the year ended December 31, 2022 and 2021 to include the impact of vested warrants and adjusted loss per share from $(0.91) to $(0.85) and $(4.00) to $(3.79) for the years ended December 31, 2022 and 2021, respectively. See Note 16 – Loss Per Share |
Foreign Currency | Foreign Currency The accompanying consolidated financial statements are presented in United States Dollars (“USD”), which is the Company’s reporting currency. The Company’s functional currency is the Pound Sterling (“GBP”). For transactions entered into in a currency other than its functional currency, monetary assets and liabilities are re-measured non-monetary re-measured re-measured non-functional |
Comprehensive Loss | Comprehensive Loss Comprehensive loss consists of the Company’s net loss and foreign currency translation adjustments related to the effect of foreign exchange on the value of the Company’s assets and liabilities denominated in currencies other than USD. The cumulative net translation gain or loss is included in the Company’s consolidated statements of comprehensive loss. |
Business Combinations | Business Combinations The Company allocates the fair value of consideration transferred to the tangible and intangible assets acquired, and liabilities assumed based on their estimated fair values. The excess of the fair value of consideration transferred over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require the Company to make significant estimates and assumptions, especially with respect to intangible assets. The Company’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual values may differ from estimates. Allocation of consideration transferred to identifiable assets and liabilities affects the Company’s amortization expense, as acquired finite-lived intangible assets are amortized over their useful lives, whereas any indefinite lived intangible assets, including goodwill, are not amortized. During the measurement period, which is not to exceed one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with US 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions reflected in the consolidated financial statements include, but are not limited to, the valuation allowance for deferred tax assets, stock-based compensation including the fair value of equity awards, fair value of warrant liability, fair value estimates of derivatives, allowance for credit losses, revenue recognition, fair value of contingent consideration, purchase price allocation including fair value estimates of intangible assets and goodwill, the estimated useful lives of property and equipment and intangible assets, determination of the incremental borrowing rate to calculate operating lease liabilities and capitalization of internally developed software costs. The Company bases its estimates on historical experience and also on assumptions that it believes are reasonable. Due to the inherent uncertainty involved in making assumptions and estimates, changes in circumstances could result in actual results differing from those estimates, and such differences could be material to the Company’s consolidated balance sheets, statements of operations and comprehensive loss. |
Emerging Growth Company | Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (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 |
Liquidity and Capital Resources | Liquidity and Capital Resources The Company experienced operating losses for the years ended December 31, 2023, 2022 and 2021. The Company expects to continue to incur operating losses due to the investments it intends to make to its business, including development of products. Based on anticipated spend, timing of expenditure assumptions, along with market conditions, the Company expects that its cash will be sufficient to fund its operating expenses and capital expenditure requirements for at least one year after issuance of the accompanying consolidated financial statements. The Company may seek to raise additional funds through either equity or debt issuances to continue its investment in new product launches and related marketing initiatives and make strategic acquisitions. If the Company is unable to raise additional capital when desired and on reasonable terms, the business, results of operations, and financial condition could be adversely affected. The Company’s long-term success is dependent upon its ability to successfully market its products and services; generate revenue; maintain or reduce its operating costs and expenses; meet its obligations; obtain additional capital when needed; and, ultimately, achieve profitable operations. |
Significant Risks and Uncertainties | Significant Risks and Uncertainties The Company is subject to those risks common in the sports betting industry and also those risks common to highly regulated industries including, but not limited to, the possibility of not being able to successfully develop or market its products; foreign currency risk; technological obsolescence; competition; dependence on key personnel and key external alliances; the successful protection of its proprietary technologies data, and intellectual property rights; branding; compliance with government regulations and specifically with data protection and privacy laws; litigation; systems and infrastructure failure; interest rate risk; seasonal fluctuations; ability to grow via strategic acquisitions and successfully integrate the acquired businesses; fraud, corruption, or negligence related to sports events; and the possibility of not being able to obtain additional financing when needed. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, and accounts receivable. Some of the amounts held exceed federally insured limits. Management does not believe the Company is subject to unusual credit risk beyond the normal credit risk associated with commercial banking relationships. No individual customer accounted for 10% or more of the Company’s accounts receivable as of December 31, 2023 or 2022. As of December 31, 2023, two vendors accounted for 58% of the Company’s accounts payable. As of December 31, 2022, one vendor accounted for 44% of the Company’s accounts payable. |
Segment Information | Segment Information The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), consisting of the Company’s chief executive officer, in deciding how to allocate resources and assess the Company’s financial and operational performance. In addition, the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. As a result, management has determined that the Company’s business operates in a single operating segment. Since the Company operates as one operating segment, all required financial segment information can be found in the consolidated financial statements. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. |
Restricted Cash | Restricted Cash Cash and cash equivalents that are legally restricted as to withdrawal or usage are classified in restricted cash, current and restricted cash, non-current, As of December 31, 2023, restricted cash relates to a guarantee issued by the Company that serves as collateral for certain obligations occurring in the normal course of business. |
Accounts Receivable | Accounts Receivable Accounts receivable represent amounts billed to customers in accordance with contract terms for which payment has not yet been received. Receivables are not collateralized and do not bear interest. Receivables are recorded at amortized cost, less any allowance for credit losses. The Company estimates the allowance for credit losses using a loss-rate method based upon various factors, including historical experience, the age of the accounts receivable balances, credit quality of our customers, and other factors that may affect the ability to collect from customers. Expected credit losses are recorded as general and administrative expenses in the consolidated statements of operations. |
Prepaid expenses | Prepaid expenses Prepaid expense are amounts paid to secure the use of assets or the receipt of services at a future date or continuously over one or more future periods. Prepaid expenses are not converted to cash and are classified as current assets because if they were not prepaid, they would have required the use of current assets during the coming year. The Company generally recognizes prepaid expenses related to data and streaming rights frees, subscriptions, supplier agreements and operating costs. Prepaid expenses are generally derecognized over time from the balance sheet as the benefits are consumed or received. In instances where the Company determines that prepaid expenses will no longer result in future benefits that are consumed or received, the Company derecognizes the relevant prepaid expense as if incurred in the consolidated statements of operations. In the year ended December 31, 2023, the Company derecognized prepaid expenses of $11.2m related to a supplier contract whereby the Company paid for hardware and related costs which are not expected to be utilized. The derecognition of the prepaid expenses is presented as a loss on abandonment of assets in the consolidated statements of operations. |
Inventory | Inventory Inventory mainly consists of video and other camera equipment for resale to customers. Inventory is stated at the lower of cost or net realizable value. Costs are computed under the standard cost method, which approximates actual costs determined on a first-in, first-out |
Property and Equipment | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of respective assets. The estimated useful lives of the Company’s assets are as follows: Estimated Useful Lives (years) Buildings 50 IT equipment 3 Furniture and fixtures 4 Other equipment 10 For leasehold improvements, the estimated useful lives are limited to the shorter of the useful life of the asset or the term of the lease. Expenditures for maintenance and repairs are charged to expense as incurred. When an asset is sold or otherwise disposed of, the cost and associated accumulated depreciation are removed from the accounts and the resulting gain or loss is recognized in the consolidated statements of operations. |
Internally Developed Software | Internally Developed Software Software that is developed for internal use is accounted for pursuant to ASC 350-40, Internal-Use 350-40”). internal-use internal-use |
Intangible Assets | Intangible Assets Intangible assets acquired in a business combination are recognized at fair value using generally accepted valuation methods deemed appropriate for the type of intangible asset acquired and reported net of accumulated amortization, separately from goodwill. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. Data rights Data rights are finite-lived intangible assets amortized on a straight-line basis over their estimated useful life of ten years. Data rights represent legally protected rights to collect sports data for use in the Company’s product offerings and are typically generated through business combinations. The related amortization expense is classified in cost of revenue in the consolidated statements of operations. Technology Technology is finite-lived intangible asset amortized on a straight-line basis over its estimated useful life of three years. Technology primarily represents Genius Sports proprietary sports management technology platform generated through business combinations. The related amortization expense is classified as cost of revenue in the consolidated statements of operations. Technology also includes other acquired third party software not acquired in business combinations. The related amortization expense for third-party software is generally classified as general and administrative and research and development expenses in the consolidated statements of operations. Marketing Products Marketing products are finite-lived intangible assets amortized on a straight-line basis over their estimated useful lives, ranging from three to fifteen years. Marketing products include customer contracts and trademarks generated through business combinations. The related amortization expense is classified as general and administrative expense in the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the difference between the purchase price and the fair value of assets and liabilities acquired in a business combination. Goodwill is not amortized but instead is tested for impairment at least annually or between annual tests in certain circumstances in accordance with the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”. In accordance with ASC 350, Genius performs goodwill impairment testing at least annually on the first day of its fourth quarter and also if events or changes in circumstances indicate the occurrence of a triggering event. The provisions of ASC 350 require that the impairment test be performed on goodwill at the level of the reporting unit As required by ASC 350, the Company chooses either to perform a qualitative assessment or proceeds directly to the quantitative goodwill impairment test. The qualitative assessment includes various factors such as macroeconomic conditions, industry and market considerations, overall financial performance, earnings multiples, gross margin and cash flows from operating activities and other relevant factors. If it is determined it is more likely than not that the fair value of the reporting unit is less than its carrying value, a quantitative analysis is performed to identify goodwill impairment. The Company adopted ASU 2017-04 one-step |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, except for goodwill, primarily consist of property and equipment and finite-lived intangible assets. Long-lived assets, except for goodwill, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent the carrying amount of the underlying asset or asset group exceeds its fair value. No impairment loss was recognized for the years ended December 31, 2023, 2022 and 2021. |
Leases | Leases The Company determines whether an arrangement is or contains a lease at contract inception. The lease classification evaluation begins at the lease commencement date. The lease term used in the evaluation includes the non-cancellable For leases with an initial term greater than 12 months, a related lease liability is recorded on the consolidated balance sheet at the present value of future payments, discounted using the estimated fully collateralized incremental borrowing rate (discount rate) corresponding with the lease term. In addition, a right-of-use Certain leases contain provisions that require variable payments that are passed through by the landlord, such as common area maintenance, utilities and real estate taxes (variable lease costs). Variable lease costs are expensed as incurred. Leases with an initial term of 12 months or less (short-term leases) are not recorded on the consolidated balance sheet. Short-term lease expense is recognized on a straight-line basis over the lease term. The Company accounts for lease and non-lease As the interest rates implicit in the leases are not readily determinable, the Company uses its incremental borrowing rate corresponding with the lease term to determine the present value of future lease payments. This rate is determined based on prevailing market conditions and comparable company and credit analysis. The incremental borrowing rate is reassessed if there is a change to the lease term or if a modification occurs. From time to time, the Company may enter into sublease agreements with third parties. The subleases generally do not relieve the Company of its primary obligations under the corresponding primary lease. As a result, the Company accounts for the primary lease based on the original assessment at lease inception. If the total remaining lease cost on the primary lease for the term of the sublease is greater than the anticipated sublease income, the right-of-use Prior to January 1, 2022, the Company accounted for leases under ASC 840, Leases (Topic 840), and recorded rent expense associated with its operating lease on a straight-line basis over the term of the lease. |
Investments | Investments The Company uses the equity method when it has the ability to exercise significant influence over operating and financial policies of an entity but does not have control of the entity. Under the equity method of accounting, an investment is initially recorded on the balance sheet at cost, representing the Company’s proportionate share of fair value. The investment is subsequently adjusted to reflect the Company’s proportionate share of net earnings or losses recognized, distributions received, contributions made and certain other adjustments, as appropriate. The Company does not record losses of the equity method investee in excess of its investment balance unless the Company is liable for obligations of the equity method investee or is otherwise committed to provide financial support to the equity method investee. As of December 31, 2023 and 2022, the Company held investments in CFL Ventures and one other private company. |
Derivatives | Derivatives The Company accounts for derivative instruments in accordance with ASC 815, Derivatives and Hedging (“ASC 815”), which requires additional disclosures about the Company’s objectives and strategies for using derivative instruments, how the derivative instruments and related hedged items are accounted for, and how the derivative instruments and related hedging items affect the consolidated financial statements. The Company does not use derivative instruments to hedge exposures to cash flow, market or foreign currency risk. Terms of debt instruments are reviewed to determine whether or not they contain embedded derivative instruments that are required under ASC 815 to be accounted for separately from the host contract and recorded on the consolidated balance sheets at fair value. An evaluation of specifically identified conditions is made to determine whether the fair value of warrants issued is required to be classified as equity or as a derivative liability. The fair value of derivative liabilities, if any, is required to be revalued at each reporting date, with corresponding changes in fair value recorded in current period operating results. Public and Private Placement Warrants The Company accounts for Public Warrants and Private Placement Warrants as liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480, Distinguishing Liabilities from Equity (ASC 480) and ASC 815, Derivatives and Hedging (ASC 815). Specifically, the Public and Private Placement Warrants meet the definition of a derivative but do not qualify for an exception from derivative accounting since the warrants are not indexed to the Company’s stock and therefore, are precluded from equity classification. Since the Public and Private Placement Warrants meet the definition of a derivative under ASC 815, the Company recorded these warrants as liabilities on the balance sheet at fair value upon the closing of the Merger, with subsequent changes in their respective fair values recognized in the consolidated statement of operations. See Note 13 – Derivative Warrant Liabilities |
Short-term and Long-term Borrowings | Short-term and Long-term Borrowings The Company accounts for its loan instruments using an amortized cost model. Debt issuance costs, lender fees, and allocated proceeds to other financial instruments issued simultaneously to lenders reduce the initial carrying amount of the loan instruments. The carrying value is accreted to the stated principal amount at contractual maturity using the effective-interest method with a corresponding charge to interest expense. Debt discounts are presented on the consolidated balance sheets as a direct deduction from the carrying amount of related debt. |
Fair Value Measurement | Fair Value Measurement Certain assets and liabilities are carried at fair value under US GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses valuation approaches that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s financial assets and liabilities that are measured at fair value on a recurring basis under ASC 820, Fair Value Measurements and Disclosures, include warrant liabilities and contingent consideration (see Note 18 – Fair Value Measurements |
Revenue Recognition | Revenue Recognition ASC 606 requires companies to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the standard requires more detailed disclosures to enable readers of the financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company determines revenue recognition through the following steps: • Identify the contract, or contracts, with the customer; • Identify the performance obligations in the contract; • Determine the transaction price; • Allocate the transaction price to performance obligations in the contract; and • Recognize revenue when, or as, the Company satisfies performance obligations by transferring the promised good or services. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company primarily recognizes revenue from the delivery of products and services to customers in connection with the major product lines described below. Nature of Products and Services Betting Technology, Content and Services The Company primarily provides official sports data for in-game pre-match In conjunction with the platform, the Company also provides customers with software updates to its sportsbook platform and technical support. These services are provided to customers on a continuous basis over the contract term, and therefore, revenue is recognized on a consistent basis with the platform hosting service. Customers contract for the platform either under fixed fee or profit share arrangements. In fixed fee arrangements customers generally pay a fixed price for access to the official data and services platform. The fixed fee covers a minimum number of sporting events, and customers pay overages for events above the minimum. Payments are generally made either quarterly or monthly in advance. For overages, the Company estimates these amounts as variable consideration and applies the constraint to the extent it is probable there will be a significant reversal of cumulative revenue. The Company uses a time-elapsed measure of progress to recognize revenue as the Company provides access to the platform over the contract term. In profit share arrangements, the Company generates revenues based on a percentage of sportsbook operator profits. These arrangements generally do not specify a minimum number of sporting events. The Company generally invoices for these arrangements monthly in arrears. Variable consideration is allocated to distinct time increments of the service and recognized over the contract term as the Company satisfies each time increment of the service. Certain profit share arrangements also contain fixed fees but no minimum number of sporting events. In these contracts, the Company recognizes the fixed fees as revenue using a time-elapsed measure of progress to recognize revenue as the Company provides access to the platform over the contract term. Media Technology, Content and Services Media Technology The Company primarily provides advertising services to sports leagues and federations, along with sportsbook operators, and other global brands in the sports ecosystem. These services generally include personalized online marketing campaigns in which the Company, through its cloud-based marketing platform, uses real-time sports data to identify target audiences, manages the acquisition of digital advertising space, and transmits advertisements on behalf of its customers. The services are generally provided over a contract term of one year or less. The arrangements contain fixed fees, which are generally prepaid by customers. Revenue is recognized over time as the services are performed using an input method based on costs to secure advertising space. The Company is the principal in these arrangements as it is primarily responsible for delivering the advertisements, and bears inventory risk; therefore, revenue is presented gross. Creative Video Marketing The Company provides customers with data driven video marketing capabilities through a creative performance platform. Customers generally access the Company’s SaaS creative performance platform through a fixed fee annual license model. Customers do not take possession of the platform’s underlying software. Revenue is recognized over time as the Company stands ready to provide access to the platform on a continuous basis over the contract term. Customers may also choose to engage the Company and leverage the creative performance platform to create bespoke, scalable video marketing assets for campaigns. Campaigns are short-term in nature, covering a period of one year or less. Customers do not receive access to the platform, instead, taking control of the video marketing assets created by the Company upon delivery and acceptance. The Company recognizes revenue at the point in time at which control of the video marketing assets transfers to the customer. Fan Engagement The Company provides customers with a suite of technology solutions for digital fan engagement products and free to play (“F2P”) games. Customers subscribe to the products through a fixed fee annual license model, subject to certain variable components. The customers do not take possession of the products and F2P games as they are accessed through a hosted service over a specified number of events or defined sporting season. Revenue is recognized over-time on a straight-line basis as customers receive and consume benefit of the products and F2P over the course of the number of events or defined sporting season. Sports Technology and Services Sports Technology The Company provides technology that enables sports leagues and federations to capture, manage, and distribute their official sports data, along with other tools and services and updates and technical support. These software solutions are tailored for specific sports. Customers access the Company’s sports technology through the cloud in a hosting environment over the contract term. Customers typically do not have the ability take possession of the software. Depending on the service, the Company either stands ready to provide the hosting service on a continuous basis over the contract term or offers the hosting service for a specified number of events or defined sporting season. In connection with these hosting services, the Company primarily receives noncash consideration in the form of official sports data and streaming rights, along with other rights. Because there is not a readily determinable fair value for these unique data rights, the Company estimates the fair value of noncash consideration by reference to the estimated standalone selling price of the services promised to the customer maximizing the use of observable inputs. Revenue is recognized either ratably over the contract term or as the services are provided by event or season, depending on the nature of the performance obligation. In conjunction with the hosting service, the Company also provides customers with software updates and technical support. Revenue is recognized for the services on a consistent basis with the hosted service. The Company also provides sports leagues and federations with integrity services inclusive of active bet monitoring solutions that flag suspicious betting activity, along with educational and other consultancy services. These services are often bundled in arrangements for other Sports Technology and Services where the Company receives noncash consideration. However, integrity services are also sold on a standalone basis in fixed fee arrangements. Revenue is recognized either ratably over the contract term or as the services are provided, depending on the nature of the performance obligation. Tracking, Analytics and Video Augmentation The Company provides sports teams and leagues with player tracking systems that capture and produce fast and accurate location data used to power new ways to understand, evaluate, improve and create content for their game. Customers generally contract for the combined output of the tracking service and the tracking data platform under a fixed fee arrangement. Customers access the Company’s tracking data platform through the cloud in a hosting service over the contract term. Customers do not take possession of the underlying software for the tracking data platform. The Company stands ready to provide tracking services and access to the tracking data platform on a continuous basis through the hosted service over the contract term. The tracking equipment is generally leased to customers in an operating lease arrangement, with equipment rental income accounted for under the scope of ASC 842 Leases rather than the ASC 606. Equipment rental income, if material, is disclosed separately as other revenue in Note 4 – Revenue Sports teams and leagues can purchase access to separate data analytics programs through a fixed fee annual license model. Customers access the Company’s data analytics programs through the cloud in a hosting service over the contract term. Customers do not take possession of the underlying software in the data analytics programs. The Company stands ready to provide access to the data analytics programs on a continuous basis over the contract term. The Company provides sports leagues and media partners with real-time video augmentation services that allow for the production of informative and visually appealing content to drive fan engagement. Customers generally agree a fixed fee and a fixed number of matches for which augmented video streams will be provided. The video augmentation services are generally provided over a contract term of one year or less. Revenue is recognized over time using an output method based on video augmentations delivered. Other Policies, Judgments, and Practical Expedients Arrangements with Multiple Performance Obligations The Company’s contracts for Betting Technology, Content and Services and Sports Technology and Services often involve multiple performance obligations. For these contracts, the Company applies judgment and accounts for individual goods or services separately if the customer can benefit from the good or service on its own or with other resources that are readily available to the customer and the good or service is separately identifiable from other promises in the arrangement. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines the standalone selling price of goods or services based on an observable standalone selling price when it is available, as well as other factors, including standalone sales of similar goods or services, cost plus a reasonable margin, the price charged to customers, discounting practices, and overall pricing objectives, while maximizing observable inputs. Significant Financing Components In certain contracts, the Company receives payment from a customer either before or after the performance obligation has been satisfied. In these instances where the timing of revenue recognition differs from the timing of payment, the expected timing difference between payment and satisfaction of performance obligations for the Company’s contracts is generally one year or less; therefore, the Company applies a practical expedient and does not consider the effects of the time value of money. Any other differences between receipt of payment and satisfaction of performance obligations do not include a significant financing component because the primary purpose is not to receive or provide financing to customers. Contract Modifications The Company may modify contracts to offer customers additional goods or services. Each of the additional goods and services are generally considered distinct from those goods or services transferred to the customer before the modification. The Company evaluates whether the contract price for the additional goods and services reflects the standalone selling price as adjusted for facts and circumstances applicable to that contract. In these cases, the Company accounts for the additional goods or services as a separate contract. In other cases where the pricing in the modification does not reflect the standalone selling price as adjusted for facts and circumstances applicable to that contract, the Company accounts on a prospective basis where the remaining goods and services are distinct from the original items and on a cumulative catch-up Judgments and Estimates The Company applies judgment in determining whether it is the principal or agent in providing products and services to customers, particularly for Media Technology services. The Company generally controls all products and services before transfer to customers as the Company is primarily responsible to deliver the products and services to customers, bears inventory risk, and has discretion in establishing prices. Accounting for contracts recognized over time under ASC 606 involves the use of various techniques to estimate total contract revenue and costs. Due to uncertainties inherent in the estimation process, it is possible that estimates of variable consideration or costs to complete a performance obligation will be revised in the near-term. The Company reviews and updates its contract-related estimates, and records adjustments as needed. In fixed fee Betting Technology, Content and Services arrangements the Company applies the expected value method to estimate variable consideration in the contract, primarily factoring its historical experience with similar contract-types and customer relationships, along with expected market activity and customer forecasts. In applying the constraint, the Company considers susceptibility of variable consideration to factors outside the Company’s control (i.e., market volatility and actions by customers). Additionally, the Company considers historical experience with similar contract types and customer relationships, as well as the broad range of possible consideration amounts associated with overages for a given customer contract. For fixed fee Betting Technology, Content and Services arrangements with variable consideration associated with overages, the Company records a cumulative-effect adjustment to adjust revenue recognized to date when there are constraint changes that impact the Company’s estimate of the transaction price. For those performance obligations for which revenue is recognized using an input method, changes in total estimated costs, and related progress towards complete satisfaction of the performance obligation, are recognized on a cumulative catch-up catch-up |
Costs Capitalized to Obtain Contracts with Customers | Costs Capitalized to Obtain Contracts with Customers The Company capitalizes incremental costs of obtaining contracts with customers. The Company has determined that certain internal sale force incentive programs meet the requirements to be capitalized. The Company applies the practical expedient to expense costs as incurred for costs to obtain contracts with customers when the amortization period would have been one year or less. Capitalized incremental costs are recognized over related contract terms. Capitalized amounts are recoverable through future revenue streams under all non-cancelable Capitalized costs to obtain contracts with customers are included in other assets in the accompanying consolidated balance sheets. Amortization of capitalized costs to obtain contracts with customers is included in sales and marketing expense in the accompanying consolidated statements of operations. During the year-ended December 31, 2023, the Company capitalized $1.1 million of costs to obtain contracts with customers and amortized $1.0 million. During the year-ended December 31, 2022, the Company capitalized $1.1 million of costs to obtain contracts with customers and amortized $0.9 million. During the year-ended December 31, 2021, the Company capitalized $1.0 million of costs to obtain contracts with customers and amortized $0.8 million. There were no impairments of costs to obtain contracts with customers for all periods presented in the accompanying consolidated financial statements. |
Cost of Revenue | Cost of Revenue Cost of revenue consists primarily |
Sales and Marketing | Sales and Marketing Sales and marketing expenses consist primarily of expenses associated with advertising, events sponsorship, association memberships, marketing subscriptions, consulting costs, amortization of contract costs, stock-based compensation and related personnel costs and benefits. |
Research and Development | Research and Development Research and development expenses consist primarily of costs incurred for the development of new products related to the Company’s platform and services, as well as improving existing products and services. The costs incurred include stock-based compensation, related personnel salaries and benefits, facility costs server and bandwidth costs consulting costs, and amortization of production software costs. To date, research and development expenses have been expensed as incurred and included in the consolidated statements of operations. |
General and Administrative | General and Administrative General and administrative expenses consist of stock-based compensation, personnel salaries and benefits, legal-related costs, other professional service fees, rent expense and depreciation of property and equipment. |
Transaction Expenses | Transaction Expenses Transaction expenses consist primarily of advisory, legal, accounting, valuation, and other professional or consulting fees in connection with the Company’s corporate development activities. Direct and indirect transaction expenses in a business combination are expensed as incurred when the service is received. |
Stock-based Compensation | Stock-based Compensation The Company records stock-based compensation in accordance with ASC 718, Compensation — Stock Compensation (“ASC 718”). The Company measures the cost of stock-based awards including restricted shares, stock options, equity-settled restricted share units and equity-settled performance-based restricted share units granted to employees and directors based on the grant date fair value of the awards. For stock-based awards subject only to service conditions, the Company recognizes compensation cost for these awards on a straight-line basis over the requisite service period. For stock-based awards subject to market conditions, the Company recognizes compensation cost on a tranche-by-tranche non-employee tranche-by-tranche For cash-settled share-based payments, a liability is recognized for the goods or services acquired, measured initially at the fair value of the liability. The liability is subsequently remeasured at each reporting period until settled, with compensation cost trued up for changes in fair value, pro-rated |
Treasury Stock | Treasury Stock Treasury stock represents the shares of the Company that are held in treasury. Treasury stock is recorded at cost and deducted from shareholders’ equity. |
Income Taxes | Income Taxes Income taxes are accounted under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company recognizes deferred tax assets to the extent that these assets are more likely than not to be realized. In making such a determination, all available positive and negative evidence are considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step more-likely-than-not |
Net Loss Attributable Per Share to Common Shareholders | Net Loss Attributable Per Share to Common Shareholders Basic net loss per share attributable to common shareholders is computed by dividing the Company’s net loss attributable to common shareholders by the weighted-average number of common shares used in the loss per share calculation during the period. Diluted net loss per share attributable to common shareholders is computed by giving effect to all potentially dilutive securities, including stock options. Basic and diluted net loss per share attributable to common shareholders are the same for all periods presented as the inclusion of all potentially dilutive securities outstanding was anti-dilutive. |
Commitments and Contingencies | Commitments and Contingencies Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount within a range of loss can be reasonably estimated. When no amount within the range is a better estimate than any other amount, the Company accrues for the minimum amount within the range. Legal costs incurred in connection with loss contingencies are expensed as incurred. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08, 2021-08 In November 2023, the FASB issued ASU 2023-07, 2023-07 In December 2023, the FASB issued ASU 2023-09, 2023-09, 2023-09 There are no other accounting pronouncements that are not yet effective and that are expected to have a material impact to the consolidated financial statements. |
Recently Adopted Accounting Guidance | Recently Adopted Accounting Guidance In June 2016, the FASB issued ASU 2016-13, Instruments 2016-13 2016-13 |
Description of Business and S_3
Description of Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Useful Lives of Property Plant and Equipment | The estimated useful lives of the Company’s assets are as follows: Estimated Useful Lives (years) Buildings 50 IT equipment 3 Furniture and fixtures 4 Other equipment 10 |
Reverse Capitalization (Tables)
Reverse Capitalization (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Reverse Capitalization [Abstract] | |
Summary of Ordinary Shares Issued | The number of Genius ordinary shares issued immediately following the consummation of the Merger was: dMY Class A common stock outstanding prior to the Merger 27,600,000 Less: redemption of dMY shares 1,296 Genius ordinary shares issued to dMY Class A common stockholders 27,598,704 Genius ordinary shares issued to dMY Class B common stockholders 6,900,000 Genius ordinary shares issued to PIPE Investors 33,000,000 Total Genius ordinary shares issued in connection with the Merger and PIPE Investment 67,498,704 Genius ordinary shares converted from legacy Maven Topco shares (1) 100,137,777 Total Genius ordinary shares issued immediately after the Merger 167,636,481 (1) Includes 79,587,346 Genius ordinary shares converted from existing classes of shares of Maven Topco and 20,550,431 Genius ordinary shares related to vested rollover Incentive Securities. See Note 17 – Stock-based Compensation for further details. |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combinations [Abstract] | |
Summary Computation of Consideration Transferred | The summary computation of consideration transferred is presented as follows (in thousands): Consideration Cash for outstanding Second Spectrum capital stock (1) $ 111,535 Fair value of Genius Sports Limited common stock issued for outstanding Second Spectrum capital stock (2) 83,291 Cash for vested outstanding Second Spectrum equity awards (3) 3,490 Total consideration transferred $ 198,316 (1) Includes cash consideration paid to former Second Spectrum shareholders totaling $111.5 million. (2) Represents the issuance of 4.7 million shares of the Company’s common stock at June 15, 2021 closing price of $17.74 per share to the former Second Spectrum shareholders. See Note 18 – Fair Value Measurements for details of additional shares issuance of 2.7 million shares on February 2, 2022 and additional 1.7 million shares issued in 2023 to the sellers that received equity consideration, pursuant to the terms and conditions of the business combination agreement. (3) Includes $3.5 million cash settlement of Second Spectrum’s vested outstanding stock options as of June 15, 2021 associated with the pre-acquisition |
Summarizes the Fair Value of Assets Acquired and Liabilities | The following table summarizes the fair value of assets acquired and liabilities assumed on the acquisition date of June 15, 2021, with the excess recorded as goodwill (in thousands): Fair value of net assets acquired Cash and cash equivalents $ 43,865 Accounts receivables, net 1,126 Prepaid expenses 252 Other current assets 1 Property and equipment, net 5,187 Intangible assets, net 83,800 Other assets 167 Goodwill (1) 101,411 Total assets acquired $ 235,809 Accounts payable 273 Accrued expenses 13,961 Deferred revenue 6,670 Other current liabilities 454 Deferred tax liability 16,135 Total liabilities assumed $ 37,493 Total consideration transferred $ 198,316 (1) Reflects a working capital adjustment of $1.1 million in the fourth quarter of fiscal year 2021 |
Summary Components of Identifiable Intangible Assets | The following table sets forth the components of identifiable intangible assets acquired and their weighted average useful lives by major class of intangible assets as of the acquisition date of June 15, 2021 (in thousands): Useful Lives As of June 15, 2021 (years) (in thousands) Technology 3 $ 50,000 Marketing products (1) 3 – 15 33,800 Total intangible assets acquired subject to amortization $ 83,800 (1) Includes customer relationships of $31.0 million with a useful life of 3 years and trademarks of $2.8 million with a useful life of 15 years |
Summary of Pro Forma Financial Information | The following unaudited pro forma financial information presents combined results of operations for the period presented as if the acquisition of Second Spectrum had occurred on January 1, 2020 (in thousands): Year Ended December 31, 2021 Pro forma revenue $ 272,281 Pro forma net loss (588,284 ) |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | |
Schedule of Disaggregation of Revenue | Revenue for the Company’s major product lines consists of the following (in thousands): Year Ended December 31, 2023 2022 2021 Revenue by Product Line Betting Technology, Content and Services $ 274,235 $ 209,251 $ 177,201 Media Technology, Content and Services 91,605 82,698 48,312 Sports Technology and Services 47,137 49,080 37,222 Total $ 412,977 $ 341,029 $ 262,735 Geographical regions are determined based on the region in which the customer is headquartered or domiciled. Revenues by geographical market consists of the following (in thousands): Year Ended December 31, 2023 2022 2021 Revenue by geographical market: Europe $ 222,415 $ 184,128 $ 175,731 Americas 169,149 132,924 69,278 Rest of the world 21,413 23,977 17,726 Total $ 412,977 $ 341,029 $ 262,735 |
Cash, Cash Equivalents and Re_2
Cash, Cash Equivalents and Restricted Cash (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Summary of Cash and Cash Equivalents | Cash, cash equivalents and restricted cash as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Cash and cash equivalents $ 100,331 $ 122,715 Restricted cash, current and non-current 25,462 36,305 Cash, cash equivalents and restricted cash $ 125,793 $ 159,020 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Allowance for Credit Loss [Abstract] | |
Summary of Allowance for doubtful accounts | As of December 31, As of December 31, 2023 2022 Balance, beginning of period $ 2,486 $ 1,312 Provision for expected credit losses 2,993 2,009 Write-offs, net of recoveries (518 ) (667 ) Foreign currency translation adjustments 175 (168 ) Balance, end of period $ 5,136 $ 2,486 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary Of Property Plant And Equipment Net | Property and equipment, net consists of the following (in thousands): As of December 31, As of December 31, 2023 2022 Buildings $ 1,927 $ 2,178 IT Equipment 26,807 23,124 Furniture and fixtures 2,071 1,617 Other equipment 12 34 Total property and equipment $ 30,817 $ 26,953 Less: accumulated depreciation 19,265 14,072 Property and equipment, net $ 11,552 $ 12,881 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Movement Of Goodwill | Changes in the carrying amount of goodwill for the periods presented in accompanying consolidated financial statements are as follows (in thousands): Balance as of December 31, 2021 $ 346,418 Goodwill acquired (1) 20 Effect of currency translation remeasurement (36,544 ) Balance as of December 31, 2022 $ 309,894 Effect of currency translation remeasurement 16,117 Balance as of December 31, 2023 $ 326,011 (1) Working capital adjustment in the first quarter of fiscal year 2022 for the FanHub acquisition |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets Subject To Amortization | Intangible assets subject to amortization as of December 31, 2023 consist of the following (in thousands, except years): Weighted Gross Carrying Accumulated Net Carrying (years) Data rights 5 $ 67,064 $ 35,768 $ 31,296 Marketing products 7 59,099 37,552 21,547 Technology 1 107,292 95,633 11,659 Capitalized software 2 154,045 88,877 65,168 Total intangible assets $ 387,500 $ 257,830 $ 129,670 Intangible assets subject to amortization as of December 31, 2022 consist of the following (in thousands, except years): Weighted Gross Carrying Accumulated Net Carrying (years) Data rights 6 $ 63,748 $ 27,508 $ 36,240 Marketing products 7 56,178 23,570 32,608 Technology 1 100,999 70,312 30,687 Capitalized software 2 103,568 53,855 49,713 Total intangible assets $ 324,493 $ 175,245 $ 149,248 |
Summary Of Expected Amortization Of Intangible Assets | As of December 31, 2023, expected amortization of intangible assets for each of the five succeeding fiscal years and thereafter is as follows: Fiscal Years (in thousands) 2024 $ 58,683 2025 31,684 2026 15,293 2027 8,734 2028 6,621 Thereafter 8,655 Total $ 129,670 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Investments | Investments as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Equity method investments $ 26,257 $ 23,548 Equity investments without readily determinable fair values 142 134 Total investments $ 26,399 $ 23,682 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Assets [Abstract] | |
Summary of Other Assets | Other assets (current and long-term) as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Other current assets: Non-trade $ 227 $ 1,385 Corporate tax receivable 6,755 — Inventory 347 283 Total other current assets $ 7,329 $ 1,668 Other assets: Security deposit $ 1,364 $ 1,364 Corporate tax receivable — 5,472 Sales tax receivable 1,501 1,779 Contract costs 1,973 1,838 Total other assets $ 4,838 $ 10,453 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Outstanding Debt | The following table summarizes outstanding debt balances as of December 31, 2023 and December 31, 2022 (in thousands): Instrument Date of Issuance Maturity Date Effective December 31, December 31, Genius Sports Italy Srl Mortgage December 2010 December 2025 5.5 % $ 43 $ 62 Promissory Note January 2022 January 2024 4.7 % 7,549 14,431 $ 7,592 $ 14,493 Less current portion of debt (7,573 ) (7,405 ) Non-current $ 19 $ 7,088 |
Summary of Expected Future Payments | Expected future payments for all borrowings as of December 31, 2023 are as follows: Fiscal Period: (in thousands) 2024 $ 7,573 2025 19 2026 — 2027 — 2028 — Thereafter — Total payment outstanding $ 7,592 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Liabilities | Other current liabilities as of December 31, 2023 and December 31, 2022 are as follows (in thousands): December 31, December 31, 2023 2022 Other current liabilities: Other payables $ 3,041 $ 3,667 Deferred consideration 6,201 7,605 Contingent consideration 4,434 10,729 Total other current liabilities $ 13,676 $ 22,001 Other liabilities: Contingent consideration $ 420 $ — Deferred consideration 516 — Total other liabilities $ 936 $ — |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Loss Per Share And weighted Average Shares | The computation of loss per share and weighted average shares of the Company’s common stock outstanding for the years ended December 31, 2023, 2022 and 2021 is as follows (in thousands except share and per share data): Year ended December 31, 2023 2022 2021 Net loss – basic and diluted $ (85,534 ) $ (181,636 ) $ (592,753 ) Preferred share accretion — — (11,327 ) Net loss attributable to common stockholders – basic and diluted $ (85,534 ) $ (181,636 ) $ (604,080) Basic and diluted weighted average common stock outstanding 208,121,980 198,939,079 150,912,333 Adjustment for warrants issued to NFL to purchase common stock 17,760,274 14,452,055 8,476,027 Adjusted basic and diluted weighted average common stock outstanding 225,882,254 213,391,134 159,388,360 Loss per share attributable to common stockholders – basic and diluted $ (0.38 ) $ (0.85 ) $ (3.79 ) |
Summary of Antidilutive Securities Excluded From Computation of Earning Per Share | The following table presents the potentially dilutive securities that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive: Year ended December 31, 2023 2022 2021 Stock options to purchase common stock 117,529 357,945 436,238 Unvested restricted shares 1,757,495 3,417,484 8,889,155 Public and private placement warrants to purchase common stock — 7,668,280 7,668,381 Unvested equity-settled restricted share units 5,162,177 2,719,136 — Unvested equity-settled performance-based restricted share units 9,550,502 1,849,942 — Total 16,587,703 16,012,787 16,993,774 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Fair Values of the Company's Restricted Shares | The estimated October Modification date fair values of the Company’s restricted shares under the 2021 Restricted Shares Plan were calculated based on the following assumptions: Common share and equivalents price—marketable (1) $ 10.26 Discount for lack of marketability (“DLOM”) (2) 16.0 % *Term (3) 4.5 years *Volatility (4) 83.3 % *Risk-free rate (5) 0.3 % (1) Represents the publicly traded common stock price of dMY as of the modification date on October 27, 2020 (2) Represents the discount for lack of marketability of the historical Incentive Securities as of the modification date on October 27, 2020 (subsequently converted to restricted shares upon Closing), calculated using the Finnerty Method (3) Represents the sum of the expected term from the modification date to Closing (6 months) and the vesting period of 4 years for Performance-Vesting Restricted Shares (4) Calculated based on comparable companies’ historical volatilities over a matching term of 4.5 years (5) Based on the US Constant Maturity Treasury yield curve as of the modification date over a matching term of 4.5 years * Only used to estimate the modification date fair value of historical Class D Incentive Securities (subsequently converted to Performance-Vesting Restricted Shares) under Monte Carlo simulations |
Summary of Company's Overall Restricted Shares | A summary of the Company’s overall restricted shares activities for the year ended December 31, 2023 is as follows: Number of Weighted Unvested restricted shares as of December 31, 2022 3,417,484 $ 7.39 Vested (484,468 ) $ 8.62 Forfeited (1,175,521 ) $ 7.13 Unvested restricted shares as of December 31, 2023 1,757,495 $ 7.22 |
Summary of the Company's Warrants Activity | A summary of the Company’s warrants activity for the year ended December 31, 2023 is as follows: Number of Outstanding as of December 31, 2022 18,500,000 Outstanding as of December 31, 2023 18,500,000 |
Summary of the Company's Total Stock-based Compensation Expense | The Company’s total stock-based compensation expense was summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue $ 6,342 $ 40,639 $ 243,512 Sales and marketing 3,060 2,896 3,546 Research and development 3,630 1,980 4,670 General and administrative 22,286 44,323 237,746 Total $ 35,318 $ 89,838 $ 489,474 |
Employee Stock Option [Member] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of the Company's Options Activity | A summary of the Company’s options activity for the year ended December 31, 2023 is as follows: Number Weighted Weighted Aggregate (in years) (in thousands) Outstanding as of December 31, 2022 357,945 $ 10.00 3.3 $ — Forfeited (26,093 ) $ 10.00 Expired (214,323 ) $ 10.00 Outstanding as of December 31, 2023 117,529 $ 10.00 2.3 $ — Exercisable as of December 31, 2023 — Unvested as of December 31, 2023 117,529 |
Equity Settled Restricted Share Units [Member] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Company's Overall Restricted Shares | A summary of the Company’s Equity-settled Restricted Share Units activity for the year ended December 31, 2023 is as follows: Number of Weighted Unvested RSUs as of December 31, 2022 2,719,136 $ 4.12 Granted 3,788,586 $ 5.21 Forfeited (190,683 ) $ 4.24 Vested (1,154,862 ) $ 4.02 Unvested RSUs as of December 31, 2023 5,162,177 $ 4.94 |
Cash settled Restricted Share Units [Member] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Company's Overall Restricted Shares | A summary of the Company’s Cash-settled RSUs activity for the year ended December 31, 2023 is as follows: Number of Cash- Weighted per Cash-settled Unvested Cash-settled RSUs as of December 31, 2022 17,819 $ 4.27 Granted 52,758 $ 5.31 Forfeited (735 ) $ 4.27 Vested (5,941 ) $ 4.27 Unvested Cash-settled RSUs as of December 31, 2023 63,901 $ 5.13 |
Equity-settled Performance-Based Restricted Share Units [Member] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |
Summary of Fair Values of the Company's Restricted Shares | The estimated grant date fair value of the Company’s PSUs subject to a market condition granted under the 2022 Employee Incentive Plan in the first quarter of fiscal year 2023 was calculated using Monte Carlo simulations based on the following assumptions: Time to maturity (1) 3.0 years Common stock price (2) $ 3.75 Volatility (3) 85.0 % Risk-free rate (4) 3.9 % Dividend yield (5) 0.0 % (1) Based on contractual terms (2) Represents the publicly traded common stock price as of January 9, 2023 (3) Calculated based on the Company’s historical volatility over a term of 2.3 years (4) Based on the US Constant Maturity Treasury yield curve as of the valuation date over a matching term over 3.0 years (5) Assumes a dividend yield of zero as the Company has no plans to declare dividends in the foreseeable future The estimated grant date fair value of the Company’s PSUs subject to a market condition granted under the 2022 Employee Incentive Plan in the third quarter of fiscal year 2023 was calculated using Monte Carlo simulations based on the following assumptions: Time to maturity (1) 2.5 years Common stock price (2) $ 7.48 Volatility (3) 80.0 % Risk-free rate (4) 4.7 % Dividend yield (5) 0.0 % (1) Based on contractual terms (2) Represents the publicly traded common stock price as of July 7, 2023 (3) Calculated based on the Company’s historical volatility over a term of 2.5 years (4) Based on the US Constant Maturity Treasury yield curve as of the valuation date over a matching term over 2.5 years (5) Assumes a dividend yield of zero as the Company has no plans to declare dividends in the foreseeable future |
Summary of Company's Overall Restricted Shares | A summary of the Company’s PSUs activity for the year ended December 31, 2023 is as follows: Number of PSUs Weighted Unvested PSUs as of December 31, 2022 1,849,942 $ 3.53 Granted 7,752,970 $ 4.21 Forfeited (52,410 ) $ 3.52 Unvested PSUs as of December 31, 2023 9,550,502 $ 4.09 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Changes in the Fair Value of Warrant Liabilities | The change in the fair value of the derivative warrant liabilities is summarized as follows (in thousands): Public Warrants Derivative warrant liabilities at December 31, 2021 $ 16,794 Change in fair value (10,132 ) Foreign currency translation adjustments 260 Derivative warrant liabilities at December 31, 2022 $ 6,922 Change in fair value 534 Exercise of warrants (7,438 ) Foreign currency translation adjustments (18 ) Derivative warrant liabilities at December 31, 2023 $ — |
Summary of Fair Value Measurements | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2023 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Contingent Consideration $ — $ — $ 4,854 $ 4,854 Total liabilities $ — $ — $ 4,854 $ 4,854 The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2022 (in thousands): Description Level 1 Level 2 Level 3 Total Liabilities: Public Warrants $ 6,922 $ — $ — $ 6,922 Contingent Consideration — 5,990 4,739 10,729 Total liabilities $ 6,922 $ 5,990 $ 4,739 $ 17,651 |
Summary of Change in the Fair Value of the Contingent Consideration | The change in the fair value of the contingent consideration is summarized as follows (in thousands): 2023 2022 Beginning balance – January 1 $ 10,729 $ 28,372 Issuance of shares (1) (8,440 ) (17,452 ) Contingent consideration payments (404 ) — Loss (gain) on fair value remeasurement of contingent consideration (2) 2,919 (218 ) Foreign currency translation adjustments 50 27 Ending balance – December 31 $ 4,854 $ 10,729 (1) On February 21, 2023, the Company issued 1,677,920 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement. On February 2, 2022, the Company issued 2,701,576 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement. (2) Loss on fair value remeasurement of contingent consideration mainly relates to the Second Spectrum acquisition. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | |
Summary of Loss Before Provision (Benefit) For Income Taxes | The UK and foreign components of the Company’s loss before provision for income taxes consisted of the following (in thousands): Year Ended Year Ended Year Ended 2023 2022 2021 UK $ 928 $ (137,973 ) $ (326,206 ) Foreign (84,228 ) (45,307 ) (278,248 ) Loss before income taxes $ (83,300 ) $ (183,280 ) $ (604,454 ) |
Summary of Components of The Provision (Benefit) For Income Taxes | The components of the Company’s income tax (benefit) expense consisted of the following (in thousands): Year Ended Year Ended Year Ended 2023 2022 2021 Current: UK $ 1,260 $ — $ — Foreign 4,524 1,827 1,708 Current tax expense 5,784 1,827 1,708 Deferred: UK — — (13,618 ) Foreign (444 ) (113 ) 209 Deferred tax benefit (444 ) (113 ) (13,409 ) Total $ 5,340 $ 1,714 $ (11,701 ) |
Summary of Reconciliation Between Effective Tax Rate On Income From Continuing Operations | Reconciliation between the effective tax rate on income from continuing operations and the statutory tax rate is as follows: Year Ended Year Ended Year Ended 2023 2022 2021 UK provision at statutory rate 23.5 % 19.0 % 19.0 % Expenses not deductible for tax purposes (3.8 ) 3.4 (1.6 ) Return to provision (2.0 ) — (0.4 ) Stock based compensation — — (19.7 ) Tax rate change — — 0.3 Foreign rate difference 0.9 7.7 5.3 Change in valuation allowance (25.0 ) (31.1 ) (0.9 ) Effective tax rate (6.4 )% (1.0 )% 2.0 % |
Summary of Components Of Deferred Tax Assets And Liabilities | The Company’s deferred income tax assets and liabilities as of December 31, 2023 and 2022 are as follows (in thousands): Year Ended Year Ended 2023 2022 Deferred tax assets: Net operating loss carry forward $ 95,150 $ 95,735 Property and equipment (74 ) (70 ) Stock-based compensation 140,906 135,837 Other — 269 Deferred tax assets before valuation allowance 235,982 231,771 Valuation allowance (216,988 ) (207,657 ) Deferred tax assets, net of valuation allowance 18,994 24,114 Deferred tax liabilities: Outside basis difference 1,911 1,816 Intangible assets 32,418 37,307 Deferred tax liabilities 34,329 39,123 Net deferred tax liabilities $ (15,335 ) $ (15,009 ) |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Summary of Components of Lease Expenses | The components of lease expense are summarized as follows (in thousands): Year ended December 31, 2023 2022 Operating lease cost $ 4,450 $ 5,722 Short term lease cost 882 444 Variable lease cost 352 265 Sublease income (582 ) (1,406 ) Total lease cost $ 5,102 $ 5,025 |
Summary of Information Related To Leases | Other information related to leases is summarized as follows (in thousands, except lease term and discount rate): Year ended December 31, 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,672 $ 6,395 Right-of-use 3,695 46 Weighted-average remaining lease term (in years): Operating leases 2.2 2.3 Weighted-average discount rate: Operating leases 5.8 % 1.3 % |
Summary of Maturity of Lease Liability | As of December 31, 2023, the maturity of lease liabilities are as follows (in thousands): (in thousands) 2024 $ 3,934 2025 2,629 2026 1,065 2027 — 2028 — Thereafter — Total minimum lease payments 7,628 Less: Imputed interest (517 ) Present value of lease liabilities $ 7,111 |
Summary of Liabilities and Gains Recognized Upon Termination of Lease Contracts | The right-of-use Year ended December 31, 2023 2022 Leases terminated — 5 Lease termination fees $ — $ 2,045 Right-of-use $ — $ 4,628 Lease liabilities derecognized upon lease termination $ — $ 5,267 Gain recognized upon lease termination $ — $ 642 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary Of Future Minimum Commitments | As of December 31, 2023, future minimum commitments under the Company’s data rights license agreements accounted for as executory contracts are as follows (in thousands): (in thousands) 2024 $ 172,811 2025 170,015 2026 149,190 2027 163,533 2028 9,853 Thereafter 8,848 Total $ 674,250 |
Description of Business and S_4
Description of Business and Summary of Significant Accounting Policies - Schedule of Useful Lives of Property Plant and Equipment (Detail) | Dec. 31, 2023 |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 50 years |
IT equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 3 years |
Furniture and fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 4 years |
Other equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, estimated useful lives | 10 years |
Description of Business and S_5
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Date of incorporation | Oct. 21, 2020 | ||
Inventory finished goods current | $ 300 | $ 300 | |
Impairment of long lived assets held for use | 0 | 0 | $ 0 |
Capitalized costs to obtain contract from customers | 1,100 | 1,100 | 1,000 |
Capitalized contract cost, amortization | $ 1,009 | $ 862 | $ 808 |
Percentage of unrecognized tax benefits to be realized for recognition in the income statement | 50% | ||
Loss on Abandonment of Assets [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Derecognition of prepaid expenses | $ 11,200 | ||
Maven Topcos [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Exchange Ratio | 37.38624 | ||
Maximum [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Weighted average diluted earnings per share from the impact of vested warrants | $ / shares | $ (0.91) | $ (4) | |
Minimum [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Weighted average diluted earnings per share from the impact of vested warrants | $ / shares | $ (0.85) | $ (3.79) | |
Accounts Receivable [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Concentration risk percentage | 10% | 10% | |
Accounts Payable [Member] | Supplier One [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Concentration risk percentage | 58% | 44% |
Reverse Capitalization - Additi
Reverse Capitalization - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Apr. 20, 2021 | Dec. 31, 2021 | |
Reverse Capitalization [Line Items] | ||
Stock issued during the period value new issues | $ 2 | |
Gross proceeds from the issuance of equity | $ 330,000 | |
Gross proceeds from the issuance of merger and other equity | 606,300 | |
Proceeds from merger | 276,300 | $ 276,341 |
Payment of stock issuance costs other equity issuances | 13,200 | |
Adjustment to additional paid in capital costs of merger | $ 20,200 | |
Private Investment In Public Equity Agreement [Member] | ||
Reverse Capitalization [Line Items] | ||
Stock issued during the period shares new issues | 33,000,000 | |
Shares issued, price per share | $ 10 | |
Gross proceeds from the issuance of equity | $ 330,000,000 | |
DMY [Member] | ||
Reverse Capitalization [Line Items] | ||
Stock shares redeemed during the period shares | 1,296 | |
Stock issued during the period value new issues | $ 12,966 | |
Maven Topco [Member] | ||
Reverse Capitalization [Line Items] | ||
Payment for the redemption of redeemable preferred stock | 292,700 | |
Repayment of long term debt | 96,900 | |
Cumulative catch up payment made towards incentive securities | $ 15,700 |
Reverse Capitalization - Summar
Reverse Capitalization - Summary of Ordinary Shares Issued (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Ordinary Shares Converted From One Class To Another [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | [1] | 100,137,777 | |
Shares Issued Immediately After The Merger [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | 167,636,481 | ||
Common Class B [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
dMY Class A common stock outstanding prior to the Merger | 18,500,000 | 18,500,000 | |
PIPE Agreement [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | 33,000,000 | ||
PIPE Agreement [Member] | Common Class A [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | 27,598,704 | ||
PIPE Agreement [Member] | Common Class B [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | 6,900,000 | ||
Merger And Pipe Agreement [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
Ordinary shares issued | 67,498,704 | ||
Before The Merger [Member] | |||
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |||
dMY Class A common stock outstanding prior to the Merger | 27,600,000 | ||
Less: redemption of dMY shares | 1,296 | ||
[1]Includes 79,587,346 Genius ordinary shares converted from existing classes of shares of Maven Topco and 20,550,431 Genius ordinary shares related to vested rollover Incentive Securities. See Note 17 – Stock-based Compensation for further details. |
Reverse Capitalization - Summ_2
Reverse Capitalization - Summary of Ordinary Shares Issued (Parenthetical) (Detail) | Apr. 20, 2021 shares |
Due To Merger [Member] | Maven Topco [Member] | |
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |
Common stock shares converted from one category to another | 79,587,346 |
Related To Vested Rollover Incentive Schemes [Member] | |
Disclosure Of Common Stock Shares Issued Following The Consummation Of Merger [Line Items] | |
Common stock shares converted from one category to another | 20,550,431 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Aug. 17, 2021 | Jun. 15, 2021 | Jun. 09, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |||
Business Acquisition [Line Items] | ||||||||
Business combination goodwill arising on acquistion | $ 101,411 | [1] | $ 326,011 | $ 309,894 | $ 346,418 | |||
Business acqusition costs intangible assets acquired | 83,800 | |||||||
Working capital Adjustments | 1,100 | |||||||
Goodwill acquired | $ 20 | |||||||
Second Spectrum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration transferred | 198,316 | 198,316 | ||||||
Payment to acquire business and settlement of share based liabilities | 115,000 | |||||||
Business combination consideration transferred equity interests issued or issuable value | 83,300 | 83,291 | [2] | |||||
Payment in cash to acquire business | $ 111,500 | |||||||
Fan Hub Acquistion [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business combination goodwill arising on acquistion | $ 20,500 | |||||||
Business combination consideration transferred equity interests issued or issuable value | 19,000 | |||||||
Business acquistion transaction costs expensed | 400 | |||||||
Payment in cash to acquire business | 13,200 | |||||||
Business acqusition costs intangible assets acquired | $ 13,000 | |||||||
Photospire Limited [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Consideration transferred | $ 43,500 | |||||||
Business combination consideration transferred equity interests issued or issuable value | 9,700 | |||||||
Payment in cash to acquire business | 27,200 | |||||||
Transaction costs paid on behalf of Genius Sports | 2,800 | |||||||
Business Combination Consideration Transferred Contingent Consideration | 6,600 | |||||||
Goodwill acquired | 30,500 | |||||||
Business Acquisition Expense on Fair Value Remeasurement | $ 3,200 | |||||||
Photospire Limited [Member] | Technology-Based Intangible Assets [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Finite lived intangible assets acquired | $ 13,800 | |||||||
[1]Reflects a working capital adjustment of $1.1 million in the fourth quarter of fiscal year 2021[2]Represents the issuance of 4.7 million shares of the Company’s common stock at June 15, 2021 closing price of $17.74 per share to the former Second Spectrum shareholders. See Note 18 – Fair Value Measurements for details of additional shares issuance of 2.7 million shares on February 2, 2022 and additional 1.7 million shares issued in 2023 to the sellers that received equity consideration, pursuant to the terms and conditions of the business combination agreement. |
Business Combinations - Summary
Business Combinations - Summary computation of consideration transferred (Detail) - Second Spectrum [Member] - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 15, 2021 | Dec. 31, 2023 | |||
Business Acquisition [Line Items] | ||||
Cash for outstanding Second Spectrum capital stock | [1] | $ 111,535 | ||
Fair value of Genius Sports Limited common stock issued for outstanding Second Spectrum capital stock | $ 83,300 | 83,291 | [2] | |
Cash for vested outstanding Second Spectrum equity awards | 3,500 | 3,490 | [3] | |
Total consideration transferred | $ 198,316 | $ 198,316 | ||
[1]Includes cash consideration paid to former Second Spectrum shareholders totaling $111.5 million.[2]Represents the issuance of 4.7 million shares of the Company’s common stock at June 15, 2021 closing price of $17.74 per share to the former Second Spectrum shareholders. See Note 18 – Fair Value Measurements for details of additional shares issuance of 2.7 million shares on February 2, 2022 and additional 1.7 million shares issued in 2023 to the sellers that received equity consideration, pursuant to the terms and conditions of the business combination agreement.[3]Includes $3.5 million cash settlement of Second Spectrum’s vested outstanding stock options as of June 15, 2021 associated with the pre-acquisition services provided by former Second Spectrum shareholders. |
Business Combinations - Summa_2
Business Combinations - Summary computation of consideration transferred (Parenthetical) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jun. 15, 2021 | Dec. 31, 2023 | [1] | Feb. 28, 2023 | Feb. 02, 2022 | |
Business Acquisition [Line Items] | |||||
Common stock shares issued | 1,700,000 | ||||
Second Spectrum [Member] | |||||
Business Acquisition [Line Items] | |||||
Payment in cash to acquire business | $ 111,500 | ||||
Business combination equity interests issued and issuable number of shares | 4,700,000 | ||||
Business acquisition share price | $ 17.74 | ||||
Settlement of share based liabilities | $ 3,500 | $ 3,490 | |||
Common stock shares issued | 2,700,000 | ||||
[1]Includes $3.5 million cash settlement of Second Spectrum’s vested outstanding stock options as of June 15, 2021 associated with the pre-acquisition services provided by former Second Spectrum shareholders. |
Business Combinations - Summari
Business Combinations - Summarizes the fair value of assets acquired and liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jun. 15, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 43,865 | ||||
Accounts receivables, net | 1,126 | ||||
Prepaid expenses | 252 | ||||
Other current assets | 1 | ||||
Property and equipment, net | 5,187 | ||||
Intangible assets, net | 83,800 | ||||
Other assets | 167 | ||||
Goodwill | 101,411 | [1] | $ 326,011 | $ 309,894 | $ 346,418 |
Total assets acquired | 235,809 | ||||
Accounts payable | 273 | ||||
Accrued expenses | 13,961 | ||||
Deferred revenue | 6,670 | ||||
Other current liabilities | 454 | ||||
Deferred tax liability | 16,135 | ||||
Total liabilities assumed | 37,493 | ||||
Second Spectrum [Member] | |||||
Business Acquisition [Line Items] | |||||
Total consideration transferred | $ 198,316 | $ 198,316 | |||
[1]Reflects a working capital adjustment of $1.1 million in the fourth quarter of fiscal year 2021 |
Business Combinations - Summa_3
Business Combinations - Summarizes the fair value of assets acquired and liabilities (Parenthetical) (Detail) $ in Millions | Jun. 15, 2021 USD ($) |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | |
Working capital Adjustments | $ 1.1 |
Business Combinations - Summa_4
Business Combinations - Summary components of identifiable intangible assets (Detail) $ in Thousands | Jun. 15, 2021 USD ($) | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Acquired intangible assets subject to amortization | $ 83,800 | |
Technology [Member] | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Lives | 3 years | |
Acquired intangible assets subject to amortization | $ 50,000 | |
Marketing products [Member] | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Acquired intangible assets subject to amortization | $ 33,800 | [1] |
Marketing products [Member] | Minimum [Member] | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Lives | 3 years | [1] |
Marketing products [Member] | Maximum [Member] | ||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets, Useful Lives | 15 years | [1] |
[1]Includes customer relationships of $31.0 million with a useful life of 3 years and trademarks of $2.8 million with a useful life of 15 years |
Business Combinations - Summa_5
Business Combinations - Summary components of identifiable intangible assets (Parenthetical) (Detail) - Second Spectrum [Member] $ in Millions | Jun. 15, 2021 USD ($) |
Customer Relationships [Member] | |
Business Acquisition [Line Items] | |
Finite lived intangible assets acquired | $ 31 |
Acquired finite lived lived intangible assets weighted average useful life | 3 years |
Trademarks [Member] | |
Business Acquisition [Line Items] | |
Finite lived intangible assets acquired | $ 2.8 |
Acquired finite lived lived intangible assets weighted average useful life | 15 years |
Business Combinations - Summa_6
Business Combinations - Summary of Pro Forma Financial Information (Detail) - Second Spectrum [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Business Acquisition [Line Items] | |
Pro forma revenue | $ 272,281 |
Pro forma net loss | $ (588,284) |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 412,977 | $ 341,029 | $ 262,735 |
Betting Technology, Content and Services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 274,235 | 209,251 | 177,201 |
Media Technology, Content and Services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 91,605 | 82,698 | 48,312 |
Sports Technology and Services [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 47,137 | 49,080 | 37,222 |
Europe [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 222,415 | 184,128 | 175,731 |
Americas [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | 169,149 | 132,924 | 69,278 |
Rest of the World [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue | $ 21,413 | $ 23,977 | $ 17,726 |
Revenue - Schedule of Disaggr_2
Revenue - Schedule of Disaggregation of Revenue (Parenthetical) (Detail) - Sales Revenue Net [Member] | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
MT | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 10% | 11% | 14% |
GI | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 13% | 13% | 13% |
GB | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 13% | ||
US | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 33% | 32% | 20% |
Revenue - Additional Informatio
Revenue - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Remaining performance obligation amount | $ 256,800 | ||
Performance obligation percentage to be recognized | 62% | ||
Revenue recognized for variable consideration | $ 80,900 | $ 58,600 | $ 38,900 |
Contract assets | 38,802 | 38,447 | 21,800 |
Contract liabilities | 44,345 | 41,273 | 29,900 |
Contract asset increase due to fulfillment of promises prior to billing | 400 | ||
Deferred revenue, revenue recognized | $ 40,900 | 27,800 | $ 26,000 |
Increase in deferred revenue | $ 3,100 | ||
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | No Customer [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 10% | 10% | |
Revenue Benchmark [Member] | Customer Concentration Risk [Member] | One Customer [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk | 11% |
Cash, Cash Equivalents and Re_3
Cash, Cash Equivalents and Restricted Cash - Summary of Cash and Cash Equivalents (Detail) $ in Thousands, £ in Millions | Dec. 31, 2023 USD ($) | Dec. 31, 2023 GBP (£) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 GBP (£) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | ||||||
Cash and cash equivalents | $ 100,331 | $ 122,715 | ||||
Restricted cash, current and non-current | 25,462 | £ 20 | 36,305 | £ 30 | ||
Cash, cash equivalents and restricted cash | $ 125,793 | $ 159,020 | $ 222,378 | $ 11,781 |
Cash, Cash Equivalents and Re_4
Cash, Cash Equivalents and Restricted Cash - Additional Information (Detail) $ in Thousands, £ in Millions | Dec. 31, 2023 USD ($) | Dec. 31, 2023 GBP (£) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 GBP (£) |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract] | ||||
Restricted cash | $ 25,462 | £ 20 | $ 36,305 | £ 30 |
Accounts Receivable, Net - Summ
Accounts Receivable, Net - Summary of Allowance for doubtful accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||
Balance, beginning of period | $ 2,486 | $ 1,312 |
Provision for expected credit losses | 2,993 | 2,009 |
Write-offs, net of recoveries | (518) | (667) |
Foreign currency translation adjustments | 175 | (168) |
Balance, end of period | $ 5,136 | $ 2,486 |
Accounts Receivable, Net - Addi
Accounts Receivable, Net - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |||
Accounts receivable, net of allowance for credit loss | $ 76,200 | $ 35,900 | |
Accounts receivable, allowance for credit loss | $ 5,136 | $ 2,486 | $ 1,312 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary Of Property Plant And Equipment Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 30,817 | $ 26,953 |
Less: accumulated depreciation | 19,265 | 14,072 |
Property and equipment, net | 11,552 | 12,881 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,927 | 2,178 |
IT Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 26,807 | 23,124 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 2,071 | 1,617 |
Other equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 12 | $ 34 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 5.1 | $ 4.8 | $ 3 |
Goodwill - Summary Of Movement
Goodwill - Summary Of Movement Of Goodwill (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Beginning Balance | $ 309,894 | $ 346,418 |
Goodwill acquired | 20 | |
Effect of currency translation remeasurement | 16,117 | (36,544) |
Ending Balance | $ 326,011 | $ 309,894 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | |||
Goodwill impairment loss | $ 0 | $ 0 | $ 0 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary Of Intangible Assets Subject To Amortization (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 387,500 | $ 324,493 |
Accumulated Amortization | 257,830 | 175,245 |
Total | $ 129,670 | $ 149,248 |
Data rights [member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives | 5 years | 6 years |
Gross Carrying Amount | $ 67,064 | $ 63,748 |
Accumulated Amortization | 35,768 | 27,508 |
Total | $ 31,296 | $ 36,240 |
Marketing products [member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives | 7 years | 7 years |
Gross Carrying Amount | $ 59,099 | $ 56,178 |
Accumulated Amortization | 37,552 | 23,570 |
Total | $ 21,547 | $ 32,608 |
Technology [member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives | 1 year | 1 year |
Gross Carrying Amount | $ 107,292 | $ 100,999 |
Accumulated Amortization | 95,633 | 70,312 |
Total | $ 11,659 | $ 30,687 |
Capitalized software [member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives | 2 years | 2 years |
Gross Carrying Amount | $ 154,045 | $ 103,568 |
Accumulated Amortization | 88,877 | 53,855 |
Total | $ 65,168 | $ 49,713 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of estimated future amortization of intangible assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2024 | $ 58,683 | |
2025 | 31,684 | |
2026 | 15,293 | |
2027 | 8,734 | |
2028 | 6,621 | |
Thereafter | 8,655 | |
Total | $ 129,670 | $ 149,248 |
Intangible Assets, Net - Additi
Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 72.2 | $ 63.8 | $ 56.3 |
Investments - Summary of Invest
Investments - Summary of Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Investments, Debt and Equity Securities [Abstract] | ||
Equity method investments | $ 26,257 | $ 23,548 |
Equity investments without readily determinable fair values | 142 | 134 |
Total investments | $ 26,399 | $ 23,682 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 10, 2021 | |
Debt and Equity Securities, FV-NI [Line Items] | ||||
Payments to acquire other investments | $ 200 | |||
Increase or decrease in equity investments without readily determinable fair values | $ 0 | $ 0 | ||
Gain from equity method investment | $ 3,106 | 3,358 | ||
CFL Ventures [Member] | ||||
Debt and Equity Securities, FV-NI [Line Items] | ||||
Equity method investment, ownership percentage | 20% | 6.20% | ||
Gain from equity method investment | $ 3,100 | 3,400 | ||
Distributions received from CFL Ventures | $ 1,600 | $ 0 |
Other Assets - Summary Of Other
Other Assets - Summary Of Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other current assets: | ||
Non-trade receivables | $ 227 | $ 1,385 |
Corporate tax receivable | 6,755 | |
Inventory | 347 | 283 |
Total other current assets | 7,329 | 1,668 |
Other assets: | ||
Security deposit | 1,364 | 1,364 |
Corporate tax receivable | 5,472 | |
Sales tax receivable | 1,501 | 1,779 |
Contract costs | 1,973 | 1,838 |
Total other assets | $ 4,838 | $ 10,453 |
Debt - Summary of Outstanding D
Debt - Summary of Outstanding Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Genius Sports Italy Srl Mortgage | $ 43 | $ 62 |
Total | 7,592 | 14,493 |
Less current portion of debt | (7,573) | (7,405) |
Non-current portion of debt | 19 | 7,088 |
Related Party [Member] | ||
Debt Instrument [Line Items] | ||
Promissory Note | $ 7,549 | $ 14,431 |
Debt - Summary of Outstanding_2
Debt - Summary of Outstanding Debt (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2023 | |
Genius Sports Italy Srl Mortgage [Member] | |
Debt Instrument [Line Items] | |
Long term debt maturity month ending | 2025-12 |
Long term debt effective rate of interest | 5.50% |
Promissory Notes [Member] | |
Debt Instrument [Line Items] | |
Long term debt maturity month ending | 2024-01 |
Long term debt effective rate of interest | 4.70% |
Debt - Additional Information (
Debt - Additional Information (Detail) € in Millions, £ in Millions, $ in Millions, $ in Millions | 12 Months Ended | |||||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2023 CAD ($) | Dec. 31, 2023 GBP (£) | Dec. 01, 2010 EUR (€) | |
Interest expense | $ 0.4 | $ 1.5 | $ 3.4 | |||
Promissory Notes [Member] | ||||||
Debt Instrument, aggregate face value | $ 7.5 | $ 10 | ||||
CFL Ventures [Member] | Promissory Notes [Member] | ||||||
Debt Instrument, aggregate face value | $ 20 | |||||
Effective interest rate | 4.70% | 4.70% | 4.70% | |||
CFL Ventures [Member] | Promissory Notes [Member] | Debt Instrument, Redemption, Period One [Member] | ||||||
Debt instrument, maturity date | Jan. 01, 2023 | |||||
CFL Ventures [Member] | Promissory Notes [Member] | Debt Instrument, Redemption, Period Two [Member] | ||||||
Debt instrument, maturity date | Jan. 01, 2024 | |||||
Barclays Bank Plc [Member] | ||||||
Effective interest rate | 4% | 4% | 4% | |||
Line of credit, maximum amount | $ 0 | $ 0 | ||||
Line of credit facility, maximum borrowing capacity | £ | £ 0.2 | |||||
Maven Top Holdings SARL [Member] | Data Project SRL Mortgage [Member] | ||||||
Long-term debt, gross | $ 0.1 | € 0.3 |
Debt - Summary of Expected Futu
Debt - Summary of Expected Future Payments (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 7,573 |
2025 | 19 |
2026 | |
2027 | |
2028 | |
Thereafter | |
Total payment outstanding | $ 7,592 |
Derivative Warrant Liabilities
Derivative Warrant Liabilities - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Jan. 20, 2023 | Sep. 15, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Warrant Liabilities [Line Items] | ||||||
Fair value adjustment of warrants | $ 534 | $ (10,132) | $ 11,412 | |||
Common Stock [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Number of securities issued by each warrant | 5,519,280 | |||||
Stock issued during period, shares, new issues | 2,149,000 | 2,282,759 | ||||
Warrant [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Fair value adjustment of warrants | $ (500) | $ 10,100 | $ (11,400) | |||
Treasury Stock, Common [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Number of securities issued by each warrant | 4,105,948 | 4,105,948 | ||||
IPO [Member] | DMY [Member] | Common Class A [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Exercise price per share | $ 11.5 | |||||
Private Placement [Member] | DMY [Member] | DMY Sponsor [Member] | Common Stock [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Number of securities issued by each warrant | 1 | |||||
Private Placement [Member] | DMY [Member] | Common Class A [Member] | DMY Sponsor [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Exercise price per share | $ 11.5 | |||||
Public Warrants [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants elected To exercise | 0 | |||||
Exercise price per share | $ 11.5 | |||||
Class of warrants or rights outstanding | 7,668,280 | |||||
Proceeds from warrants exercises | $ 6,800 | |||||
Public Warrants [Member] | Common Stock [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Exercise price per share | $ 3.1816 | |||||
Public Warrants [Member] | Warrant [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants elected to exercise in cash basis | 2,149,000 | |||||
Public Warrants [Member] | IPO [Member] | DMY [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants elected To exercise | 9,200,000 | |||||
Public Warrants [Member] | Warrant Exercise Price On Cashless Basis Range One [Member] | Warrant [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants elected To exercise | 4,685,987 | |||||
Exercise price per share | $ 3.1816 | |||||
Public Warrants [Member] | Warrant Exercise Price On Cashless Basis Range Two [Member] | Warrant [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Exercise price per share | $ 3.2933 | |||||
Warrants elected To exercise In cashless basis | 833,293 | |||||
Public Warrants [Member] | From The Completion Of Business Combination [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants exercisable term from the date of completion of business combination | 30 days | |||||
Public Warrants [Member] | From The Closing Of Initial Public Offer [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants exercisable term from the closing of IPO | 12 months | |||||
Private Placement Warrants [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Class of warrants or rights outstanding | 0 | 0 | ||||
Class of warrants or rights lock in period | 30 days | |||||
Private Placement Warrants [Member] | Private Placement [Member] | DMY [Member] | DMY Sponsor [Member] | ||||||
Derivative Warrant Liabilities [Line Items] | ||||||
Warrants elected To exercise | 5,013,333 |
Other Liabilities - Summary of
Other Liabilities - Summary of Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other current liabilities: | ||
Other payables | $ 3,041 | $ 3,667 |
Deferred consideration | 6,201 | 7,605 |
Contingent consideration | 4,434 | 10,729 |
Total other current liabilities | 13,676 | 22,001 |
Other liabilities: | ||
Contingent consideration | 420 | 0 |
Deferred consideration | 516 | 0 |
Total other liabilities | $ 936 | $ 0 |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - shares | Dec. 31, 2023 | Feb. 28, 2023 | Jan. 20, 2023 | Dec. 31, 2022 |
Class of Stock [Line Items] | ||||
Common stock shares issued | 1,700,000 | |||
Treasury Stock, Common [Member] | ||||
Class of Stock [Line Items] | ||||
Number of securities issued by each warrant | 4,105,948 | 4,105,948 | ||
Ordinary Shares [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock shares issued | 213,224,868 | 201,853,695 | ||
Common stock shares outstanding | 209,118,920 | 201,853,695 | ||
Ordinary B Shares [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock shares authorized | 22,500,000 | 22,500,000 | ||
Common stock shares issued | 18,500,000 | 18,500,000 | ||
Common stock shares outstanding | 18,500,000 | 18,500,000 |
Loss Per Share - Summary of Los
Loss Per Share - Summary of Loss Per Share And weighted Average Shares (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Net loss - basic and diluted | $ (85,534) | $ (181,636) | $ (592,753) |
Preferred share accretion | 0 | 0 | (11,327) |
Net loss attributable to common stockholders – basic | (85,534) | (181,636) | (604,080) |
Net loss attributable to common stockholders – diluted | $ (85,534) | $ (181,636) | $ (604,080) |
Basic weighted average common stock outstanding | 208,121,980 | 198,939,079 | 150,912,333 |
Diluted weighted average common stock outstanding | 208,121,980 | 198,939,079 | 150,912,333 |
Adjustment for warrants issued to NFL to purchase common stock | 17,760,274 | 14,452,055 | 8,476,027 |
Adjusted basic weighted average common stock outstanding | 225,882,254 | 213,391,134 | 159,388,360 |
Adjusted diluted weighted average common stock outstanding | 225,882,254 | 213,391,134 | 159,388,360 |
Loss per share attributable to common stockholders – Basic | $ (0.38) | $ (0.85) | $ (3.79) |
Loss per share attributable to common stockholders – Diluted | $ (0.38) | $ (0.85) | $ (3.79) |
Loss Per Share - Summary of Ant
Loss Per Share - Summary of Antidilutive Securities Excluded From Computation Of Earning Per Share (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,587,703 | 16,012,787 | 16,993,774 |
Stock options to purchase common stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 117,529 | 357,945 | 436,238 |
Unvested restricted shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,757,495 | 3,417,484 | 8,889,155 |
Public and private placement warrants to purchase common stock [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 7,668,280 | 7,668,381 | |
Unvested equity-settled restricted share units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,162,177 | 2,719,136 | |
Unvested equity-settled performance-based restricted share units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 9,550,502 | 1,849,942 |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
Jun. 15, 2021 | Apr. 01, 2021 | Oct. 27, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Apr. 01, 2023 | ||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Stock-based compensation expense | $ 35,318 | $ 89,838 | $ 489,474 | |||||
2021 Restricted Shares Plan [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Stock-based compensation expense | $ 0 | $ 183,200 | ||||||
Share price | [1] | $ 10.26 | ||||||
Employee Stock Option [Member] | 2021 Restricted Shares Plan [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Unrecognized compensation costs | $ 700 | |||||||
Stock-based compensation expense | $ 600 | 800 | 1,400 | |||||
Weighted-average period | 1 year 3 months 18 days | |||||||
Total fair value of options that vested | $ 400 | |||||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Unrecognized compensation costs | 900 | |||||||
Stock-based compensation expense | $ 5,500 | 42,300 | 244,800 | |||||
Restricted shares to the founders of Second Spectrum | 518,706 | |||||||
Percentage to be vested | 50% | |||||||
Share price | $ 17.74 | |||||||
Weighted-average period | 3 months 18 days | |||||||
Equity Settled Restricted Share Units [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Unrecognized compensation costs | $ 15,900 | |||||||
Stock-based compensation expense | $ 10,400 | 4,500 | 0 | |||||
Restricted shares to the founders of Second Spectrum | 3,788,586 | |||||||
Weighted-average period | 1 year 10 months 24 days | |||||||
Cash-settled Restricted Share Units [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Unrecognized compensation costs | $ 300 | |||||||
Stock-based compensation expense | $ 200 | 100 | 0 | |||||
Restricted shares to the founders of Second Spectrum | 52,758 | |||||||
Weighted-average period | 2 years | |||||||
Equity-settled Performance-Based Restricted Share Units [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Unrecognized compensation costs | $ 24,100 | |||||||
Stock-based compensation expense | $ 12,800 | 2,200 | 0 | |||||
Restricted shares to the founders of Second Spectrum | 7,752,970 | |||||||
Weighted-average period | 2 years | |||||||
Equity-settled Performance-Based Restricted Share Units [Member] | Minimum [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Percentage of number of shares granted on achievement of performance | 50% | |||||||
Equity-settled Performance-Based Restricted Share Units [Member] | Maximum [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Percentage of number of shares granted on achievement of performance | 150% | |||||||
Equity-settled Performance-Based Restricted Share Units [Member] | Weighted Average [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Percentage of number of shares granted on achievement of performance | 100% | |||||||
NFL Warrants [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Closing price of dMY's common stock | $ 15.63 | |||||||
Unrecognized compensation costs | $ 0 | $ 0 | ||||||
Issue of NFL aggregate warrants | 18,500,000 | |||||||
Exercise price per share of warrants | $ 0.01 | |||||||
Additional warrants issuance description | each warrant is issued with one share of redeemable B Share with a par value of $0.0001 | |||||||
Cost recognized for the warrants | $ 5,900 | $ 40,100 | $ 243,200 | |||||
Number of warrants vested | 3,000,000 | |||||||
Incentive Securities [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Shares issued, price per share | $ 0.01 | |||||||
C1 Ordinary Shares [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Shares issued, price per share | $ 0.21 | |||||||
Class B Incentive Securities [Member] | ||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Line Items] | ||||||||
Payments made For catch-up payment | $ 20,400 | |||||||
[1]Represents the publicly traded common stock price of dMY as of the modification date on October 27, 2020 |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Fair Values of the Company's Restricted Shares (Detail) - 2021 Restricted Shares Plan [Member] | 12 Months Ended | |
Dec. 31, 2023 $ / shares | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Common share and equivalents price—marketable | $ 10.26 | [1] |
Discount for lack of marketability ("DLOM") | 16% | [2] |
Term | 4 years 6 months | [3],[4] |
Volatility | 83.30% | [3],[5] |
Risk-free rate | 0.30% | [3],[6] |
[1]Represents the publicly traded common stock price of dMY as of the modification date on October 27, 2020[2]Represents the discount for lack of marketability of the historical Incentive Securities as of the modification date on October 27, 2020 (subsequently converted to restricted shares upon Closing), calculated using the Finnerty Method[3]Only used to estimate the modification date fair value of historical Class D Incentive Securities (subsequently converted to Performance-Vesting Restricted Shares) under Monte Carlo simulations[4]Represents the sum of the expected term from the modification date to Closing (6 months) and the vesting period of 4 years for Performance-Vesting Restricted Shares[5]Calculated based on comparable companies’ historical volatilities over a matching term of 4.5 years[6]Based on the U.S. Constant Maturity Treasury yield curve as of the modification date over a matching term of 4.5 years |
Stock-based Compensation - Su_2
Stock-based Compensation - Summary of Fair Values of the Company's Restricted Shares (Parenthetical) (Detail) - 2021 Restricted Shares Plan [Member] | 12 Months Ended | |
Dec. 31, 2023 | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Term | 4 years 6 months | [1],[2] |
Volatility [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Term | 4 years 6 months | |
Risk-free rate [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Term | 4 years 6 months | |
[1]Only used to estimate the modification date fair value of historical Class D Incentive Securities (subsequently converted to Performance-Vesting Restricted Shares) under Monte Carlo simulations[2]Represents the sum of the expected term from the modification date to Closing (6 months) and the vesting period of 4 years for Performance-Vesting Restricted Shares |
Stock-based Compensation - Su_3
Stock-based Compensation - Summary of Company's Overall Restricted Shares (Detail) - $ / shares | 12 Months Ended | |
Jun. 15, 2021 | Dec. 31, 2023 | |
Restricted Shares [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Opening Balance, Number of Shares | 3,417,484 | |
Granted, Number of Shares | 518,706 | |
Forfeited, Number of Shares | (1,175,521) | |
Vested, Number of Shares | (484,468) | |
Ending Balance, Number of Shares | 1,757,495 | |
Opening Balance, Weighted Average Grant Date Fair Value per Share | $ 7.39 | |
Forfeited, Weighted Average Grant Date Fair Value per Share | 7.13 | |
Vested, Weighted Average Grant Date Fair Value per Share | 8.62 | |
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 7.22 | |
Equity Settled Restricted Share Units [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Opening Balance, Number of Shares | 2,719,136 | |
Granted, Number of Shares | 3,788,586 | |
Forfeited, Number of Shares | (190,683) | |
Vested, Number of Shares | (1,154,862) | |
Ending Balance, Number of Shares | 5,162,177 | |
Opening Balance, Weighted Average Grant Date Fair Value per Share | $ 4.12 | |
Granted, Weighted Average Grant Date Fair Value per Share | 5.21 | |
Forfeited, Weighted Average Grant Date Fair Value per Share | 4.24 | |
Vested, Weighted Average Grant Date Fair Value per Share | 4.02 | |
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 4.94 | |
Cash-settled Restricted Share Units [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Opening Balance, Number of Shares | 17,819 | |
Granted, Number of Shares | 52,758 | |
Forfeited, Number of Shares | (735) | |
Vested, Number of Shares | (5,941) | |
Ending Balance, Number of Shares | 63,901 | |
Opening Balance, Weighted Average Grant Date Fair Value per Share | $ 4.27 | |
Granted, Weighted Average Grant Date Fair Value per Share | 5.31 | |
Forfeited, Weighted Average Grant Date Fair Value per Share | 4.27 | |
Vested, Weighted Average Grant Date Fair Value per Share | 4.27 | |
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 5.13 | |
Equity-settled Performance-Based Restricted Share Units [Member] | ||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||
Opening Balance, Number of Shares | 1,849,942 | |
Granted, Number of Shares | 7,752,970 | |
Forfeited, Number of Shares | (52,410) | |
Ending Balance, Number of Shares | 9,550,502 | |
Opening Balance, Weighted Average Grant Date Fair Value per Share | $ 3.53 | |
Granted, Weighted Average Grant Date Fair Value per Share | 4.21 | |
Forfeited, Weighted Average Grant Date Fair Value per Share | 3.52 | |
Ending Balance, Weighted Average Grant Date Fair Value per Share | $ 4.09 |
Stock-based Compensation - Su_4
Stock-based Compensation - Summary of the Company's Options Activity (Detail) - Employee Stock Option [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Options, Beginning Balance | 357,945 | |
Number of Options, Forfeited | (26,093) | |
Number of Options, Expired | (214,323) | |
Number of Options, Ending Balance | 117,529 | 357,945 |
Number of Options, Exercisable | 0 | |
Number of Options, Unvested | 117,529 | |
Weighted Averaged Exercise Price , Beginning Balance | $ 10 | |
Weighted Averaged Exercise Price,Forfeited | 10 | |
Weighted Averaged Exercise Price ,Expired | 10 | |
Weighted Averaged Exercise Price, Ending Balance | $ 10 | $ 10 |
Weighted Average Remaining Contractual Life, Ending Balance | 2 years 3 months 18 days | 3 years 3 months 18 days |
Aggregate Intrinsic Value |
Stock-based Compensation - Su_5
Stock-based Compensation - Summary of Estimated Grant Date Fair Value of the Company's Options (Detail) - 2022 Employee Incentive Plan [Member] - Performance Shares [Member] - $ / shares | 3 Months Ended | ||||
Sep. 30, 2023 | Mar. 31, 2023 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Time to maturity | [1] | 2 years 6 months | 3 years | ||
Common stock price | $ 7.48 | [2] | $ 3.75 | [3] | |
Volatility | 80% | [4] | 85% | [5] | |
Risk-free rate | 4.70% | [6] | 3.90% | [7] | |
Dividend yield | [8] | 0% | 0% | ||
[1]Based on contractual terms[2]Represents the publicly traded common stock price as of July 7, 2023[3]Represents the publicly traded common stock price as of January 9, 2023[4]Calculated based on the Company’s historical volatility over a term of 2.5 years[5]Calculated based on the Company’s historical volatility over a term of 2.3 years[6]Based on the U.S. Constant Maturity Treasury yield curve as of the valuation date over a matching term over 2.5 years[7]Based on the U.S. Constant Maturity Treasury yield curve as of the valuation date over a matching term over 3.0 years[8]Assumes a dividend yield of zero as the Company has no plans to declare dividends in the foreseeable future |
Stock-based Compensation - Su_6
Stock-based Compensation - Summary of Estimated Grant Date Fair Value of the Company's Options (Parenthetical) (Detail) | 3 Months Ended | ||
Sep. 30, 2023 | Mar. 31, 2023 | ||
2022 Employee Incentive Plan [Member] | Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Time to maturity | [1] | 2 years 6 months | 3 years |
[1]Based on contractual terms |
Stock-based Compensation - Su_7
Stock-based Compensation - Summary of the Company's Warrants Activity (Detail) - NFL Warrants [Member] | Dec. 31, 2023 shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Warrants, Beginning Balance | 18,500,000 |
Number of Warrants, Ending Balance | 18,500,000 |
Stock-based Compensation - Su_8
Stock-based Compensation - Summary of the Company's Total Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 35,318 | $ 89,838 | $ 489,474 |
Cost of revenue [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 6,342 | 40,639 | 243,512 |
Sales and marketing [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 3,060 | 2,896 | 3,546 |
Research and development [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | 3,630 | 1,980 | 4,670 |
General and administrative [Member] | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Stock-based compensation expense | $ 22,286 | $ 44,323 | $ 237,746 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Changes in the Fair Value of Warrant Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Change in fair value of derivative warrant liabilities | $ 534 | $ (10,132) | $ 11,412 |
Public Warrant [Member] | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Beginning balance – January 1 | 6,922 | 16,794 | |
Change in fair value of derivative warrant liabilities | 534 | (10,132) | |
Exercise of warrants | (7,438) | ||
Foreign currency translation adjustments | (18) | 260 | |
Ending balance – December 31 | $ 6,922 | $ 16,794 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Fair Value Measurements (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | $ 6,922 | |
Fair Value, Recurring [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | $ 4,854 | 17,651 |
Fair Value, Recurring [Member] | Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 6,922 | |
Fair Value, Recurring [Member] | Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 5,990 | |
Fair Value, Recurring [Member] | Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 4,854 | 4,739 |
Fair Value, Recurring [Member] | Public Warrants [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 6,922 | |
Fair Value, Recurring [Member] | Public Warrants [Member] | Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 6,922 | |
Fair Value, Recurring [Member] | Private Placement Warrants [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 4,854 | 10,729 |
Fair Value, Recurring [Member] | Private Placement Warrants [Member] | Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | 5,990 | |
Fair Value, Recurring [Member] | Private Placement Warrants [Member] | Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative warrant liabilities | $ 4,854 | $ 4,739 |
Fair Value Measurements - Sum_3
Fair Value Measurements - Summary of Change in the Fair Value of the Contingent Consideration (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration payments | $ (404) | ||
Fair Value, Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Beginning balance – January 1 | 10,729 | $ 28,372 | |
Issuance of shares | [1] | (8,440) | (17,452) |
Loss (gain) on fair value remeasurement of contingent consideration | [2] | 2,919 | (218) |
Foreign currency translation adjustments | 50 | 27 | |
Ending balance – December 31 | $ 4,854 | $ 10,729 | |
[1]On February 21, 2023, the Company issued 1,677,920 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement. On February 2, 2022, the Company issued 2,701,576 additional ordinary shares to the sellers of Second Spectrum that received equity consideration, pursuant to the terms and conditions of the business combination agreement.[2]Loss on fair value remeasurement of contingent consideration mainly relates to the Second Spectrum acquisition. |
Fair Value Measurements - Sum_4
Fair Value Measurements - Summary of Change in the Fair Value of the Contingent Consideration (Parenthetical) (Detail) - shares | Feb. 28, 2023 | Feb. 21, 2023 | Feb. 02, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Common stock, shares issued | 1,700,000 | ||
Fair Value, Recurring [Member] | Second Spectrum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Common stock, shares issued | 1,677,920 | 2,701,576 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Level 1, 2 and 3 [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value hierarchy of its assets or liabilities measured at fair value | $ 0 |
Income Taxes - Summary of Loss
Income Taxes - Summary of Loss Before Provision (Benefit) For Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | |||
UK | $ 928 | $ (137,973) | $ (326,206) |
Foreign | (84,228) | (45,307) | (278,248) |
Loss before income taxes | $ (83,300) | $ (183,280) | $ (604,454) |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of The Provision (Benefit) For Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
UK | $ 1,260 | $ 0 | $ 0 |
Foreign | 4,524 | 1,827 | 1,708 |
Current tax expense | 5,784 | 1,827 | 1,708 |
Deferred: | |||
UK | 0 | 0 | (13,618) |
Foreign | (444) | (113) | 209 |
Deferred tax benefit | (444) | (113) | (13,409) |
Total | $ 5,340 | $ 1,714 | $ (11,701) |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation Between Effective Tax Rate On Income From Continuing Operations (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
UK provision at statutory rate | 23.50% | 19% | 19% |
Expenses not deductible for tax purposes | (3.80%) | 3.40% | (1.60%) |
Return to provision | (2.00%) | 0% | (0.40%) |
Stock based compensation | 0% | 0% | (19.70%) |
Tax rate change | 0% | 0% | 0.30% |
Foreign rate difference | 0.90% | 7.70% | 5.30% |
Change in valuation allowance | (25.00%) | (31.10%) | (0.90%) |
Effective tax rate | (6.40%) | (1.00%) | 2% |
Income Taxes - Summary of Com_2
Income Taxes - Summary of Components of Deferred Tax Assets And Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Net operating loss carry forward | $ 95,150 | $ 95,735 |
Property and equipment | (74) | (70) |
Stock-based compensation | 140,906 | 135,837 |
Other | 0 | 269 |
Deferred tax assets before valuation allowance | 235,982 | 231,771 |
Valuation allowance | (216,988) | (207,657) |
Deferred tax assets, net of valuation allowance | 18,994 | 24,114 |
Deferred tax liabilities: | ||
Outside basis difference | 1,911 | 1,816 |
Intangible assets | 32,418 | 37,307 |
Deferred tax liabilities | 34,329 | 39,123 |
Net deferred tax liabilities | $ (15,335) | $ (15,009) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Income Tax Disclosure [Abstract] | ||
Valuation allowance | $ 216,988 | $ 207,657 |
Net operating loss carry forward | 195,800 | |
Uncertain income tax | 0 | $ 0 |
Net overseas operating loss carry forward | $ 184,300 |
Operating Leases - Additional I
Operating Leases - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Leased Assets [Line Items] | ||||
Term of lease agreement | 5 years | |||
Right of use asset amortized to salvage value | $ 0 | |||
Accelerated amortization recognized | $ 300 | |||
Rental expenses operating lease | $ 5,100 | |||
Sublease income | $ 2,200 | |||
Additional lease liabilities | $ (3,672) | $ (6,395) | ||
UNITED KINGDOM | ||||
Operating Leased Assets [Line Items] | ||||
Additional lease liabilities | 1,100 | |||
UNITED STATES | ||||
Operating Leased Assets [Line Items] | ||||
Additional lease liabilities | $ 2,500 |
Operating Leases - Summary of C
Operating Leases - Summary of Components of Lease Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating lease cost | $ 4,450 | $ 5,722 |
Short term lease cost | 882 | 444 |
Variable lease cost | 352 | 265 |
Sublease income | (582) | (1,406) |
Total lease cost | $ 5,102 | $ 5,025 |
Operating Leases - Summary of I
Operating Leases - Summary of Information Related To Leases (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 3,672 | $ 6,395 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 3,695 | $ 46 |
Weighted-average remaining lease term (in years): Operating leases | 2 years 2 months 12 days | 2 years 3 months 18 days |
Weighted-average discount rate: Operating leases | 5.80% | 1.30% |
Operating Leases - Summary of M
Operating Leases - Summary of Maturity of Lease Liability (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Leases [Abstract] | |
2024 | $ 3,934 |
2025 | 2,629 |
2026 | 1,065 |
2027 | 0 |
2028 | 0 |
Thereafter | 0 |
Total minimum lease payments | 7,628 |
Less: Imputed interest | (517) |
Present value of lease liabilities | $ 7,111 |
Operating Leases - Summary of L
Operating Leases - Summary of Liabilities and Gains Recognized Upon Termination of Lease Contracts (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) Year | Dec. 31, 2022 USD ($) Year | |
Leases [Abstract] | ||
Leases terminated | Year | 0 | 5 |
Lease termination fees | $ 0 | $ 2,045 |
Right-of-use assets derecognized upon lease termination | 0 | 4,628 |
Lease liabilities derecognized upon lease termination | 0 | 5,267 |
Gain recognized upon lease termination | $ 0 | $ 642 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Future Minimum Commitments (Detail) - Sports Data License Agreement [Member] $ in Thousands | Dec. 31, 2023 USD ($) |
Other Commitments [Line Items] | |
2024 | $ 172,811 |
2025 | 170,015 |
2026 | 149,190 |
2027 | 163,533 |
2028 | 9,853 |
Thereafter | 8,848 |
Total | $ 674,250 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - 12 months ended Dec. 31, 2023 £ in Millions, $ in Millions | USD ($) | GBP (£) |
Loss Contingencies [Line Items] | ||
Restricted cash | $ 25.5 | £ 20 |
Long Term Purchase Obligation Related To Cloud Based Hosting [Member] | ||
Loss Contingencies [Line Items] | ||
Total purchase commitments | 83.7 | |
Long Term Purchase Obligation Related To Cloud Based Hosting [Member] | February 2024 [Member] | Barclays Bank Plc [Member] | ||
Loss Contingencies [Line Items] | ||
Total purchase commitments | $ 21.3 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Postemployment Retirement Benefits [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined benefit plan, employer contribution | $ 1.9 | $ 1.6 | $ 1.2 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||||
Apr. 20, 2021 | Sep. 07, 2018 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Related Party Transaction [Line Items] | |||||
Consultancy service expenses paid | $ 9.7 | $ 2 | |||
General and Administrative Expense [Member] | |||||
Related Party Transaction [Line Items] | |||||
Recognition of compensation cost | $ 0.6 | $ 0.5 | $ 0.2 | ||
Restricted Stock [Member] | |||||
Related Party Transaction [Line Items] | |||||
Shares issued | 102,386 | 117,360 | 42,242 | ||
Maven Topco [Member] | |||||
Related Party Transaction [Line Items] | |||||
Cumulative catch up payment made towards incentive securities | $ 15.7 | ||||
Executive [Member] | |||||
Related Party Transaction [Line Items] | |||||
Increase in loan to related party | $ 4.1 | ||||
Interest rate | 2.50% | ||||
Carbon Group Limited [Member] | |||||
Related Party Transaction [Line Items] | |||||
Consultancy service expenses paid | $ 0.2 | $ 0.2 | $ 0.3 | ||
CFL Ventures [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenues | $ 0.7 | $ 0.3 | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Event [Line Items] | |
Subsequent event, description | no |