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Stockholders' Equity
6 Months Ended
Jun. 30, 2019
Equity [Abstract]  
Stockholders' Equity

9. STOCKHOLDERS’ EQUITY

At-the-Market Offerings

On March 12, 2019, the Company entered into an Equity Distribution Agreement with Citigroup Global Markets Inc., as its sales agent, pursuant to which the Company could issue and sell from time-to-time up to $100.0 million maximum aggregate offering price of the Company’s Class A common stock. In March 2019, the Company received gross proceeds of $100.0 million from sales of approximately 1.4 million shares at an average selling price of $72.00 per share and incurred issuance costs of $2.0 million. As of March 31, 2019, the Company had sold all available shares of Class A common stock under this agreement.

On May 16, 2019, the Company entered into an Equity Distribution Agreement with Morgan Stanley & Co. LLC, as its sales agent, pursuant to which the Company could issue and sell up to 1.0 million shares of the Company’s Class A common stock. As of June 30, 2019, the Company received gross proceeds of $82.9 million from the sale of these 1.0 million shares at an average selling price of $82.90 per share and incurred issuance costs of $1.6 million.  

Preferred Stock

The Company is authorized to issue 10 million shares of undesignated preferred stock with rights and preferences determined by the Company’s Board of Directors at the time of issuance.

As of June 30, 2019 and December 31, 2018, there were no shares of preferred stock issued and outstanding.

Common Stock

The Company has two classes of authorized common stock, Class A common stock and Class B common stock. All shares of common stock outstanding immediately prior to the initial public offering (“IPO”), including shares of common stock issued upon the conversion of the convertible preferred stock, were converted into an equivalent number of shares of Class B common stock. All common stock, stock options, and restricted stock units issued at the time of, and subsequent to, the IPO are exercised or vested into shares of Class A common stock.  

The Company has reserved the following shares of common stock for future issuances (in thousands):

 

 

 

As of

 

 

 

June 30, 2019

 

Common stock awards granted under equity incentive plans

 

 

16,595

 

Common stock awards available for issuance under Employee Stock Purchase Plan

 

 

2,089

 

Common stock awards available for issuance under the 2017 Equity Incentive Plan

 

 

18,190

 

Total reserved shares of common stock

 

 

36,874

 

Equity Incentive Plans

The 2008 Equity Incentive Plan (the “2008 Plan”) became effective in February 2008. The 2008 Plan allowed for the grant of incentive stock options to employees and non-statutory stock options and restricted stock awards to employees, directors and consultants. Subject to certain limitations, options granted under the 2008 Plan were granted at a price per share equivalent to the fair market value on the date of grant and generally vest over four years and have a term of 10 years. Outstanding stock options granted under the 2008 Plan, prior to the Company’s IPO, are exercisable for Class B common stock. Following the Company’s IPO, no further equity awards could be made pursuant to the 2008 Plan.

The 2017 Equity Incentive Plan (the “2017 Plan”) became effective in September 2017. The 2017 Plan provides for the grant of incentive stock options to employees and for the grant of non-statutory stock options and restricted stock awards, as well as other forms of equity compensation to employees, directors and consultants. Stock options and restricted stock units under the 2017 Plan are generally expensed over four years and have a term of 10 years. Only shares of Class A common stock are issued pursuant to equity awards granted under the 2017 Plan.

Stock-Based Compensation

The Company measures the cost of awards granted under equity incentive plans based on the grant date fair value. The Company uses the straight-line method for expense recognition and recognizes forfeitures as they occur.

The following table shows total stock-based compensation expense for the three and six months ended June 30, 2019 and 2018 (in thousands):

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

2019

 

 

June 30,

2018

 

 

June 30,

2019

 

 

June 30,

2018

 

Cost of platform revenue

 

$

59

 

 

$

19

 

 

$

118

 

 

$

38

 

Cost of player revenue

 

 

246

 

 

 

67

 

 

 

489

 

 

 

111

 

Research and development

 

 

9,258

 

 

 

2,801

 

 

 

17,790

 

 

 

5,097

 

Sales and marketing

 

 

4,974

 

 

 

1,286

 

 

 

10,140

 

 

 

2,396

 

General and administrative

 

 

4,134

 

 

 

1,136

 

 

 

7,998

 

 

 

2,096

 

Total stock-based compensation

 

$

18,671

 

 

$

5,309

 

 

$

36,535

 

 

$

9,738

 

 

Stock Options

The summary of the Company’s stock option activity is as follows (in thousands, except price per share data):

 

 

 

Number of

Shares

 

 

Weighted

Average

Exercise

Price

 

 

Weighted

Average

Remaining

Contractual

Life (Years)

 

 

Weighted

Average

Grant Date

Fair Value

Per Share

 

 

Aggregate

Intrinsic

Value

 

Balance, December 31, 2018 - outstanding

 

 

16,371

 

 

$

8.59

 

 

 

 

 

 

 

 

 

 

 

 

Granted

 

 

26

 

 

 

80.25

 

 

 

 

 

$

28.95

 

 

 

 

 

Exercised

 

 

(3,625

)

 

 

5.37

 

 

 

 

 

 

 

 

 

 

 

Forfeited and expired

 

 

(339

)

 

 

8.39

 

 

 

 

 

 

 

 

 

 

 

Balance, June 30, 2019 - outstanding

 

 

12,433

 

 

$

9.68

 

 

 

6.5

 

 

 

 

 

$

1,005,879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Options exercisable at June 30, 2019

 

 

6,860

 

 

$

5.12

 

 

 

5.2

 

 

 

 

 

$

586,269

 

 

The intrinsic value for options exercised during the three months ended June 30, 2019 and 2018, was $135.8 million and $140.8 million, respectively, and during the six months ended June 30, 2019 and 2018 was $245.5 million and $197.0 million, respectively. Intrinsic value represents the difference between the fair values of the Company’s common stock and the exercise prices on the date of grant. As of June 30, 2019, the Company had $29.8 million of unrecognized stock compensation expense related to unvested stock options that is expected to be recognized over a weighted-average period of approximately 1.9 years.

The fair value of options granted under the equity incentive plans is estimated on the grant date using the Black-Scholes option-valuation model. The assumptions used in the Black-Scholes model are as follows:

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

2019

 

 

June 30,

2018

 

 

June 30,

2019

 

 

June 30,

2018

 

Dividend rate

 

 

 

 

 

 

 

 

 

 

 

 

Expected term (in years)

 

5.0 - 5.27

 

 

5.3 - 6.1

 

 

5.0 - 5.27

 

 

5.3 - 6.1

 

Risk-free interest rate

 

1.83 - 2.31%

 

 

2.61 - 2.88%

 

 

1.83 - 2.56%

 

 

2.32 - 2.88%

 

Expected volatility

 

 

36

%

 

38 - 39%

 

 

 

36

%

 

38 - 40%

 

 

Restricted Stock Units

Pursuant to the 2017 Plan, the Company grants restricted stock units to employees. The fair value of restricted stock units is based on the Company’s closing stock price on the date of grant. The summary of the Company’s restricted stock unit activity is as follows (in thousands, except price per share data):

 

 

 

Number of

Shares

 

 

Weighted Average

Grant Date Fair

Value Per Share

 

Balance, December 31, 2018 - outstanding

 

 

3,686

 

 

$

48.50

 

Awarded

 

 

1,081

 

 

 

57.36

 

Released

 

 

(381

)

 

 

46.16

 

Forfeited

 

 

(224

)

 

 

53.46

 

Balance, June 30, 2019 - outstanding

 

 

4,162

 

 

$

50.75

 

 

The unrecognized compensation cost related to restricted stock units as of June 30, 2019 was $189.1 million, which the Company expects to recognize over 3.0 years. The intrinsic value of restricted stock units that vested during the three months ended June 30, 2019 and 2018 was $19.4 million and $0.3 million, respectively, and during the six months ended June 30, 2019 and 2018 was $30.8 million and $0.3 million, respectively, which represented the fair value of the Company’s common stock underlying the restricted stock units on their vesting date.