filings.toolsItem 1. Condensed Consolidated Financial Statements
68K characters. Original on sec.gov · Markdown
Item 1. Condensed Consolidated Financial Statements
AppLovin Corporation
Condensed Consolidated Balance Sheets
(in thousands, except for share and per share data)
(unaudited)
| March 31, 2022 | December 31, 2021 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 1,413,256 | $ | 1,520,504 | |||||||
| Restricted cash equivalents | — | 1,050,000 | |||||||||
| Accounts receivable, net | 684,461 | 514,520 | |||||||||
| Prepaid expenses and other current assets | 200,384 | 150,040 | |||||||||
| Total current assets | 2,298,101 | 3,235,064 | |||||||||
| Property and equipment, net | 63,716 | 63,608 | |||||||||
| Operating lease right-of-use assets | 66,185 | 70,975 | |||||||||
| Goodwill | 1,584,928 | 966,427 | |||||||||
| Intangible assets, net | 2,018,098 | 1,709,347 | |||||||||
| Other assets | 136,165 | 118,158 | |||||||||
| Total assets | $ | 6,167,193 | $ | 6,163,579 | |||||||
| Liabilities, redeemable noncontrolling interest, and stockholders’ equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 369,659 | $ | 258,220 | |||||||
| Accrued liabilities | 160,421 | 133,770 | |||||||||
| Licensed asset obligation | 7,735 | 17,374 | |||||||||
| Short-term debt | 29,560 | 25,810 | |||||||||
| Deferred revenue | 76,115 | 78,930 | |||||||||
| Operating lease liabilities | 15,936 | 18,392 | |||||||||
| Deferred acquisition costs, current | 125,691 | 107,601 | |||||||||
| Total current liabilities | 785,117 | 640,097 | |||||||||
| Long-term debt | 3,195,919 | 3,201,834 | |||||||||
| Operating lease liabilities, non-current | 59,871 | 62,498 | |||||||||
| Licensed asset obligation, non-current | — | 8,039 | |||||||||
| Other non-current liabilities | 113,831 | 112,820 | |||||||||
| Total liabilities | 4,154,738 | 4,025,288 | |||||||||
| Commitments and contingencies (Note 5) | |||||||||||
| Redeemable noncontrolling interest | 160 | 201 | |||||||||
| Stockholders’ equity: | |||||||||||
| Convertible preferred stock,100,000,000 shares authorized, no shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | — | — | |||||||||
| Class A and Class B Common Stock, $0.00003 par value—1,700,000,000 (Class A 1,500,000,000 and Class B 200,000,000) shares authorized, 375,286,039 (Class A 296,623,417 and Class B 78,662,622) and 375,089,360 (Class A 296,426,738 and Class B 78,662,622) shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively | 11 | 11 | |||||||||
| Additional paid-in capital | 3,163,481 | 3,160,487 | |||||||||
| Accumulated other comprehensive loss | (58,986) | (45,454) | |||||||||
| Accumulated deficit | (1,092,211) | (976,954) | |||||||||
| Total stockholders’ equity | 2,012,295 | 2,138,090 | |||||||||
| Total liabilities, redeemable noncontrolling interest, and stockholders’ equity | $ | 6,167,193 | $ | 6,163,579 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Condensed Consolidated Statements of Operations
(in thousands, except for per share data)
(unaudited)
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Revenue | $ | 625,421 | $ | 603,877 | |||||||
| Costs and expenses: | |||||||||||
| Cost of revenue | 281,780 | 223,061 | |||||||||
| Sales and marketing | 290,133 | 265,513 | |||||||||
| Research and development | 126,250 | 60,876 | |||||||||
| General and administrative | 55,245 | 42,962 | |||||||||
| Total costs and expenses | 753,408 | 592,412 | |||||||||
| Income (loss) from operations | (127,987) | 11,465 | |||||||||
| Other income (expense): | |||||||||||
| Interest expense and loss on settlement of debt | (32,009) | (35,010) | |||||||||
| Other income, net | 2,014 | 9,790 | |||||||||
| Total other expense | (29,995) | (25,220) | |||||||||
| Loss before income taxes | (157,982) | (13,755) | |||||||||
| Benefit from income taxes | (42,684) | (3,180) | |||||||||
| Net loss | (115,298) | (10,575) | |||||||||
| Add: Net loss attributable to noncontrolling interest | 41 | 54 | |||||||||
| Net loss attributable to AppLovin | (115,257) | (10,521) | |||||||||
| Net loss per share attributable to common stockholders, basic and diluted | $ | (0.31) | $ | (0.05) | |||||||
| Weighted average common shares used to compute net loss per share attributable to common stockholders, basic and diluted | 371,967,881 | 222,408,568 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Condensed Consolidated Statements of Comprehensive Loss
(in thousands)
(unaudited)
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Net loss | $ | (115,298) | $ | (10,575) | |||||||
| Other comprehensive loss: | |||||||||||
| Foreign currency translation loss, net of tax | (13,532) | (721) | |||||||||
| Total other comprehensive loss | (13,532) | (721) | |||||||||
| Add: Net loss attributable to noncontrolling interest | 41 | 54 | |||||||||
| Total comprehensive loss attributable to AppLovin | $ | (128,789) | $ | (11,242) |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Condensed Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders’ Equity (Deficit)
(in thousands, except share data)
(unaudited)
| Redeemable Noncontrolling Interest | Convertible Preferred Stock | Class A and Class B Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Stockholders’ Equity | |||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2021 | $ | 201 | — | $ | — | 375,089,360 | $ | 11 | $ | 3,160,487 | $ | (45,454) | $ | (976,954) | $ | 2,138,090 | |||||||||||||||||||||||||||||||||||||
| Stock issued in connection with equity awards | — | — | — | 1,179,554 | — | 6,541 | — | — | 6,541 | ||||||||||||||||||||||||||||||||||||||||||||
| Shares withheld related to net share settlement | — | — | — | (89,319) | — | (4,227) | — | — | (4,227) | ||||||||||||||||||||||||||||||||||||||||||||
| Repurchases of stock - repurchase program | — | — | — | (893,556) | — | (43,697) | — | — | (43,697) | ||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | 44,377 | — | — | 44,377 | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net | — | — | — | — | — | — | (13,532) | — | (13,532) | ||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (41) | — | — | — | — | — | — | (115,257) | (115,257) | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2022 | $ | 160 | — | $ | — | 375,286,039 | $ | 11 | $ | 3,163,481 | $ | (58,986) | $ | (1,092,211) | $ | 2,012,295 |
The accompanying notes are an integral part of these condensed consolidated financial statements
AppLovin Corporation
Condensed Consolidated Statements of Redeemable Noncontrolling Interest and Stockholders’ Equity (Deficit)
(in thousands, except share data)
(unaudited)
| Redeemable Noncontrolling Interest | Convertible Preferred Stock | Class A, Class B and Class F Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total Stockholders’ Deficit | |||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance as of December 31, 2020 | $ | 309 | 109,090,908 | $ | 399,589 | 226,364,401 | $ | 7 | $ | 453,655 | $ | 604 | $ | (1,012,400) | $ | (158,545) | |||||||||||||||||||||||||||||||||||||
| Stock issued in connection with equity awards | — | — | — | 1,232,156 | — | 10,143 | — | — | 10,143 | ||||||||||||||||||||||||||||||||||||||||||||
| Repurchases of stock | — | — | — | (214,509) | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | 29,667 | — | — | 29,667 | ||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive loss, net | — | — | — | — | — | — | (721) | — | (721) | ||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (54) | — | — | — | — | — | — | (10,521) | (10,521) | ||||||||||||||||||||||||||||||||||||||||||||
| Balance as of March 31, 2021 | $ | 255 | 109,090,908 | $ | 399,589 | 227,382,048 | $ | 7 | $ | 493,465 | $ | (117) | $ | (1,022,921) | $ | (129,977) |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Operating Activities | |||||||||||
| Net loss | $ | (115,298) | $ | (10,575) | |||||||
| Adjustments to reconcile net loss to operating activities: | |||||||||||
| Amortization, depreciation and write-offs | 128,989 | 88,817 | |||||||||
| Amortization of debt issuance costs and discount | 3,246 | 4,303 | |||||||||
| Stock-based compensation | 44,640 | 29,959 | |||||||||
| Change in operating right-of-use asset | 5,751 | 5,796 | |||||||||
| Loss on settlement of debt | — | 16,852 | |||||||||
| Net unrealized gains (losses) on fair value remeasurements | 957 | (11,214) | |||||||||
| Net gain on foreign currency remeasurement | (457) | (1,305) | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | (170,250) | (43,917) | |||||||||
| Prepaid expenses and other current assets | (54,461) | (18,775) | |||||||||
| Other assets | 1,098 | 472 | |||||||||
| Accounts payable | 111,604 | 9,370 | |||||||||
| Operating lease liabilities | (6,046) | (5,631) | |||||||||
| Accrued and other liabilities | 21,138 | (1,339) | |||||||||
| Deferred revenue | (2,630) | (994) | |||||||||
| Net cash provided by (used in) operating activities | (31,719) | 61,819 | |||||||||
| Investing Activities | |||||||||||
| Purchase of property and equipment | (285) | (121) | |||||||||
| Acquisitions, net of cash acquired | (1,045,816) | (4,152) | |||||||||
| Purchase of non-marketable investments and other | (14,146) | (14,000) | |||||||||
| Proceeds from other investing activities | 2,162 | — | |||||||||
| Capitalized software development costs | (1,658) | — | |||||||||
| Net cash used in investing activities | (1,059,743) | (18,273) | |||||||||
| Financing Activities | |||||||||||
| Proceeds from debt issuance, net of issuance costs | — | 844,729 | |||||||||
| Payments of debt principal | (4,577) | (302,327) | |||||||||
| Payments of finance leases | (6,176) | (840) | |||||||||
| Proceeds from exercise of stock options | 8,110 | 12,882 | |||||||||
| Payments of deferred acquisition costs | (1,710) | (152,245) | |||||||||
| Payments of licensed asset obligation | (17,374) | — | |||||||||
| Repurchases of stock - repurchase program | (43,697) | — | |||||||||
| Payments of deferred IPO costs | — | (1,825) | |||||||||
| Net cash provided by (used in) financing activities | (65,424) | 400,374 | |||||||||
| Effect of foreign exchange rate on cash and cash equivalents | (362) | (80) | |||||||||
| Net increase (decrease) in cash and cash equivalents | (1,157,248) | 443,840 | |||||||||
| Cash and cash equivalents at beginning of the period | 2,570,504 | 317,235 | |||||||||
| Cash and cash equivalents at end of the period | $ | 1,413,256 | $ | 761,075 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Condensed Consolidated Statements of Cash Flows (continued)
(in thousands)
(unaudited)
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Supplemental non-cash investing and financing activities disclosures: | |||||||||||
| Acquisitions not yet paid | $ | 28,995 | $ | 32,161 | |||||||
| Assets acquired under finance leases | $ | 8,703 | $ | 445 | |||||||
| Deferred IPO costs not yet paid | $ | — | $ | 1,834 | |||||||
| Supplemental disclosure of cash flow information: | |||||||||||
| Cash paid for interest on debt | $ | 28,865 | $ | 15,662 | |||||||
| Cash paid for income taxes | $ | 4,411 | $ | 221 |
The accompanying notes are an integral part of these condensed consolidated financial statements.
AppLovin Corporation
Notes to the Condensed Consolidated Financial Statements
(unaudited)
1. Description of Business Basis of Presentation
Description of Business
AppLovin Corporation (the “Company” or “AppLovin” or "we") was incorporated in the state of Delaware on July 18, 2011. The Company is a leader in the mobile app industry with a focus on building a software-based platform for mobile app developers to improve the marketing and monetization of their apps. The Company also has a globally diversified portfolio of apps—free-to-play mobile games that it operates through its own or partner studios.
The Company is headquartered in Palo Alto, California, and has several operating locations in the U.S. as well as various international office locations in North America, South America, Asia and Europe.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial reporting. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, the unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K filed with the SEC on March 11, 2022. The condensed consolidated balance sheet data as of December 31, 2021 was derived from the audited consolidated financial statements at that date but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements reflect all normal and recurring adjustments, that are, in the opinion of management, necessary for the fair presentation of the Company’s financial position, results of operations, cash flows and stockholders’ equity for the interim periods presented. The results of operations for the three months ended March 31, 2022 shown in this report are not necessarily indicative of the results to be expected for the full year ending December 31, 2022 or any other period.
2. Summary of Significant Accounting Policies
Principles of Consolidation
The accompanying consolidated financial statements have been prepared in conformity with GAAP. Consolidated financial statements include accounts and operations of the Company and its subsidiaries in which the Company has a controlling financial interest. In accordance with the provisions of Accounting Standards Codifications ("ASC") 810, the Company consolidates any variable interest entities ("VIE") where it is the primary beneficiary. The Company engages in business relationships with certain entities in the ordinary course of business to develop game Apps. The typical condition for a controlling financial interest ownership is holding a majority of the voting interests of an entity; however, a controlling financial interest may also exist in entities, such as VIEs, through arrangements that do not involve controlling voting interests. ASC 810 requires a variable interest holder to consolidate a VIE if that party has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and has the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. We do not consolidate a VIE in which we have a majority ownership interest when we are not considered the primary beneficiary. The Company evaluates its relationships with all VIEs on an ongoing basis. All intercompany transactions and balances have been eliminated upon consolidation.
Revenue from Contracts with Customers
The Company generates Software Platform and Apps revenue. Software Platform revenue is generated from fees paid by advertisers who use our Software Platform. The Company generates Apps revenue from both consumers and business clients. Consumer revenue is generated from in-app purchases (“IAPs”) made by users within the Company’s apps (“Apps”). Business revenue is generated from advertisers that purchase ad inventory from Apps.
Software Platform Revenue
The Software Platform provides the technology to match advertisers and third-party owners of digital advertising inventory (“Publishers”) via auctions at large scale and microsecond-level speeds. The pricing and terms for all mobile advertising arrangements are governed by the Company’s terms and conditions and generally stipulate payment terms of 30 days subsequent to the end of the month. The contract is fully cancellable at any time.
Software Platform Revenue is generated by placing ads on mobile applications owned by Publishers. The Company’s performance obligation is to provide an advertiser with access to the Software Platform, which facilitates the advertiser’s purchase of ad inventory from Publishers. The Company does not control the ad inventory prior to its transfer to the advertiser, the Company’s customer, because the Company does not have the substantive ability to direct the use of nor obtain substantially all of the remaining benefits from the ad inventory. The Company is not primarily responsible for fulfillment and does not have any inventory risk. The Company is an agent as it relates to the sale of third-party advertising inventory and presents revenue on a net basis. The transaction price is the product of the number of completions of agreed upon actions less consideration paid or payable to Publishers.
Apps Revenue
Consumer Revenue
Consumer Revenue includes fees collected from users to purchase virtual goods to enhance their gameplay experience. The identified performance obligation is to provide users with the ability to acquire, use, and hold virtual items over the estimated period of time the virtual items are available to the user or until the virtual item is consumed. Payment is required at the time of purchase, and the purchase price is a fixed amount.
Users make IAPs through the Company’s distribution partners. The transaction price is equal to the gross amount charged to users because the Company is the principal in the transaction. IAPs fees are non-refundable. Such payments are initially recorded as deferred revenue. The Company categorizes its virtual goods as either consumable or durable. Consumable virtual goods represent goods that can be consumed by a specific player action in gameplay; accordingly, the Company recognizes revenue from the sale of consumable virtual goods as the goods are consumed. Durable virtual goods represent goods that are accessible to the user over an extended period of time; accordingly, the Company recognizes revenue from the sale of durable virtual goods ratably over the period of time the goods are available to the user, which is generally the estimated average user life (“EAUL”).
The EAUL represents the Company’s best estimate of the expected life of paying users for the applicable game. The EAUL begins when a user makes the first purchase of durable virtual goods and ends when a user is determined to be inactive. The Company determines the EAUL on a game-by-game basis. For a newly launched game with limited playing data, the Company determines its EAUL based on the EAUL of a game with sufficiently similar characteristics.
The Company determines the EAUL on a quarterly basis and applies such calculated EAUL to all bookings in the respective quarter. Determining the EAUL is subjective and requires management’s judgment. Future playing patterns may differ from historical playing patterns, and therefore the EAUL may change in the future. The EAULs are generally between six and nine months.
Business Revenue
Business Revenue is generated by selling ad inventory on the Company's Apps to third-party advertisers. Advertisers purchase ad inventory either through the Software Platform or through third-party advertising networks (“Ad Networks”). Revenue from the sale of ad inventory through Ad Networks is recognized net of the amounts retained by Ad Networks as the Company is unable to determine the gross amount paid by the advertisers to Ad Networks. The Company recognizes revenue when the ad is displayed to users.
Asset Acquisitions and Business Combinations
The Company performs an initial test to determine whether substantially all of the fair value of the gross assets transferred are concentrated in a single identifiable asset or a group of similar identifiable assets, such that the acquisition would not represent a business. If that test suggests that the set of assets and activities is a business, the Company then performs a second test to evaluate whether the assets and activities transferred include inputs and substantive processes that together, significantly contribute to the ability to create outputs, which would constitute a business. If the result of the second test suggests that the acquired assets and activities constitute a business, the Company accounts for the transaction as a business combination.
For transactions accounted for as business combinations, the Company allocates the fair value of acquisition consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values. Acquisition consideration includes the fair value of any promised contingent consideration. The excess of the fair value of acquisition consideration over the fair value of acquired identifiable assets and liabilities is recorded as goodwill. Contingent consideration is remeasured to its fair value each reporting period with changes in the fair value of contingent consideration recorded in general and administrative expenses. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Management’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 results may differ from estimates. In certain circumstances, the allocations of the excess purchase price are based upon preliminary estimates and assumptions and subject to revision when the Company receives final information, including appraisals and other analyses. During the measurement period, which is 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. Acquisition-related costs are expensed as incurred.
For transactions accounted for as asset acquisitions, the cost, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. The Company generally includes contingent consideration in the cost of the assets acquired only when the uncertainty is resolved. The Company recognizes contingent consideration adjustments to the cost of the acquired assets prospectively using the straight-line method over the remaining useful life of the assets. No goodwill is recognized in asset acquisitions.
Services and Development Agreements
The Company enters into strategic agreements with mobile gaming studios (“Partner Studios”). The Company has historically allowed these Partner Studios to continue their operations with a significant degree of autonomy. In some cases, the Company bought Apps from Partner Studios and entered into service and development agreements whereby Partner Studios provide support in improving existing Apps and developing new Apps. The substantial majority of payments associated with service agreements for existing Apps are expensed to research and development when the services are rendered as the payments primarily relate to developing enhancements for the Apps. Payments for new Apps associated with development agreements are generally made in connection with the development of a particular App, and therefore, the Company is subject to development risk prior to the release of the App. Accordingly, payments that are due prior to completion of an App are generally expensed to research and development over the development period as the services are incurred. Payments due after completion of an App are generally capitalized and expensed as cost of revenue. See Note 6, “Acquisitions” for additional information.
Recent Accounting Pronouncements (Issued and Adopted)
In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, to simplify the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The standard eliminates beneficial conversion feature and cash conversion models resulting in more convertible instruments being accounted for as a single unit; and simplifies classification of debt on the balance sheet and earnings per share calculation. The Company adopted this ASU on January 1, 2022 with no material impact on the consolidated financial statements.
In October 2021, the FASB issued ASU 2021-08, Business Combinations—Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU clarifies that an acquirer of a business should recognize and measure contract assets and contract liabilities in a business combination in accordance with Accounting Standards Codification (ASC) Topic 606, Revenue from Contracts with Customers (Topic 606).The Company adopted this ASU on January 1, 2022 with no material impact on the consolidated financial statements.
3. Revenue
Disaggregation of Revenue
The following table presents revenue disaggregated by type (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Software Platform Revenue | $ | 118,840 | $ | 88,419 | |||||||
| Consumer Revenue | 339,472 | 358,495 | |||||||||
| Business Revenue | 167,109 | 156,963 | |||||||||
| Apps Revenue | 506,581 | 515,458 | |||||||||
| Total Revenue | $ | 625,421 | $ | 603,877 |
Revenue disaggregated by geography, based on user location, consists of the following (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| United States | $ | 380,567 | $ | 366,166 | |||||||
| Rest of the World | 244,854 | 237,711 | |||||||||
| Total Revenue | $ | 625,421 | $ | 603,877 |
Contract Balances
Contract liabilities consist of deferred revenue and include payments received in advance of the satisfaction of performance obligations. During the three months ended March 31, 2022 and 2021, the Company recognized $55.8 million and $57.7 million of revenue that was included in deferred revenue as of December 31, 2021 and 2020, respectively.
Unsatisfied Performance Obligations
All of the Company’s unsatisfied performance obligations relate to contracts with an original expected length of one year or less.
Publisher Bonuses
During the first quarter of 2022, the Company paid or promised to pay a total of $209.6 million in bonuses to publishers consisting primarily of non-recurring bonuses to migrate publishers to MAX. The Company accounted for such publisher bonuses as a reduction to revenue since the publishers receiving such bonuses are also customers of the Company.
4. Fair Value Measurements
Fair value accounting is applied for all financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. At March 31, 2022 and December 31, 2021, the carrying amount of cash and cash equivalents, accounts receivable, other current assets, other assets, accounts payable, and accrued and other current liabilities approximated their estimated fair value due to their relatively short maturities. The following table sets forth the Company’s financial instruments that were measured at fair value by level within the fair value hierarchy on a recurring basis as of the dates indicated (in thousands):
| As of March 31, 2022 | ||||||||||||||||||||||||||||||||
| Balance Sheet Location | Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||||
| Financial Assets: | ||||||||||||||||||||||||||||||||
| Unrestricted Balances | ||||||||||||||||||||||||||||||||
| Money market funds | Cash and cash equivalents | $ | 930,955 | $ | 930,955 | $ | — | $ | — | |||||||||||||||||||||||
| Total financial assets | $ | 930,955 | $ | 930,955 | $ | — | $ | — |
| As of December 31, 2021 | ||||||||||||||||||||||||||||||||
| Balance Sheet Location | Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||||||||||||
| Financial Assets: | ||||||||||||||||||||||||||||||||
| Unrestricted Balances | ||||||||||||||||||||||||||||||||
| Money market funds | Cash and cash equivalents | $ | 1,070,979 | $ | 1,070,979 | $ | — | $ | — | |||||||||||||||||||||||
| Marketable equity securities | Prepaid expenses and other current assets | $ | 2,532 | $ | 2,532 | — | — | |||||||||||||||||||||||||
| Restricted Balances | ||||||||||||||||||||||||||||||||
| Money market funds | Restricted cash equivalents | 1,050,000 | 1,050,000 | — | — | |||||||||||||||||||||||||||
| Total financial assets | $ | 2,123,511 | $ | 2,123,511 | $ | — | $ | — |
Marketable Equity Securities
During the three months ended March 31, 2022, the Company liquidated its investment in Huuuge, Inc. for a total proceed of $2.1 million and recognized a loss of $0.4 million on sale of such investment in other income, net in the Company's condensed consolidated statement of operations. For the three months ended March 31, 2021, the Company recorded a total unrealized gain of $5.4 million in other income, net in the Company’s condensed consolidated statement of operations related to this investment.
Non-Marketable Equity Securities
The Company held equity interests in certain private equity funds of $18.9 million and $3.2 million as of March 31, 2022 and December 31, 2021, respectively, which are measured using the net asset value practical expedient. Under the net asset value practical expedient, the Company records its investments based on its proportionate share of the underlying funds’ net asset value as of the Company's reporting date. These investments are included in other assets in the Company’s condensed consolidated balance sheets.
These funds vary in investment strategies and generally have an initial term of 7 to 10 years, which may be extended for 2 to 3 additional years with the applicable approval. These investments are subject to certain restrictions regarding transfers and withdrawals and generally cannot be redeemed with the funds. Distributions from the funds will be received as the underlying investments are liquidated. The Company’s maximum exposure to loss is limited to the carrying value of these investments plus the unfunded commitments of $44.1 million as of March 31, 2022.
During the three months ended March 31, 2022, the Company made a total capital contribution of $14.1 million related to these investments and recorded an unrealized gain of $1.6 million in other income, net in the Company’s condensed consolidated statement of operations. The Company did not have such investments in the first quarter of 2021.
5. Commitments and Contingencies
Commitments
As of March 31, 2022, the Company's non-cancelable minimum purchase commitments comprised primarily of a certain arrangement related to cloud platform services entered into in May 2021 with a remaining unpaid commitment of $226.8 million through May 2026. In addition, the Company had total unfunded commitments of $44.1 million related to its investments in certain private equity funds (see Note 4).
Contingencies
From time to time, the Company may have certain contingent liabilities that arise in the ordinary course of business activities. The Company accrues a liability for such matters when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated.
Letters of Credit
As of March 31, 2022 and December 31, 2021 the Company had outstanding letters of credit in the aggregate amount of $11.1 million, which were issued as security for certain leased office facilities under the Credit Agreement. These letters of credit have never been drawn upon.
Legal Proceedings
The Company is involved from time to time in litigation, claims, and proceedings. The outcomes of the Company’s legal proceedings are inherently unpredictable and subject to significant uncertainty.
The Company records a liability when it is probable that a loss has been incurred and the amount can be reasonably estimated. If it is determined that a loss is reasonably possible and the loss or range of loss can be estimated, the reasonably possible loss is disclosed. The Company evaluates developments in legal matters that could affect the amount of liability that has been previously accrued, and related reasonably possible losses disclosed, and makes adjustments as appropriate. Significant judgment is required to determine the likelihood of matters and the estimated amount of losses related to such matters. To date, losses in connection with legal proceedings have not been material.
The Company expenses legal fees in the period in which they are incurred.
Indemnifications
The Company enters into indemnification provisions under agreements with other parties in the ordinary course of business, including certain customers, business partners, investors, contractors and the Company’s officers, directors and certain employees. It is not possible to determine the maximum potential loss under these indemnification provisions due to the Company’s limited history of prior indemnification claims and the unique facts and circumstances involved in each particular provision. To date, losses recorded in the Company’s condensed consolidated statements of operations in connection with the indemnification provisions have not been material. As of March 31, 2022, the Company did not have any material indemnification claims that were probable or reasonably possible.
Non-income Taxes
The Company may be subject to audit by various tax authorities with regard to non-income tax matters. The subject matter of non-income tax audits primarily arises from different interpretations on tax treatment and tax rates applied. The Company accrues liabilities for non-income taxes that may result from examinations by, or any negotiated agreements with, these tax authorities when a loss is probable and reasonably estimable. If a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the reasonably possible loss.
6. Acquisitions
2022 Acquisitions
Business Combinations
MoPub—On January 1, 2022, the Company completed its acquisition from Twitter, Inc. of certain assets that comprised of its MoPub business for a total purchase price of $1.03 billion in cash. The acquisition allows the Company to integrate certain product features of the MoPub platform into MAX, our own in-app mediation platform, and migrate publishers and demand partners from the MoPub platform to MAX. The Company accounted for the acquisition as a business combination. The Company recognized $12.8 million and $1.6 million of transaction costs in general and administrative expenses during three months ended March 31, 2022 and the year ended December 31, 2021, respectively.
The following table summarizes the preliminary allocation of the purchase consideration to the fair value of the assets acquired (in thousands):
| As of March 31, 2022 | |||||
| Intangible assets | |||||
| Advertiser Relationships—estimated useful life of 9 years | $ | 212,700 | |||
| Publisher Relationships—estimated useful life of 9 years | 123,300 | ||||
| Developed Technology—estimated useful life of 5 years | 61,800 | ||||
| Tradename—estimated useful life of 3 months | 60 | ||||
| Goodwill | 632,472 | ||||
| Total purchase consideration | $ | 1,030,332 |
The fair values assigned to the assets acquired are based on the Company's best estimates and assumptions as of the reporting date. No liabilities were assumed in the transaction. The Company has completed a preliminary valuation and expects to finalize it as soon as practical, but no later than one year from the acquisition date.
The income approach was used to determine the preliminary fair value of the advertiser relationships, publisher relationships, developed technology and tradename. Goodwill represents the excess of the purchase price over the preliminary fair value of identifiable assets acquired at the acquisition date and is primarily attributable to
the assembled workforce and expected synergies at the time of the acquisition. For tax purposes, an estimated tax deductible goodwill of $694.5 million was generated as a result of this acquisition.
Contemporaneously with the signing of the asset purchase agreement, the Company entered into an agreement for Twitter, Inc. to provide certain transitional services to facilitate the migration of publishers and demand partners to MAX during a three-month transitional period following the closing of the transaction (the "TSA"). The Company accounted for the TSA as a transaction separate from the business combination since it was negotiated primarily for the benefit of the Company. During the three months ended March 31, 2022, the Company recognized total expense of $7.0 million related to the transitional services, which was included primarily in cost of revenue in the Company's condensed consolidated statement of operations.
The Company’s condensed consolidated statement of operations for the three months ended March 31, 2022 includes revenue generated from the MoPub business during the transitional period of $44.1 million. However, due to the significant integration of the MoPub business with MAX, it was impractical to determine the impact of the acquired business on earnings.
The unaudited supplemental pro forma information below presents the combined historical results of operations of the Company and the MoPub business for each of the periods presented as if the MoPub business had been acquired as of January 1, 2021 (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Revenue | $ | 625,421 | $ | 640,800 | |||||||
| Net loss | (99,932) | (23,831) |
The unaudited supplemental pro forma information above includes the following adjustments to net loss in the appropriate pro forma periods (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| A decrease (increase) in amortization expense related to the fair value of acquired identifiable intangible assets, net of the amortization expense already reflected in actual historical results | $ | 60 | $ | (12,922) | |||||||
| A decrease (increase) in expenses related to the TSA | $ | 7,000 | $ | (7,000) | |||||||
| A decrease (increase) in expenses related to transaction costs | $ | 12,848 | $ | (12,848) | |||||||
| A decrease (increase) in income tax provision | $ | (4,564) | $ | 7,500 |
Asset Acquisitions
During the three months ended March 31, 2022, the Company recognized total earn-out costs of $31.7 million related to asset acquisitions closed in 2021 and prior. These earn-out costs increased the book value of the acquired mobile Apps, and are amortized over the remaining useful life of the originally acquired mobile Apps. No other asset acquisition was completed during the three-month period ended March 31, 2022.
2021 Acquisitions
Asset Acquisitions
During the three months ended March 31, 2021, the Company recognized total earn-out costs of $31.9 million, of which $27.5 million and $4.4 million related to asset acquisitions that closed in 2020 and 2019, respectively. These earn-out costs increased the book value of the acquired mobile Apps, and are amortized over the remaining useful life of the originally acquired mobile Apps. No other asset acquisition was completed during the three-month period ended March 31, 2021.
7. Goodwill and Intangible Assets, Net
The following table presents goodwill activity (in thousands):
| December 31, 2021 | $ | 966,427 | |||
| Goodwill acquired | 632,472 | ||||
| Foreign currency translation | (13,971) | ||||
| March 31, 2022 | $ | 1,584,928 |
Intangible assets, net consisted of the following (in thousands):
| Weighted- Average Remaining Useful Life (Years) | As of March 31, 2022 | As of December 31, 2021 | |||||||||||||||||||||||||||
| Gross Carrying Value | Accumulated Amortization | Net Book Value | Gross Carrying Value | Accumulated Amortization | Net Book Value | ||||||||||||||||||||||||
| Long-lived intangible assets: | |||||||||||||||||||||||||||||
| Apps | 4.9 | $ | 1,970,743 | $ | (619,754) | $ | 1,350,989 | $ | 1,939,180 | $ | (529,012) | $ | 1,410,168 | ||||||||||||||||
| Customer Relationships | 9.5 | 479,125 | (21,036) | 458,089 | 145,870 | (8,442) | 137,428 | ||||||||||||||||||||||
| User base | 4.0 | 68,817 | (29,807) | 39,010 | 68,817 | (27,369) | 41,448 | ||||||||||||||||||||||
| License asset | 1.3 | 25,640 | (4,273) | 21,367 | 25,640 | — | 25,640 | ||||||||||||||||||||||
| Developed technology | 4.9 | 148,424 | (28,268) | 120,156 | 87,851 | (21,435) | 66,416 | ||||||||||||||||||||||
| Other | 5.0 | 36,471 | (7,984) | 28,487 | 34,895 | (6,648) | 28,247 | ||||||||||||||||||||||
| Total long-lived intangible assets | 2,729,220 | (711,122) | 2,018,098 | 2,302,253 | (592,906) | 1,709,347 | |||||||||||||||||||||||
| Short-lived intangible assets: | |||||||||||||||||||||||||||||
| Apps | 0.4 | 43,151 | (40,940) | 2,211 | 40,348 | (38,724) | 1,624 | ||||||||||||||||||||||
| Total intangible assets | $ | 2,772,371 | $ | (752,062) | $ | 2,020,309 | $ | 2,342,601 | $ | (631,630) | $ | 1,710,971 |
As of March 31, 2022 and December 31, 2021, short-lived mobile Apps were included in prepaid expenses and other current assets.
The Company recorded amortization expenses related to acquired intangible assets as follows (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Cost of revenue | $ | 104,619 | $ | 82,185 | |||||||
| Sales and marketing | 16,392 | 3,209 | |||||||||
| Total | $ | 121,011 | $ | 85,394 |
8. Common Stock
In February 2022, the Company's Board authorized the repurchase of up to $750.0 million of the Company’s Class A common stock. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions, subject to market conditions, applicable legal requirements and other relevant factors. Open market repurchases may be structured to occur in accordance with the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). The Company may also, from time to time, enter into Rule 10b-5 trading plans, under the Exchange Act, to facilitate repurchases of its shares. The repurchase program does not obligate the Company to acquire any particular amount of its Class A common stock, has no expiration date and may be modified, suspended or terminated at any time at the Company's discretion. As of March 31, 2022, the Company repurchased 893,556 shares of our Class A common stock for an aggregate amount of $43.7 million.
9. Stock-based Compensation
The Company maintains the 2021 Equity Incentive Plan, the 2021 Partner Studio Incentive Plan and the 2021 Employee Stock Purchase Plan, all of which were adopted by the Board and approved by its stockholders.
2021 Equity Incentive Plan
The 2021 Equity Incentive Plan (the “2021 Plan”) provides for the grant of restricted stock units ("RSUs"), incentive stock options (“ISOs”), nonqualified stock options (“NSOs”), restricted stock, stock appreciation rights ("SARs"), performance units, and performance shares to the Company’s employees, directors, consultants and other service providers. The total shares of the Company’s Class A common stock that were initially reserved for issuance under the 2021 Plan was 39,000,000, and provides for an annual increase of shares equal to the least of (a) 39,000,000 shares, (b) five percent (5%) of the outstanding shares of all classes of the Company’s common stock as of the last day of the immediately preceding fiscal year, or (c) such other amount as the Company’s Board may determine. During the three months ended March 31, 2022, the Board decreased the number of shares of Class A common stock reserved for issuance under the 2021 Plan by 2,000,000 shares.
In the three months ended March 31, 2022 the Company granted 904,773 RSUs to certain employees under the 2021 Plan at the weighted average grant date fair value of $69.98 per RSU. The RSUs generally vest over an approximate period of four to five years of continuous service from their respective vesting commencement dates.
2021 Partner Studio Incentive Plan
The 2021 Partner Studio Incentive Plan (the “2021 Partner Plan”) provides for the grant of RSUs, ISOs, NSOs, SARs, performance units, and performance shares to individuals or entities engaged by the Company or a parent or subsidiary of the Company to render bona fide services to the party engaging such individual or entity. A total of 390,000 shares of the Company’s Class A common stock are reserved for issuance pursuant to the 2021 Partner Plan. During the three months ended March 31, 2022, the Board reserved an additional 2,000,000 shares of Class A common stock for issuance under the 2021 Partner Plan.
In the three months ended March 31, 2022 the Company granted 125,255 RSUs under the 2021 Partner Plan. The RSUs generally vest over an approximate period of four to five years of continuous service and have a grant date fair value of $48.18 per RSU.
2021 Employee Stock Purchase Plan
The ESPP permits participants to purchase shares of the Company’s Class A common stock through contributions of up to 15% of their eligible compensation. The ESPP provides for consecutive, overlapping overlapping 24-month offering periods, during which the contributed amount by the participant will be used to purchase shares of the Company’s Class A common stock at the end of each 6-month purchase period with the purchase price of the shares being 85% of the lower of the fair market value of the Company’s Class A common stock on the first day of an offering period or on the exercise date. A participant may purchase a maximum of 590 shares of the Company’s Class A common stock during a purchase period. Participants may end their participation at any time during an offering and will be paid their accrued contributions that have not yet been used to purchase shares. Participation ends automatically upon termination of employment with the Company.
A total of 7,800,000 shares of the Company’s Class A common stock are available for sale under the ESPP and provides for an annual increase of shares equal to the least of: (a) 7,800,000 shares, (b) one percent (1%) of the outstanding shares of all classes of the Company’s common stock as of the last day of the immediately preceding fiscal year, or (c) such other amount as the Company’s board of directors may determine. In the three months ended March 31, 2022 there were no purchases of shares under the ESPP.
The Company recognized stock-based compensation expense for the periods indicated as follows (in thousands):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Cost of revenue | $ | 1,052 | $ | 109 | |||||||
| Sales and marketing | 6,919 | 1,819 | |||||||||
| Research and development | 20,629 | 6,465 | |||||||||
| General and administrative | 16,040 | 21,566 | |||||||||
| Total | $ | 44,640 | $ | 29,959 |
For the three months ended March 31, 2022 and 2021, total stock-based compensation expense included $0.3 million and $0.3 million associated with awards that may be settled in stock of one of the Company’s subsidiaries, respectively.
Early Exercise of Stock Options—As of March 31, 2022 and December 31, 2021 the Company had 635,873 and 486,999 shares of Class A common stock subject to repurchase in connection with early exercised stock options, respectively. The liability for the shares subject to repurchase as of March 31, 2022 and December 31, 2021 was $3.0 million and $1.4 million, respectively, which was included in accrued liabilities in the Company’s condensed consolidated balance sheets.
During 2020 and 2019, the Company provided financing to certain employees in the form of promissory notes to early exercise stock options. These promissory notes are partially collateralized by shares and, for accounting purposes, in-substance are nonrecourse. For accounting purposes, exercised options via nonrecourse promissory notes are not substantive and are continued to be treated as options. In February 2021, promissory notes issued to executive officers in the amount of $20.9 million were settled through either share repurchase, in the amount of $17.2 million, or cash payment, in the amount of $3.7 million. In connection with the repurchase of shares, the
Company accelerated vesting of 60,968 shares of Class A common stock for one of the Company’s officers. The acceleration of vesting was accounted as an option modification with an immaterial impact to the stock-based compensation expense. As of March 31, 2022 and December 31, 2021, the Company had 2,434,999 and 2,884,999 shares of Class A common stock options, respectively, that were exercised via nonrecourse promissory notes, of which 275,105 and 663,856 shares, were unvested and subject to repurchase, respectively. The principal balances of nonrecourse promissory notes outstanding amounted to $11.8 million and $15.1 million as of March 31, 2022 and December 31, 2021, respectively.
10. Earnings Per Share
Basic and diluted net loss per share attributable to common stockholders is computed in conformity with the two-class method required for participating securities. The Company considers its convertible preferred stock, options exercised in exchange for nonrecourse promissory notes, early exercised unvested stock options and unvested restricted stock awards to be participating securities. Under the two-class method, the net loss attributable to common stockholders is not allocated to convertible preferred stock, options exercised in exchange for nonrecourse promissory notes, early exercised unvested common stock options and unvested restricted stock awards as the holders of these instruments do not have a contractual obligation to share in the Company’s losses. Net income is attributed to common stockholders and participating securities based on their participation rights. Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share attributable to common stockholders adjusts basic earnings per share for the potentially dilutive impact of stock options.
The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data):
| Three Months Ended March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Basic and Diluted EPS | |||||||||||
| Numerator: | |||||||||||
| Net loss per attributable to common stockholders | $ | (115,257) | $ | (10,521) | |||||||
| Denominator: | |||||||||||
| Weighted average common shares used to compute net loss per share attributable to common stockholders, basic and diluted | 371,967,881 | 222,408,568 | |||||||||
| Net loss per share attributable to common stockholders, basic and diluted | $ | (0.31) | $ | (0.05) |
The following table presents the forms of antidilutive potential common shares:
| As of March 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Convertible preferred stock | — | 109,090,908 | |||||||||
| Stock options exercised for promissory notes | 2,434,999 | 3,874,999 | |||||||||
| Early exercised stock options | 635,873 | 458,499 | |||||||||
| Unvested RSAs | 121,158 | 782,895 | |||||||||
| Stock options | 14,409,668 | 19,581,567 | |||||||||
| Unvested RSUs | 7,628,274 | — | |||||||||
| ESPP | 239,378 | — | |||||||||
| Total antidilutive potential common shares | 25,469,350 | 133,788,868 |
The table above does not include the convertible security issued in 2020. The sellers converted the convertible security in 2021.
11. Income Taxes
The Company is subject to income taxes in the U.S. and in foreign jurisdictions. The Company bases its interim tax accruals on an estimated annual effective tax rate applied to year-to-date income and record the discrete tax items in the period to which they relate. In each quarter, the Company updates its estimated annual effective tax rate and makes a year-to-date adjustment to its tax provision as necessary. The Company’s calendar year 2022 annual effective tax rate differs from the U.S. statutory rate primarily due to stock-based compensation expenses,
foreign derived intangible income deduction, global intangible low-taxed income, valuation allowance against losses which cannot be realized and the foreign tax rate differential.
During the three months ended March 31, 2022, there were no material changes to the Company's unrecognized tax benefits, and the Company does not expect material changes in its unrecognized tax benefits within the next twelve months.
12. Related Party Transactions
On February 12, 2021, the Company amended its credit agreement that provides for senior secured credit consisting of term loans and a revolving credit facility, with varying maturity dates through 2028. In connection with this amendment, the Company paid $0.8 million in fees to KKR Capital Markets LLC, which is affiliated with KKR Denali Holdings L.P. ("KKR Denali"), one of the Company’s principal stockholders.
On March 31, 2021, the Company drew down an additional $250.0 million from the Company’s $600.0 million revolving credit facility. A lender under the revolving credit facility is an affiliate of KKR Denali, a principal stockholder of the Company.
The Company had no other material related party transactions for the three months ended March 31, 2022 and 2021.
13. Subsequent Events
In April 2022, the Company completed its previously announced acquisition of all of the equity interests of Wurl, Inc. ("Wurl"), a connected TV software platform, for a total purchase price of approximately $379.0 million, consisting of $220.0 million in cash, 2,579,692 shares of the Company's Class A common stock valued at $137.0 million and a liability of $22.0 million relating to an indemnity holdback amount to be paid in 18 months following the closing of the transaction. The transaction will enable the Company to expand into the Connected TV market. The acquisition will be accounted for as a business combination and, accordingly, the total purchase price will be allocated to the assets acquired and liabilities assumed at their respective fair values on the acquisition date. Due to the timing of the close, as of the date of issuance of these condensed consolidated financial statements, the acquisition accounting is incomplete as the Company is still in the process of estimating the initial purchase price allocation. As a result, the Company is unable to provide this information as well as the pro forma financial information of the combined entity, which will be reported on its Form 10-Q for the quarter ending June 30, 2022. The Company incurred transaction costs of approximately $1.7 million included in the general and administrative expenses for the three months ended March 31, 2022, in connection with the business combination for legal and accounting fees. Concurrent with entering into the definitive agreement, the Company also adopted a multi-year performance-based incentive plan for certain key employees of Wurl, under which the key employees may earn up to a total of $600.0 million in additional shares of the Company's Class A common stock through 2025, contingent upon the achievement of certain revenue and other performance targets by the acquired business and the continued employment of such key employees. Such plan became effective at the closing of the transaction.
In April 2022, the Company granted 1,192,676 RSUs under the 2021 Plan to new employees who joined the Company in connection with the acquisition of Wurl. Such RSUs include vesting terms of approximately four years, subject to continuous employment, and have a grant date fair value of $46.74 per share.
Previous: Cover and table of contents · Next: Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS