Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 12, 2024 | Jun. 30, 2023 | |
Class of Stock [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38434 | ||
Entity Registrant Name | Dropbox, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-0138832 | ||
Entity Address, Address Line One | 1800 Owens Street | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94158 | ||
City Area Code | 415 | ||
Local Phone Number | 857-6800 | ||
Title of 12(b) Security | Class A Common Stock, par value $0.00001 per share | ||
Trading Symbol | DBX | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 5,088.3 | ||
Documents Incorporated by Reference | Portions of the registrant's definitive Proxy Statement relating to the 2024 Annual Meeting of Stockholders are incorporated herein by references in Part II and Part III of this Annual Report on Form 10-K to the extent stated herein. Such Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended December 31, 2023. | ||
Entity Central Index Key | 0001467623 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A common stock | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 263,329,459 | ||
Class B common stock | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 80,654,699 | ||
Class C common stock | |||
Class of Stock [Line Items] | |||
Entity Common Stock, Shares Outstanding | 0 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Firm ID | 42 |
Auditor Location | San Francisco, California |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 614.9 | $ 232.8 |
Short-term investments | 741.1 | 1,110.6 |
Trade and other receivables, net | 68.7 | 53.8 |
Prepaid expenses and other current assets | 91.9 | 92.6 |
Total current assets | 1,516.6 | 1,489.8 |
Property and equipment, net | 309.2 | 308.4 |
Operating lease right-of-use asset | 183.8 | 260.6 |
Intangible assets, net | 58.1 | 88.3 |
Goodwill | 402.2 | 403.3 |
Deferred tax assets | 460.4 | 498.7 |
Other assets | 53.2 | 61 |
Total assets | 2,983.5 | 3,110.1 |
Current liabilities: | ||
Accounts payable | 38.5 | 38.6 |
Accrued and other current liabilities | 155.2 | 139.9 |
Accrued compensation and benefits | 109.2 | 131.7 |
Operating lease liability | 57.4 | 68.9 |
Finance lease obligation | 116.2 | 114.8 |
Deferred revenue | 725 | 702.6 |
Total current liabilities | 1,201.5 | 1,196.5 |
Operating lease liability, non-current | 310.7 | 585.2 |
Finance lease obligation, non-current | 168.5 | 151.7 |
Convertible senior notes, net, non-current | 1,377.8 | 1,374 |
Other non-current liabilities | 90.8 | 112.1 |
Total liabilities | 3,149.3 | 3,419.5 |
Commitments and contingencies (Note 10) | ||
Stockholders' deficit: | ||
Preferred stock value | 0 | 0 |
Common stock | 0 | 0 |
Additional paid-in-capital | 2,598 | 2,511.6 |
Accumulated deficit | (2,742.3) | (2,772.1) |
Accumulated other comprehensive loss | (21.5) | (48.9) |
Total stockholders' deficit | (165.8) | (309.4) |
Total liabilities and stockholders' deficit | 2,983.5 | 3,110.1 |
Convertible preferred stock | ||
Stockholders' deficit: | ||
Preferred stock value | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 240,000,000 | 240,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Convertible preferred stock | ||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 0 | 0 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A | ||
Common stock, par value (in dollars per share) | $ 0.00001 | |
Common stock, shares authorized (in shares) | 2,400,000,000 | 2,400,000,000 |
Common stock, shares issued (in shares) | 256,000,000 | 267,200,000 |
Common stock, shares outstanding (in shares) | 256,000,000 | 267,200,000 |
Class B | ||
Common stock, par value (in dollars per share) | $ 0.00001 | |
Common stock, shares authorized (in shares) | 475,000,000 | 475,000,000 |
Common stock, shares issued (in shares) | 80,700,000 | 82,200,000 |
Common stock, shares outstanding (in shares) | 80,700,000 | 82,200,000 |
Class C common stock | ||
Common stock, par value (in dollars per share) | $ 0.00001 | |
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 |
Common stock, shares issued (in shares) | 0 | 0 |
Common stock, shares outstanding (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Statement [Abstract] | ||||
Revenue | $ 2,501.6 | $ 2,324.9 | $ 2,157.9 | |
Cost of revenue | [1],[2] | 478.5 | 444.2 | 444.2 |
Gross profit | 2,023.1 | 1,880.7 | 1,713.7 | |
Operating expenses | ||||
Research and development | [1],[2] | 936.5 | 891.9 | 755.9 |
Sales and marketing | [1],[2] | 466 | 409.4 | 427.5 |
General and administrative | [1],[2] | 237.1 | 222.9 | 224.6 |
Net (gain) loss on real estate assets | [1],[2],[3],[4] | (155.2) | 175.2 | 31.3 |
Total operating expenses | [1],[2] | 1,484.4 | 1,699.4 | 1,439.3 |
Income from operations | 538.7 | 181.3 | 274.4 | |
Interest income (expense), net | 19.4 | 3.3 | (5.2) | |
Other (loss) income, net | [3] | (3.7) | 8.1 | 30.1 |
Income before income taxes | 554.4 | 192.7 | 299.3 | |
(Provision for) benefit from income taxes | [5] | (100.8) | 360.5 | 36.5 |
Net income | $ 453.6 | $ 553.2 | $ 335.8 | |
Basic net income per share (in dollars per share) | $ 1.33 | $ 1.53 | $ 0.87 | |
Diluted net income per share (in dollars per share) | $ 1.31 | $ 1.52 | $ 0.85 | |
Weighted-average shares used in computing net income per share attributable to common stockholders, basic (in shares) | 341.2 | 361.2 | 388 | |
Weighted-average shares used in computing net income per share attributable to common stockholders, diluted (in shares) | 345.6 | 363.3 | 395.8 | |
[1] Includes expenses related to the Company's reduction in workforce such as severance, benefits and other related items during the year ended December 31, 2023. See Note 1, "Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce" for additional information. Includes stock-based compensation as follows: Year Ended 2023 2022 2021 Cost of revenue $ 23.3 $ 24.7 $ 23.2 Research and development (6) 237.6 232.3 190.1 Sales and marketing 22.0 22.4 25.0 General and administrative 55.1 51.3 48.8 Total stock-based compensation $ 338.0 $ 330.7 $ 287.1 For the year ended December 31, 2021, a $13.6 million gain related to the partial termination of the Company's lease for its San Francisco, California corporate headquarters was reclassified from other (loss) income, net to net (gain) loss on real estate assets to conform with current period presentation. Includes a one-time gain of $158.8 million related to the partial termination of the Company's lease for its San Francisco, California corporate headquarters for the year ended December 31, 2023 and impairment charges related to real estate assets for the years ended December 31, 2023, 2022 and 2021. Results of Operations for the year ended December 31, 2022 includes a one-time benefit from income taxes of $420.2 million due to the release of a valuation allowance on the U.S. federal and certain state deferred tax assets. Results of Operations for the year ended December 31, 2021 includes a one-time benefit from income taxes of $38.1 million from the release of a valuation allowance on the Irish deferred tax assets. |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||||
Mar. 15, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Allocated share-based compensation expense | $ 338 | $ 330.7 | $ 287.1 | ||
Income tax benefit, release of deferred tax asset valuation allowance | 420.2 | 38.1 | |||
Corporate Headquarters Lease | |||||
Gain on partial operating lease termination | 158.8 | 13.6 | |||
Cost of revenue | |||||
Allocated share-based compensation expense | 23.3 | 24.7 | 23.2 | ||
Research and development | |||||
Allocated share-based compensation expense | [1] | 237.6 | 232.3 | 190.1 | |
Research and development | President | |||||
Allocated share-based compensation expense | $ (6.7) | 4.4 | |||
Sales and marketing | |||||
Allocated share-based compensation expense | 22 | 22.4 | 25 | ||
General and administrative | |||||
Allocated share-based compensation expense | $ 55.1 | $ 51.3 | $ 48.8 | ||
[1] On March 15, 2023, the Company's President resigned, resulting in the reversal of $6.7 million in stock-based compensation expense. Of the total amount reversed, $4.4 million related to expense recognized prior to January 1, 2023. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 453.6 | $ 553.2 | $ 335.8 |
Other comprehensive income (loss): | |||
Change in foreign currency translation adjustments | 0.2 | (7.1) | (0.6) |
Change in net unrealized gains and (losses) on short-term investments | 27.2 | (39.2) | (12.9) |
Total other comprehensive income (loss) | 27.4 | (46.3) | (13.5) |
Comprehensive income | $ 481 | $ 506.9 | $ 322.3 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT) EQUITY - USD ($) $ in Millions | Total | Convertible preferred stock | Class A and Class B common stock | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income (loss) |
Preferred shares outstanding, beginning of the period (in shares) at Dec. 31, 2020 | 0 | |||||
Shareholders equity, beginning balance at Dec. 31, 2020 | $ 333.8 | $ 0 | $ 0 | $ 2,564.3 | $ (2,241.4) | $ 10.9 |
Shares outstanding, beginning of the period (in shares) at Dec. 31, 2020 | 405,700,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Release of restricted stock units and awards (in shares) | 14,800,000 | |||||
Shares withheld related to net share settlement of restricted stock units and awards (in shares) | (5,100,000) | (4,600,000) | ||||
Shares withheld related to net share settlement of restricted stock units and awards | $ (124.8) | (35.2) | (89.6) | |||
Repurchases of common stock (in shares) | (41,100,000) | |||||
Repurchases of common stock | $ (1,058.5) | (314.3) | (744.2) | |||
Exercise of stock options and awards (in shares) | 100,000 | 700,000 | ||||
Exercise of stock options and awards | $ 6.9 | 6.9 | ||||
Assumed stock options in connection with acquisition | 1.2 | 1.2 | ||||
Purchase of bond hedges in connection with issuance of convertible senior notes | (265.3) | (265.3) | ||||
Sale of warrants in connection with issuance of convertible senior notes | 202.9 | 202.9 | ||||
Tax benefit attributable to bond hedges purchased in connection with issuance of convertible senior notes | 0.5 | 0.5 | ||||
Stock-based compensation | 287.1 | 287.1 | ||||
Other comprehensive loss | (13.5) | (13.5) | ||||
Net income | 335.8 | 335.8 | ||||
Preferred shares outstanding, end of the period (in shares) at Dec. 31, 2021 | 0 | |||||
Shareholders equity, ending balance at Dec. 31, 2021 | (293.9) | $ 0 | $ 0 | 2,448.1 | (2,739.4) | (2.6) |
Shares outstanding, end of the period (in shares) at Dec. 31, 2021 | 375,500,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Release of restricted stock units and awards (in shares) | 14,400,000 | |||||
Shares withheld related to net share settlement of restricted stock units and awards (in shares) | (5,100,000) | |||||
Shares withheld related to net share settlement of restricted stock units and awards | (119.4) | (41.5) | (77.9) | |||
Repurchases of common stock (in shares) | (35,600,000) | |||||
Repurchases of common stock | (795.4) | (287.4) | (508) | |||
Exercise of stock options and awards (in shares) | 200,000 | |||||
Exercise of stock options and awards | 0.5 | 0.5 | ||||
Tax benefit attributable to bond hedges purchased in connection with issuance of convertible senior notes | 61.2 | 61.2 | ||||
Stock-based compensation | 330.7 | 330.7 | ||||
Other comprehensive loss | (46.3) | (46.3) | ||||
Net income | $ 553.2 | 553.2 | ||||
Preferred shares outstanding, end of the period (in shares) at Dec. 31, 2022 | 0 | 0 | ||||
Shareholders equity, ending balance at Dec. 31, 2022 | $ (309.4) | $ 0 | $ 0 | 2,511.6 | (2,772.1) | (48.9) |
Shares outstanding, end of the period (in shares) at Dec. 31, 2022 | 349,400,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Release of restricted stock units and awards (in shares) | 15,100,000 | |||||
Shares withheld related to net share settlement of restricted stock units and awards (in shares) | (5,300,000) | (5,300,000) | ||||
Shares withheld related to net share settlement of restricted stock units and awards | $ (135.1) | (48.5) | (86.6) | |||
Repurchases of common stock (in shares) | (22,700,000) | |||||
Repurchases of common stock | $ (542.8) | (205.6) | (337.2) | |||
Exercise of stock options and awards (in shares) | 200,000 | 200,000 | ||||
Exercise of stock options and awards | $ 2.5 | 2.5 | ||||
Stock-based compensation | 338 | 338 | ||||
Other comprehensive loss | 27.4 | 27.4 | ||||
Net income | $ 453.6 | 453.6 | ||||
Preferred shares outstanding, end of the period (in shares) at Dec. 31, 2023 | 0 | 0 | ||||
Shareholders equity, ending balance at Dec. 31, 2023 | $ (165.8) | $ 0 | $ 0 | $ 2,598 | $ (2,742.3) | $ (21.5) |
Shares outstanding, end of the period (in shares) at Dec. 31, 2023 | 336,700,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flow from operating activities | |||
Net income | $ 453.6 | $ 553.2 | $ 335.8 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 170 | 157.1 | 151.4 |
Stock-based compensation | 338 | 330.7 | 287.1 |
Net (gain) loss on real estate assets | (155.2) | 175.2 | 17.7 |
Amortization of debt issuance costs | 4.2 | 4.2 | 3.8 |
Net gains on equity investments | 0 | (5) | 0 |
Amortization of deferred commissions | 38.6 | 39.5 | 32.3 |
Non-cash operating lease expense | 43.5 | 63.8 | 76.3 |
Deferred taxes | 38.4 | (396.3) | (37.5) |
Other | (0.6) | (0.8) | (4.4) |
Changes in operating assets and liabilities: | |||
Trade and other receivables, net | (14.5) | (5.5) | (6.2) |
Prepaid expenses and other current assets | (41.1) | (50) | (58.4) |
Other assets | 23.3 | (9.7) | 11.7 |
Accounts payable | 1.2 | 13 | 7.6 |
Accrued and other current liabilities | (20.8) | 4.7 | (28.6) |
Accrued compensation and benefits | (22.6) | (6.8) | 23.5 |
Deferred revenue | 21.6 | 25.6 | 59.8 |
Other non-current liabilities | (1.5) | (17.9) | (13.1) |
Operating lease liabilities | (65.4) | (86.4) | (102.1) |
Tenant improvement allowance reimbursement | 1.1 | 8.7 | 5.1 |
Cash paid for lease termination | (28.1) | 0 | (32) |
Net cash provided by operating activities | 783.7 | 797.3 | 729.8 |
Cash flow from investing activities | |||
Capital expenditures | (24.3) | (33.8) | (22.1) |
Purchase of intangible assets | (0.3) | (1.1) | (6.8) |
Business combinations, net of cash acquired | 0 | (75.4) | (140) |
Purchases of short-term investments | (208.7) | (571.2) | (1,138.4) |
Proceeds from sales of short-term investments | 352.4 | 213.7 | 293.6 |
Proceeds from maturities of short-term investments | 252.2 | 389.1 | 448.7 |
Proceeds from sales of equity investments | 0 | 10.6 | 0 |
Other | 23.9 | 19.6 | 40.2 |
Net cash provided by (used in) investing activities | 395.2 | (48.5) | (524.8) |
Cash flow from financing activities | |||
Proceeds from issuance of convertible senior notes | 0 | 0 | 1,389.1 |
Purchases of convertible note hedge in connection with issuance of convertible senior notes | 0 | 0 | (265.3) |
Proceeds from sale of warrants in connection with issuance of convertible senior notes | 0 | 0 | 202.9 |
Payments of debt issuance costs | (0.1) | 0 | (23.7) |
Payments for taxes related to net share settlement of restricted stock units and awards | (135.1) | (119.4) | (124.8) |
Proceeds from issuance of common stock, net of taxes withheld | 2.5 | 0.5 | 6.9 |
Principal payments on finance lease obligations | (126.6) | (127.5) | (110.4) |
Common stock repurchases | (539.9) | (795.4) | (1,058.5) |
Net cash (used in) provided by financing activities | (799.2) | (1,041.8) | 16.2 |
Effect of exchange rate changes on cash and cash equivalents | 2.4 | (7.2) | (3.1) |
Change in cash and cash equivalents | 382.1 | (300.2) | 218.1 |
Cash and cash equivalents - beginning of period | 232.8 | 533 | 314.9 |
Cash and cash equivalents - end of period | 614.9 | 232.8 | 533 |
Supplemental cash flow data: | |||
Interest | 10.5 | 8.2 | 8.5 |
Income taxes | 68.2 | 27.6 | 4.2 |
Non-cash investing and financing activities: | |||
Property and equipment received and accrued in accounts payable and accrued liabilities | 2 | 2.6 | 5.6 |
Property and equipment acquired under finance leases | $ 144.7 | $ 105.8 | $ 127.3 |
Description of the Business and
Description of the Business and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business and Summary of Significant Accounting Policies | Description of the Business and Summary of Significant Accounting Policies Business Dropbox, Inc. (the “Company” or “Dropbox”) helps keep life organized and work moving. The Company was incorporated in May 2007 as Evenflow, Inc., a Delaware corporation, and changed its name to Dropbox, Inc. in October 2009. The Company is headquartered in San Francisco, California. Basis of presentation and consolidation The accompanying consolidated financial statements have been prepared in accordance with the United States of America generally accepted accounting principles (“GAAP”). The accompanying consolidated financial statements include the accounts of Dropbox and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Reclassifications Certain reclassifications have been made to prior year balances in order to conform to the current period presentation. For the year ended December 31, 2021, a gain related to the partial termination of the Company's lease for its San Francisco, California corporate headquarters was reclassified from "Other (loss) income, net" to "Net (gain) loss on real estate assets". These reclassifications had no impact on the previously reported net income or accumulated deficit. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s consolidated financial statements and accompanying notes. These estimates are based on information available as of the date of the consolidated financial statements. Management evaluates these estimates and assumptions on a regular basis. Actual results may differ materially from these estimates. The Company’s most significant estimates and judgments related to the remeasurement of its lease liability, valuation of right-of-use and related lease assets and income taxes. In the first quarter of 2024, the Company determined that the useful lives of certain infrastructure server and component assets, which are included in “Property and equipment, net”, should be increased from four Financial information about segments and geographic areas The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financials as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. See Note 15 "Geographic Areas" for information regarding the Company’s long-lived assets and revenue by geography. Foreign currency transactions The assets and liabilities of the Company’s foreign subsidiaries are translated from their respective functional currencies into U.S. dollars at the exchange rates in effect at the balance sheet date. Revenue and expense amounts are translated at the average exchange rate for the period. Foreign currency translation gains and losses are recorded in other comprehensive income (loss), net of tax. Gains and losses realized from foreign currency transactions (those transactions denominated in currencies other than the foreign subsidiaries’ functional currency) are included in Other (loss) income, net. Monetary assets and liabilities are remeasured using foreign currency exchange rates at the end of the period, and non-monetary assets are remeasured based on historical exchange rates. The Company recorded net foreign currency transaction losses of $3.2 million and net foreign currency transaction gains of $0.2 million during the years ended December 31, 2023 and 2022, respectively. Revenue recognition The Company derives its revenue from subscription fees from customers for access to its platform. The Company’s policy is to exclude sales and other indirect taxes when measuring the transaction price of its subscription agreements. The Company accounts for revenue contracts with customers through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company’s subscription agreements are generally non-cancelable and have monthly or annual contractual terms with a small percentage having multi-year contractual terms. Revenue is recognized ratably over the related contractual term beginning on the date that the platform is made available to a customer. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably because the customer receives and consumes the benefits of the platform throughout the contract period. The Company bills in advance for monthly contracts and typically bills annually in advance for contracts with terms of one year or longer. The Company also recognizes an immaterial amount of contract assets, or unbilled receivables, primarily related to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The Company records contract liabilities when cash payments are received or due in advance of performance to deferred revenue. Deferred revenue primarily relates to the advance consideration received from the customer. The price of subscriptions is generally fixed at contract inception and therefore, the Company’s contracts do not contain a significant amount of variable consideration. As a result, the amount of revenue recognized in the periods presented from performance obligations satisfied (or partially satisfied) in previous periods was not material. The Company recognized $701.6 million, $671.5 million and $610.5 million of revenue during the years ended December 31, 2023, 2022 and 2021, respectively, that was included in the deferred revenue balances at the beginning of their respective periods. As of December 31, 2023, future estimated revenue related to performance obligations that were unsatisfied or partially unsatisfied was $799.5 million. The substantial majority of the unsatisfied performance obligations will be satisfied over the next twelve months. Stock-based compensation The Company has primarily granted restricted stock units (“RSUs”) to its employees and members of the Board of Directors under the 2008 Equity Incentive Plan (“2008 Plan”), the 2017 Equity Incentive Plan (“2017 Plan”), and the 2018 Equity Incentive Plan (“2018 Plan” and together with the 2008 Plan and 2017 Plan, the "Dropbox Equity Incentive Plans”). Since August 2015, the Company has granted RSUs, which have a service-based vesting condition over a four-year period vesting quarterly, as the only stock-based awards to its employees, with the exception of awards granted to its co-founder and certain executives, and has not granted any stock options to employees under the Dropbox Equity Incentive Plans. The Company recognizes compensation expense associated with RSUs on a straight-line basis over the requisite service period and accounts for forfeitures in the period in which they occur. The Board of Directors determines the fair value of each share of underlying common stock based on the closing price of the Company's Class A common stock as reported on the Nasdaq Global Select Market on the date of the grant. In December 2017, the Board of Directors approved the Company’s Co-Founder Grant, consisting of 10.3 million shares of Class A Common Stock in the form of RSAs which were granted to Drew Houston, the Company’s co-founder and Chief Executive Officer. This Co-Founder Grant has service-based, market-based, and performance-based vesting conditions. The Co-Founder Grant is excluded from Class A common stock issued and outstanding until the satisfaction of these vesting conditions. The Company estimated the grant date fair value of the Co-Founder Grant using a model based on multiple stock price paths developed through the use of a Monte Carlo simulation that incorporates into the valuation the possibility that certain stock price targets may not be satisfied. The first tranche of the Co-Founder Grant vested in the fourth quarter of 2021. The stock-based compensation expense for the Co-Founder Grant is recognized utilizing the accelerated attribution method over the requisite service period identified as the derived service period over which the market conditions are expected to be achieved, and is not reversed if the market conditions are not satisfied. Therefore, no incremental stock-based compensation was recognized upon vesting of these RSAs. See Note 12 "Stockholders' (Deficit) Equity" to our consolidated financial statements for further information. Cost of revenue Cost of revenue consists primarily of expenses associated with the storage, delivery, and distribution of the Company’s platform for both paying users and free users. These costs, which are referred to as infrastructure costs, include depreciation of servers located in co-location facilities that the Company leases and operates, rent and facilities expense for those datacenters, network and bandwidth costs, support and maintenance costs for infrastructure equipment, and payments to third-party datacenter service providers. Cost of revenue also includes salaries, bonuses, benefits, travel-related expenses, and stock-based compensation, which are referred to as employee-related costs, for employees whose primary responsibilities relate to supporting the Company’s infrastructure and delivering user support. Other non-employee costs included in cost of revenue include credit card fees related to processing customer transactions and allocated overhead, such as facilities, including rent, utilities, depreciation on leasehold improvements and other equipment shared by all departments, and shared information technology costs. In addition, cost of revenue includes amortization of developed technologies, professional fees related to user support initiatives, and property taxes related to the datacenters. Reduction in Workforce On April 27, 2023, the Company announced a reduction of its global workforce by approximately 16% to streamline its team structure in support of its long-term growth and profitability objectives. The Company incurred charges of $39.3 million in connection with the reduction in workforce, primarily consisting of cash expenditures for severance payments, employee benefits and related costs. These severance and related charges are included within the Company's consolidated statements of operations for the year ended December 31, 2023 as follows: Cost of revenue $ 2.9 Research and development 27.8 Sales and marketing 6.7 General and administrative 1.9 Total Charges $ 39.3 For the year ended December 31, 2023, changes in liabilities resulting from the severance charges and related accruals were as follows: Severance and Related Costs Balance as of December 31, 2022 $ — Charges 39.3 Cash Payments (39.3) Balance as of December 31, 2023 $ — Advertising and promotional expense Advertising and promotional expenses are primarily included in sales and marketing expenses within the consolidated statements of operations and are expensed when incurred. Advertising and promotional expenses were $131.7 million, $94.8 million, and $108.6 million during the years ended December 31, 2023, 2022, and 2021, respectively. Cash and cash equivalents Cash consists primarily of cash on deposit with banks and includes amounts in transit from payment processors for credit and debit card transactions, which typically settle within five business days. Cash equivalents include highly liquid investments purchased with an original maturity date of 90 days or less from the date of purchase. The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts. Short-term investments The Company’s short-term investments are primarily comprised of corporate notes and obligations, U.S. Treasury securities, certificates of deposit, asset-backed securities, commercial paper, U.S. agency obligations, foreign government securities, supranational securities, and municipal securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, the Company classifies its short-term investments, including securities with stated maturities beyond twelve months, within current assets in the consolidated balance sheets. The Company's short-term investments are recorded at fair value each reporting period. Unrealized gains and losses on these short-term investments are reported as a separate component of accumulated other comprehensive loss in the consolidated balance sheets until realized. Unrealized gains and losses for any short-term investments that management intends to sell or it is more likely than not that management will be required to sell prior to their anticipated recovery are recorded in other income, net. The Company segments its portfolio based on the underlying risk profiles of the securities and has a zero-loss expectation for U.S. treasury and U.S. government agency securities. The Company regularly reviews the securities in an unrealized loss position and evaluates the current expected credit loss by considering factors such as credit ratings, issuer-specific factors, current economic conditions, and reasonable and supportable forecasts. The Company did not record any material credit losses during the year ended December 31, 2023. As of December 31, 2023 and 2022, no allowance for credit losses in short-term investments was recorded. Concentrations of risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, accounts receivable, and short-term investments. Although the Company deposits its cash and cash equivalents with multiple well-established financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents and management believes that the institutions where the Company has deposits are financially stable and, accordingly, minimal credit risk exists. Trade accounts receivable are typically unsecured and are derived from revenue earned from customers located around the world. Two distribution partners accounted for 11% and 43% of total trade and other receivables, net as of December 31, 2023. Two distribution partners accounted for 12% and 30% o f total trade and other receivables, net as of December 31, 2022. No customer accounted for more than 10% of the Company’s revenue in the periods presented. The Company hosts its services and serves all of its users using a combination of its own custom-built infrastructure that it leases and operates in co-location facilities and third-party datacenter services such as Amazon Web Services ("AWS"). The Company's technology infrastructure, combined with select use of AWS resources, provides a distributed and scalable architecture on a global scale. The Company has designed its platform with multiple layers of redundancy to guard against data loss and deliver high availability. Trade and other receivables, net Trade and other receivables, net consists primarily of trade receivables that are recorded at the invoice amount, net of an allowance for expected credit losses. The allowance for expected credit losses is based on the Company’s assessment of the collectability of accounts receivable. The Company assesses collectability by reviewing accounts receivable on a collective basis where similar characteristics exist and on an individual basis when the Company identifies specific customers with known disputes or collectability issues. The Company regularly reviews the adequacy of the allowance for expected credit losses by considering the age of each outstanding invoice, the collection history of each customer, and other relevant factors, including contractual term and current and future economic conditions. The Company's allowance for expected credit losses was $1.1 million and $0.7 million as of December 31, 2023 and 2022, respectively. Non-trade receivables The Company records non-trade receivables to reflect amounts due for activities outside of its subscription agreements, such as indemnification assets and receivables from tenants. Non-trade receivables totaled $6.9 million and $6.5 million, as of December 31, 2023 and 2022, respectively, and are classified within prepaid expenses and other current assets in the accompanying consolidated balance sheets. See "—Lease obligations” for further discussion. Deferred commissions, net Deferred commissions, net is stated as gross deferred commissions less accumulated amortization. Deferred commissions are considered to be incremental and recoverable costs of obtaining a contract with a customer such as sales commissions earned by the Company’s sales force including related payroll taxes and revenue share earned by strategic partners. These amounts have been capitalized as deferred commissions within prepaid and other current assets and other assets on the consolidated balance sheets. The Company deferred incremental costs of obtaining a contract of $24.7 million and $33.5 million during the years ended December 31, 2023 and 2022, respectively. Deferred commissions, net included in prepaid and other current assets were $23.4 million and $33.6 million as of December 31, 2023 and 2022, respectively. Deferred commissions, net included in other assets were $22.0 million and $25.7 million as of December 31, 2023 and 2022, respectively. Commissions related to new contracts are typically deferred and amortized over a period of benefit of five years. The period of benefit was estimated by considering factors such as historical customer attrition rates, the useful life of the Company’s technology, and the impact of competition in its industry. Commissions that are commensurate with renewal contracts are typically amortized over one year. Amortization of deferred commissions was $38.6 million, $39.5 million and $32.3 million for the years ended December 31, 2023, 2022 and 2021 respectively. Amortization of deferred commissions costs are included in sales and marketing expense in the accompanying consolidated statements of operations. There was no impairment loss in relation to the deferred costs for any period presented. Property and equipment, net Equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the related asset, which is generally three The following table presents the estimated useful lives of property and equipment: Property and equipment Useful life Buildings 20 to 30 years Datacenter and other computer equipment 3 to 5 years Office equipment and other 3 to 7 years Leasehold improvements Lesser of estimated useful life or remaining lease term Lease obligations The Company leases office space, datacenters, and equipment under non-cancelable finance and operating leases with various expiration dates through 2036. The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use assets and lease liabilities are recognized at the present value of the future lease payments at commencement date. The interest rate implicit in the Company’s operating leases is not readily determinable, and therefore an incremental borrowing rate is estimated to determine the present value of future payments. The estimated incremental borrowing rate factors in a hypothetical interest rate on a collateralized basis with similar terms, payments, and economic environments. Operating lease right-of-use assets also include any prepaid lease payments and lease incentives. Certain of the operating lease agreements contain rent concession, rent escalation, and option to renew provisions. Rent concession and rent escalation provisions are considered in determining the single lease cost to be recorded over the lease term. Single lease cost is recognized on a straight-line basis over the lease term commencing on the date the Company has the right to use the leased property. The lease terms may include options to extend or terminate the lease. The Company generally uses the base, non-cancelable, lease term when recognizing the lease assets and liabilities, unless it is reasonably certain that the option will be exercised. In addition, certain operating lease agreements contain tenant improvement allowances from its landlords. These allowances are accounted for as lease incentives and decrease the Company's right-of-use asset and reduce single lease cost over the lease term. As part of the Company's Virtual First strategy, Dropbox has retained a portion of its office space for in-person collaboration while the remainder will be subleased. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, related to real estate assets as a result of changes in the corporate real estate market which impacted the Company's subleasing strategy in conjunction with the Virtual First model. See Note 9 "Leases" to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further information. In the fourth quarter of 2023, the Company executed an amendment to partially terminate the lease ("the lease amendment") for its San Francisco, California corporate headquarters. As a result of the lease amendment, the Company recognized a one-time gain of $158.8 million in the fourth quarter of 2023 from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset (which was previously impaired), partially offset by an increase in the liability for unrecoverable common area maintenance costs. In the fourth quarter of 2021, the Company also executed an amendment to partially terminate its San Francisco, California corporate headquarters. As a result of the lease amendment, the Company recognized a one-time gain of $13.6 million from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset. The gains are recorded within net (gain) loss on real estate assets. See Note 9 "Leases" for further information. The Company leases certain equipment from various third parties, through equipment finance leases. These leases either include a bargain purchase option, a full transfer of ownership at the completion of the lease term, or the terms of the leases are at least 75 percent of the useful lives of the assets and are therefore classified as finance leases. These leases are capitalized in property and equipment, net and the related amortization of assets under finance leases is included in depreciation and amortization expense in the Company’s consolidated statements of operations. Initial asset values and finance lease obligations are based on the present value of future minimum lease payments. The Company’s finance lease agreements may contain lease and non-lease components. The non-lease components include payments for support on infrastructure equipment obtained via finance leases, which when not significant in relation to the overall agreement, are combined with the lease components and accounted for together as a single lease component. Internal use software The Company capitalizes certain costs related to developed or modified software solely for its internal use and cloud-based applications used to deliver its platform. The Company capitalizes costs during the application development stage once the preliminary project stage is complete, management authorizes and commits to funding the project, and it is probable that the project will be completed and that the software will be used to perform the function intended. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Capitalized internal use software costs were not material to the Company’s consolidated financial statements during the years ended December 31, 2023, 2022 and 2021. Business combinations The Company uses best estimates and assumptions, including but not limited to, future expected cash flows, expected asset lives, and discount rates, to assign a fair value to the tangible and intangible assets acquired and liabilities assumed in business combinations as of the acquisition date. These estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s consolidated statements of operations. Long-lived assets, including goodwill and other acquired intangible assets, net The Company evaluates the recoverability of its property and equipment and finite-lived intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. The evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review determines that the carrying amount of specific property and equipment or intangible assets is not recoverable, the carrying amount of such assets is reduced to its fair value. The Company reviews goodwill for impairment at least annually in the fourth quarter, or more frequently if events or changes in circumstances would more likely than not reduce the fair value of its single reporting unit below its carrying value. At December 31, 2023, the single reporting unit had a negative carrying value of net assets. Goodwill allocated to the single reporting unit is $402.2 million at December 31, 2023. The Company has not recorded impairment charges on goodwill or intangible assets for the periods presented in these consolidated financial statements. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, related to real estate assets as a result of changes in the corporate real estate market which impacted the Company's subleasing strategy in conjunction with our Virtual First model. See Note 9 "Leases" for further information. Acquired property and equipment and finite-lived intangible assets are amortized over their useful lives. The Company evaluates the estimated remaining useful life of these assets when events or changes in circumstances warrant a revision to the remaining period of amortization. If the Company revises the estimated useful life assumption for any asset, the remaining unamortized balance is amortized or depreciated over the revised estimated useful life on a prospective basis. Income taxes Deferred income tax balances reflect the effects of temporary differences between the financial reporting and tax bases of the Company’s assets and liabilities using enacted tax rates expected to apply when taxes are actually paid or recovered. In addition, deferred tax assets are recorded for net operating loss and credit carryforwards. A valuation allowance is provided against deferred tax assets unless it is more likely than not that they will be realized based on all available positive and negative evidence. Such evidence includes, but is not limited to, recent cumulative earnings or losses, expectations of future taxable income by taxing jurisdiction, and the carry-forward periods available for the utilization of deferred tax assets. As of December 31, 2022, the Company released the valuation allowance on its U.S. federal and certain state deferred tax assets resulting in an income tax benefit of $420.2 million. The Company uses a two-step approach to recognizing and measuring uncertain income tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. Although the Company believes that it has adequately reserved for its uncertain tax positions, it can provide no assurance that the final tax outcome of these matters will not be materially different. The Company evaluates its uncertain tax positions on a regular basis and evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of an audit, and effective settlement of audit issues. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and results of operations. The Tax Cuts and Jobs Act of 2017 ("TCJA") subjects a U.S. shareholder to current tax on global intangible low-taxed income ("GILTI") earned by foreign subsidiaries. The Company accounts for GILTI as a period cost as incurred. Fair value measurement The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining fair value measurements for assets and liabilities, the Company considers the principal or most advantageous market in which it would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions, and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 —Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Recently issued accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which requires disclosure of incremental segment information |
Cash, Cash Equivalents and Shor
Cash, Cash Equivalents and Short-Term Investments | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents and Short-Term Investments | Cash, Cash Equivalents and Short-Term Investments The amortized cost, unrealized gains and losses and estimated fair value of the Company's cash, cash equivalents and short-term investments as of December 31, 2023 and 2022 consisted of the following: As of December 31, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash $ 81.3 $ — $ — $ 81.3 Cash equivalents Money market funds 514.8 — — 514.8 U.S. Treasury securities 10.0 — — 10.0 Commercial paper 4.4 — — 4.4 Corporate notes and obligations 2.9 — — 2.9 Certificates of deposit 1.3 — — 1.3 Municipal securities 0.2 — — 0.2 Total cash & cash equivalents $ 614.9 $ — $ — $ 614.9 Short-term investments Corporate notes and obligations 359.6 0.4 (10.3) 349.7 U.S. Treasury securities 231.2 0.2 (6.1) 225.3 Asset backed securities 72.3 — (2.3) 70.0 Municipal securities 48.3 — (2.0) 46.3 Commercial paper 30.7 — — 30.7 Certificates of deposit 8.4 — — 8.4 U.S. agency obligations 6.0 — (0.3) 5.7 Foreign government obligations 3.5 — (0.2) 3.3 Supranational securities 1.8 — (0.1) 1.7 Total short-term investments 761.8 0.6 (21.3) 741.1 Total $ 1,376.7 $ 0.6 $ (21.3) $ 1,356.0 As of December 31, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash $ 90.1 $ — $ — $ 90.1 Cash equivalents Money market funds 139.5 — — 139.5 Commercial paper 3.2 — — 3.2 Total cash & cash equivalents $ 232.8 $ — $ — $ 232.8 Short-term investments Corporate notes and obligations 512.1 0.1 (22.7) 489.5 U.S. Treasury securities 360.2 0.2 (14.0) 346.4 Asset backed securities 117.6 — (6.0) 111.6 Municipal securities 65.3 — (4.1) 61.2 Commercial paper 46.4 — — 46.4 Certificates of deposit 29.1 — — 29.1 U.S. agency obligations 18.4 — (0.8) 17.6 Foreign government obligations 6.0 — (0.4) 5.6 Supranational securities 3.4 — (0.2) 3.2 Total short-term investments 1,158.5 0.3 (48.2) 1,110.6 Total $ 1,391.3 $ 0.3 $ (48.2) $ 1,343.4 Included in cash and cash equivalents is cash in transit from payment processors for credit and debit card transactions of $17.0 million and $12.4 million as of December 31, 2023 and 2022, respectively. All short-term investments were designated as available-for-sale securities as of December 31, 2023 and 2022. The following table presents the contractual maturities of the Company’s short-term investments as of December 31, 2023: As of December 31, 2023 Amortized cost Estimated fair value Due within one year $ 306.9 $ 304.2 Due between one to three years 407.1 390.7 Due after three years 47.8 46.2 Total $ 761.8 $ 741.1 The Company had 398 short-term investments in unrealized loss positions as of December 31, 2023. There were no material gains or losses from short-term investments that were reclassified out of accumulated other comprehensive loss for the years ended December 31, 2023 or 2022. As of December 31, 2023, the Company’s short-term investments portfolio consisted of nine security types, seven of which were in an unrealized loss position. The Company’s short-term investments had unrealized losses of approximately $21.3 million as of December 31, 2023. The following tables present the breakdown of the short-term investments that have been in a continuous unrealized loss position aggregated by investment category, as of December 31, 2023 and 2022: As of December 31, 2023 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate notes and obligations $ 25.1 $ (0.1) $ 240.3 $ (10.2) $ 265.4 $ (10.3) U.S. Treasury securities 17.8 (0.1) 174.0 (6.0) 191.8 (6.1) Asset backed securities 0.6 — 66.0 (2.3) 66.6 (2.3) Municipal securities — — 46.1 (2.0) 46.1 (2.0) U.S. agency obligations — — 3.5 (0.3) 3.5 (0.3) Foreign government obligations — — 3.3 (0.2) 3.3 (0.2) Supranational securities — — 1.6 (0.1) 1.6 (0.1) Total $ 43.5 $ (0.2) $ 534.8 $ (21.1) $ 578.3 $ (21.3) As of December 31, 2022 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate notes and obligations $ 176.5 $ (3.5) $ 292.3 $ (19.2) $ 468.8 $ (22.7) U.S. Treasury securities 110.9 (1.8) 176.9 (12.2) 287.8 (14.0) Asset backed securities 13.7 (0.4) 90.4 (5.6) 104.1 (6.0) Municipal securities 9.3 (0.3) 51.6 (3.8) 60.9 (4.1) U.S. agency obligations 3.9 — 13.8 (0.8) 17.7 (0.8) Foreign government obligations — — 5.5 (0.4) 5.5 (0.4) Supranational securities — — 3.2 (0.2) 3.2 (0.2) Total $ 314.3 $ (6.0) $ 633.7 $ (42.2) $ 948.0 $ (48.2) Unrealized losses on short-term investments have not been recorded into income because management does not intend to sell nor will be required to sell these securities prior to their anticipated recovery, and for which the decline in fair value is largely due to changes in interest rates. The credit ratings associated with the corporate notes and obligations are mostly unchanged, are highly rated and the issuers continue to make timely principal and interest payments. The Company recorded interest income from its cash, cash equivalents, and short-term investments of $34.6 million, $15.7 million and $7.5 million during the years ended December 31, 2023, 2022 and 2021, respectively. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures its financial instruments at fair value each reporting period using a fair value hierarchy that prioritizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis using the input categories discussed in Note 1: As of December 31, 2023 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 514.8 $ — $ — $ 514.8 U.S. Treasury securities — 10.0 — 10.0 Commercial paper — 4.4 — 4.4 Corporate notes and obligations — 2.9 — 2.9 Certificates of deposit — 1.3 — 1.3 Municipal securities — 0.2 — 0.2 Total cash equivalents $ 514.8 $ 18.8 $ — $ 533.6 Short-term investments Corporate notes and obligations — 349.7 — 349.7 U.S. Treasury securities — 225.3 — 225.3 Asset backed securities — 70.0 — 70.0 Municipal securities — 46.3 — 46.3 Commercial paper — 30.7 — 30.7 Certificates of deposit — 8.4 — 8.4 U.S. agency obligations — 5.7 — 5.7 Foreign government obligations — 3.3 — 3.3 Supranational securities — 1.7 — 1.7 Total short-term investments — 741.1 — 741.1 Total $ 514.8 $ 759.9 $ — $ 1,274.7 As of December 31, 2022 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 139.5 $ — $ — $ 139.5 Commercial paper — 3.2 — 3.2 Total cash equivalents $ 139.5 $ 3.2 $ — $ 142.7 Short-term investments Corporate notes and obligations — 489.5 — 489.5 U.S. Treasury securities — 346.4 — 346.4 Asset backed securities — 111.6 — 111.6 Municipal securities — 61.2 — 61.2 Commercial paper — 46.4 — 46.4 Certificates of deposit — 29.1 — 29.1 U.S. agency obligations — 17.6 — 17.6 Foreign government obligations — 5.6 — 5.6 Supranational securities — 3.2 — 3.2 Total short-term investments — 1,110.6 — 1,110.6 Total $ 139.5 $ 1,113.8 $ — $ 1,253.3 The Company had no transfers between levels of the fair value hierarchy during the periods presented. The carrying amounts of certain financial instruments, including cash held in banks, accounts receivable and accounts payable approximate fair value due to their short-term maturities and are excluded from the fair value table above. The Company had $695.8 million in aggregate principal amount of 0% convertible senior notes due in 2026 (the "2026 Notes"), and $693.3 million in aggregate principal amount of 0% convertible senior notes due in 2028 (the "2028 Notes" and together with the 2026 Notes, the "Notes"), outstanding as of December 31, 2023. Refer to Note 8 "Debt" for further details on the 2026 Notes and 2028 Notes. The estimated fair value of the 2026 Notes and the 2028 Notes, based on a market approach as of December 31, 2023 was approximately $684.8 million and $700.5 million, respectively. The Notes were categorized as Level 2 instruments as the estimated fair value was determined based on the estimated or actual bids and offers of the Notes in an over-the-counter market on the last business day of the period. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: As of December 31, 2023 2022 Datacenter and other computer equipment $ 783.2 $ 671.3 Furniture and fixtures 11.6 19.8 Leasehold improvements 96.1 118.0 Construction in progress 4.6 2.8 Total property and equipment 895.5 811.9 Accumulated depreciation and amortization (586.3) (503.5) Property and equipment, net $ 309.2 $ 308.4 The Company leases certain infrastructure, computer equipment, and furniture from various third parties, through equipment finance leases. Infrastructure assets as of December 31, 2023 and 2022 included a total of $457.4 million and $456.4 million, respectively, acquired under finance lease agreements. These leases are capitalized in property and equipment, and the related amortization of assets under finance leases is included in depreciation and amortization expense. The accumulated depreciation of the equipment under finance leases totaled $234.7 million and $240.9 million as of December 31, 2023 and 2022, respectively. Depreciation expense related to property and equipment was $139.7 million and $140.9 million for the years ended December 31, 2023 and 2022, respectively. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations 2022 Business Combination On December 15, 2022, the Company acquired 100% ownership of FormSwift, a cloud-based service that gives individuals and businesses a simple solution to create, complete, edit, and save critical business forms and agreements. The Company believes the combination of Dropbox, Dropbox Sign, DocSend, and FormSwift will help customers across industries manage end-to-end document workflows—from content collaboration to sharing and e-signature—giving them more control over their most important agreements. The results of FormSwift's operations have been included in the Company’s consolidated results of operations since the date of acquisition. The purchase consideration transferred consisted of the following: Purchase consideration Cash paid to stockholders $ 50.0 Cash paid for extinguishing shadow stock units 3.2 Transaction costs paid by Dropbox on behalf of FormSwift 2.0 Cash purchase consideration $ 55.2 Indemnification holdback (1) 14.3 Purchase price adjustments (0.6) Total purchase consideration $ 68.9 (1) Approximately $14.3 million of the total purchase consideration was withheld as an indemnification holdback to be used for the purpose of satisfying any indemnification claims made by the Company for a period of 18 months following the transaction close date. Any remaining indemnity will be released to the seller's representative following the 18 month period. In addition to the total purchase consideration above, the Company has compensation agreements with key FormSwift personnel consisting of $25.7 million in cash payments subject to ongoing employee service. The related expenses are recognized within research and development expenses over the required service period of three years. The cash payment was transferred to a paying agent escrow account immediately upon the acquisition close date. The related payments will be paid out by the escrow agent as they vest. The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. Assets acquired: Cash and cash equivalents $ 0.4 Acquisition-related intangible assets 41.2 Accounts receivable, prepaid and other assets 3.0 Total assets acquired $ 44.6 Liabilities assumed: Accounts payable, accrued and other liabilities $ 4.6 Deferred revenue 6.6 Total liabilities assumed 11.2 Net assets acquired, excluding goodwill 33.4 Total purchase consideration 68.9 Goodwill (2) $ 35.5 (2) The goodwill recognized was primarily attributable to the opportunity to expand the user base of the Company's platform. A portion of the goodwill is deductible for U.S. federal income tax purposes. The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives as of the acquisition date are as follows: Estimated fair values Estimated weighted average useful lives Developed technology $ 24.2 5.0 Customer relationships 16.4 2.0 Trade name 0.6 1.0 Total acquisition-related intangible assets $ 41.2 The fair values of the acquisition-related intangible assets were determined using the following methodologies: the multi-period excess earnings method for developed technology, the with and without method for customer relationships, and the relief from royalty method for the trade name, respectively. The valuation model inputs required the application of significant judgment by management. The acquired intangible assets had a total weighted average amortization period of 3.7 years. One-time acquisition-related diligence costs of $1.3 million were expensed within general and administrative expenses as incurred during the year ended December 31, 2022. 2021 Business Combination On March 22, 2021, the Company acquired all outstanding stock of DocSend, a secure document sharing and analytics company. The Company believes the combination of Dropbox, Dropbox Sign, and DocSend will help customers across industries manage end-to-end document workflows—from content collaboration to sharing and e-signature—giving them more control over their business results. The results of DocSend's operations have been included in the Company’s consolidated results of operations since the date of acquisition. The purchase consideration transferred consisted of the following: Purchase consideration Cash paid to common and preferred stockholders and vested option holders $ 125.5 Transaction costs paid by Dropbox on behalf of DocSend 5.0 Fair value of assumed DocSend options attributable to pre-combination services (1) 1.2 Purchase price adjustments 0.1 Total purchase consideration $ 131.8 (1) The fair value of options assumed was based upon the Black-Scholes option-pricing model. In addition to the total purchase consideration above, the Company has compensation agreements with key DocSend personnel consisting of $30.6 million in cash payments subject to ongoing employee service. The related expenses were recognized within sales and marketing and research and development expenses over the required service period of approximately three years. The payments began in the first quarter of 2022, with $10.2 million paid during the year ended December 31, 2022. The remaining balance of $20.4 million was paid during the year end ed December 31, 2023. The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. Assets acquired: Cash and cash equivalents $ 5.1 Acquisition-related intangible assets 20.6 Accounts receivable, prepaid and other assets 6.1 Total assets acquired $ 31.8 Liabilities assumed: Accounts payable, accrued and other liabilities $ 6.4 Deferred revenue 1.9 Deferred tax liability 1.9 Total liabilities assumed 10.2 Net assets acquired, excluding goodwill 21.6 Total purchase consideration 131.8 Goodwill (2) $ 110.2 (2) The goodwill recognized was primarily attributable to the opportunity to expand the user base of the Company's platform. The goodwill is not deductible for U.S. federal income tax purposes. The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives are as follows: Estimated fair values Estimated weighted average useful lives Developed technology $ 11.5 5.0 Customer relationships 8.1 5.0 Trade name 1.0 5.0 Total acquisition-related intangible assets $ 20.6 The fair values of the acquisition-related intangible assets were determined using the following methodologies: the multi-period excess earnings method for customer relationships, and the relief from royalty method for developed technology, and the trade name, respectively. The valuation model inputs required the application of significant judgment by management. The acquired intangible assets have a total weighted average amortization period of 5.0 years. One-time acquisition-related diligence costs of $1.2 million were expensed within general and administrative expenses as incurred during the year ended December 31, 2021. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets consisted of the following: As of December 31, As of December 31, Weighted- As of December 31, 2023 2022 2023 Developed technology $ 74.3 $ 74.3 3.5 Customer relationships 43.2 43.2 1.3 Patents 19.4 19.4 3.4 Software 8.9 8.9 0.0 Trademarks and trade names 5.8 5.8 1.6 Licenses 4.6 4.6 0.0 Assembled workforce in asset acquisitions 3.4 3.4 2.3 Other 1.3 1.1 1.8 Total intangibles 160.9 160.7 Accumulated amortization (102.8) (72.4) Intangible assets, net $ 58.1 $ 88.3 Amortization expense was $30.4 million, $16.3 million and $15.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. Expected future amortization expense for intangible assets as of December 31, 2023 is as follows: Intangible assets 2024 $ 25.1 2025 14.8 2026 10.4 2027 7.0 2028 0.2 Thereafter 0.6 Total $ 58.1 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The changes in the carrying amounts of goodwill were as follows: Balance at December 31, 2022 $ 403.3 FormSwift acquisition purchase price adjustments (0.2) Effect of foreign currency translation (0.9) Balance at December 31, 2023 $ 402.2 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving credit facility In February 2018, the Company entered into an amendment to the revolving credit facility to, among other things, permit the Company to make certain investments, enter into an unsecured standby letter of credit facility and increase its standby letter of credit sublimit to $187.5 million. The Company increased its borrowing capacity under the revolving credit facility from $600.0 million to $725.0 million. In February 2021, the Company amended the revolving credit facility to decrease its borrowing capacity under the revolving credit facility from $725.0 million to $500.0 million, the letter of credit sublimit from $187.5 million to $65.0 million and extended the term of the agreement through February 2026. The Company may from time-to-time request increases in its borrowing capacity under the revolving credit facility of up to $250.0 million, provided no event of default has occurred or is continuing or would result from such increase. In conjunction with the February 2021 amendment, the Company paid upfront issuance fees of $1.7 million, which are being amortized over the remaining term of the agreement, and wrote-off $0.2 million in unamortized deferred debt issuance costs. In March 2023, the Company amended the revolving credit facility to update its borrowing benchmark from LIBOR to SOFR, with a fixed credit spread adjustment of 0.10%. In conjunction with the March 2023 amendment, the Company incurred upfront issuance fees of $0.1 million, which are being amortized over the remaining term of the agreement. Pursuant to the terms of the revolving credit facility, the Company may issue letters of credit under the revolving credit facility, which reduce the total amount available for borrowing. Pursuant to the terms of the revolving credit facility, the Company is required to pay an annual commitment fee that accrues at a rate of 0.20% per annum on the unused portion of the borrowing commitments under the revolving credit facility. In addition, the Company is required to pay a fee in connection with letters of credit issued under the revolving credit facility, which accrues at a rate of 1.375% per annum on the amount of such letters of credit outstanding. There is an additional fronting fee of 0.125% per annum multiplied by the average aggregate daily maximum amount available under all letters of credit. Borrowings under the revolving credit facility bear interest, at the Company’s option, at an annual rate based on credit spread adjusted SOFR plus a spread of 1.375% or at an alternative base rate plus a spread of 0.375%. The revolving credit facility contains customary conditions to borrowing, events of default and covenants, including covenants that restrict the Company’s ability to incur indebtedness, grant liens, make distributions to holders of the Company or its subsidiaries’ equity interests, make investments, or engage in transactions with its affiliates. In addition, the revolving credit facility contains financial covenants, including a consolidated leverage ratio incurrence covenant and a minimum liquidity balance of $100.0 million, which includes any available borrowing capacity. The Company was in compliance with the covenants of the revolving credit facility as of December 31, 2023 and 2022, respectively. The Company had an aggregate of $31.7 million of letters of credit outstanding under the revolving credit facility as of December 31, 2023, and the Company’s total available borrowing capacity under the revolving credit facility was $468.3 million as of December 31, 2023. The Company’s letters of credit have final expiration dates through 2036. Convertible senior notes During the first quarter of 2021, the Company issued $695.8 million aggregate principal amount of the 2026 Notes. Additionally, during the first quarter of 2021, the Company issued $693.3 million aggregate principal amount of the 2028 Notes. The Notes were issued in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. The net proceeds from the sale of the Notes were approximately $1.4 billion after deducting offering and issuance costs related to the Notes. The Notes of each series do not bear regular interest. The Notes of each series may bear special interest as the remedy relating to the Company’s failure to comply with certain of its reporting obligations. The Company has complied with these reporting obligations from the issuance date through December 31, 2023. The 2026 Notes will mature on March 1, 2026, and the 2028 Notes will mature on March 1, 2028, in each case, unless earlier converted, redeemed or repurchased. The initial conversion rate for the 2026 Notes is 26.1458 shares of the Company’s Class A common stock per $1,000 principal amount of such Note, which is equivalent to an initial conversion price of approximately $38.25 per share. The initial conversion rate for the 2028 Notes is 28.2889 shares of Class A common stock per $1,000 principal amount of such Notes, which is equivalent to an initial conversion price of approximately $35.35 per share. The conversion rate for each series of Notes will be subject to adjustment upon the occurrence of certain specified events but will not be adjusted for accrued and unpaid special interest. In addition, upon the occurrence of a make-whole fundamental change (as defined in the relevant indentures governing the Notes) or a notice of redemption, the Company will, in certain circumstances, increase the conversion rate of the relevant series of Notes by a number of additional shares for a holder that elects to convert all or a portion of its Notes of such series in connection with such make-whole fundamental change or who elects to convert such Notes that are subject to such notice of redemption. The conversion rate for the 2026 Notes and the 2028 Notes shall not exceed 43.1406 shares per $1,000 principal amount of such Notes, subject to certain customary anti-dilution adjustments (as defined in the relevant indentures governing the Notes). There have been no changes to the initial conversion price of the Notes since issuance as of December 31, 2023. Upon conversion, the principal portion of the Notes of the applicable series being converted will be settled in cash, and any amount in excess of the principal portion of such Notes will be settled in cash or shares of the Company’s Class A common stock or any combination thereof at the Company’s option. The if-converted value of the 2026 Notes and the 2028 Notes was below the principal value of the respective Notes as of December 31, 2023. In addition, during the year ended December 31, 2023 the conditions allowing holders of the Notes to convert during the following fiscal quarter were not met. Prior to the close of business on the business day immediately preceding December 1, 2025, in the case of the 2026 Notes, and prior to the close of business on the business day immediately preceding December 1, 2027, in the case of the 2028 Notes, the Notes of the applicable series will be convertible only under the following circumstances: (1) during any calendar quarter commencing after June 30, 2021 (and only during such calendar quarter), if the last reported sale price of the Class A common stock for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price for the relevant series of Notes on each applicable trading day; (2) during the five business day period after any five consecutive trading day period in which, for each trading day of that period, the trading price per $1,000 principal amount of 2026 Notes or 2028 Notes, as applicable, for such trading day was less than 98% of the product of the last reported sale price of the Class A common stock and the conversion rate for such series of Notes on each such trading day; (3) if the Company calls any or all of the Notes for redemption, such Notes of the applicable series called for redemption may be converted at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate transactions. On or after December 1, 2025, in the case of the 2026 Notes, and on or after December 1, 2027, in the case of the 2028 Notes, until the close of business on the second scheduled trading day immediately preceding the relevant maturity date, holders of the relevant series of Notes may convert all or a portion of their Notes of such series regardless of the foregoing conditions. The Company may redeem for cash all or any part of the Notes, at its option, on or after March 6, 2024, in the case of the 2026 Notes, and on or after March 6, 2025, in the case of the 2028 Notes, if the last reported sale price of its Class A common stock has been at least 130% of the conversion price for the relevant series of Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the series of Notes to be redeemed, plus any accrued and unpaid special interest to, but excluding, the redemption date. No sinking fund is provided for the Notes. Upon the occurrence of a fundamental change (as defined in the relevant indentures governing the Notes) prior to the relevant maturity date, holders of the relevant series of Notes may require the Company to repurchase all or a portion of the Notes of such series for cash at a price equal to 100% of the principal amount of the series of Notes to be repurchased, plus any accrued and unpaid special interest to, but excluding, the fundamental change repurchase date. Additionally, and upon events of default (as defined in the relevant indentures governing the Notes), the maturity of the Notes may be accelerated. The Notes are the Company’s general unsecured obligations and will rank senior in right of payment to any existing and future indebtedness that is contractually subordinated to the Notes; rank equal in right of payment with the Company’s existing and future senior unsecured indebtedness that is not so subordinated; effectively rank junior in right of payment to any of the Company’s existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness; and be structurally subordinated to all indebtedness and other liabilities (including trade payables) of subsidiaries of the Company. In accounting for the Notes, issuance costs of $11.0 million and $11.0 million for the 2026 Notes and the 2028 Notes were deducted from the carrying value of the Notes in the consolidated balance sheet. Issuance costs will be recognized as interest expense over the five-year term and seven-year term for the 2026 Notes and the 2028 Notes, respectively. The following is a summary of the Notes as of December 31, 2023 and 2022. 2026 Notes 2028 Notes Total December 31, 2023 Principal balance $ 695.8 $ 693.3 $ 1,389.1 Unamortized issuance costs (4.8) (6.5) (11.3) Carrying value, net $ 691.0 $ 686.8 $ 1,377.8 December 31, 2022 Principal balance $ 695.8 $ 693.3 $ 1,389.1 Unamortized issuance costs (7.0) (8.1) (15.1) Carrying value, net $ 688.8 $ 685.2 $ 1,374.0 During the years ended December 31, 2023 and 2022, the Company recognized $2.2 million and $2.1 million in interest expense for the 2026 Notes and $1.6 million and $1.6 million in interest expense for the 2028 Notes, respectively, with such interest expense solely consisting of amortization of issuance costs. The effective interest rate for the 2026 Notes and the 2028 Notes was 0.32% and 0.22%, respectively, as of December 31, 2023. Maturities on the Company's long-term convertible debt are as follows: Convertible Debt 2024 $ — 2025 — 2026 695.8 2027 — 2028 693.3 Thereafter — Total $ 1,389.1 Convertible Note Hedges and Warrants Concurrent with the offering of the Notes, the Company entered into convertible note hedge transactions with certain counterparties whereby the Company had the option to purchase a total of approximately 18.2 million shares for note hedges expiring in March 2026 (the “2026 Note Hedges”) and 19.6 million shares for note hedges expiring in March 2028 (the “2028 Note Hedges”, together with the 2026 Note Hedges, the “Note Hedges”), respectively, of its common stock at a price of approximately $38.25 and $35.35 per share, respectively. The aggregate cost of the convertible note hedge transactions was $265.3 million. The Note Hedges, or a portion thereof, are exercisable upon conversion of the Notes and the satisfaction of certain conditions set forth in the Note Hedges. Additionally, the Note Hedges may be terminated and early settled upon the occurrence of certain events, including certain merger events, events of default, and upon a fundamental change (as defined in the relevant indentures for the Notes). The Note Hedges are settleable in cash, shares or a combination of cash and shares, at the option of the Company, and the settlement alternative will be the same as the settlement alternative of the conversion spread for the respective Notes. The convertible note hedge transactions are expected generally to reduce the potential dilution to the Class A common stock upon conversion of the relevant series of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of such converted Notes, as the case may be, in the event that the market price per share of the Class A common stock, as measured under the terms of the convertible note hedge transactions, is greater than the applicable strike price of those convertible note hedge transactions. As of December 31, 2023, the Company’s stock price was below the exercise price of the respective Note Hedges. In addition, the Company sold warrants to certain counterparties whereby the holders of the warrants had the option to purchase a total of approximately 18.1 million shares underlying warrants expiring in 2026 (the “2026 Warrants”) and 20.1 million shares underlying warrants expiring in 2028 (the “2028 Warrants”, together with the 2026 Warrants, the “Warrants”), respectively, of the Company’s Class A common stock at an initial strike price of $46.36 and $46.36 per share, respectively. The Company received aggregate cash proceeds of $202.9 million from the sale of these Warrants. If the market price per share of the Company’s Class A common stock, as measured under the terms of the Warrants, exceeds the strike price of the Warrants, the Warrants could have a dilutive effect, unless the Company elects, subject to certain conditions, to settle the Warrants in cash. The Warrants are only exercisable on the applicable expiration dates in accordance with the terms of the Warrants. Subject to the other terms of the Warrants, the first expiration date applicable to the 2026 Warrants and to the 2028 Warrants is June 1, 2026, and June 1, 2028, respectively, and the final expiration date applicable to the 2026 Warrants and 2028 Warrants is August 10, 2026 and August 10, 2028, respectively. As of December 31, 2023, the Company’s Class A common stock price was below the exercise price of the Warrants. Taken together, the purchase of the Note Hedges and the sale of the Warrants are intended to reduce potential dilution from the conversion of the 2026 Notes and the 2028 Notes, and to effectively increase the overall conversion price from $38.25 per share to $46.36 per share and from $35.35 per share to $46.36 for the 2026 Notes and the 2028 Notes, respectively. The Note Hedges and the Warrants are equity-classified instruments as a result of being indexed to the Company’s Class A common stock and meeting certain equity classification criteria, and the instruments will not be remeasured in subsequent periods as long as the instruments continue to meet these accounting criteria. The premium paid for the Note Hedges has been included as a net reduction to additional paid-in capital within stockholders’ (deficit) equity and the premium received for the Warrants has been included as a net increase to additional paid-in capital within stockholders' (deficit) equity. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for corporate offices and datacenters, and finance leases for infrastructure and office equipment. The Company’s leases have remaining lease terms of under 1 year to 13 years, some of which include options to extend the leases for up to 5 years. The Company also has subleases for several floors of its former corporate offices. The Company classifies its subleases as operating leases. The subleases have remaining lease terms of 1 year to 10 years, some of which include options to extend the sublease for up to approximately 4 years. Sublease income, which is recorded as a reduction of rental expense, was $15.3 million and $20.1 million during the years ended December 31, 2023 and 2022, respectively. The components of lease cost were as follows: Year Ended 2023 2022 Operating lease cost (1) $ 71.6 $ 91.7 Finance lease cost: Amortization of assets under finance lease 111.7 111.4 Interest 10.5 7.5 Total finance lease cost $ 122.2 $ 118.9 (1) Is presented gross of sublease income and includes short-term leases, which are immaterial. Other information related to leases was as follows: Year Ended 2023 2022 Supplemental Cash Flow Information: Cash paid for amounts included in the measurement of lease liabilities: Payments for operating leases included in cash from operating activities $ 91.4 $ 104.7 Payments for finance leases included in cash from operating activities 10.5 7.5 Payments for finance leases included in cash from financing activities 126.6 127.5 Assets obtained in exchange for lease obligations: Operating leases 34.3 33.0 Finance leases $ 144.7 $ 105.8 As of December 31, 2023 2022 Weighted Average Remaining Lease Term (in years) Operating leases 8.6 9.9 Finance leases 2.7 2.6 Weighted Average Discount Rate Operating leases 3.7 % 4.1 % Finance leases 4.4 % 3.4 % Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Consists of future non-cancelable minimum rental payments under operating leases for the Company’s corporate offices and datacenters where the Company has possession, excluding rent payments for short-term lease obligations, payments from the Company’s subtenants and variable operating expenses. Future non-cancelable rent payments from the Company's subtenants as of December 31, 2023 were as follows: Operating leases 2024 $ 17.4 2025 12.4 2026 8.2 2027 7.9 2028 7.7 Thereafter 18.9 Total future sublease rent payments, net $ 72.5 In 2017, the Company signed a 15 year lease agreement for office space in San Francisco, California, to serve as its corporate headquarters which commenced in 2018. The Company's obligations under the lease are supported by a $17.5 million letter of credit, which reduced the Company's borrowing capacity under the revolving credit facility. As of December 31, 2023, the Company's remaining minimum obligation under the lease for its headquarters was $196.2 million, which excludes $228.3 million of future payments allocated to non-lease components. In the fourth quarter of 2020, the Company announced a Virtual First work model pursuant to which remote work has become the primary experience for all of its employees. As part of the Virtual First strategy, the Company retained a portion of its office space to be used for the Company’s team collaboration use and a portion was marketed for sublease. In connection with these changes, the Company evaluated certain of its right-of-use assets and other lease related assets including leasehold improvements, furniture and fixtures, and computer equipment for impairment under ASC 360. As part of this analysis, the Company reassessed its real estate asset groups and estimated the fair value of the office space to be subleased using current market conditions. Where the carrying value of the individual asset groups exceeded their fair value, an impairment charge was recognized for the difference. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, for right-of-use and other lease related assets. In the fourth quarter of 2023, the Company executed an amendment to the lease ("the lease amendment") for its San Francisco, California corporate headquarters, whereby the Company will surrender to the landlord approximately 165,000 square feet of office space and pay an aggregate of $79.0 million in termination payments. The surrendering of space and payment of termination fees will occur in three tranches: approximately 52,000 square feet and $28.1 million paid in October 2023 upon the execution of the lease amendment, 54,000 square feet and $14.9 million paid in June 2024, and the remaining 59,000 feet and $36.0 million paid in January 2025. As a result of the lease amendment, the Company remeasured its related lease liability and right-of-use asset using its estimated incremental borrowing rate as of the modification date and using a relative standalone price reallocation of total contract consideration between the lease and non-lease components of the contract. The non-lease components include common area maintenance costs, which are significant in relation to the overall agreement. The determination of the standalone price of the lease and non-lease components involved judgment and was based on assumptions including future market rent rates, free rent periods and anticipated increases to common area maintenance costs. As a result of the lease amendment, the Company recognized a one-time gain of $158.8 million in the fourth quarter of 2023 from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset (which was previously impaired), partially offset by an increase in the liability for unrecoverable common area maintenance costs. The gain is recorded within net (gain) loss on real estate assets in the consolidated statement of operations. Following the execution of the lease amendment, the Company's remaining lease liability associated with its corporate headquarters lease was $149.8 million as of the year ended December 31, 2023. The liability for unrecoverable common area maintenance costs totaled $70.2 million and $70.0 million as of December 31, 2023 and 2022, respectively. The liability increased $18.9 million in the fourth quarter of 2023 as a result of the lease amendment, offset by payments in the same period. The liability for unrecoverable common area maintenance costs is recorded within accrued and other current liabilities and other liabilities. As of December 31, 2023, the Company has $14.0 million in commitments for an operating lease that has not yet commenced, and therefore is not included in the right-of-use asset or operating lease liability. This operating lease commenced in January 2024 with a lease term of 4.5 years. |
Leases | Leases The Company has operating leases for corporate offices and datacenters, and finance leases for infrastructure and office equipment. The Company’s leases have remaining lease terms of under 1 year to 13 years, some of which include options to extend the leases for up to 5 years. The Company also has subleases for several floors of its former corporate offices. The Company classifies its subleases as operating leases. The subleases have remaining lease terms of 1 year to 10 years, some of which include options to extend the sublease for up to approximately 4 years. Sublease income, which is recorded as a reduction of rental expense, was $15.3 million and $20.1 million during the years ended December 31, 2023 and 2022, respectively. The components of lease cost were as follows: Year Ended 2023 2022 Operating lease cost (1) $ 71.6 $ 91.7 Finance lease cost: Amortization of assets under finance lease 111.7 111.4 Interest 10.5 7.5 Total finance lease cost $ 122.2 $ 118.9 (1) Is presented gross of sublease income and includes short-term leases, which are immaterial. Other information related to leases was as follows: Year Ended 2023 2022 Supplemental Cash Flow Information: Cash paid for amounts included in the measurement of lease liabilities: Payments for operating leases included in cash from operating activities $ 91.4 $ 104.7 Payments for finance leases included in cash from operating activities 10.5 7.5 Payments for finance leases included in cash from financing activities 126.6 127.5 Assets obtained in exchange for lease obligations: Operating leases 34.3 33.0 Finance leases $ 144.7 $ 105.8 As of December 31, 2023 2022 Weighted Average Remaining Lease Term (in years) Operating leases 8.6 9.9 Finance leases 2.7 2.6 Weighted Average Discount Rate Operating leases 3.7 % 4.1 % Finance leases 4.4 % 3.4 % Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Consists of future non-cancelable minimum rental payments under operating leases for the Company’s corporate offices and datacenters where the Company has possession, excluding rent payments for short-term lease obligations, payments from the Company’s subtenants and variable operating expenses. Future non-cancelable rent payments from the Company's subtenants as of December 31, 2023 were as follows: Operating leases 2024 $ 17.4 2025 12.4 2026 8.2 2027 7.9 2028 7.7 Thereafter 18.9 Total future sublease rent payments, net $ 72.5 In 2017, the Company signed a 15 year lease agreement for office space in San Francisco, California, to serve as its corporate headquarters which commenced in 2018. The Company's obligations under the lease are supported by a $17.5 million letter of credit, which reduced the Company's borrowing capacity under the revolving credit facility. As of December 31, 2023, the Company's remaining minimum obligation under the lease for its headquarters was $196.2 million, which excludes $228.3 million of future payments allocated to non-lease components. In the fourth quarter of 2020, the Company announced a Virtual First work model pursuant to which remote work has become the primary experience for all of its employees. As part of the Virtual First strategy, the Company retained a portion of its office space to be used for the Company’s team collaboration use and a portion was marketed for sublease. In connection with these changes, the Company evaluated certain of its right-of-use assets and other lease related assets including leasehold improvements, furniture and fixtures, and computer equipment for impairment under ASC 360. As part of this analysis, the Company reassessed its real estate asset groups and estimated the fair value of the office space to be subleased using current market conditions. Where the carrying value of the individual asset groups exceeded their fair value, an impairment charge was recognized for the difference. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, for right-of-use and other lease related assets. In the fourth quarter of 2023, the Company executed an amendment to the lease ("the lease amendment") for its San Francisco, California corporate headquarters, whereby the Company will surrender to the landlord approximately 165,000 square feet of office space and pay an aggregate of $79.0 million in termination payments. The surrendering of space and payment of termination fees will occur in three tranches: approximately 52,000 square feet and $28.1 million paid in October 2023 upon the execution of the lease amendment, 54,000 square feet and $14.9 million paid in June 2024, and the remaining 59,000 feet and $36.0 million paid in January 2025. As a result of the lease amendment, the Company remeasured its related lease liability and right-of-use asset using its estimated incremental borrowing rate as of the modification date and using a relative standalone price reallocation of total contract consideration between the lease and non-lease components of the contract. The non-lease components include common area maintenance costs, which are significant in relation to the overall agreement. The determination of the standalone price of the lease and non-lease components involved judgment and was based on assumptions including future market rent rates, free rent periods and anticipated increases to common area maintenance costs. As a result of the lease amendment, the Company recognized a one-time gain of $158.8 million in the fourth quarter of 2023 from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset (which was previously impaired), partially offset by an increase in the liability for unrecoverable common area maintenance costs. The gain is recorded within net (gain) loss on real estate assets in the consolidated statement of operations. Following the execution of the lease amendment, the Company's remaining lease liability associated with its corporate headquarters lease was $149.8 million as of the year ended December 31, 2023. The liability for unrecoverable common area maintenance costs totaled $70.2 million and $70.0 million as of December 31, 2023 and 2022, respectively. The liability increased $18.9 million in the fourth quarter of 2023 as a result of the lease amendment, offset by payments in the same period. The liability for unrecoverable common area maintenance costs is recorded within accrued and other current liabilities and other liabilities. As of December 31, 2023, the Company has $14.0 million in commitments for an operating lease that has not yet commenced, and therefore is not included in the right-of-use asset or operating lease liability. This operating lease commenced in January 2024 with a lease term of 4.5 years. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Other commitments Other commitments include payments to third-party vendors for services related to the Company's infrastructure, infrastructure warranty contracts, and asset retirement obligations for office modifications. Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. Legal matters From time-to-time, the Company is a party to a variety of claims, lawsuits, investigations, inquiries, and proceedings which arise in the ordinary course of business, including claims of alleged infringement of intellectual property rights, regulatory matters, and commercial disputes. The Company records a liability when it believes that it is probable that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. In its opinion, resolution of pending matters is not likely to have a material adverse impact on its consolidated results of operations, cash flows, or its financial position. Given the unpredictable nature of legal proceedings, the Company bases its estimate on the information available at the time of the assessment. As additional information becomes available, the Company reassesses the potential liability and may revise the estimate. Indemnification The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims. |
Accrued and Other Current Liabi
Accrued and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consisted of the following: As of December 31, 2023 2022 Non-income taxes payable $ 60.3 $ 76.4 Accrued legal and other external fees 28.8 25.5 Acquisition indemnification holdbacks (1) 16.9 — Other accrued and current liabilities 49.2 38.0 Total accrued and other current liabilities $ 155.2 $ 139.9 (1) Acquisition indemnification holdbacks were reclassified from other non-current liabilities as of December 31, 2022 to accrued and other current liabilities as of December 31, 2023 on the consolidated balance sheets. |
Stockholders_ (Deficit) Equity
Stockholders’ (Deficit) Equity | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders’ (Deficit) Equity | Stockholders’ (Deficit) Equity Common stock The Company’s amended and restated certificate of incorporation authorizes the issuance of Class A common stock, Class B common stock, and Class C common stock. Holders of Class A common stock, Class B common stock, and Class C common stock are entitled to dividends on a pro rata basis, when, as, and if declared by the Company’s Board of Directors, subject to the rights of the holders of the Company’s preferred stock. Holders of Class A common stock are entitled to one vote per share, holders of Class B common stock are entitled to 10 votes per share, and holders of Class C common stock are entitled to zero votes per share. As of December 31, 2023, the Company had authorized 2,400.0 million shares of Class A common stock, 475.0 million shares of Class B common stock, and 800.0 million shares of Class C common stock, each at par value of $0.00001. Holders of Class B common stock voluntarily converted 1.5 million and 0.6 million shares into an equivalent number of shares of Class A common stock during the years ended December 31, 2023 and 2022, respectively. As of December 31, 2023, 256.0 million shares of Class A common stock, 80.7 million shares of Class B common stock, and no shares of Class C common stock were issued and outstanding. As of December 31, 2022, 267.2 million shares of Class A common stock, 82.2 million shares of Class B common stock, and no shares of Class C common stock were issued and outstanding. Class A shares issued and outstanding as of December 31, 2023 and 2022 exclude unvested restricted stock awards granted to certain executives. Class A shares issued and outstanding also exclude 8.3 million unvested restricted stock awards granted to one of the Company's co-founders as of December 31, 2023 and 2022, resp ectively. See "Co-Founder Grant" section below for further details. Preferred stock The Company's Board of Directors will have the authority, without further action by the Company's stockholders, to issue up to 240.0 million shares of undesignated preferred stock with rights and preferences, including voting rights, designated from time-to-time by the Board of Directors. Stock repurchase program In February 2022, the Board of Directors authorized the Company to repurchase up to $1.2 billion of the Company's outstanding shares of Class A common stock. In July 2023 the Board of Directors further authorized the repurchase of up to an additional $1.2 billion of the outstanding shares of our Class A common stock. Share repurchases will be made from time-to-time in private transactions or open market purchases, as permitted by securities laws and other legal requirements and will be subject to a review of the circumstances in place at that time, including prevailing market prices. The program does not obligate the Company to repurchase any specific number of shares and may be discontinued at any time. During the year ended December 31, 2023, the Company repurchased and subsequently retired 22.7 million shares of its Class A common stock for an aggregate amount of $542.8 million . Included in the cost of treasury stock acquired pursuant to common share repurchases is the 1% excise tax imposed as part of the Inflation Reduction Act. During the year ended December 31, 2022, the Company repurchased and subsequently retired 35.6 million shares of its Class A common stock, for an aggregate amount of $795.4 million . Equity incentive plans Under the 2018 Plan, the Company may grant stock-based awards to purchase or directly issue shares of common stock to employees, directors, and consultants. Options are granted at a price per share equal to the fair market value of the Company's common stock at the date of grant. Options granted are exercisable over a maximum term of 10 years from the date of grant and generally vest over a period of four years. RSUs and RSAs are also granted under the 2018 Plan. The 2018 Plan will terminate 10 years after the later of (i) its adoption or (ii) the most recent stockholder-approved increase in the number of shares reserved under the 2018 Plan, unless terminated earlier by the Company's Board of Directors. The 2018 Plan was adopted on March 22, 2018. In connection with the acquisition of DocSend, the Company assumed unvested stock options and an immaterial number of unvested RSUs that had been granted under DocSend's 2013 Stock Plan and DocSend's 2015 Stock Option and Grant Plan. As of December 31, 2023, there were 30.6 million stock-based awards issued and outstanding and 110.0 million shares available for issuance under the Dropbox Equity Incentive Plans, Dropbox Sign's 2011 Equity Incentive Plan, DocSend's 2013 Stock Plan and DocSend's 2015 Stock Option and Grant Plan (collectively, the "Plans"). Stock option and restricted stock activity for the Plans was as follows for the years ended December 31, 2023 and 2022: Options outstanding Restricted stock Number of Number of Weighted- Weighted- Aggregate intrinsic value Number of Weighted- Balance as of December 31, 2021 95.2 0.9 $ 12.09 5.4 $ 10.0 27.8 $ 24.17 Additional shares authorized 18.8 — — — — — — Options exercised and restricted stock units and awards released — (0.1) 3.00 — — (14.3) 23.37 Options and restricted stock units and awards canceled 6.6 (0.4) 18.53 — — (6.5) 23.72 Shares withheld related to net share settlement of restricted stock units and awards 5.1 — — — — — 23.40 Options and restricted stock units and awards granted (27.8) — $ — — $ — 27.8 $ 22.68 Balance at December 31, 2022 97.9 0.4 $ 11.30 4.5 $ 4.5 34.8 $ 23.40 Additional shares authorized 17.5 — — — — — — Options exercised and restricted stock units and awards released — (0.2) 10.27 — — (15.1) 22.77 Options and restricted stock units and awards canceled / expired 11.5 — — — — (11.5) 23.46 Shares withheld related to net share settlement of restricted stock units and awards 5.3 — — — — — — Options and restricted stock units and awards granted (22.2) — — — — 22.2 22.65 Balance as of December 31, 2023 110.0 0.2 $ 13.54 3.9 $ 2.2 30.4 $ 23.16 Vested at December 31, 2023 0.2 $ 13.54 3.9 $ 2.2 — $ — Unvested at December 31, 2023 — $ — — $ — 30.4 $ 23.16 The following table summarizes information about the pre-tax intrinsic value of options exercised during the years ended December 31, 2023 and 2022: Year Ended 2023 2022 Intrinsic value of options exercised $ 3.3 $ 2.9 As of December 31, 2023, unamortized stock-based compensation related to unvested stock options, restricted stock awards (excluding the Co-Founder Grant), and RSUs was $684.6 millio n. The weighted-average period over which such compensation expense will be recognized if the requisite service is provided is approximately 2.6 years as of December 31, 2023. Co-Founder Grant In December 2017, the Board of Directors approved the Company's Co-Founder Grant, consisting of 10.3 million shares of Class A common stock in the form of RSAs which were granted to Drew Houston, the Company’s co-founder and Chief Executive Officer. This Co-Founder Grant has service-based, market-based, and performance-based vesting conditions. The Co-Founder Grant is excluded from Class A common stock issued and outstanding until the satisfaction of these vesting conditions. The Co-Founder Grant also provides the holder with certain stockholder rights, such as the right to vote the shares with the other holders of Class A common stock and a right to cumulative declared dividends. The Co-Founder Grant is eligible to vest over the ten-year period following the date the Company’s shares of Class A common stock commenced trading on the Nasdaq Global Select Market in connection with the Company’s IPO. The Co-Founder Grant is comprised of nine tranches that are eligible to vest based on the achievement of stock price goals, each of which are referred to as a Stock Price Target, measured over a consecutive thirty-day trading period during the Performance Period. The Performance Period began on January 1, 2019. During the first four years of the Performance Period, no more than 20% of the shares subject to the Co-Founder Grant would be eligible to vest in any calendar year. After the first four years, all shares are eligible to vest based on the achievement of the Stock Price Targets. The first tranche of the Co-Founder Grant, or 2.1 million shares of Class A common stock, vested in the fourth quarter of 2021. The stock-based compensation expense for Mr. Houston's Co-Founder Grant is recognized utilizing the accelerated attribution method over the requisite service period identified as the derived service period over which the market conditions are expected to be achieved, and is not reversed if the market conditions are not satisfied. Therefore, no incremental stock-based compensation was recognized upon vesting of these RSAs. The Company recognized stock-based compensation expense related to the Co-Founder Grant of $9.4 million and $11.7 million during the years ended December 31, 2023 and 2022, respectively. As of December 31, 2023, unamortized stock-based compensation expense related to the Co-Founder Grant was $2.4 million. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share The Company computes net income per share using the two-class method required for multiple classes of common stock and participating securities. The rights, including the liquidation and dividend rights, of the Class A common stock and Class B common stock are substantially identical, other than voting rights. Accordingly, the Class A common stock and Class B common stock share equally in the Company’s net income and losses. Basic net income per share is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of the Class A and Class B common stock outstanding. Diluted net income per share is computed by dividing net income attributable to common stockholders by the weighted-average number of diluted common shares outstanding. The computation of the diluted net income per share of Class A common stock assumes the conversion of the Company's Class B common stock to Class A common stock, while the diluted net income per share of Class B common stock does not assume the conversion of those shares to Class A common stock. The dilutive effect of potentially dilutive common shares is reflected in diluted earnings per share by application of the if-converted method for the 2026 Notes and the 2028 Notes, and by application of the treasury stock method for the Company's other potentially dilutive securities. The numerators and denominators of the basic and diluted EPS computations for the Company's common stock are calculated as follows (in millions, except for per share amounts): Year Ended 2023 2022 2021 Class A Class B Class A Class B Class A Class B Basic net income per share: Numerator Net income attributable to common stockholders $ 345.7 $ 107.9 $ 426.8 $ 126.4 $ 263.9 $ 71.9 Denominator Weighted-average number of common shares outstanding used in computing basic net income per share 260.1 81.1 278.6 82.6 304.9 83.1 Net income per common share, basic $ 1.33 $ 1.33 $ 1.53 $ 1.53 $ 0.87 $ 0.87 Diluted net income per share: Numerator Net income attributable to common stockholders $ 345.7 $ 107.9 $ 426.8 $ 126.4 $ 263.9 $ 71.9 Reallocation of net income as a result of conversion of Class B to Class A common stock 107.9 — 126.4 — 71.9 — Reallocation of net income to Class B common stock — (1.4) — (0.7) — (1.3) Net income attributable to common stockholders for diluted EPS $ 453.6 $ 106.5 $ 553.2 $ 125.7 $ 335.8 $ 70.6 Denominator Weighted-average number of common shares outstanding used in computing basic net income per share 260.1 81.1 278.6 82.6 304.9 83.1 Weighted-average effect of dilutive restricted stock units and awards and employee stock options 4.4 — 2.1 — 7.8 0.1 Conversion of Class B to Class A common stock 81.1 — 82.6 — 83.1 — Weighted-average number of common shares outstanding used in computing diluted net income per share 345.6 81.1 363.3 82.6 395.8 83.2 Net income per common share, diluted $ 1.31 $ 1.31 $ 1.52 $ 1.52 $ 0.85 $ 0.85 The weighted-average impact of potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive was as follows: Year Ended 2023 2022 2021 Restricted stock units and awards 6.9 20.4 2.4 Options to purchase shares of common stock — 0.3 0.1 Co-Founder Grant 8.3 8.3 9.3 Convertible Senior Notes 37.8 37.8 31.9 Warrants 37.8 37.8 31.9 Total 90.8 104.6 75.6 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the years ended December 31, 2023, 2022, and 2021, the Company’s income from continuing operations before provision for income taxes was as follows: Year Ended 2023 2022 2021 Domestic $ 385.8 $ 37.8 $ 185.3 Foreign 168.6 154.9 114.0 Income before income taxes $ 554.4 $ 192.7 $ 299.3 The components of the (provision for) benefit from income taxes in the years ended December 31, 2023, 2022, and 2021, were as follows: Year Ended 2023 2022 2021 Current: Federal $ (37.6) $ (13.2) $ (0.4) State (14.6) (15.3) (0.7) Foreign (10.7) (7.5) (2.5) Deferred: Federal (23.0) 386.7 2.2 State 2.7 30.0 0.4 Foreign (17.6) (20.2) 37.5 (Provision for) benefit from income taxes $ (100.8) $ 360.5 $ 36.5 A reconciliation of income taxes at the statutory federal income tax rate to the benefit from (provision for) income taxes included in the accompanying consolidated statements of operations is as follows: Year Ended 2023 2022 2021 Provision for income taxes at federal statutory rate $ (116.4) $ (40.5) $ (62.8) State taxes, net of federal benefit (14.6) (4.9) (5.5) Foreign rate differential (20.9) (34.0) 0.9 Research and other credits 60.9 45.3 38.1 Non-deductible compensation (7.4) (3.4) (6.2) Permanent differences (0.8) (1.8) (0.8) Change in valuation allowance (2.4) 409.9 51.4 Stock-based compensation 2.7 (4.3) 23.5 Other non-deductible items (1.9) (5.8) (2.1) (Provision for) benefit from income taxes $ (100.8) $ 360.5 $ 36.5 The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2023 and 2022 were as follows: As of December 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 18.9 $ 40.8 Research credit carryforwards 217.1 268.9 Stock-based compensation 24.8 24.1 Accruals and reserves 29.0 36.8 Lease liability 72.5 141.8 Convertible senior notes 37.1 47.5 Capitalized research expenditures 233.3 123.9 Other 0.2 0.6 Gross deferred tax assets 632.9 684.4 Valuation allowance (116.3) (111.6) Total deferred tax assets, net of valuation allowance 516.6 572.8 Deferred tax liabilities: Fixed assets and intangible assets 21.8 14.4 Right-of-use assets 31.4 59.5 Other 3.0 0.2 Total deferred tax liability 56.2 74.1 Net deferred tax assets $ 460.4 $ 498.7 The Company periodically evaluates the realizability of its net deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on the Company's ability to generate sufficient future taxable income during periods prior to the expiration of tax attributes to fully utilize these assets. As of December 31, 2023, the Company continues to maintain valuation allowances against its deferred tax assets in certain states and one foreign jurisdiction. As of December 31, 2023, the Company had $10.7 million of federal, $41.1 million of state, and $25.0 million of foreign net operating loss carryforwards available to reduce future taxable income. Of the federal net operating loss carryforwards, $5.7 million will begin to expire in 2032 and $5.0 million will carryforward indefinitely, while state net operating losses begin to expire in 2038. The foreign net operating loss carryforwards will carryforward indefinitely. As of December 31, 2023, the Company had research credit carryforwards of $203.0 million and $171.0 million for federal and state income tax purposes, respectively, of which $89.3 million and $44.8 million is the unrecognized tax benefit portion related to the research credit carryforwards for federal and state, respectively. The federal and state credit carryforwards will begin to expire in 2039 and 2032, respectively. As of December 31, 2023, the Company had $0.5 million of foreign tax credit carryforwards, which will carryforward indefinitely. The Company also had $3.1 million of state enterprise zone credit carryforwards, which will begin to expire in 2024. Under Section 382 and 383 of the Internal Revenue Code of 1986, as amended, or the Code, if a corporation undergoes an “ownership change,” the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change attributes, such as research tax credits, to offset its post-change income may be limited. In general, an “ownership change” will occur if there is a cumulative change in our ownership by “5-percent shareholders” that exceeds 50 percentage points over a rolling three-year period. Similar rules may apply under state tax laws. The Company has determined that it has experienced multiple ownership changes and, as a result, the annual utilization of its net operating loss carryforwards and other pre-change attributes will be subject to limitation. However, the Company does not expect that the annual limitations will significantly impact its ability to utilize its net operating loss or tax credit carryforwards prior to expiration. As of December 31, 2023, the balance of unrecognized tax benefits was $149.8 million of which $106.0 million, if recognized, would affect the effective tax rate and $43.8 million would result in adjustment to deferred tax assets with corresponding adjustments to the valuation allowance. A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows: Year Ended 2023 2022 2021 Balance of gross unrecognized tax benefits at the beginning of the fiscal year $ 127.2 $ 107.3 $ 91.4 Gross increases related to prior period tax positions 3.4 — — Gross decreases related to prior period tax positions (0.7) — (0.3) Gross increases related to current period tax positions 21.1 20.3 18.5 Reductions due to lapse in statute of limitations (1.2) (0.4) (1.5) Reductions due to settlements with taxing authorities — — (0.8) Balance of gross unrecognized tax benefits at the end of the fiscal year $ 149.8 $ 127.2 $ 107.3 The Company recognizes interest and/or penalties related to income tax matters as a component of income tax expense. As of December 31, 2023, the amount of accrued interest and penalties related to uncertain tax positions was $6.7 million. Interest and penalties recognized for the years ended December 31, 2023, 2022, and 2021 was $1.3 million, $1.7 million, and $0.4 million, respectively. It is reasonably possible that there could be changes to the amount of uncertain tax positions due to activities of the taxing authorities, settlement of audit issues, reassessment of existing uncertain tax positions, or the expiration of applicable statutes of limitations; however, the Company is not able to estimate the impact of these items at this time. The Company files income tax returns in the U.S. federal, multiple states, and foreign jurisdictions. All of the Company’s tax years from 2009 remain open for examination by the federal and state authorities, and from 2015 by foreign authorities. The Company generally does not provide deferred income taxes for the undistributed earnings of its foreign subsidiaries that the Company intends to reinvest indefinitely. Should circumstances change and it becomes apparent that some or all of the undistributed earnings will no longer be indefinitely reinvested, the Company will accrue for income taxes not previously recognized. As of December 31, 2023, there was no deferred tax liability on undistributed earnings, and the Company determined the amount of undistributed deferred tax liability to be immaterial. The Organization for Economic Cooperation and Development (“OECD”) and many countries have proposed to reallocate some portion of profits of large multinational companies with global revenues exceeding EUR20 billion to markets where sales arise (“Pillar One”), as well as enact a global minimum tax rate of at least 15% for multinationals with global revenue exceeding EUR750 million (“Pillar Two”), and many countries are considering or intend to adopt these proposals. In December 2022, the Council of the European Union (“EU”) formally adopted the EU Minimum Tax Directive, which would require member states to adopt Pillar Two into their domestic law. The directive requires the rules to initially become effective for fiscal years starting on or after December 31, 2023. Ireland and certain jurisdictions in which we operate have enacted legislation to implement Pillar Two. Other countries are actively considering changes to their tax laws to adopt certain parts of the OECD’s proposals. The enactment of Pillar Two legislation is not expected to have a material adverse effect on the Company's effective tax rate, financial position, results of operations, and cash flows. The Company will continue to monitor and reflect the impact of such legislative changes in future financial statements as appropriate. |
Geographic Areas
Geographic Areas | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Geographic Areas | Geographic Areas Long-lived assets The following table sets forth long-lived assets by geographic area: As of December 31, 2023 2022 United States $ 302.4 $ 300.2 International (1) 6.8 8.2 Total property and equipment, net $ 309.2 $ 308.4 (1) No single country other than the United States had a property and equipment balance greater than 10% of total property and equipment, net, as of December 31, 2023 and 2022. Revenue Revenue by geography is generally based on the address of the customer as defined in the Company’s subscription agreement. The following table sets forth revenue by geographic area for the years ended December 31, 2023, 2022 and 2021. Year Ended 2023 2022 2021 United States $ 1,419.4 $ 1,264.2 $ 1,130.0 International (1) 1,082.2 1,060.7 1,027.9 Total revenue $ 2,501.6 $ 2,324.9 $ 2,157.9 (1) No single country outside of the United States accounted for more than 10% of total revenue during the years ended December 31, 2023, 2022 and 2021 respectively. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income attributable to common stockholders | $ 453.6 | $ 553.2 | $ 335.8 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Dec. 31, 2023 shares | Dec. 31, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Andrew Houston [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On December 5, 2023, Andrew Houston, our Chief Executive Officer, adopted a Rule 10b5-1 trading arrangement in his individual capacity and as trustee on behalf of Andrew Houston Revocable Trust u/a/d 9/7/2011, providing for the sale from time to time of an aggregate of up to (i) 8,266,666 shares of our Class A common stock, all of which is subject to restricted stock awards that were granted to Mr. Houston pursuant to the Co-Founder Grant, and vest upon the satisfaction of a service condition and achievement of certain stock price goals, and (ii) 3,100,000 shares of our Class B common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until February 28, 2025, or earlier if all transactions under the trading arrangement are completed. | |
Name | Andrew Houston | |
Title | Chief Executive Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | December 5, 2023 | |
Arrangement Duration | 451 days | |
Andrew Houston Trading Arrangement, Class A Common Stock [Member] | Andrew Houston [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 8,266,666 | 8,266,666 |
Andrew Houston Trading Arrangement, Class B Common Stock [Member] | Andrew Houston [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 3,100,000 | 3,100,000 |
Description of the Business a_2
Description of the 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 | The accompanying consolidated financial statements have been prepared in accordance with the United States of America generally accepted accounting principles (“GAAP”). The accompanying consolidated financial statements include the accounts of Dropbox and its wholly owned subsidiaries |
Consolidation | All intercompany balances and transactions have been eliminated in consolidation. |
Reclassifications | Certain reclassifications have been made to prior year balances in order to conform to the current period presentation. For the year ended December 31, 2021, a gain related to the partial termination of the Company's lease for its San Francisco, California corporate headquarters was reclassified from "Other (loss) income, net" to "Net (gain) loss on real estate assets". These reclassifications had no impact on the previously reported net income or accumulated deficit. |
Use of estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the Company’s consolidated financial statements and accompanying notes. These estimates are based on information available as of the date of the consolidated financial statements. Management evaluates these estimates and assumptions on a regular basis. Actual results may differ materially from these estimates. The Company’s most significant estimates and judgments related to the remeasurement of its lease liability, valuation of right-of-use and related lease assets and income taxes. four |
Financial information about segments and geographic areas | The Company manages its operations and allocates resources as a single operating segment. Further, the Company manages, monitors, and reports its financials as a single reporting segment. The Company’s chief operating decision-maker is its Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance, and allocating resources. |
Foreign currency transactions | The assets and liabilities of the Company’s foreign subsidiaries are translated from their respective functional currencies into U.S. dollars at the exchange rates in effect at the balance sheet date. Revenue and expense amounts are translated at the average exchange rate for the period. Foreign currency translation gains and losses are recorded in other comprehensive income (loss), net of tax. |
Revenue recognition, Cost of revenue, and Deferred commissions, net | The Company derives its revenue from subscription fees from customers for access to its platform. The Company’s policy is to exclude sales and other indirect taxes when measuring the transaction price of its subscription agreements. The Company accounts for revenue contracts with customers through the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in the contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, the Company satisfies a performance obligation The Company’s subscription agreements are generally non-cancelable and have monthly or annual contractual terms with a small percentage having multi-year contractual terms. Revenue is recognized ratably over the related contractual term beginning on the date that the platform is made available to a customer. Access to the platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. The Company recognizes revenue ratably because the customer receives and consumes the benefits of the platform throughout the contract period. The Company bills in advance for monthly contracts and typically bills annually in advance for contracts with terms of one year or longer. The Company also recognizes an immaterial amount of contract assets, or unbilled receivables, primarily related to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The Company records contract liabilities when cash payments are received or due in advance of performance to deferred revenue. Deferred revenue primarily relates to the advance consideration received from the customer. The price of subscriptions is generally fixed at contract inception and therefore, the Company’s contracts do not contain a significant amount of variable consideration. As a result, the amount of revenue recognized in the periods presented from performance obligations satisfied (or partially satisfied) in previous periods was not material. Cost of revenue consists primarily of expenses associated with the storage, delivery, and distribution of the Company’s platform for both paying users and free users. These costs, which are referred to as infrastructure costs, include depreciation of servers located in co-location facilities that the Company leases and operates, rent and facilities expense for those datacenters, network and bandwidth costs, support and maintenance costs for infrastructure equipment, and payments to third-party datacenter service providers. Cost of revenue also includes salaries, bonuses, benefits, travel-related expenses, and stock-based compensation, which are referred to as employee-related costs, for employees whose primary responsibilities relate to supporting the Company’s infrastructure and delivering user support. Other non-employee costs included in cost of revenue include credit card fees related to processing customer transactions and allocated overhead, such as facilities, including rent, utilities, depreciation on leasehold improvements and other equipment shared by all departments, and shared information technology costs. In addition, cost of revenue includes amortization of developed technologies, professional fees related to user support initiatives, and property taxes related to the datacenters. |
Stock-based compensation | The Company has primarily granted restricted stock units (“RSUs”) to its employees and members of the Board of Directors under the 2008 Equity Incentive Plan (“2008 Plan”), the 2017 Equity Incentive Plan (“2017 Plan”), and the 2018 Equity Incentive Plan (“2018 Plan” and together with the 2008 Plan and 2017 Plan, the "Dropbox Equity Incentive Plans”). Since August 2015, the Company has granted RSUs, which have a service-based vesting condition over a four-year period vesting quarterly, as the only stock-based awards to its employees, with the exception of awards granted to its co-founder and certain executives, and has not granted any stock options to employees under the Dropbox Equity Incentive Plans. The Company recognizes compensation expense associated with RSUs on a straight-line basis over the requisite service period and accounts for forfeitures in the period in which they occur. The Board of Directors determines the fair value of each share of underlying common stock based on the closing price of the Company's Class A common stock as reported on the Nasdaq Global Select Market on the date of the grant. In December 2017, the Board of Directors approved the Company’s Co-Founder Grant, consisting of 10.3 million shares of Class A Common Stock in the form of RSAs which were granted to Drew Houston, the Company’s co-founder and Chief Executive Officer. This Co-Founder Grant has service-based, market-based, and performance-based vesting conditions. The Co-Founder Grant is excluded from Class A common stock issued and outstanding until the satisfaction of these vesting conditions. The Company estimated the grant date fair value of the Co-Founder Grant using a model based on multiple stock price paths developed through the use of a Monte Carlo simulation that incorporates into the valuation the possibility that certain stock price targets may not be satisfied. The first tranche of the Co-Founder Grant vested in the fourth quarter of 2021. The stock-based compensation expense for the Co-Founder Grant is recognized utilizing the accelerated attribution method over the requisite service period identified as the derived service period over which the market conditions are expected to be achieved, and is not reversed if the market conditions are not satisfied. Therefore, no incremental stock-based compensation was recognized upon vesting of these RSAs. See Note 12 "Stockholders' (Deficit) Equity" to our consolidated financial statements for further information. |
Advertising and promotional expense | Advertising and promotional expenses are primarily included in sales and marketing expenses within the consolidated statements of operations and are expensed when incurred. Advertising and promotional expenses were $131.7 million, $94.8 million, and $108.6 million during the years ended December 31, 2023, 2022, and 2021, respectively. |
Cash and cash equivalents | Cash consists primarily of cash on deposit with banks and includes amounts in transit from payment processors for credit and debit card transactions, which typically settle within five business days. Cash equivalents include highly liquid investments purchased with an original maturity date of 90 days or less from the date of purchase. The Company monitors its credit risk by considering factors such as historical experience, credit ratings, current economic conditions, and reasonable and supportable forecasts. |
Short-term investments | The Company’s short-term investments are primarily comprised of corporate notes and obligations, U.S. Treasury securities, certificates of deposit, asset-backed securities, commercial paper, U.S. agency obligations, foreign government securities, supranational securities, and municipal securities. The Company determines the appropriate classification of its short-term investments at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its short-term investments as available-for-sale securities as the Company may sell these securities at any time for use in its current operations or for other purposes, even prior to maturity. As a result, the Company classifies its short-term investments, including securities with stated maturities beyond twelve months, within current assets in the consolidated balance sheets. |
Concentrations of risk | Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents, accounts receivable, and short-term investments. Although the Company deposits its cash and cash equivalents with multiple well-established financial institutions, the deposits, at times, may exceed federally insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents and management believes that the institutions where the Company has deposits are financially stable and, accordingly, minimal credit risk exists. |
Trade and other receivables, net and Non-trade receivables | Trade and other receivables, net Trade and other receivables, net consists primarily of trade receivables that are recorded at the invoice amount, net of an allowance for expected credit losses. The allowance for expected credit losses is based on the Company’s assessment of the collectability of accounts receivable. The Company assesses collectability by reviewing accounts receivable on a collective basis where similar characteristics exist and on an individual basis when the Company identifies specific customers with known disputes or collectability issues. The Company regularly reviews the adequacy of the allowance for expected credit losses by considering the age of each outstanding invoice, the collection history of each customer, and other relevant factors, including contractual term and current and future economic conditions. The Company's allowance for expected credit losses was $1.1 million and $0.7 million as of December 31, 2023 and 2022, respectively. Non-trade receivables |
Property and equipment, net | Equipment is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of the related asset, which is generally three The following table presents the estimated useful lives of property and equipment: Property and equipment Useful life Buildings 20 to 30 years Datacenter and other computer equipment 3 to 5 years Office equipment and other 3 to 7 years Leasehold improvements Lesser of estimated useful life or remaining lease term |
Lease obligations | The Company leases office space, datacenters, and equipment under non-cancelable finance and operating leases with various expiration dates through 2036. The Company determines if an arrangement contains a lease at inception. Operating lease right-of-use assets and lease liabilities are recognized at the present value of the future lease payments at commencement date. The interest rate implicit in the Company’s operating leases is not readily determinable, and therefore an incremental borrowing rate is estimated to determine the present value of future payments. The estimated incremental borrowing rate factors in a hypothetical interest rate on a collateralized basis with similar terms, payments, and economic environments. Operating lease right-of-use assets also include any prepaid lease payments and lease incentives. Certain of the operating lease agreements contain rent concession, rent escalation, and option to renew provisions. Rent concession and rent escalation provisions are considered in determining the single lease cost to be recorded over the lease term. Single lease cost is recognized on a straight-line basis over the lease term commencing on the date the Company has the right to use the leased property. The lease terms may include options to extend or terminate the lease. The Company generally uses the base, non-cancelable, lease term when recognizing the lease assets and liabilities, unless it is reasonably certain that the option will be exercised. In addition, certain operating lease agreements contain tenant improvement allowances from its landlords. These allowances are accounted for as lease incentives and decrease the Company's right-of-use asset and reduce single lease cost over the lease term. As part of the Company's Virtual First strategy, Dropbox has retained a portion of its office space for in-person collaboration while the remainder will be subleased. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, related to real estate assets as a result of changes in the corporate real estate market which impacted the Company's subleasing strategy in conjunction with the Virtual First model. See Note 9 "Leases" to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further information. In the fourth quarter of 2023, the Company executed an amendment to partially terminate the lease ("the lease amendment") for its San Francisco, California corporate headquarters. As a result of the lease amendment, the Company recognized a one-time gain of $158.8 million in the fourth quarter of 2023 from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset (which was previously impaired), partially offset by an increase in the liability for unrecoverable common area maintenance costs. In the fourth quarter of 2021, the Company also executed an amendment to partially terminate its San Francisco, California corporate headquarters. As a result of the lease amendment, the Company recognized a one-time gain of $13.6 million from the corresponding remeasurement of the lease liability and adjustment of the right-of-use asset. The gains are recorded within net (gain) loss on real estate assets. See Note 9 "Leases" for further information. The Company leases certain equipment from various third parties, through equipment finance leases. These leases either include a bargain purchase option, a full transfer of ownership at the completion of the lease term, or the terms of the leases are at least 75 percent of the useful lives of the assets and are therefore classified as finance leases. These leases are capitalized in property and equipment, net and the related amortization of assets under finance leases is included in depreciation and amortization expense in the Company’s consolidated statements of operations. Initial asset values and finance lease obligations are based on the present value of future minimum lease payments. |
Internal use software | The Company capitalizes certain costs related to developed or modified software solely for its internal use and cloud-based applications used to deliver its platform. The Company capitalizes costs during the application development stage once the preliminary project stage is complete, management authorizes and commits to funding the project, and it is probable that the project will be completed and that the software will be used to perform the function intended. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Capitalized internal use software costs were not material to the Company’s consolidated financial statements during the years ended December 31, 2023, 2022 and 2021. |
Business combinations | The Company uses best estimates and assumptions, including but not limited to, future expected cash flows, expected asset lives, and discount rates, to assign a fair value to the tangible and intangible assets acquired and liabilities assumed in business combinations as of the acquisition date. These estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed may be recorded, with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s consolidated statements of operations. |
Long-lived assets, including goodwill and other acquired intangible assets, net | The Company evaluates the recoverability of its property and equipment and finite-lived intangible assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. The evaluation is performed at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Recoverability of these assets is measured by a comparison of the carrying amounts to the future undiscounted cash flows the assets are expected to generate. If such review determines that the carrying amount of specific property and equipment or intangible assets is not recoverable, the carrying amount of such assets is reduced to its fair value. The Company reviews goodwill for impairment at least annually in the fourth quarter, or more frequently if events or changes in circumstances would more likely than not reduce the fair value of its single reporting unit below its carrying value. At December 31, 2023, the single reporting unit had a negative carrying value of net assets. Goodwill allocated to the single reporting unit is $402.2 million at December 31, 2023. The Company has not recorded impairment charges on goodwill or intangible assets for the periods presented in these consolidated financial statements. The Company recorded total impairment charges of $3.6 million, $175.2 million and $31.3 million during the years ended December 31, 2023, 2022 and 2021, respectively, related to real estate assets as a result of changes in the corporate real estate market which impacted the Company's subleasing strategy in conjunction with our Virtual First model. See Note 9 "Leases" for further information. Acquired property and equipment and finite-lived intangible assets are amortized over their useful lives. The Company evaluates the estimated remaining useful life of these assets when events or changes in circumstances warrant a revision to the remaining period of amortization. If the Company revises the estimated useful life assumption for any asset, the remaining unamortized balance is amortized or depreciated over the revised estimated useful life on a prospective basis. |
Income taxes | Deferred income tax balances reflect the effects of temporary differences between the financial reporting and tax bases of the Company’s assets and liabilities using enacted tax rates expected to apply when taxes are actually paid or recovered. In addition, deferred tax assets are recorded for net operating loss and credit carryforwards. A valuation allowance is provided against deferred tax assets unless it is more likely than not that they will be realized based on all available positive and negative evidence. Such evidence includes, but is not limited to, recent cumulative earnings or losses, expectations of future taxable income by taxing jurisdiction, and the carry-forward periods available for the utilization of deferred tax assets. As of December 31, 2022, the Company released the valuation allowance on its U.S. federal and certain state deferred tax assets resulting in an income tax benefit of $420.2 million. The Company uses a two-step approach to recognizing and measuring uncertain income tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. Although the Company believes that it has adequately reserved for its uncertain tax positions, it can provide no assurance that the final tax outcome of these matters will not be materially different. The Company evaluates its uncertain tax positions on a regular basis and evaluations are based on a number of factors, including changes in facts and circumstances, changes in tax law, correspondence with tax authorities during the course of an audit, and effective settlement of audit issues. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on the Company’s financial condition and results of operations. |
Fair value measurement | The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining fair value measurements for assets and liabilities, the Company considers the principal or most advantageous market in which it would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions, and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 —Quoted prices in active markets for identical assets or liabilities. Level 2 —Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 —Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. |
Recently issued accounting pronouncements not yet adopted and Recently adopted accounting pronouncements | In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , which requires disclosure of incremental segment information on an annual and interim basis. ASU 2023-07 will be effective for the fiscal year beginning January 1, 2024, and interim periods within the fiscal year beginning January 1, 2025, with early adoption permitted, and requiring application on a fully retrospective basis. The Company is currently evaluating the impact of this standard on the Company's consolidated financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures , to enhance income tax disclosures primarily through changes in rate reconciliation and income taxes paid disclosures. The amendments in ASU 2023-09 are effective for annual periods beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. The Company is currently evaluating the impact of this standard on the Company's consolidated financial statement disclosures. Recently adopted accounting pronouncements In March 2022, the FASB issued ASU 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures, which eliminates the accounting guidance on troubled debt restructurings for creditors in ASC 310-40 and amends the guidance on "vintage disclosures" to require disclosure of current-period gross write-offs by year of origination. The ASU also updates the requirements related to accounting for credit losses under ASC 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. The Company adopted ASU 2022-02 on January 1, 2023. The adoption of the standard did not have a material impact on the Company's consolidated financial statements. |
Goodwill | Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquiredGoodwill amounts are not amortized, but tested for impairment on an annual basis. |
Net income per share | The Company computes net income per share using the two-class method required for multiple classes of common stock and participating securities. The rights, including the liquidation and dividend rights, of the Class A common stock and Class B common stock are substantially identical, other than voting rights. Accordingly, the Class A common stock and Class B common stock share equally in the Company’s net income and losses. |
Description of the Business a_3
Description of the Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Restructuring Costs | These severance and related charges are included within the Company's consolidated statements of operations for the year ended December 31, 2023 as follows: Cost of revenue $ 2.9 Research and development 27.8 Sales and marketing 6.7 General and administrative 1.9 Total Charges $ 39.3 For the year ended December 31, 2023, changes in liabilities resulting from the severance charges and related accruals were as follows: Severance and Related Costs Balance as of December 31, 2022 $ — Charges 39.3 Cash Payments (39.3) Balance as of December 31, 2023 $ — |
Schedule of Estimated Useful Lives of Property and Equipment | The following table presents the estimated useful lives of property and equipment: Property and equipment Useful life Buildings 20 to 30 years Datacenter and other computer equipment 3 to 5 years Office equipment and other 3 to 7 years Leasehold improvements Lesser of estimated useful life or remaining lease term Property and equipment, net consisted of the following: As of December 31, 2023 2022 Datacenter and other computer equipment $ 783.2 $ 671.3 Furniture and fixtures 11.6 19.8 Leasehold improvements 96.1 118.0 Construction in progress 4.6 2.8 Total property and equipment 895.5 811.9 Accumulated depreciation and amortization (586.3) (503.5) Property and equipment, net $ 309.2 $ 308.4 |
Cash, Cash Equivalents and Sh_2
Cash, Cash Equivalents and Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash, Cash Equivalents and Short-Term Investments | The amortized cost, unrealized gains and losses and estimated fair value of the Company's cash, cash equivalents and short-term investments as of December 31, 2023 and 2022 consisted of the following: As of December 31, 2023 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash $ 81.3 $ — $ — $ 81.3 Cash equivalents Money market funds 514.8 — — 514.8 U.S. Treasury securities 10.0 — — 10.0 Commercial paper 4.4 — — 4.4 Corporate notes and obligations 2.9 — — 2.9 Certificates of deposit 1.3 — — 1.3 Municipal securities 0.2 — — 0.2 Total cash & cash equivalents $ 614.9 $ — $ — $ 614.9 Short-term investments Corporate notes and obligations 359.6 0.4 (10.3) 349.7 U.S. Treasury securities 231.2 0.2 (6.1) 225.3 Asset backed securities 72.3 — (2.3) 70.0 Municipal securities 48.3 — (2.0) 46.3 Commercial paper 30.7 — — 30.7 Certificates of deposit 8.4 — — 8.4 U.S. agency obligations 6.0 — (0.3) 5.7 Foreign government obligations 3.5 — (0.2) 3.3 Supranational securities 1.8 — (0.1) 1.7 Total short-term investments 761.8 0.6 (21.3) 741.1 Total $ 1,376.7 $ 0.6 $ (21.3) $ 1,356.0 As of December 31, 2022 Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash $ 90.1 $ — $ — $ 90.1 Cash equivalents Money market funds 139.5 — — 139.5 Commercial paper 3.2 — — 3.2 Total cash & cash equivalents $ 232.8 $ — $ — $ 232.8 Short-term investments Corporate notes and obligations 512.1 0.1 (22.7) 489.5 U.S. Treasury securities 360.2 0.2 (14.0) 346.4 Asset backed securities 117.6 — (6.0) 111.6 Municipal securities 65.3 — (4.1) 61.2 Commercial paper 46.4 — — 46.4 Certificates of deposit 29.1 — — 29.1 U.S. agency obligations 18.4 — (0.8) 17.6 Foreign government obligations 6.0 — (0.4) 5.6 Supranational securities 3.4 — (0.2) 3.2 Total short-term investments 1,158.5 0.3 (48.2) 1,110.6 Total $ 1,391.3 $ 0.3 $ (48.2) $ 1,343.4 |
Schedule of Contractual Maturities of Short Term Investments | The following table presents the contractual maturities of the Company’s short-term investments as of December 31, 2023: As of December 31, 2023 Amortized cost Estimated fair value Due within one year $ 306.9 $ 304.2 Due between one to three years 407.1 390.7 Due after three years 47.8 46.2 Total $ 761.8 $ 741.1 |
Schedule of Short-Term Investments in Continuous Unrealized Loss Position | The following tables present the breakdown of the short-term investments that have been in a continuous unrealized loss position aggregated by investment category, as of December 31, 2023 and 2022: As of December 31, 2023 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate notes and obligations $ 25.1 $ (0.1) $ 240.3 $ (10.2) $ 265.4 $ (10.3) U.S. Treasury securities 17.8 (0.1) 174.0 (6.0) 191.8 (6.1) Asset backed securities 0.6 — 66.0 (2.3) 66.6 (2.3) Municipal securities — — 46.1 (2.0) 46.1 (2.0) U.S. agency obligations — — 3.5 (0.3) 3.5 (0.3) Foreign government obligations — — 3.3 (0.2) 3.3 (0.2) Supranational securities — — 1.6 (0.1) 1.6 (0.1) Total $ 43.5 $ (0.2) $ 534.8 $ (21.1) $ 578.3 $ (21.3) As of December 31, 2022 Less than 12 months More than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Corporate notes and obligations $ 176.5 $ (3.5) $ 292.3 $ (19.2) $ 468.8 $ (22.7) U.S. Treasury securities 110.9 (1.8) 176.9 (12.2) 287.8 (14.0) Asset backed securities 13.7 (0.4) 90.4 (5.6) 104.1 (6.0) Municipal securities 9.3 (0.3) 51.6 (3.8) 60.9 (4.1) U.S. agency obligations 3.9 — 13.8 (0.8) 17.7 (0.8) Foreign government obligations — — 5.5 (0.4) 5.5 (0.4) Supranational securities — — 3.2 (0.2) 3.2 (0.2) Total $ 314.3 $ (6.0) $ 633.7 $ (42.2) $ 948.0 $ (48.2) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets Measured On Recurring Basis | The following table presents information about the Company’s financial instruments that are measured at fair value on a recurring basis using the input categories discussed in Note 1: As of December 31, 2023 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 514.8 $ — $ — $ 514.8 U.S. Treasury securities — 10.0 — 10.0 Commercial paper — 4.4 — 4.4 Corporate notes and obligations — 2.9 — 2.9 Certificates of deposit — 1.3 — 1.3 Municipal securities — 0.2 — 0.2 Total cash equivalents $ 514.8 $ 18.8 $ — $ 533.6 Short-term investments Corporate notes and obligations — 349.7 — 349.7 U.S. Treasury securities — 225.3 — 225.3 Asset backed securities — 70.0 — 70.0 Municipal securities — 46.3 — 46.3 Commercial paper — 30.7 — 30.7 Certificates of deposit — 8.4 — 8.4 U.S. agency obligations — 5.7 — 5.7 Foreign government obligations — 3.3 — 3.3 Supranational securities — 1.7 — 1.7 Total short-term investments — 741.1 — 741.1 Total $ 514.8 $ 759.9 $ — $ 1,274.7 As of December 31, 2022 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 139.5 $ — $ — $ 139.5 Commercial paper — 3.2 — 3.2 Total cash equivalents $ 139.5 $ 3.2 $ — $ 142.7 Short-term investments Corporate notes and obligations — 489.5 — 489.5 U.S. Treasury securities — 346.4 — 346.4 Asset backed securities — 111.6 — 111.6 Municipal securities — 61.2 — 61.2 Commercial paper — 46.4 — 46.4 Certificates of deposit — 29.1 — 29.1 U.S. agency obligations — 17.6 — 17.6 Foreign government obligations — 5.6 — 5.6 Supranational securities — 3.2 — 3.2 Total short-term investments — 1,110.6 — 1,110.6 Total $ 139.5 $ 1,113.8 $ — $ 1,253.3 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | The following table presents the estimated useful lives of property and equipment: Property and equipment Useful life Buildings 20 to 30 years Datacenter and other computer equipment 3 to 5 years Office equipment and other 3 to 7 years Leasehold improvements Lesser of estimated useful life or remaining lease term Property and equipment, net consisted of the following: As of December 31, 2023 2022 Datacenter and other computer equipment $ 783.2 $ 671.3 Furniture and fixtures 11.6 19.8 Leasehold improvements 96.1 118.0 Construction in progress 4.6 2.8 Total property and equipment 895.5 811.9 Accumulated depreciation and amortization (586.3) (503.5) Property and equipment, net $ 309.2 $ 308.4 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Consideration Transferred | The purchase consideration transferred consisted of the following: Purchase consideration Cash paid to stockholders $ 50.0 Cash paid for extinguishing shadow stock units 3.2 Transaction costs paid by Dropbox on behalf of FormSwift 2.0 Cash purchase consideration $ 55.2 Indemnification holdback (1) 14.3 Purchase price adjustments (0.6) Total purchase consideration $ 68.9 (1) Approximately $14.3 million of the total purchase consideration was withheld as an indemnification holdback to be used for the purpose of satisfying any indemnification claims made by the Company for a period of 18 months following the transaction close date. Any remaining indemnity will be released to the seller's representative following the 18 month period. The purchase consideration transferred consisted of the following: Purchase consideration Cash paid to common and preferred stockholders and vested option holders $ 125.5 Transaction costs paid by Dropbox on behalf of DocSend 5.0 Fair value of assumed DocSend options attributable to pre-combination services (1) 1.2 Purchase price adjustments 0.1 Total purchase consideration $ 131.8 (1) The fair value of options assumed was based upon the Black-Scholes option-pricing model. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. Assets acquired: Cash and cash equivalents $ 0.4 Acquisition-related intangible assets 41.2 Accounts receivable, prepaid and other assets 3.0 Total assets acquired $ 44.6 Liabilities assumed: Accounts payable, accrued and other liabilities $ 4.6 Deferred revenue 6.6 Total liabilities assumed 11.2 Net assets acquired, excluding goodwill 33.4 Total purchase consideration 68.9 Goodwill (2) $ 35.5 (2) The goodwill recognized was primarily attributable to the opportunity to expand the user base of the Company's platform. A portion of the goodwill is deductible for U.S. federal income tax purposes. The purchase consideration was allocated to the tangible and intangible assets and liabilities acquired as of the acquisition date, with the excess recorded to goodwill as shown below. Assets acquired: Cash and cash equivalents $ 5.1 Acquisition-related intangible assets 20.6 Accounts receivable, prepaid and other assets 6.1 Total assets acquired $ 31.8 Liabilities assumed: Accounts payable, accrued and other liabilities $ 6.4 Deferred revenue 1.9 Deferred tax liability 1.9 Total liabilities assumed 10.2 Net assets acquired, excluding goodwill 21.6 Total purchase consideration 131.8 Goodwill (2) $ 110.2 (2) The goodwill recognized was primarily attributable to the opportunity to expand the user base of the Company's platform. The goodwill is not deductible for U.S. federal income tax purposes. |
Schedule of Identifiable Finite-lived Intangible Assets Acquired and Estimated Weighted Average Useful Lives | The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives as of the acquisition date are as follows: Estimated fair values Estimated weighted average useful lives Developed technology $ 24.2 5.0 Customer relationships 16.4 2.0 Trade name 0.6 1.0 Total acquisition-related intangible assets $ 41.2 The fair value of the separately identifiable finite-lived intangible assets acquired and estimated weighted average useful lives are as follows: Estimated fair values Estimated weighted average useful lives Developed technology $ 11.5 5.0 Customer relationships 8.1 5.0 Trade name 1.0 5.0 Total acquisition-related intangible assets $ 20.6 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following: As of December 31, As of December 31, Weighted- As of December 31, 2023 2022 2023 Developed technology $ 74.3 $ 74.3 3.5 Customer relationships 43.2 43.2 1.3 Patents 19.4 19.4 3.4 Software 8.9 8.9 0.0 Trademarks and trade names 5.8 5.8 1.6 Licenses 4.6 4.6 0.0 Assembled workforce in asset acquisitions 3.4 3.4 2.3 Other 1.3 1.1 1.8 Total intangibles 160.9 160.7 Accumulated amortization (102.8) (72.4) Intangible assets, net $ 58.1 $ 88.3 |
Schedule of Future Amortization Expense | Expected future amortization expense for intangible assets as of December 31, 2023 is as follows: Intangible assets 2024 $ 25.1 2025 14.8 2026 10.4 2027 7.0 2028 0.2 Thereafter 0.6 Total $ 58.1 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amounts of Goodwill | The changes in the carrying amounts of goodwill were as follows: Balance at December 31, 2022 $ 403.3 FormSwift acquisition purchase price adjustments (0.2) Effect of foreign currency translation (0.9) Balance at December 31, 2023 $ 402.2 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Debt | The following is a summary of the Notes as of December 31, 2023 and 2022. 2026 Notes 2028 Notes Total December 31, 2023 Principal balance $ 695.8 $ 693.3 $ 1,389.1 Unamortized issuance costs (4.8) (6.5) (11.3) Carrying value, net $ 691.0 $ 686.8 $ 1,377.8 December 31, 2022 Principal balance $ 695.8 $ 693.3 $ 1,389.1 Unamortized issuance costs (7.0) (8.1) (15.1) Carrying value, net $ 688.8 $ 685.2 $ 1,374.0 |
Schedule of Maturities of Long-term Debt | Maturities on the Company's long-term convertible debt are as follows: Convertible Debt 2024 $ — 2025 — 2026 695.8 2027 — 2028 693.3 Thereafter — Total $ 1,389.1 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Components of Single Lease Cost and Other Information | The components of lease cost were as follows: Year Ended 2023 2022 Operating lease cost (1) $ 71.6 $ 91.7 Finance lease cost: Amortization of assets under finance lease 111.7 111.4 Interest 10.5 7.5 Total finance lease cost $ 122.2 $ 118.9 (1) Is presented gross of sublease income and includes short-term leases, which are immaterial. Other information related to leases was as follows: Year Ended 2023 2022 Supplemental Cash Flow Information: Cash paid for amounts included in the measurement of lease liabilities: Payments for operating leases included in cash from operating activities $ 91.4 $ 104.7 Payments for finance leases included in cash from operating activities 10.5 7.5 Payments for finance leases included in cash from financing activities 126.6 127.5 Assets obtained in exchange for lease obligations: Operating leases 34.3 33.0 Finance leases $ 144.7 $ 105.8 As of December 31, 2023 2022 Weighted Average Remaining Lease Term (in years) Operating leases 8.6 9.9 Finance leases 2.7 2.6 Weighted Average Discount Rate Operating leases 3.7 % 4.1 % Finance leases 4.4 % 3.4 % |
Schedule of Maturities of Operating Lease Liabilities | Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. |
Schedule of Maturities of Finance Lease Liabilities | Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. |
Schedule of Payment to be Received on Operating Leases to Subtenants | Future non-cancelable rent payments from the Company's subtenants as of December 31, 2023 were as follows: Operating leases 2024 $ 17.4 2025 12.4 2026 8.2 2027 7.9 2028 7.7 Thereafter 18.9 Total future sublease rent payments, net $ 72.5 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Other Commitments | Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. |
Schedule of Maturities of Operating Lease Liabilities | Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. |
Schedule of Maturities of Finance Lease Liabilities | Future minimum lease payments under non-cancellable leases as of December 31, 2023 were as follows: Operating leases (1) Finance leases 2024 $ 74.9 $ 128.8 2025 76.7 90.3 2026 39.7 62.3 2027 39.1 25.6 2028 38.3 0.2 Thereafter 177.8 — Total future minimum lease payments $ 446.5 $ 307.2 Less imputed interest (78.6) (22.5) Less tenant improvement receivables 0.1 — Total liability $ 368.0 $ 284.7 (1) Future minimum payments under the Company's non-cancelable leases, finance lease obligations, and other commitments as of December 31, 2023, are as follows, and exclude non-cancelable rent payments from the Company's subtenants: Finance Operating lease commitments (1) Other commitments (2) Year ended December 31: 2024 $ 128.8 $ 103.0 $ 57.6 2025 90.3 114.0 58.0 2026 62.3 58.2 60.7 2027 25.6 58.1 0.1 2028 0.2 57.9 0.2 Thereafter — 283.5 15.1 Future minimum payments 307.2 $ 674.7 $ 191.7 Less interest and taxes (22.5) Less current portion of the present value of minimum lease payments (116.2) Financing lease obligations, net of current portion $ 168.5 (1) This balance includes short-term lease obligations and $228.3 million of future contractual rent payments allocated to non-lease components. (2) This balance excludes indemnification and founder holdbacks related to our acquisitions. See Note 5, "Business Combinations" for further details. |
Accrued and Other Current Lia_2
Accrued and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued and Other Current Liabilities | Accrued and other current liabilities consisted of the following: As of December 31, 2023 2022 Non-income taxes payable $ 60.3 $ 76.4 Accrued legal and other external fees 28.8 25.5 Acquisition indemnification holdbacks (1) 16.9 — Other accrued and current liabilities 49.2 38.0 Total accrued and other current liabilities $ 155.2 $ 139.9 (1) Acquisition indemnification holdbacks were reclassified from other non-current liabilities as of December 31, 2022 to accrued and other current liabilities as of December 31, 2023 on the consolidated balance sheets. |
Stockholders_ (Deficit) Equity
Stockholders’ (Deficit) Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock Option and Restricted Stock Activity | Stock option and restricted stock activity for the Plans was as follows for the years ended December 31, 2023 and 2022: Options outstanding Restricted stock Number of Number of Weighted- Weighted- Aggregate intrinsic value Number of Weighted- Balance as of December 31, 2021 95.2 0.9 $ 12.09 5.4 $ 10.0 27.8 $ 24.17 Additional shares authorized 18.8 — — — — — — Options exercised and restricted stock units and awards released — (0.1) 3.00 — — (14.3) 23.37 Options and restricted stock units and awards canceled 6.6 (0.4) 18.53 — — (6.5) 23.72 Shares withheld related to net share settlement of restricted stock units and awards 5.1 — — — — — 23.40 Options and restricted stock units and awards granted (27.8) — $ — — $ — 27.8 $ 22.68 Balance at December 31, 2022 97.9 0.4 $ 11.30 4.5 $ 4.5 34.8 $ 23.40 Additional shares authorized 17.5 — — — — — — Options exercised and restricted stock units and awards released — (0.2) 10.27 — — (15.1) 22.77 Options and restricted stock units and awards canceled / expired 11.5 — — — — (11.5) 23.46 Shares withheld related to net share settlement of restricted stock units and awards 5.3 — — — — — — Options and restricted stock units and awards granted (22.2) — — — — 22.2 22.65 Balance as of December 31, 2023 110.0 0.2 $ 13.54 3.9 $ 2.2 30.4 $ 23.16 Vested at December 31, 2023 0.2 $ 13.54 3.9 $ 2.2 — $ — Unvested at December 31, 2023 — $ — — $ — 30.4 $ 23.16 |
Schedule of Pre-Tax Intrinsic Value of Options Exercised | The following table summarizes information about the pre-tax intrinsic value of options exercised during the years ended December 31, 2023 and 2022: Year Ended 2023 2022 Intrinsic value of options exercised $ 3.3 $ 2.9 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The numerators and denominators of the basic and diluted EPS computations for the Company's common stock are calculated as follows (in millions, except for per share amounts): Year Ended 2023 2022 2021 Class A Class B Class A Class B Class A Class B Basic net income per share: Numerator Net income attributable to common stockholders $ 345.7 $ 107.9 $ 426.8 $ 126.4 $ 263.9 $ 71.9 Denominator Weighted-average number of common shares outstanding used in computing basic net income per share 260.1 81.1 278.6 82.6 304.9 83.1 Net income per common share, basic $ 1.33 $ 1.33 $ 1.53 $ 1.53 $ 0.87 $ 0.87 Diluted net income per share: Numerator Net income attributable to common stockholders $ 345.7 $ 107.9 $ 426.8 $ 126.4 $ 263.9 $ 71.9 Reallocation of net income as a result of conversion of Class B to Class A common stock 107.9 — 126.4 — 71.9 — Reallocation of net income to Class B common stock — (1.4) — (0.7) — (1.3) Net income attributable to common stockholders for diluted EPS $ 453.6 $ 106.5 $ 553.2 $ 125.7 $ 335.8 $ 70.6 Denominator Weighted-average number of common shares outstanding used in computing basic net income per share 260.1 81.1 278.6 82.6 304.9 83.1 Weighted-average effect of dilutive restricted stock units and awards and employee stock options 4.4 — 2.1 — 7.8 0.1 Conversion of Class B to Class A common stock 81.1 — 82.6 — 83.1 — Weighted-average number of common shares outstanding used in computing diluted net income per share 345.6 81.1 363.3 82.6 395.8 83.2 Net income per common share, diluted $ 1.31 $ 1.31 $ 1.52 $ 1.52 $ 0.85 $ 0.85 |
Schedule of Potentially Dilutive Securities Excluded from Computation of Earnings Per Share | The weighted-average impact of potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive was as follows: Year Ended 2023 2022 2021 Restricted stock units and awards 6.9 20.4 2.4 Options to purchase shares of common stock — 0.3 0.1 Co-Founder Grant 8.3 8.3 9.3 Convertible Senior Notes 37.8 37.8 31.9 Warrants 37.8 37.8 31.9 Total 90.8 104.6 75.6 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | For the years ended December 31, 2023, 2022, and 2021, the Company’s income from continuing operations before provision for income taxes was as follows: Year Ended 2023 2022 2021 Domestic $ 385.8 $ 37.8 $ 185.3 Foreign 168.6 154.9 114.0 Income before income taxes $ 554.4 $ 192.7 $ 299.3 |
Schedule of Components of the (Provision for) Benefit from Income Taxes | The components of the (provision for) benefit from income taxes in the years ended December 31, 2023, 2022, and 2021, were as follows: Year Ended 2023 2022 2021 Current: Federal $ (37.6) $ (13.2) $ (0.4) State (14.6) (15.3) (0.7) Foreign (10.7) (7.5) (2.5) Deferred: Federal (23.0) 386.7 2.2 State 2.7 30.0 0.4 Foreign (17.6) (20.2) 37.5 (Provision for) benefit from income taxes $ (100.8) $ 360.5 $ 36.5 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of income taxes at the statutory federal income tax rate to the benefit from (provision for) income taxes included in the accompanying consolidated statements of operations is as follows: Year Ended 2023 2022 2021 Provision for income taxes at federal statutory rate $ (116.4) $ (40.5) $ (62.8) State taxes, net of federal benefit (14.6) (4.9) (5.5) Foreign rate differential (20.9) (34.0) 0.9 Research and other credits 60.9 45.3 38.1 Non-deductible compensation (7.4) (3.4) (6.2) Permanent differences (0.8) (1.8) (0.8) Change in valuation allowance (2.4) 409.9 51.4 Stock-based compensation 2.7 (4.3) 23.5 Other non-deductible items (1.9) (5.8) (2.1) (Provision for) benefit from income taxes $ (100.8) $ 360.5 $ 36.5 |
Schedule of Deferred Tax Assets and Liabilities | The significant components of the Company’s deferred tax assets and liabilities as of December 31, 2023 and 2022 were as follows: As of December 31, 2023 2022 Deferred tax assets: Net operating loss carryforwards $ 18.9 $ 40.8 Research credit carryforwards 217.1 268.9 Stock-based compensation 24.8 24.1 Accruals and reserves 29.0 36.8 Lease liability 72.5 141.8 Convertible senior notes 37.1 47.5 Capitalized research expenditures 233.3 123.9 Other 0.2 0.6 Gross deferred tax assets 632.9 684.4 Valuation allowance (116.3) (111.6) Total deferred tax assets, net of valuation allowance 516.6 572.8 Deferred tax liabilities: Fixed assets and intangible assets 21.8 14.4 Right-of-use assets 31.4 59.5 Other 3.0 0.2 Total deferred tax liability 56.2 74.1 Net deferred tax assets $ 460.4 $ 498.7 |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows: Year Ended 2023 2022 2021 Balance of gross unrecognized tax benefits at the beginning of the fiscal year $ 127.2 $ 107.3 $ 91.4 Gross increases related to prior period tax positions 3.4 — — Gross decreases related to prior period tax positions (0.7) — (0.3) Gross increases related to current period tax positions 21.1 20.3 18.5 Reductions due to lapse in statute of limitations (1.2) (0.4) (1.5) Reductions due to settlements with taxing authorities — — (0.8) Balance of gross unrecognized tax benefits at the end of the fiscal year $ 149.8 $ 127.2 $ 107.3 |
Geographic Areas (Tables)
Geographic Areas (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Long-lived Assets by Geographic Areas | The following table sets forth long-lived assets by geographic area: As of December 31, 2023 2022 United States $ 302.4 $ 300.2 International (1) 6.8 8.2 Total property and equipment, net $ 309.2 $ 308.4 (1) |
Schedule of Revenue by Geographic Areas | The following table sets forth revenue by geographic area for the years ended December 31, 2023, 2022 and 2021. Year Ended 2023 2022 2021 United States $ 1,419.4 $ 1,264.2 $ 1,130.0 International (1) 1,082.2 1,060.7 1,027.9 Total revenue $ 2,501.6 $ 2,324.9 $ 2,157.9 (1) No single country outside of the United States accounted for more than 10% of total revenue during the years ended December 31, 2023, 2022 and 2021 respectively. |
Description of the Business a_4
Description of the Business and Summary of Significant Accounting Policies - Use of estimates (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2024 | ||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 4 years | ||||
Cost of revenue | [1],[2] | $ (478.5) | $ (444.2) | $ (444.2) | |
Operating income (loss) | 538.7 | $ 181.3 | $ 274.4 | ||
Change in Accounting Method Accounted for as Change in Estimate | |||||
Property, Plant and Equipment [Line Items] | |||||
Cost of revenue | 30.5 | ||||
Operating income (loss) | $ 30.5 | ||||
Forecast | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, useful life | 5 years | ||||
[1] Includes expenses related to the Company's reduction in workforce such as severance, benefits and other related items during the year ended December 31, 2023. See Note 1, "Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce" for additional information. Includes stock-based compensation as follows: Year Ended 2023 2022 2021 Cost of revenue $ 23.3 $ 24.7 $ 23.2 Research and development (6) 237.6 232.3 190.1 Sales and marketing 22.0 22.4 25.0 General and administrative 55.1 51.3 48.8 Total stock-based compensation $ 338.0 $ 330.7 $ 287.1 |
Description of the Business a_5
Description of the Business and Summary of Significant Accounting Policies - Foreign Currency Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net foreign currency transaction gain (loss) | $ (3.2) | $ 0.2 |
Description of the Business a_6
Description of the Business and Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Revenue, performance obligation, description of timing | one year or longer | ||
Revenue recognized | $ 701.6 | $ 671.5 | $ 610.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Remaining performance obligation | $ 799.5 | ||
Performance obligation satisfaction period | 12 months |
Description of the Business a_7
Description of the Business and Summary of Significant Accounting Policies - Stock-based Compensation (Details) - Restricted Stock - shares shares in Millions | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2023 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Shares granted (in shares) | 22.2 | 27.8 | |
Chief Executive Officer | Co-Founder Grant | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares granted (in shares) | 10.3 |
Description of the Business a_8
Description of the Business and Summary of Significant Accounting Policies - Reduction in Workforce (Details) - 2023 Global Workforce Reduction Plan - USD ($) $ in Millions | 12 Months Ended | |
Apr. 27, 2023 | Dec. 31, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||
Expected reduction of workforce | 16% | |
Charges | $ 39.3 |
Description of the Business a_9
Description of the Business and Summary of Significant Accounting Policies - Schedule of Severance Charges Included Within the Statement of Operations (Details) - 2023 Global Workforce Reduction Plan $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Total Charges | $ 39.3 |
Cost of revenue | |
Restructuring Cost and Reserve [Line Items] | |
Total Charges | 2.9 |
Research and development | |
Restructuring Cost and Reserve [Line Items] | |
Total Charges | 27.8 |
Sales and marketing | |
Restructuring Cost and Reserve [Line Items] | |
Total Charges | 6.7 |
General and administrative | |
Restructuring Cost and Reserve [Line Items] | |
Total Charges | $ 1.9 |
Description of the Business _10
Description of the Business and Summary of Significant Accounting Policies - Schedule of Changes in Severance Charges and Related Accruals (Details) - 2023 Global Workforce Reduction Plan $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance as of December 31, 2022 | $ 0 |
Charges | 39.3 |
Cash Payments | (39.3) |
Balance as of December 31, 2023 | $ 0 |
Description of the Business _11
Description of the Business and Summary of Significant Accounting Policies - Advertising and promotional expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising and promotional expense | $ 131.7 | $ 94.8 | $ 108.6 |
Description of the Business _12
Description of the Business and Summary of Significant Accounting Policies - Short-term Investments (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Allowance for credit losses | $ 0 | $ 0 |
Description of the Business _13
Description of the Business and Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - Trade and Other Receivables - Customer Concentration Risk | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Customer A | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 11% | 12% |
Customer B | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 43% | 30% |
Description of the Business _14
Description of the Business and Summary of Significant Accounting Policies - Receivables (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Allowance for doubtful accounts | $ 1.1 | $ 0.7 |
Non-trade receivables | $ 6.9 | $ 6.5 |
Description of the Business _15
Description of the Business and Summary of Significant Accounting Policies - Deferred Commissions, Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Capitalized Contract Cost [Line Items] | |||
Additional contract costs deferred | $ 24.7 | $ 33.5 | |
Amortization of deferred commissions | $ 38.6 | 39.5 | $ 32.3 |
Deferred Commissions | |||
Capitalized Contract Cost [Line Items] | |||
Deferred contract costs, amortization period | 5 years | ||
Deferred Commissions | Prepaid Expenses and Other Current Assets | |||
Capitalized Contract Cost [Line Items] | |||
Deferred contract costs | $ 23.4 | 33.6 | |
Deferred Commissions | Other Assets | |||
Capitalized Contract Cost [Line Items] | |||
Deferred contract costs | $ 22 | $ 25.7 | |
Renewal Commissions | |||
Capitalized Contract Cost [Line Items] | |||
Deferred contract costs, amortization period | 1 year |
Description of the Business _16
Description of the Business and Summary of Significant Accounting Policies - Property and Equipment, Net (Details) | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 4 years |
Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Minimum | Buildings | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 20 years |
Minimum | Datacenter and other computer equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Minimum | Office equipment and other | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 7 years |
Maximum | Buildings | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 30 years |
Maximum | Datacenter and other computer equipment | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 5 years |
Maximum | Office equipment and other | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 7 years |
Description of the Business _17
Description of the Business and Summary of Significant Accounting Policies - Lease Obligations (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||||
Asset impairment charges | $ 3.6 | $ 175.2 | $ 31.3 | ||
Corporate Headquarters Lease | |||||
Property, Plant and Equipment [Line Items] | |||||
Gain on partial operating lease termination | $ 158.8 | $ 13.6 | $ 158.8 | $ 13.6 |
Description of the Business _18
Description of the Business and Summary of Significant Accounting Policies - Long-lived assets, including goodwill and other acquired intangible assets, net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Goodwill | $ 402,200,000 | $ 403,300,000 | |
Goodwill and intangible asset impairment | 0 | 0 | $ 0 |
Asset impairment charges | $ 3,600,000 | $ 175,200,000 | $ 31,300,000 |
Description of the Business _19
Description of the Business and Summary of Significant Accounting Policies - Income taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Income tax benefit, release of deferred tax asset valuation allowance | $ 420.2 | $ 38.1 |
Cash, Cash Equivalents and Sh_3
Cash, Cash Equivalents and Short-Term Investments - Schedule of Components (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | $ 614.9 | $ 232.8 |
Cash equivalents | 614.9 | 232.8 |
Short-term investments, amortized cost | 761.8 | 1,158.5 |
Short-term investments, unrealized gain | 0.6 | 0.3 |
Short-term investments, unrealized loss | (21.3) | (48.2) |
Short-term investments, estimated fair value | 741.1 | 1,110.6 |
Total cash, cash equivalents, and short term investments, before unrealized gains (losses) on investments | 1,376.7 | 1,391.3 |
Total cash, cash equivalents, and short term investments | 1,356 | 1,343.4 |
Corporate notes and obligations | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 359.6 | 512.1 |
Short-term investments, unrealized gain | 0.4 | 0.1 |
Short-term investments, unrealized loss | (10.3) | (22.7) |
Short-term investments, estimated fair value | 349.7 | 489.5 |
U.S. Treasury securities | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 231.2 | 360.2 |
Short-term investments, unrealized gain | 0.2 | 0.2 |
Short-term investments, unrealized loss | (6.1) | (14) |
Short-term investments, estimated fair value | 225.3 | 346.4 |
Asset backed securities | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 72.3 | 117.6 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | (2.3) | (6) |
Short-term investments, estimated fair value | 70 | 111.6 |
Municipal securities | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 48.3 | 65.3 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | (2) | (4.1) |
Short-term investments, estimated fair value | 46.3 | 61.2 |
Commercial paper | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 30.7 | 46.4 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | 0 | 0 |
Short-term investments, estimated fair value | 30.7 | 46.4 |
Certificates of deposit | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 8.4 | 29.1 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | 0 | 0 |
Short-term investments, estimated fair value | 8.4 | 29.1 |
U.S. agency obligations | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 6 | 18.4 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | (0.3) | (0.8) |
Short-term investments, estimated fair value | 5.7 | 17.6 |
Foreign government obligations | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 3.5 | 6 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | (0.2) | (0.4) |
Short-term investments, estimated fair value | 3.3 | 5.6 |
Supranational securities | ||
Cash and Cash Equivalents [Line Items] | ||
Short-term investments, amortized cost | 1.8 | 3.4 |
Short-term investments, unrealized gain | 0 | 0 |
Short-term investments, unrealized loss | (0.1) | (0.2) |
Short-term investments, estimated fair value | 1.7 | 3.2 |
Cash | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 81.3 | 90.1 |
Cash equivalents | 81.3 | 90.1 |
Money market funds | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 514.8 | 139.5 |
Cash equivalents | 514.8 | 139.5 |
U.S. Treasury securities | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 10 | |
Cash equivalents | 10 | |
Commercial paper | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 4.4 | 3.2 |
Cash equivalents | 4.4 | $ 3.2 |
Corporate notes and obligations | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 2.9 | |
Cash equivalents | 2.9 | |
Certificates of deposit | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 1.3 | |
Cash equivalents | 1.3 | |
Municipal securities | ||
Cash and Cash Equivalents [Line Items] | ||
Cash and cash equivalents, at carrying value | 0.2 | |
Cash equivalents | $ 0.2 |
Cash, Cash Equivalents and Sh_4
Cash, Cash Equivalents and Short-Term Investments - Narrative (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) investment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Cash and Cash Equivalents [Abstract] | |||
Cash in transit for credit and debit card transactions | $ | $ 17 | $ 12.4 | |
Number of investments in unrealized loss positions | investment | 398 | ||
Number of security types | investment | 9 | ||
Number of security types in loss position | investment | 7 | ||
Unrealized losses, short term investments | $ | $ 21.3 | 48.2 | |
Investment income | $ | $ 34.6 | $ 15.7 | $ 7.5 |
Cash, Cash Equivalents and Sh_5
Cash, Cash Equivalents and Short-Term Investments - Contractual Maturities (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Amortized cost | |
Due within one year | $ 306.9 |
Due between one to three years | 407.1 |
Due after three years | 47.8 |
Total | 761.8 |
Estimated fair value | |
Due within one year | 304.2 |
Due between one to three years | 390.7 |
Due after three years | 46.2 |
Total | $ 741.1 |
Cash, Cash Equivalents and Sh_6
Cash, Cash Equivalents and Short-Term Investments - Unrealized Loss Position Aggregated By Investment (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Less than 12 months | ||
Fair Value | $ 43.5 | $ 314.3 |
Gross Unrealized Losses | (0.2) | (6) |
More than 12 months | ||
Fair Value | 534.8 | 633.7 |
Gross Unrealized Losses | (21.1) | (42.2) |
Total | ||
Fair Value | 578.3 | 948 |
Gross Unrealized Losses | (21.3) | (48.2) |
Corporate notes and obligations | ||
Less than 12 months | ||
Fair Value | 25.1 | 176.5 |
Gross Unrealized Losses | (0.1) | (3.5) |
More than 12 months | ||
Fair Value | 240.3 | 292.3 |
Gross Unrealized Losses | (10.2) | (19.2) |
Total | ||
Fair Value | 265.4 | 468.8 |
Gross Unrealized Losses | (10.3) | (22.7) |
U.S. Treasury securities | ||
Less than 12 months | ||
Fair Value | 17.8 | 110.9 |
Gross Unrealized Losses | (0.1) | (1.8) |
More than 12 months | ||
Fair Value | 174 | 176.9 |
Gross Unrealized Losses | (6) | (12.2) |
Total | ||
Fair Value | 191.8 | 287.8 |
Gross Unrealized Losses | (6.1) | (14) |
Asset backed securities | ||
Less than 12 months | ||
Fair Value | 0.6 | 13.7 |
Gross Unrealized Losses | 0 | (0.4) |
More than 12 months | ||
Fair Value | 66 | 90.4 |
Gross Unrealized Losses | (2.3) | (5.6) |
Total | ||
Fair Value | 66.6 | 104.1 |
Gross Unrealized Losses | (2.3) | (6) |
Municipal securities | ||
Less than 12 months | ||
Fair Value | 0 | 9.3 |
Gross Unrealized Losses | 0 | (0.3) |
More than 12 months | ||
Fair Value | 46.1 | 51.6 |
Gross Unrealized Losses | (2) | (3.8) |
Total | ||
Fair Value | 46.1 | 60.9 |
Gross Unrealized Losses | (2) | (4.1) |
U.S. agency obligations | ||
Less than 12 months | ||
Fair Value | 0 | 3.9 |
Gross Unrealized Losses | 0 | 0 |
More than 12 months | ||
Fair Value | 3.5 | 13.8 |
Gross Unrealized Losses | (0.3) | (0.8) |
Total | ||
Fair Value | 3.5 | 17.7 |
Gross Unrealized Losses | (0.3) | (0.8) |
Foreign government obligations | ||
Less than 12 months | ||
Fair Value | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
More than 12 months | ||
Fair Value | 3.3 | 5.5 |
Gross Unrealized Losses | (0.2) | (0.4) |
Total | ||
Fair Value | 3.3 | 5.5 |
Gross Unrealized Losses | (0.2) | (0.4) |
Supranational securities | ||
Less than 12 months | ||
Fair Value | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
More than 12 months | ||
Fair Value | 1.6 | 3.2 |
Gross Unrealized Losses | (0.1) | (0.2) |
Total | ||
Fair Value | 1.6 | 3.2 |
Gross Unrealized Losses | $ (0.1) | $ (0.2) |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 614.9 | $ 232.8 |
Short-term investments | 741.1 | 1,110.6 |
Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 349.7 | 489.5 |
U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 225.3 | 346.4 |
Asset backed securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 70 | 111.6 |
Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 46.3 | 61.2 |
Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 30.7 | 46.4 |
Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 8.4 | 29.1 |
U.S. agency obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 5.7 | 17.6 |
Foreign government obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 3.3 | 5.6 |
Supranational securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 1.7 | 3.2 |
Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 514.8 | 139.5 |
U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 10 | |
Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 4.4 | 3.2 |
Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2.9 | |
Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1.3 | |
Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0.2 | |
Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 533.6 | 142.7 |
Short-term investments | 741.1 | 1,110.6 |
Assets, fair value disclosure | 1,274.7 | 1,253.3 |
Fair Value, Measurements, Recurring | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 349.7 | 489.5 |
Fair Value, Measurements, Recurring | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 225.3 | 346.4 |
Fair Value, Measurements, Recurring | Asset backed securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 70 | 111.6 |
Fair Value, Measurements, Recurring | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 46.3 | 61.2 |
Fair Value, Measurements, Recurring | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 30.7 | 46.4 |
Fair Value, Measurements, Recurring | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 8.4 | 29.1 |
Fair Value, Measurements, Recurring | U.S. agency obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 5.7 | 17.6 |
Fair Value, Measurements, Recurring | Foreign government obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 3.3 | 5.6 |
Fair Value, Measurements, Recurring | Supranational securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 1.7 | 3.2 |
Fair Value, Measurements, Recurring | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 514.8 | 139.5 |
Fair Value, Measurements, Recurring | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 4.4 | 3.2 |
Fair Value, Measurements, Recurring | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2.9 | |
Fair Value, Measurements, Recurring | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1.3 | |
Fair Value, Measurements, Recurring | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0.2 | |
Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 514.8 | 139.5 |
Short-term investments | 0 | 0 |
Assets, fair value disclosure | 514.8 | 139.5 |
Fair Value, Measurements, Recurring | Level 1 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Asset backed securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | U.S. agency obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Foreign government obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Supranational securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 514.8 | 139.5 |
Fair Value, Measurements, Recurring | Level 1 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 18.8 | 3.2 |
Short-term investments | 741.1 | 1,110.6 |
Assets, fair value disclosure | 759.9 | 1,113.8 |
Fair Value, Measurements, Recurring | Level 2 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 349.7 | 489.5 |
Fair Value, Measurements, Recurring | Level 2 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 225.3 | 346.4 |
Fair Value, Measurements, Recurring | Level 2 | Asset backed securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 70 | 111.6 |
Fair Value, Measurements, Recurring | Level 2 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 46.3 | 61.2 |
Fair Value, Measurements, Recurring | Level 2 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 30.7 | 46.4 |
Fair Value, Measurements, Recurring | Level 2 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 8.4 | 29.1 |
Fair Value, Measurements, Recurring | Level 2 | U.S. agency obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 5.7 | 17.6 |
Fair Value, Measurements, Recurring | Level 2 | Foreign government obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 3.3 | 5.6 |
Fair Value, Measurements, Recurring | Level 2 | Supranational securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 1.7 | 3.2 |
Fair Value, Measurements, Recurring | Level 2 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 10 | |
Fair Value, Measurements, Recurring | Level 2 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 4.4 | 3.2 |
Fair Value, Measurements, Recurring | Level 2 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 2.9 | |
Fair Value, Measurements, Recurring | Level 2 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1.3 | |
Fair Value, Measurements, Recurring | Level 2 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0.2 | |
Fair Value, Measurements, Recurring | Level 3 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Assets, fair value disclosure | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Asset backed securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | U.S. agency obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Foreign government obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Supranational securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Short-term investments | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | U.S. Treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | $ 0 |
Fair Value, Measurements, Recurring | Level 3 | Corporate notes and obligations | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Certificates of deposit | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Municipal securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Dec. 31, 2023 USD ($) |
2026 Notes | Level 2 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Convertible debt, fair value disclosures | $ 684.8 |
2026 Notes | Convertible Debt | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Debt instrument, face amount | $ 695.8 |
Debt instrument, interest rate, stated percentage | 0% |
2028 Notes | Level 2 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Convertible debt, fair value disclosures | $ 700.5 |
2028 Notes | Convertible Debt | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Debt instrument, face amount | $ 693.3 |
Debt instrument, interest rate, stated percentage | 0% |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Components (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 895.5 | $ 811.9 |
Accumulated depreciation and amortization | (586.3) | (503.5) |
Property and equipment, net | 309.2 | 308.4 |
Datacenter and other computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 783.2 | 671.3 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 11.6 | 19.8 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 96.1 | 118 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4.6 | $ 2.8 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Assets under equipment finance lease, gross | $ 457.4 | $ 456.4 |
Assets under equipment finance lease, accumulated depreciation | 234.7 | 240.9 |
Depreciation | $ 139.7 | $ 140.9 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 15, 2022 | Mar. 22, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
FormSwift | |||||
Business Acquisition [Line Items] | |||||
Percentage of business acquired | 100% | ||||
Purchase consideration, agreements with key personnel | $ 25.7 | ||||
Required service period | 3 years | ||||
Acquired finite-lived intangible assets weighted average amortization period | 3 years 8 months 12 days | ||||
Acquisition-related diligence costs | $ 1.3 | ||||
DocSend Inc. | |||||
Business Acquisition [Line Items] | |||||
Purchase consideration, agreements with key personnel | $ 30.6 | ||||
Required service period | 3 years | ||||
Acquired finite-lived intangible assets weighted average amortization period | 5 years | ||||
Acquisition-related diligence costs | $ 1.2 | ||||
Personnel agreement, expense recognized | $ 20.4 | $ 10.2 |
Business Combinations - Schedul
Business Combinations - Schedule of Purchase Consideration (Details) - USD ($) $ in Millions | Dec. 15, 2022 | Mar. 22, 2021 |
FormSwift | ||
Business Acquisition [Line Items] | ||
Cash paid to stockholders | $ 50 | |
Cash paid for extinguishing shadow stock units | 3.2 | |
Transaction costs paid by Dropbox on behalf of FormSwift | 2 | |
Cash purchase consideration | 55.2 | |
Indemnification holdback | 14.3 | |
Purchase price adjustments | (0.6) | |
Total purchase consideration | $ 68.9 | |
Indemnity holdback period | 18 months | |
DocSend Inc. | ||
Business Acquisition [Line Items] | ||
Cash paid to stockholders | $ 125.5 | |
Transaction costs paid by Dropbox on behalf of FormSwift | 5 | |
Fair value of assumed options attributable to pre-combination services | 1.2 | |
Purchase price adjustments | 0.1 | |
Total purchase consideration | $ 131.8 |
Business Combinations - Assets
Business Combinations - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 15, 2022 | Mar. 22, 2021 |
Liabilities assumed: | ||||
Goodwill | $ 402.2 | $ 403.3 | ||
FormSwift | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 0.4 | |||
Acquisition-related intangible assets | 41.2 | |||
Accounts receivable, prepaid and other assets | 3 | |||
Total assets acquired | 44.6 | |||
Liabilities assumed: | ||||
Accounts payable, accrued and other liabilities | 4.6 | |||
Deferred revenue | 6.6 | |||
Total liabilities assumed | 11.2 | |||
Net assets acquired, excluding goodwill | 33.4 | |||
Total purchase consideration | 68.9 | |||
Goodwill | $ 35.5 | |||
DocSend Inc. | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 5.1 | |||
Acquisition-related intangible assets | 20.6 | |||
Accounts receivable, prepaid and other assets | 6.1 | |||
Total assets acquired | 31.8 | |||
Liabilities assumed: | ||||
Accounts payable, accrued and other liabilities | 6.4 | |||
Deferred revenue | 1.9 | |||
Deferred tax liability | 1.9 | |||
Total liabilities assumed | 10.2 | |||
Net assets acquired, excluding goodwill | 21.6 | |||
Total purchase consideration | 131.8 | |||
Goodwill | $ 110.2 |
Business Combinations - Sched_2
Business Combinations - Schedule of Assets Acquired (Details) - USD ($) $ in Millions | Dec. 15, 2022 | Mar. 22, 2021 |
FormSwift | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 41.2 | |
Estimated weighted average useful lives (In years) | 3 years 8 months 12 days | |
FormSwift | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 24.2 | |
Estimated weighted average useful lives (In years) | 5 years | |
FormSwift | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 16.4 | |
Estimated weighted average useful lives (In years) | 2 years | |
FormSwift | Trade name | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 0.6 | |
Estimated weighted average useful lives (In years) | 1 year | |
DocSend Inc. | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 20.6 | |
Estimated weighted average useful lives (In years) | 5 years | |
DocSend Inc. | Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 11.5 | |
Estimated weighted average useful lives (In years) | 5 years | |
DocSend Inc. | Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 8.1 | |
Estimated weighted average useful lives (In years) | 5 years | |
DocSend Inc. | Trade name | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated fair values | $ 1 | |
Estimated weighted average useful lives (In years) | 5 years |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 160.9 | $ 160.7 |
Accumulated amortization | (102.8) | (72.4) |
Intangible assets, net | 58.1 | 88.3 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 74.3 | 74.3 |
Developed technology | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 3 years 6 months | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 43.2 | 43.2 |
Customer relationships | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 1 year 3 months 18 days | |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 19.4 | 19.4 |
Patents | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 3 years 4 months 24 days | |
Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 8.9 | 8.9 |
Software | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 0 years | |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 5.8 | 5.8 |
Trademarks and trade names | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 1 year 7 months 6 days | |
Licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 4.6 | 4.6 |
Licenses | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 0 years | |
Assembled workforce in asset acquisitions | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 3.4 | 3.4 |
Assembled workforce in asset acquisitions | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 2 years 3 months 18 days | |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $ 1.3 | $ 1.1 |
Other | Weighted Average | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- average remaining useful life (in years) | 1 year 9 months 18 days |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 30.4 | $ 16.3 | $ 15.6 |
Intangible assets | |||
2024 | 25.1 | ||
2025 | 14.8 | ||
2026 | 10.4 | ||
2027 | 7 | ||
2028 | 0.2 | ||
Thereafter | 0.6 | ||
Total | $ 58.1 |
Goodwill (Details)
Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | |||
Goodwill, beginning balance | $ 403,300,000 | ||
FormSwift acquisition purchase price adjustments | (200,000) | ||
Effect of foreign currency translation | (900,000) | ||
Goodwill, ending balance | 402,200,000 | $ 403,300,000 | |
Goodwill impairment | $ 0 | $ 0 | $ 0 |
Debt - Revolving Credit Facilit
Debt - Revolving Credit Facility (Details) - Credit And Guarantee Agreement - USD ($) | 1 Months Ended | ||||
Mar. 31, 2023 | Feb. 28, 2021 | Feb. 28, 2018 | Dec. 31, 2023 | Apr. 30, 2017 | |
Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Commitment fee (percent) | 1.375% | ||||
Fronting fee (percent) | 0.125% | ||||
Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Unused capacity, commitment fee (percent) | 0.20% | ||||
Line of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Covenant terms, minimum liquidity balance | $ 100,000,000 | ||||
Line of Credit | Letter of Credit | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 65,000,000 | 187,500,000 | |||
Line of Credit | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | 500,000,000 | $ 725,000,000 | $ 600,000,000 | ||
Line of credit facility, accordion feature, increase limit | 250,000,000 | ||||
Debt issuance fees | $ 100,000 | 1,700,000 | |||
Write off of deferred debt issuance cost | $ 200,000 | ||||
Aggregate letters of credit outstanding amount | $ 31,700,000 | ||||
Remaining borrowing capacity | $ 468,300,000 | ||||
Line of Credit | Revolving Credit Facility | SOFR | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread adjustment | 0.10% | ||||
Basis spread on variable rate (percent) | 1.375% | ||||
Line of Credit | Revolving Credit Facility | Base Rate | |||||
Line of Credit Facility [Line Items] | |||||
Basis spread on variable rate (percent) | 0.375% |
Debt - Convertible Senior Notes
Debt - Convertible Senior Notes (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 USD ($) | Dec. 31, 2023 USD ($) d $ / shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of convertible senior notes | $ 1,400 | $ 0 | $ 0 | $ 1,389.1 |
Convertible Scenario One | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, threshold trading days | d | 20 | |||
Convertible debt, threshold consecutive trading days | d | 30 | |||
Convertible debt, threshold percentage of stock price trigger | 130% | |||
Convertible Scenario Two | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, threshold trading days | d | 5 | |||
Convertible debt, threshold consecutive trading days | d | 5 | |||
Convertible debt, threshold percentage of stock price trigger | 98% | |||
Redemption Scenario | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, threshold trading days | d | 20 | |||
Convertible debt, threshold consecutive trading days | d | 30 | |||
Convertible debt, threshold percentage of stock price trigger | 130% | |||
Convertible Debt | Redemption Scenario | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, redemption percentage | 100% | |||
Convertible Debt | Fundamental Change | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, redemption percentage | 100% | |||
2026 Notes | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, conversion rate | 0.0261458 | |||
Convertible debt, conversion rate (in dollars per share) | $ / shares | $ 38.25 | |||
Interest expense | $ 2.2 | 2.1 | ||
2026 Notes | Maximum | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, conversion rate | 0.0431406 | |||
2026 Notes | Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of convertible senior notes | 695.8 | |||
Debt issuance costs | $ 11 | |||
Debt instrument, term | 5 years | |||
Effective interest rate | 0.32% | |||
2028 Notes | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, conversion rate | 0.0282889 | |||
Convertible debt, conversion rate (in dollars per share) | $ / shares | $ 35.35 | |||
Interest expense | $ 1.6 | $ 1.6 | ||
2028 Notes | Maximum | ||||
Debt Instrument [Line Items] | ||||
Convertible debt, conversion rate | 0.0431406 | |||
2028 Notes | Convertible Debt | ||||
Debt Instrument [Line Items] | ||||
Proceeds from issuance of convertible senior notes | $ 693.3 | |||
Debt issuance costs | $ 11 | |||
Debt instrument, term | 7 years | |||
Effective interest rate | 0.22% |
Debt - Schedule of Convertible
Debt - Schedule of Convertible Notes (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal balance | $ 1,389.1 | |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Principal balance | 1,389.1 | $ 1,389.1 |
Unamortized issuance costs | (11.3) | (15.1) |
Carrying value, net | 1,377.8 | 1,374 |
Convertible Debt | 2026 Notes | ||
Debt Instrument [Line Items] | ||
Principal balance | 695.8 | 695.8 |
Unamortized issuance costs | (4.8) | (7) |
Carrying value, net | 691 | 688.8 |
Convertible Debt | 2028 Notes | ||
Debt Instrument [Line Items] | ||
Principal balance | 693.3 | 693.3 |
Unamortized issuance costs | (6.5) | (8.1) |
Carrying value, net | $ 686.8 | $ 685.2 |
Debt - Long Term Debt Maturitie
Debt - Long Term Debt Maturities (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 0 |
2025 | 0 |
2026 | 695.8 |
2027 | 0 |
2028 | 693.3 |
Thereafter | 0 |
Total | $ 1,389.1 |
Debt - Convertible Note Hedges
Debt - Convertible Note Hedges and Warrants (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative [Line Items] | |||
Proceeds from sale of warrants in connection with issuance of convertible senior notes | $ 0 | $ 0 | $ 202.9 |
2026 Notes | |||
Derivative [Line Items] | |||
Convertible debt, conversion rate (in dollars per share) | $ 38.25 | ||
Convertible debt, effective conversion rate (in dollars per share) | 46.36 | ||
2028 Notes | |||
Derivative [Line Items] | |||
Convertible debt, conversion rate (in dollars per share) | 35.35 | ||
Convertible debt, effective conversion rate (in dollars per share) | $ 46.36 | ||
2026 And 2028 Warrants | |||
Derivative [Line Items] | |||
Proceeds from sale of warrants in connection with issuance of convertible senior notes | $ 202.9 | ||
2026 Warrants | |||
Derivative [Line Items] | |||
Number of shares covered by warrant (in shares) | 18.1 | ||
Warrant price (in dollars per share) | $ 46.36 | ||
2028 Warrants | |||
Derivative [Line Items] | |||
Number of shares covered by warrant (in shares) | 20.1 | ||
Warrant price (in dollars per share) | $ 46.36 | ||
2026 Notes Hedge | |||
Derivative [Line Items] | |||
Convertible note hedge, number of shares covered by hedge (in shares) | 18.2 | ||
Convertible note hedge, strike price (in dollars per share) | $ 38.25 | ||
2028 Notes Hedge | |||
Derivative [Line Items] | |||
Convertible note hedge, number of shares covered by hedge (in shares) | 19.6 | ||
Convertible note hedge, strike price (in dollars per share) | $ 35.35 | ||
Convertible Note Hedge | |||
Derivative [Line Items] | |||
Cost of note hedge transaction | $ 265.3 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2025 USD ($) ft² | Jun. 30, 2024 USD ($) ft² | Oct. 31, 2023 USD ($) ft² | Dec. 31, 2023 USD ($) ft² tranche | Dec. 31, 2021 USD ($) | Dec. 31, 2023 USD ($) ft² tranche | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2017 | |
Lessee, Lease, Description [Line Items] | |||||||||
Lease, renewal term | 5 years | 5 years | |||||||
Operating sublease, extension term | 4 years | ||||||||
Sublease income | $ 15.3 | $ 20.1 | |||||||
Non-lease component | $ 228.3 | 228.3 | |||||||
Asset impairment charges | 3.6 | 175.2 | $ 31.3 | ||||||
Total liability | 368 | 368 | |||||||
Operating lease liabilities | (65.4) | (86.4) | (102.1) | ||||||
Operating lease, not yet commenced, liability | $ 14 | $ 14 | |||||||
Operating leases, not yet commenced, term of contract | 4 years 6 months | 4 years 6 months | |||||||
Corporate Headquarters Lease | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Operating lease, term of contract | 15 years | ||||||||
Minimum obligations | $ 196.2 | $ 196.2 | |||||||
Gain on partial operating lease termination | 158.8 | $ 13.6 | 158.8 | $ 13.6 | |||||
Total liability | 149.8 | 149.8 | |||||||
Operating lease, unrecoverable maintenance costs liability | 70.2 | $ 70.2 | $ 70 | ||||||
Operating lease liabilities | $ 18.9 | ||||||||
Corporate Headquarters Lease Amendment | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Area of leased property surrendered | ft² | 52,000 | 165,000 | 165,000 | ||||||
Lease termination liability | $ 79 | $ 79 | |||||||
Number of tranches | tranche | 3 | 3 | |||||||
Lease termination payment | $ 28.1 | ||||||||
Corporate Headquarters Lease Amendment | Forecast | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Area of leased property surrendered | ft² | 59,000 | 54,000 | |||||||
Lease termination payment | $ 36 | $ 14.9 | |||||||
Line of Credit | Letter of Credit | Corporate Headquarters Lease | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Letter of credit | $ 17.5 | $ 17.5 | |||||||
Minimum | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease, remaining lease term | 1 year | 1 year | |||||||
Operating sublease, term | 1 year | ||||||||
Maximum | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lease, remaining lease term | 13 years | 13 years | |||||||
Operating sublease, term | 10 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Leases [Abstract] | ||
Operating lease cost | $ 71.6 | $ 91.7 |
Finance lease cost: | ||
Amortization of assets under finance lease | 111.7 | 111.4 |
Interest | 10.5 | 7.5 |
Total finance lease cost | $ 122.2 | $ 118.9 |
Leases - Other Lease Informatio
Leases - Other Lease Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Payments for operating leases included in cash from operating activities | $ 91.4 | $ 104.7 | |
Payments for finance leases included in cash from operating activities | 10.5 | 7.5 | |
Payments for finance leases included in cash from financing activities | 126.6 | 127.5 | $ 110.4 |
Operating leases | 34.3 | 33 | |
Finance leases | $ 144.7 | $ 105.8 | $ 127.3 |
Weighted average remaining lease term (in years) - operating leases | 8 years 7 months 6 days | 9 years 10 months 24 days | |
Weighted average remaining lease term (in years) - finance leases | 2 years 8 months 12 days | 2 years 7 months 6 days | |
Weighted average discount rate - operating leases | 3.70% | 4.10% | |
Weighted average discount rate - finance leases | 4.40% | 3.40% |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Operating leases | |
2024 | $ 74.9 |
2025 | 76.7 |
2026 | 39.7 |
2027 | 39.1 |
2028 | 38.3 |
Thereafter | 177.8 |
Total future minimum lease payments | 446.5 |
Less imputed interest | (78.6) |
Less tenant improvement receivables | 0.1 |
Lease liability | 368 |
Finance leases | |
2024 | 128.8 |
2025 | 90.3 |
2026 | 62.3 |
2027 | 25.6 |
2028 | 0.2 |
Thereafter | 0 |
Total future minimum lease payments | 307.2 |
Less imputed interest | (22.5) |
Less tenant improvement receivables | 0 |
Total liability | $ 284.7 |
Leases - Future Subtenant Payme
Leases - Future Subtenant Payments Receivable (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Leases [Abstract] | |
2024 | $ 17.4 |
2025 | 12.4 |
2026 | 8.2 |
2027 | 7.9 |
2028 | 7.7 |
Thereafter | 18.9 |
Total future sublease rent payments, net | $ 72.5 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Finance lease commitments | ||
2024 | $ 128.8 | |
2025 | 90.3 | |
2026 | 62.3 | |
2027 | 25.6 | |
2028 | 0.2 | |
Thereafter | 0 | |
Total future minimum lease payments | 307.2 | |
Less interest and taxes | (22.5) | |
Less current portion of the present value of minimum lease payments | (116.2) | $ (114.8) |
Finance lease obligation, non-current | 168.5 | $ 151.7 |
Operating lease commitments | ||
2024 | 103 | |
2025 | 114 | |
2026 | 58.2 | |
2027 | 58.1 | |
2028 | 57.9 | |
Thereafter | 283.5 | |
Future minimum payments | 674.7 | |
Other Commitments | ||
2024 | 57.6 | |
2025 | 58 | |
2026 | 60.7 | |
2027 | 0.1 | |
2028 | 0.2 | |
Thereafter | 15.1 | |
Future minimum payments | 191.7 | |
Non-lease component | $ 228.3 |
Accrued and Other Current Lia_3
Accrued and Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Non-income taxes payable | $ 60.3 | $ 76.4 |
Accrued legal and other external fees | 28.8 | 25.5 |
Acquisition indemnification holdbacks | 16.9 | 0 |
Other accrued and current liabilities | 49.2 | 38 |
Total accrued and other current liabilities | $ 155.2 | $ 139.9 |
Stockholders_ (Deficit) Equit_2
Stockholders’ (Deficit) Equity - Common Stock, Convertible Preferred Stock, Preferred Stock - Narrative (Details) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 shares | Dec. 31, 2023 vote $ / shares shares | Dec. 31, 2022 $ / shares shares | Dec. 31, 2021 shares | |
Class of Stock [Line Items] | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | ||
Preferred stock, shares authorized (in shares) | 240,000,000 | 240,000,000 | ||
Restricted Stock | ||||
Class of Stock [Line Items] | ||||
Shares granted (in shares) | 22,200,000 | 27,800,000 | ||
Co-Founder Grant | Restricted Stock | Chief Executive Officer | ||||
Class of Stock [Line Items] | ||||
Shares granted (in shares) | 10,300,000 | |||
Class A common stock | ||||
Class of Stock [Line Items] | ||||
Votes per share | vote | 1 | |||
Common stock, shares authorized (in shares) | 2,400,000,000 | 2,400,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | |||
Common stock, shares issued (in shares) | 256,000,000 | 267,200,000 | ||
Common stock, shares outstanding (in shares) | 256,000,000 | 267,200,000 | ||
Class A common stock | Co-Founder Grant | Restricted Stock | Chief Executive Officer | ||||
Class of Stock [Line Items] | ||||
Shares granted (in shares) | 8,300,000 | 8,300,000 | ||
Class B common stock | ||||
Class of Stock [Line Items] | ||||
Votes per share | vote | 10 | |||
Common stock, shares authorized (in shares) | 475,000,000 | 475,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | |||
Shares converted in conversion (in shares) | 1,500,000 | 600,000 | ||
Common stock, shares issued (in shares) | 80,700,000 | 82,200,000 | ||
Common stock, shares outstanding (in shares) | 80,700,000 | 82,200,000 | ||
Class C common stock | ||||
Class of Stock [Line Items] | ||||
Votes per share | vote | 0 | |||
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.00001 | |||
Common stock, shares issued (in shares) | 0 | 0 | ||
Common stock, shares outstanding (in shares) | 0 | 0 |
Stockholders_ (Deficit) Equit_3
Stockholders’ (Deficit) Equity - Stock Repurchase Program (Details) - USD ($) shares in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Jul. 31, 2023 | Feb. 28, 2022 | |
Class of Stock [Line Items] | ||||
Stock repurchase program, authorized amount | $ 1,200,000,000 | $ 1,200,000,000 | ||
Class A | ||||
Class of Stock [Line Items] | ||||
Stock repurchased and retired during period (in shares) | 22.7 | 35.6 | ||
Stock repurchased and retired during period, aggregate purchase price | $ 542,800,000 | $ 795,400,000 |
Stockholders_ (Deficit) Equit_4
Stockholders’ (Deficit) Equity - Equity Incentive Plans Narrative (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued and outstanding (in shares) | 0.2 | 0.4 | 0.9 |
2018 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period | 10 years | ||
Remaining unamortized stock-based compensation | $ 684.6 | ||
Award requisite period | 2 years 7 months 6 days | ||
2018 Plan | Employee Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration period | 10 years | ||
Vesting period | 4 years | ||
Equity Incentive Plans | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares issued and outstanding (in shares) | 30.6 | ||
Shares available for grant (in shares) | 110 |
Stockholders_ (Deficit) Equit_5
Stockholders’ (Deficit) Equity - Schedule of Stock Option and Restricted Stock Activity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of shares available for issuance under the Plans | |||
Beginning balance (in shares) | 97.9 | 95.2 | |
Additional shares authorized (in shares) | 17.5 | 18.8 | |
Options and restricted stock units and awards canceled / expired (in shares) | 11.5 | 6.6 | |
Shares withheld related to net share settlement of restricted stock units and awards (in shares) | 5.3 | 5.1 | |
Options and restricted stock units and awards granted (in shares) | (22.2) | (27.8) | |
Ending balance (in shares) | 110 | 97.9 | 95.2 |
Options Outstanding, Number of shares outstanding under the Plans | |||
Beginning balance (in shares) | 0.4 | 0.9 | |
Options exercised and restricted stock units and awards released (in shares) | (0.2) | (0.1) | |
Options and restricted stock units and awards canceled (in shares) | (0.4) | ||
Ending balance (in shares) | 0.2 | 0.4 | 0.9 |
Vested at end of period (in shares) | 0.2 | ||
Unvested at end of period (in shares) | 0 | ||
Options Outstanding, Weighted- average exercise price per share | |||
Beginning balance (in dollars per share) | $ 11.30 | $ 12.09 | |
Options exercised and restricted stock units and awards released (in dollars per share) | 10.27 | $ 3 | |
Options and restricted stock units and awards canceled (in dollars per share) | 18.53 | ||
Ending balance (in dollars per share) | 13.54 | $ 11.30 | $ 12.09 |
Vested at end of period (in dollars per share) | 13.54 | ||
Unvested at end of period (in dollars per share) | $ 0 | ||
Options Outstanding, Weighted- average remaining contractual term (In years) | |||
Weighted-average contractual term | 3 years 10 months 24 days | 4 years 6 months | 5 years 4 months 24 days |
Vested at end of period | 3 years 10 months 24 days | ||
Options outstanding, aggregate intrinsic value | $ 2.2 | $ 4.5 | $ 10 |
Vested at end of period, aggregate intrinsic value | 2.2 | ||
Unvested at end of period, aggregate intrinsic value | $ 0 | ||
Restricted Stock | |||
Restricted Stock Outstanding, Number of shares outstanding under the Plans | |||
Beginning balance (in shares) | 34.8 | 27.8 | |
Options exercised and restricted stock units and awards released (in shares) | (15.1) | (14.3) | |
Options and restricted stock units and awards canceled / expired (in shares) | (11.5) | (6.5) | |
Options and restricted stock units and awards granted (in shares) | 22.2 | 27.8 | |
Ending balance (in shares) | 30.4 | 34.8 | 27.8 |
Vested at end of period (in shares) | 0 | ||
Restricted Stock Outstanding, Weighted- average grant date fair value per share | |||
Beginning balance (in dollars per share) | $ 23.40 | $ 24.17 | |
Options exercised and restricted stock units and awards released (in dollars per share) | 22.77 | $ 23.37 | |
Options and restricted stock units and awards canceled (in dollars per share) | 23.46 | 23.72 | |
Shares repurchased for tax withholdings on release of restricted stock (in dollars per share) | 23.40 | ||
Options and restricted stock units and awards granted (in dollars per share) | 22.65 | 22.68 | |
Ending balance (in dollars per share) | 23.16 | $ 23.40 | $ 24.17 |
Vested at end of period (in dollars per share) | $ 0 |
Stockholders_ (Deficit) Equit_6
Stockholders’ (Deficit) Equity - Schedule of Pre-Tax Intrinsic Value (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | ||
Intrinsic value of options exercised | $ 3.3 | $ 2.9 |
Stockholders_ (Deficit) Equit_7
Stockholders’ (Deficit) Equity - Co-Founder Grants (Details) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 tranche shares | Dec. 31, 2021 shares | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Allocated share-based compensation expense | $ | $ 338 | $ 330.7 | $ 287.1 | ||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted (in shares) | 22.2 | 27.8 | |||
Vesting period | 4 years | ||||
Awards vesting (in shares) | 0 | ||||
Co-Founder Grant | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expiration period | 10 years | ||||
Number of tranches | tranche | 9 | ||||
Trading period | 30 days | ||||
Allocated share-based compensation expense | $ | $ 9.4 | $ 11.7 | |||
Remaining unamortized stock-based compensation | $ | $ 2.4 | ||||
Co-Founder Grant | Restricted Stock | Tranche One | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Co-Founder Grant | Restricted Stock | Tranche One | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage vested maximum | 20% | ||||
Co-Founder Grant | Chief Executive Officer | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares granted (in shares) | 10.3 | ||||
Awards vesting (in shares) | 2.1 |
Net Income Per Share - Schedule
Net Income Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator | |||
Net income attributable to common stockholders | $ 453.6 | $ 553.2 | $ 335.8 |
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares) | 341.2 | 361.2 | 388 |
Net income per common share, basic (in dollars per share) | $ 1.33 | $ 1.53 | $ 0.87 |
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares) | 345.6 | 363.3 | 395.8 |
Net income per common share, diluted (in dollars per share) | $ 1.31 | $ 1.52 | $ 0.85 |
Class A | |||
Numerator | |||
Net income attributable to common stockholders | $ 345.7 | $ 426.8 | $ 263.9 |
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares) | 260.1 | 278.6 | 304.9 |
Net income per common share, basic (in dollars per share) | $ 1.33 | $ 1.53 | $ 0.87 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | $ 107.9 | $ 126.4 | $ 71.9 |
Reallocation of net income to Class B common stock | 0 | 0 | 0 |
Net income attributable to common stockholders for diluted EPS | $ 453.6 | $ 553.2 | $ 335.8 |
Weighted-average effect of dilutive restricted stock units and awards and employee stock options (in shares) | 4.4 | 2.1 | 7.8 |
Conversion of Class B to Class A common stock (in shares) | 81.1 | 82.6 | 83.1 |
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares) | 345.6 | 363.3 | 395.8 |
Net income per common share, diluted (in dollars per share) | $ 1.31 | $ 1.52 | $ 0.85 |
Class B | |||
Numerator | |||
Net income attributable to common stockholders | $ 107.9 | $ 126.4 | $ 71.9 |
Weighted-average number of common shares outstanding used in computing basic net income per share (in shares) | 81.1 | 82.6 | 83.1 |
Net income per common share, basic (in dollars per share) | $ 1.33 | $ 1.53 | $ 0.87 |
Reallocation of net income as a result of conversion of Class B to Class A common stock | $ 0 | $ 0 | $ 0 |
Reallocation of net income to Class B common stock | (1.4) | (0.7) | (1.3) |
Net income attributable to common stockholders for diluted EPS | $ 106.5 | $ 125.7 | $ 70.6 |
Weighted-average effect of dilutive restricted stock units and awards and employee stock options (in shares) | 0 | 0 | 0.1 |
Conversion of Class B to Class A common stock (in shares) | 0 | 0 | 0 |
Weighted-average number of common shares outstanding used in computing diluted net income per share (in shares) | 81.1 | 82.6 | 83.2 |
Net income per common share, diluted (in dollars per share) | $ 1.31 | $ 1.52 | $ 0.85 |
Net Income Per Share - Schedu_2
Net Income Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares shares in Millions | 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 (in shares) | 90.8 | 104.6 | 75.6 |
Restricted stock units and awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 6.9 | 20.4 | 2.4 |
Options to purchase shares of common stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0.3 | 0.1 |
Co-Founder Grant | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8.3 | 8.3 | 9.3 |
Convertible Senior Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 37.8 | 37.8 | 31.9 |
Warrants | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 37.8 | 37.8 | 31.9 |
Income Taxes - Schedule of Loss
Income Taxes - Schedule of Loss from Continuing Operations Before Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 385.8 | $ 37.8 | $ 185.3 |
Foreign | 168.6 | 154.9 | 114 |
Income before income taxes | $ 554.4 | $ 192.7 | $ 299.3 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Current: | ||||
Federal | $ (37.6) | $ (13.2) | $ (0.4) | |
State | (14.6) | (15.3) | (0.7) | |
Foreign | (10.7) | (7.5) | (2.5) | |
Deferred: | ||||
Federal | (23) | 386.7 | 2.2 | |
State | 2.7 | 30 | 0.4 | |
Foreign | (17.6) | (20.2) | 37.5 | |
(Provision for) benefit from income taxes | [1] | $ (100.8) | $ 360.5 | $ 36.5 |
[1] Results of Operations for the year ended December 31, 2022 includes a one-time benefit from income taxes of $420.2 million due to the release of a valuation allowance on the U.S. federal and certain state deferred tax assets. Results of Operations for the year ended December 31, 2021 includes a one-time benefit from income taxes of $38.1 million from the release of a valuation allowance on the Irish deferred tax assets. |
Income Taxes - Income Tax Rate
Income Taxes - Income Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes at federal statutory rate | $ (116.4) | $ (40.5) | $ (62.8) | |
State taxes, net of federal benefit | (14.6) | (4.9) | (5.5) | |
Foreign rate differential | (20.9) | (34) | 0.9 | |
Research and other credits | 60.9 | 45.3 | 38.1 | |
Non-deductible compensation | (7.4) | (3.4) | (6.2) | |
Permanent differences | (0.8) | (1.8) | (0.8) | |
Change in valuation allowance | (2.4) | 409.9 | 51.4 | |
Stock-based compensation | 2.7 | (4.3) | 23.5 | |
Other non-deductible items | (1.9) | (5.8) | (2.1) | |
(Provision for) benefit from income taxes | [1] | $ (100.8) | $ 360.5 | $ 36.5 |
[1] Results of Operations for the year ended December 31, 2022 includes a one-time benefit from income taxes of $420.2 million due to the release of a valuation allowance on the U.S. federal and certain state deferred tax assets. Results of Operations for the year ended December 31, 2021 includes a one-time benefit from income taxes of $38.1 million from the release of a valuation allowance on the Irish deferred tax assets. |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 18.9 | $ 40.8 |
Research credit carryforwards | 217.1 | 268.9 |
Stock-based compensation | 24.8 | 24.1 |
Accruals and reserves | 29 | 36.8 |
Lease liability | 72.5 | 141.8 |
Convertible senior notes | 37.1 | 47.5 |
Capitalized research expenditures | 233.3 | 123.9 |
Other | 0.2 | 0.6 |
Gross deferred tax assets | 632.9 | 684.4 |
Valuation allowance | (116.3) | (111.6) |
Total deferred tax assets, net of valuation allowance | 516.6 | 572.8 |
Deferred tax liabilities: | ||
Fixed assets and intangible assets | 21.8 | 14.4 |
Right-of-use assets | 31.4 | 59.5 |
Other | 3 | 0.2 |
Total deferred tax liability | 56.2 | 74.1 |
Net deferred tax assets | $ 460.4 | $ 498.7 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||||
Research credit carryforwards | $ 217.1 | $ 268.9 | ||
Unrecognized tax benefits | 149.8 | 127.2 | $ 107.3 | $ 91.4 |
Unrecognized tax benefits that would impact effective tax rate | 106 | |||
Unrecognized tax benefit that would result in adjustment to deferred tax assets | 43.8 | |||
Penalties and interest accrued | 6.7 | |||
Penalties and interest expense | 1.3 | $ 1.7 | $ 0.4 | |
State Enterprise Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforward | 3.1 | |||
Domestic Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 10.7 | |||
Operating loss carryforwards, subject to expiration | 5.7 | |||
Operating loss carryforwards, not subject to expiration | 5 | |||
Research credit carryforwards | 203 | |||
Domestic Tax Authority | Research Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits | 89.3 | |||
State and Local Jurisdiction | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 41.1 | |||
Research credit carryforwards | 171 | |||
State and Local Jurisdiction | Research Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized tax benefits | 44.8 | |||
Foreign Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 25 | |||
Tax credit carryforward | $ 0.5 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance of gross unrecognized tax benefits at the beginning of the fiscal year | $ 127.2 | $ 107.3 | $ 91.4 |
Gross increases related to prior period tax positions | 3.4 | 0 | 0 |
Gross decreases related to prior period tax positions | (0.7) | 0 | (0.3) |
Gross increases related to current period tax positions | 21.1 | 20.3 | 18.5 |
Reductions due to lapse in statute of limitations | (1.2) | (0.4) | (1.5) |
Reductions due to settlements with taxing authorities | 0 | 0 | (0.8) |
Balance of gross unrecognized tax benefits at the end of the fiscal year | $ 149.8 | $ 127.2 | $ 107.3 |
Geographic Areas (Details)
Geographic Areas (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Property and equipment, net | $ 309.2 | $ 308.4 | |
Revenue | 2,501.6 | 2,324.9 | $ 2,157.9 |
United States | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 302.4 | 300.2 | |
Revenue | 1,419.4 | 1,264.2 | 1,130 |
International | |||
Segment Reporting Information [Line Items] | |||
Property and equipment, net | 6.8 | 8.2 | |
Revenue | $ 1,082.2 | $ 1,060.7 | $ 1,027.9 |