Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2017shares | |
Document Information [Line Items] | |
Document Type | 20-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | FY |
Trading Symbol | SE |
Entity Registrant Name | SEA LTD |
Entity Central Index Key | 1,703,399 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Class A Ordinary Shares [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 182,009,760 |
Class B Ordinary Shares [Member] | |
Document Information [Line Items] | |
Entity Common Stock, Shares Outstanding | 152,956,453 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 1,347,361 | $ 170,078 |
Restricted cash | 95,300 | 18,607 |
Accounts receivable, net | 61,846 | 35,074 |
Prepaid expenses and other assets | 186,181 | 79,443 |
Inventories, net | 9,790 | 3,947 |
Short-term investment | 18,000 | |
Amounts due from related parties | 2,235 | 2,735 |
Total current assets | 1,720,713 | 309,884 |
Non-current assets | ||
Property and equipment, net | 74,348 | 31,123 |
Intangible assets, net | 37,333 | 29,963 |
Long-term investments | 28,216 | 45,072 |
Prepaid expenses and other assets | 46,297 | 32,299 |
Restricted cash | 2,317 | 2,139 |
Deferred tax assets | 48,104 | 35,295 |
Goodwill | 30,952 | |
Total non-current assets | 267,567 | 175,891 |
Total assets | 1,988,280 | 485,775 |
Current liabilities | ||
Accounts payable | 8,644 | 5,990 |
Accrued expenses and other payables | 285,248 | 102,086 |
Advances from customers | 27,155 | 15,459 |
Amount due to related parties | 36,790 | 9,696 |
Short-term bank borrowings | 2,013 | 1,858 |
Deferred revenue | 268,241 | 122,218 |
Income tax payable | 9,614 | 6,449 |
Total current liabilities | 637,705 | 263,756 |
Non-current liabilities | ||
Accrued expenses and other payables | 7,547 | 4,480 |
Deferred revenue | 133,481 | 137,259 |
Convertible promissory notes | 726,950 | |
Deferred tax liabilities | 4,378 | |
Unrecognized tax benefits | 3,088 | 855 |
Total non-current liabilities | 875,444 | 142,594 |
Total liabilities | 1,513,149 | 406,350 |
Commitments and contingencies | ||
Mezzanine equity | ||
Total mezzanine equity | 205,075 | |
Shareholders' equity | ||
Ordinary shares | 88 | |
Additional paid-in capital | 1,564,656 | 370,615 |
Accumulated other comprehensive income | 10,701 | 8,587 |
Statutory reserves | 46 | 46 |
Accumulated deficit | (1,106,545) | (505,006) |
Total Sea Limited shareholders' (deficit) equity | 469,025 | (125,670) |
Non-controlling interests | 6,106 | 20 |
Total shareholders' (deficit) equity | 475,131 | (125,650) |
Total liabilities, mezzanine equity and shareholders' (deficit) equity | 1,988,280 | 485,775 |
Seed Contingently Redeemable Convertible Preference Shares [Member] | ||
Mezzanine equity | ||
Contingently redeemable convertible preference shares | 500 | |
Series A Contingently Redeemable Convertible Preference Shares [Member] | ||
Mezzanine equity | ||
Contingently redeemable convertible preference shares | 10,000 | |
Series B Contingently Redeemable Convertible Preference Shares [Member] | ||
Mezzanine equity | ||
Contingently redeemable convertible preference shares | $ 194,575 | |
Class A Ordinary Shares [Member] | ||
Shareholders' equity | ||
Ordinary shares | 91 | |
Class B Ordinary Shares [Member] | ||
Shareholders' equity | ||
Ordinary shares | $ 76 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts payable of the Consolidated VIEs without recourse to the primary beneficiaries | $ 8,644 | $ 5,990 |
Accrued expenses and other payables of the Consolidated VIEs without recourse to the primary beneficiaries | 285,248 | 102,086 |
Advances from customers of the Consolidated VIEs without recourse to the primary beneficiaries | 27,155 | 15,459 |
Amount due to related parties of the Consolidated VIEs without recourse to the primary beneficiaries | 36,790 | 9,696 |
Short-term bank borrowings of the Consolidated VIEs without recourse to the primary beneficiaries | 2,013 | 1,858 |
Deferred revenue of the Consolidated VIEs without recourse to the primary beneficiaries | 268,241 | 122,218 |
Income tax payable of the Consolidated VIEs without recourse to the primary beneficiaries | 9,614 | 6,449 |
Accrued expenses and other payables of the Consolidated VIEs without recourse to the primary beneficiaries | 7,547 | 4,480 |
Deferred revenue of the Consolidated VIEs without recourse to the primary beneficiaries | 133,481 | 137,259 |
Convertible promissory notes of the Consolidated VIEs without recourse to the primary beneficiaries | 726,950 | |
Deferred tax liabilities of the Consolidated VIEs without recourse to the primary beneficiaries | 4,378 | |
Unrecognized tax benefits of the Consolidated VIEs without recourse to the primary beneficiaries | $ 3,088 | $ 855 |
Ordinary shares, Par value | $ 0.0005 | |
Ordinary shares, Authorized | 0 | 386,163,970 |
Ordinary shares, Issued | 0 | 176,592,650 |
Ordinary shares, Outstanding | 0 | 176,592,650 |
VIEs Without Recourse to the Primary Beneficiaries [Member] | ||
Accounts payable of the Consolidated VIEs without recourse to the primary beneficiaries | $ 5,484 | $ 4,557 |
Accrued expenses and other payables of the Consolidated VIEs without recourse to the primary beneficiaries | 89,489 | 47,311 |
Advances from customers of the Consolidated VIEs without recourse to the primary beneficiaries | 6,091 | 5,874 |
Amount due to related parties of the Consolidated VIEs without recourse to the primary beneficiaries | 1,235 | 5,122 |
Short-term bank borrowings of the Consolidated VIEs without recourse to the primary beneficiaries | 2,013 | 1,858 |
Deferred revenue of the Consolidated VIEs without recourse to the primary beneficiaries | 137,512 | 72,285 |
Income tax payable of the Consolidated VIEs without recourse to the primary beneficiaries | 1,673 | |
Accrued expenses and other payables of the Consolidated VIEs without recourse to the primary beneficiaries | 4,190 | 240 |
Deferred revenue of the Consolidated VIEs without recourse to the primary beneficiaries | 61,571 | 115,251 |
Unrecognized tax benefits of the Consolidated VIEs without recourse to the primary beneficiaries | $ 2,636 | $ 403 |
Seed Contingently Redeemable Convertible Preference Shares [Member] | ||
Redeemable convertible preference shares, Par value | $ 0.0005 | |
Redeemable convertible preference shares, Authorized | 10,000,000 | |
Redeemable convertible preference shares, Issued | 10,000,000 | |
Redeemable convertible preference shares, Outstanding | 10,000,000 | |
Redeemable convertible preference shares, Aggregate liquidation preference | $ 500 | |
Series A Contingently Redeemable Convertible Preference Shares [Member] | ||
Redeemable convertible preference shares, Par value | $ 0.0005 | |
Redeemable convertible preference shares, Authorized | 62,500,000 | |
Redeemable convertible preference shares, Issued | 62,500,000 | |
Redeemable convertible preference shares, Outstanding | 62,500,000 | |
Redeemable convertible preference shares, Aggregate liquidation preference | $ 10,000 | |
Series B Contingently Redeemable Convertible Preference Shares [Member] | ||
Redeemable convertible preference shares, Par value | $ 0.0005 | |
Redeemable convertible preference shares, Authorized | 13,836,030 | |
Redeemable convertible preference shares, Issued | 13,836,030 | |
Redeemable convertible preference shares, Outstanding | 13,836,030 | |
Redeemable convertible preference shares, Aggregate liquidation preference | $ 200,000 | |
Class A Ordinary Shares [Member] | ||
Ordinary shares, Par value | $ 0.0005 | |
Ordinary shares, Authorized | 14,800,000,000 | |
Ordinary shares, Issued | 182,009,760 | |
Ordinary shares, Outstanding | 182,009,760 | |
Class B Ordinary Shares [Member] | ||
Ordinary shares, Par value | $ 0.0005 | |
Ordinary shares, Authorized | 200,000,000 | |
Ordinary shares, Issued | 152,956,453 | |
Ordinary shares, Outstanding | 152,956,453 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue | |||
Digital entertainment | $ 365,167 | $ 327,985 | $ 281,963 |
Others | 49,023 | 17,685 | 10,161 |
Total revenue | 414,190 | 345,670 | 292,124 |
Cost of revenue | |||
Digital entertainment | (217,986) | (185,314) | (160,267) |
Others | (108,892) | (47,284) | (24,031) |
Total cost of revenue | (326,878) | (232,598) | (184,298) |
Gross profit | 87,312 | 113,072 | 107,826 |
Operating income (expenses): | |||
Other operating income | 3,497 | 2,103 | 3,063 |
Sales and marketing expenses | (425,974) | (187,372) | (89,015) |
General and administrative expenses | (137,868) | (112,383) | (87,202) |
Research and development expenses | (29,323) | (20,809) | (17,732) |
Total operating expenses | (589,668) | (318,461) | (190,886) |
Operating loss | (502,356) | (205,389) | (83,060) |
Interest income | 2,922 | 741 | 545 |
Interest expense | (26,501) | (23) | (32) |
Investment gain, net | 33,591 | 9,434 | |
Changes in fair value of convertible promissory notes | (51,950) | ||
Foreign exchange loss | (4,215) | (1,649) | (4,911) |
Loss before income tax and share of results of equity investees | (548,509) | (196,886) | (87,458) |
Income tax expense | (10,745) | (8,546) | (11,730) |
Share of results of equity investees | (1,912) | (19,523) | (8,148) |
Net loss | (561,166) | (224,955) | (107,336) |
Net loss attributable to non-controlling interests | 681 | 2,088 | 3,970 |
Net loss attributable to Sea Limited's ordinary shareholders | $ (560,485) | $ (222,867) | $ (103,366) |
Loss per share: | |||
Basic and diluted | $ (2.72) | $ (1.30) | $ (0.63) |
Shares used in loss per share computation: | |||
Basic and diluted | 205,727,195 | 171,127,788 | 164,625,286 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (561,166) | $ (224,955) | $ (107,336) |
Foreign currency translation adjustments: | |||
Translation gain | 1,973 | 515 | 3,732 |
Reclassification adjustment for net translation adjustments realized in net income | 144 | (762) | |
Net change | 2,117 | (247) | 3,732 |
Available-for-sale securities: | |||
Change in unrealized (loss) gain | 16,136 | (3,388) | |
Reclassification adjustment for net loss realized in net income | (13,787) | ||
Net change | 2,349 | (3,388) | |
Total other comprehensive income, net of tax | 2,117 | 2,102 | 344 |
Less: total comprehensive loss attributable to non-controlling interests | 678 | 2,023 | 4,198 |
Total comprehensive loss attributable to Sea Limited's ordinary shareholders | $ (558,371) | $ (220,830) | $ (102,794) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities | |||
Net loss | $ (561,166) | $ (224,955) | $ (107,336) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Amortization of intangible assets | 17,569 | 21,598 | 14,152 |
Depreciation of property and equipment | 23,353 | 17,956 | 15,109 |
Gain on disposal of investments | (23,857) | (14,660) | |
Gain on re-measurement of previously held equity interests | (10,881) | ||
Impairment loss on intangible assets | 922 | 5,568 | 1,670 |
Impairment loss on investments | 1,147 | 5,226 | |
Intangible assets written-off | 120 | 3,073 | |
Prepaid licensing fees written-off | 7,062 | 919 | |
Waiver of other payables | (1,644) | ||
Share of results of equity investees | 1,912 | 19,523 | 8,148 |
Share-based compensation | 28,636 | 28,841 | 20,564 |
Unrecognized tax benefits | 2,334 | 50 | 82 |
Deferred income tax | (8,753) | (2,281) | (2,406) |
Changes in fair value of convertible promissory notes | 51,950 | ||
Net foreign exchange differences | 5,214 | 507 | 2,510 |
Others | 2,571 | 3,202 | 899 |
Operating cash flows before changes in working capital | (469,049) | (132,243) | (44,260) |
Inventories | (5,970) | 93 | (2,918) |
Accounts receivable | (24,547) | 4,659 | (10,866) |
Prepaid expenses and other assets | (107,847) | (25,251) | (28,519) |
Amounts due from related parties | (1,835) | (239) | (13) |
Restricted cash | (75,002) | (12,905) | (3,122) |
Accounts payable | 1,822 | (3,052) | 4,291 |
Accrued expenses and other payables | 183,436 | 47,162 | 26,342 |
Advances from customers | 9,967 | (2,048) | 8,316 |
Deferred revenue | 125,102 | 5,935 | 25,113 |
Income tax payable | 2,599 | (2,145) | 1,443 |
Amounts due to related parties | 27,094 | 5,308 | (904) |
Net cash used in operating activities | (334,230) | (114,726) | (25,097) |
Cash flows from investing activities | |||
Purchase of property and equipment | (67,361) | (16,977) | (25,838) |
Purchase of intangible assets | (12,385) | (7,562) | (50,830) |
Purchase of non-marketable equity and other investments | (5,428) | (16,140) | (30,932) |
Purchase of available-for-sale investments | (18,000) | (3,796) | (21,151) |
Acquisition of businesses, net of cash acquired | (18,094) | ||
Loan to related parties | (402) | (8,524) | (813) |
Repayment of loans from related party | 2,737 | 4,946 | |
Loans to a third party | (885) | ||
Proceeds from disposal of property and equipment | 314 | 507 | 122 |
Proceeds from disposal of intangible assets | 5 | ||
Sales of available-for-sale investments | 16,867 | ||
Sales of non-marketable equity and other investments | 1,633 | ||
Net cash used in investing activities | (118,614) | (29,931) | (129,442) |
Cash flows from financing activities | |||
Proceeds from issuance of convertible promissory notes, net | 674,300 | ||
Proceeds from bank borrowings | 3,888 | 4,329 | |
Repayment of bank borrowings | (3,888) | (2,492) | (1,520) |
Proceeds from issuance of ordinary shares, net | 960,924 | 3,210 | 185,044 |
Proceeds from issuance of Series B contingently redeemable convertible preference shares, net of issuance costs | 194,575 | ||
Acquisition of non-controlling interests | (11,381) | ||
Contribution by non-controlling interests | 4,292 | ||
Net cash generated from financing activities | 1,623,843 | 199,622 | 187,816 |
Effect of foreign exchange rate changes on cash and cash equivalents | 6,284 | (1,090) | (3,070) |
Net increase in cash and cash equivalents | 1,177,283 | 53,875 | 30,207 |
Cash and cash equivalents at beginning of the year | 170,078 | 116,203 | 85,996 |
Cash and cash equivalents at end of the year | 1,347,361 | 170,078 | 116,203 |
Supplement disclosures of cash flow information: | |||
Income taxes paid | (13,999) | (13,033) | (13,152) |
Interest paid | (741) | (23) | (32) |
Interest received | 2,922 | 741 | 545 |
Supplement disclosures of non-cash activities: | |||
Purchase of property and equipment included in accrued expenses and other payables | 2,549 | 579 | 1,429 |
Purchase of intangible assets included in accrued expenses and other payables | 867 | (264) | |
Purchase of property and equipment included in prepayments | (4,913) | (318) | (230) |
Purchase of intangible assets included in prepayments | (353) | (1,542) | $ (7,133) |
Payable for acquisition of non-controlling interests | $ 8,780 | ||
Conversion of a mezzanine equity into ordinary shares | $ (205,075) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders Equity (Deficit) - USD ($) $ in Thousands | Total | Ordinary Shares [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Statutory Reserves [Member] | Accumulated Deficit [Member] | Total Sea Limited Shareholders Equity (Deficit) [Member] | Non-controlling Interests [Member] |
Beginning Balance at Dec. 31, 2014 | $ (29,263) | $ 75 | $ 141,515 | $ 5,978 | $ 16 | $ (178,743) | $ (31,159) | $ 1,896 |
Beginning Balance, shares at Dec. 31, 2014 | 149,671,460 | |||||||
Comprehensive loss: | ||||||||
Net loss for the year | (107,336) | (103,366) | (103,366) | (3,970) | ||||
Foreign currency translation adjustments | 3,732 | 3,960 | 3,960 | (228) | ||||
Net change in unrealized gain (loss) on available-for-sale investments | (3,388) | (3,388) | (3,388) | |||||
Acquisition of subsidiaries | 53 | 53 | ||||||
Issuances of ordinary shares, shares | 16,681,500 | |||||||
Issuances of ordinary shares, value | 180,160 | $ 8 | 180,152 | 180,160 | ||||
Restricted shares awards issued | 0 | |||||||
Exercise of share options | 4,884 | $ 4 | 4,880 | 4,884 | ||||
Share-based compensation | 20,564 | 20,564 | 20,564 | |||||
Restricted shares awards issued, shares | 50,000 | |||||||
Exercise of share options, shares | 7,189,340 | |||||||
Capital contributed by non-controlling interest | 4,292 | 4,292 | ||||||
Appropriation of statutory reserves | 17 | (17) | ||||||
Ending Balance at Dec. 31, 2015 | 73,698 | $ 87 | 347,111 | 6,550 | 33 | (282,126) | 71,655 | 2,043 |
Ending Balance, shares at Dec. 31, 2015 | 173,592,300 | |||||||
Beginning Balance, shares at Dec. 31, 2015 | 173,592,300 | |||||||
Comprehensive loss: | ||||||||
Net loss for the year | (224,955) | (222,867) | (222,867) | (2,088) | ||||
Foreign currency translation adjustments | (247) | (312) | (312) | 65 | ||||
Net change in unrealized gain (loss) on available-for-sale investments | 2,349 | 2,349 | 2,349 | |||||
Acquisition of non-controlling interests | (8,546) | (8,546) | (8,546) | |||||
Exercise of share options | 3,210 | $ 1 | 3,209 | 3,210 | ||||
Share-based compensation | 28,841 | 28,841 | 28,841 | |||||
Restricted shares awards issued, shares | 250,000 | |||||||
Exercise of share options, shares | 2,750,350 | |||||||
Appropriation of statutory reserves | 0 | 13 | (13) | |||||
Ending Balance at Dec. 31, 2016 | $ (125,650) | $ 88 | 370,615 | 8,587 | 46 | (505,006) | (125,670) | 20 |
Ending Balance, shares at Dec. 31, 2016 | 176,592,650 | 176,592,650 | ||||||
Beginning Balance, shares at Dec. 31, 2016 | 176,592,650 | |||||||
Comprehensive loss: | ||||||||
Net loss for the year | $ (561,166) | (560,485) | (560,485) | (681) | ||||
Foreign currency translation adjustments | 2,117 | 2,114 | 2,114 | 3 | ||||
Acquisition of subsidiaries | 8,787 | 8,787 | ||||||
Acquisition of non-controlling interests | (2,601) | (546) | (546) | (2,055) | ||||
Cancellation of ordinary shares | (41,055) | $ (1) | (41,054) | (41,055) | ||||
Cancellation of ordinary shares, shares | (2,777,780) | |||||||
Disposal of interest in a subsidiary without change in control | 64 | 32 | 32 | 32 | ||||
Issuances of ordinary shares, shares | 65,954,538 | |||||||
Issuances of ordinary shares, value | 935,533 | $ 33 | 935,500 | 935,533 | ||||
Exercise of share options | 25,391 | $ 4 | 25,387 | 25,391 | ||||
Share-based compensation | 28,636 | 28,636 | 28,636 | |||||
Restricted shares awards issued, shares | 1,572,500 | |||||||
Exercise of share options, shares | 7,288,275 | |||||||
Appropriation of statutory reserves | 0 | |||||||
Conversion of convertible preference shares into Class A and Class B ordinary shares | 205,075 | $ 43 | 205,032 | 205,075 | ||||
Conversion of convertible preference share, shares | 86,336,030 | |||||||
Ending Balance at Dec. 31, 2017 | $ 475,131 | $ 167 | $ 1,564,656 | $ 10,701 | $ 46 | $ (1,106,545) | $ 469,025 | $ 6,106 |
Ending Balance, shares at Dec. 31, 2017 | 0 | 334,966,213 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. ORGANIZATION Sea Limited (the “Company”) is a limited liability company incorporated in the Cayman Islands on May 8, 2009 and conducts its business primarily through its subsidiaries and variable interest entities in Greater Southeast Asia in markets including Singapore, Thailand, Taiwan, Vietnam, Indonesia, Malaysia and the Philippines. The Company is principally engaged in the digital entertainment, e-commerce (a) As of December 31, 2017, significant subsidiaries of the Company and its consolidated variable interest entities (the “VIEs”) where the Company or its wholly-owned subsidiaries, Garena Limited, Shopee Limited or Airpay Limited, is the primary beneficiary (collectively refers to as the “Primary Beneficiary”) include the following entities: Entity Date of Place of incorporation Percentage of direct ownership by the Company <4 Principal activities 2016 2017 Subsidiaries held by the Company: Garena Limited (“Garena Cayman”) March 4, 2015 Cayman Islands 100 100 Investment holding company Shopee Limited (“Shopee Cayman”) January 16, 2015 Cayman Islands 100 100 Investment holding company Airpay Limited (“Airpay Cayman”) March 27, 2015 Cayman Islands 100 100 Investment holding company Garena Online Private Limited (“Garena Online”) May 8, 2009 Singapore 100 100 Game operations and Garena Ventures Private Limited (“Garena Ventures”) February 23, 2015 Singapore 100 100 Investment holding company PT. Garena Indonesia (“PT. Garena”) December 6, 2012 Indonesia 100 100 Game operations Entity Date of Place of incorporation Percentage of direct ownership by the Company <4 Principal activities 2016 2017 Subsidiary held by Garena Cayman: Garena Online (Thailand) Co., Ltd. (“Garena Online (Thailand)”) August 18, 2011 Thailand 100 100 Game operations Variable interest entities held by Garena Cayman: Garena (Taiwan) Co., Ltd (“Garena Taiwan”) <1 March 8, 2010 Taiwan — — Game operations Vietnam Esports and Entertainment Joint Stock Company (“VEE”) <1,<5 May 10, 2011 Vietnam — 30 Game operations Subsidiaries held by Shopee Cayman: Shopee (Thailand) Co., Ltd. (“Shopee (Thailand)”) February 2, 2015 Thailand 100 100 Online platform PT Shopee International Indonesia (“PT Shopee”) August 5, 2015 Indonesia 100 100 Online platform Shopee Singapore Private Limited (“Shopee Singapore”) February 5, 2015 Singapore 100 100 Online platform Shopee Company Limited (“Shopee Company”) <6 February 10, 2015 Vietnam — 100 Online platform Entity Date of Place of incorporation Percentage of direct ownership by the Company<4 Principal activities 2016 2017 Variable interest entity held by Shopee Cayman: Shopee (Taiwan) Co., Ltd (“Shopee Taiwan”) <2 March 4, 2015 Taiwan — — Online platform Subsidiary held by Airpay Cayman: Airpay (Thailand) Co., Ltd. (“Airpay (Thailand)”) June 16, 2014 Thailand 100 100 Electronic payment services Variable interest entity held by Airpay Cayman: Vietnam Esports Development Joint Stock Company (“VED”) <3, <5 June 9, 2009 Vietnam — 30 Electronic payment services <1 Collectively, the “Digital Entertainment VIEs” <2 The “E-Commerce <3 The “Digital Financial Services VIE” <4 Effective ownership in the case of Thailand entities. <5 In 2017, the VIE Shareholders of VEE and VED transferred 30% equity interests in each of these companies to Garena Cayman and Airpay Cayman, respectively. <6 In 2017, the VIE Shareholder of Shopee Company transferred its 100% equity interest in Shopee Company to Shopee Cayman. (b) VIE structure The Company operates in various markets in Greater Southeast Asia and its major subsidiaries operate in jurisdictions that have certain restrictions on foreign ownership of local companies. In Vietnam, foreign ownership in companies engaging in the online game business shall not exceed 49%, and foreign ownership in companies engaging in e-commerce e-payment The following is a summary of the key terms of the VIE Agreements that were signed amongst the Primary Beneficiary (and Garena Online, Shopee Singapore or Airpay Singapore in the case of the exclusive business cooperation agreements) and the respective shareholders of the Digital Entertainment VIEs, the E-Commerce Loan Agreements In order to ensure that the VIE Shareholders are able to provide capital to each of these VIEs in order to develop its business, the Primary Beneficiary has entered into loan agreements with each VIE Shareholder. Pursuant to the loan agreements, the Primary Beneficiary has granted loans to the VIE Shareholders that may only be used for the purpose of acquiring equity interests in or contributing to the registered capital of these VIEs. The loans may be repaid only by transferring all of the VIE Shareholders’ equity interests in the VIE to the Primary Beneficiary or their respective designee upon exercise of the option under the exclusive option agreement. The loan agreements also prohibit the VIE Shareholders from assigning or transferring to any third party, or from creating or causing any security interest to be created on, any part of their equity interests in these entities. In the event that the respective VIE Shareholders sell their equity interests to the Primary Beneficiary or their respective designee at a price which is equal to or lower than the principal amount of the loan, the loan will be interest-free. If the price is higher than the principal amount of the loans, the excess amount will be deemed to be interest on the loans payable by the VIE Shareholders to the Primary Beneficiary. Exclusive Option Agreements In order to ensure that the Company is able to acquire all of the equity interests in the VIEs at its discretion, the Primary Beneficiary has entered into exclusive option agreements with the respective VIE Shareholders. Each option is exercisable by the Primary Beneficiary at any time, provided that doing so is not prohibited by law. The exercise price under each option is the minimum amount required by law and any proceeds obtained by the respective VIE Shareholders through the transfer of their equity interests in these VIEs shall be used for the repayment of the loan provided in accordance with the loan agreements. During the terms of the exclusive option agreements, the VIE Shareholders will not grant a similar right or transfer any of the equity interests in these VIEs to any party other than the Primary Beneficiary or their respective designee, nor will it pledge, create or permit any security interest or similar encumbrance to be created on any of the equity interests. The VIEs cannot declare any profit distributions or grant loans in any form without the prior consent of the Primary Beneficiary. The VIE Shareholders must remit in full any funds received from the VIEs to the Primary Beneficiary or their respective designee in the event any distributions are made by the VIEs. The exclusive option agreements will remain in effect until the respective VIE Shareholder has transferred such shareholder’s equity interests in the VIEs to the Primary Beneficiary or their respective designee. Powers of Attorney Pursuant to the powers of attorney, each VIE Shareholder has irrevocably appointed the Primary Beneficiary as their attorney-in-fact Each power of attorney remains in effect until the VIE Shareholder ceases to hold any equity interest in the respective VIE. Equity Interest Pledge Agreements In order to secure the performance of the VIEs and the VIE Shareholders under the contractual arrangements, each of the VIE Shareholders of the VIEs has pledged all of their shares to the Primary Beneficiary. These pledges secure the contractual obligations and indebtedness of the VIE Shareholders, including all penalties, damages and expenses incurred by the Primary Beneficiary in connection with the contractual arrangements, and all other payments due and payable to Garena Online, Shopee Singapore or Airpay Singapore by the respective VIEs under the exclusive business cooperation agreements and by the VIE Shareholders under the loan agreements, exclusive option agreements, and powers of attorney. Should the VIEs or their respective VIE Shareholders breach or default under any of the contractual arrangements, the Primary Beneficiary has the right to require the transfer of the respective VIE Shareholders’ pledged equity interests in the VIEs to the Primary Beneficiary or their respective designee, to the extent permitted by laws, or require an auction or sale of the pledged equity interests and has priority in any proceeds from the auction or sale of such pledged interests. Moreover, the Primary Beneficiary has the right to collect any and all dividends in respect of the pledged equity interests during the term of the pledge. Unless the respective VIEs have fully performed all of their obligations in accordance with the exclusive business cooperation agreements and the pledged equity interests have been fully transferred to the Primary Beneficiary or their respective designee in accordance with the exclusive option agreements and the loan agreements, the equity interest pledge agreements will continue to remain in effect. Spousal Consent Letters Under the spousal consent letters, each spouse of the married VIE Shareholders of the VIEs unconditionally and irrevocably agreed that the equity interest in the respective VIE held by and registered in the name of their spouse will be disposed of pursuant to the contractual arrangements. Each spouse agreed not to assert any rights over the equity interest in these VIEs held by their spouse. In addition, in the event that the spouses obtain any equity interest in these VIEs held by their spouse for any reason, they agreed to be bound by the contractual arrangements. Exclusive Business Cooperation Agreements In order to ensure that the Company receive the economic benefits of the VIEs, the Company’s wholly-owned subsidiaries, Garena Online, Shopee Singapore or Airpay Singapore has entered into exclusive business cooperation agreements with these VIEs under which Garena Online, Shopee Singapore or Airpay Singapore has the exclusive right to provide or to designate any third party to provide, among other things, technical support, consulting services, intellectual property licenses and other services to these VIEs, and these VIEs agree to accept all services provided by Garena Online, Shopee Singapore or Airpay Singapore or their respective designee. Without Garena Online’s, Shopee Singapore’s or Airpay Singapore’s prior written consent, the VIEs are prohibited from directly or indirectly engaging any third party to provide the same or any similar services under these agreements or establishing similar cooperative relationships with any third party regarding the matters contemplated by these agreements. In addition, Garena Online, Shopee Singapore or Airpay Singapore shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of the exclusive business cooperation agreements. The VIEs agree to pay a monthly fee to Garena Online, Shopee Singapore or Airpay Singapore at an amount determined at Garena Online’s, Shopee Singapore’s or Airpay Singapore’s sole discretion after taking into account factors including the nature of the contract or services, the title of and time consumed by its employees or third party service providers designated by Garena Online, Shopee Singapore or Airpay Singapore providing the services, the content and value of services provided and the market price of the similar type of contracts or services. The exclusive business cooperation agreements will remain effective unless terminated in accordance with their provisions or terminated in writing by Garena Online, Shopee Singapore or Airpay Singapore. Unless otherwise required by applicable laws, these VIEs do not have any right to terminate the exclusive business cooperation agreements in any event. The total fee billed for the years ended December 31, 2015, 2016 and 2017 were $31,598, $35,001and $62,477, respectively. Financial Support Confirmation Letters In order to ensure that the VIEs have sufficient cash flow to fund their daily operations and/or to set off any losses incurred in such operations, the Primary Beneficiary has entered into financial support confirmation letters with each of these VIEs. Under the financial support confirmation letters, the Primary Beneficiary pledges to provide continuous financial support to these VIEs by itself or their respective designee and agreed to forego its right to seek repayment in the event these entities are unable to repay such financial support or the Primary Beneficiary becomes liable for the liabilities of these VIEs. These VIEs agree to accept such financial support and pledge to only use such support to develop their respective businesses. To the extent permitted by law, the financial support the Primary Beneficiary provides to these VIEs may take the form of loans, borrowings or guarantees. Despite the lack of technical majority ownership, there exists a parent-subsidiary relationship between the Primary Beneficiary and their respective VIEs, through the irrevocable power of attorney agreements, whereby the VIE Shareholders effectively assigned all of the voting rights underlying their equity interest in the respective VIEs to the Primary Beneficiary. Furthermore, pursuant to the loan agreements, exclusive option agreements and equity interest pledge agreements, the Primary Beneficiary obtained effective control over the respective VIEs, through the ability to exercise all the rights of the VIE Shareholders and therefore the power to govern the activities that most significantly impact the economic performance of the VIEs. The Primary Beneficiary demonstrates its ability and intention to continue to absorb substantially all the expected losses through the financial support confirmation letters. The Primary Beneficiary also demonstrates its ability to receive substantially all of the economic benefits of the VIEs via Garena Online, Shopee Singapore and AirPay Singapore through the exclusive business cooperation agreements. Thus, each of the Primary Beneficiary is the primary beneficiary of the respective VIEs and consolidates these VIEs and their subsidiaries under SEC Regulation SX-3A-02 810-10, Consolidation: Overall. In the opinion of the Company’s management and local counsels as to Taiwan and Vietnam laws, • the ownership structures of our material VIEs in Taiwan and Vietnam, currently in effect, do not and will not result in any violation of the laws or regulations currently in effect in Taiwan or Vietnam; and • the contractual arrangements among the Company, the VIEs and/or the VIE shareholders governed by the laws of Taiwan and Vietnam, currently in effect, are valid, binding and enforceable, and do not result in any violation of such laws or regulations currently in effect. However, there are substantial uncertainties regarding the interpretation and application of current and future Taiwan and Vietnam laws and regulations. Accordingly, the Company cannot be assured that the Taiwan and Vietnam regulatory authorities will not ultimately take a contrary view to its opinion. If the current ownership structure of the Company and its contractual arrangements with the VIEs are found to be in violation of any existing or future Taiwan and Vietnam laws and regulations, the Company may be required to restructure its ownership structure and operations in Taiwan and Vietnam to comply with the changing and new Taiwan and Vietnam laws and regulations. To the extent that changes and new Taiwan and Vietnam laws and regulations prohibit the Company’s VIE arrangements from complying with the principles of consolidation, the Company would have to deconsolidate the financial position and results of operations of its VIEs. In the opinion of management, the likelihood of loss in respect of the Company’s current ownership structure or the contractual arrangements with the VIEs is remote based on current facts and circumstances. (c) VIE disclosures The aggregate carrying amounts of the total assets and total liabilities of the VIEs as of December 31, 2017 were $292,441 and $547,753, respectively (2016: $171,490 and $354,862). There were no pledges or collateralization of the VIEs’ assets. Creditors of the VIEs have no recourse to the general credit of the primary beneficiaries of the VIEs, and such amounts have been parenthetically presented on the face of the consolidated balance sheets. The VIEs hold certain assets, including data servers and related equipment for use in their operations. The VIEs do not own any facilities except for the rental of certain office premises and data centers from third parties under operating lease arrangements. They also hold certain value-added technology licenses, registered copyrights, trademarks and registered domain names, including the official website, which are also considered as revenue-producing assets. However, none of such assets was recorded on the Company’s consolidated balance sheets as such assets were all acquired or internally developed with insignificant cost and expensed as incurred. In addition, the Company also hires a sales and marketing as well as a research and development workforce for its daily operations and such costs are expensed when incurred. The Company has not provided any financial or other support that it was not previously contractually required to provide to the VIEs during the periods presented. The following tables represent the financial information of the VIEs as of December 31, 2016 and 2017 and for the years ended December 31, 2015, 2016 and 2017 before eliminating the intercompany balances and transactions between the VIEs and other entities within the group: As of December 31, 2016 2017 $ $ ASSETS: Current assets: Cash and cash equivalents 38,009 92,678 Restricted cash 6,648 28,426 Accounts receivable, net 12,341 16,353 Prepaid expenses and other assets 32,532 58,648 Inventories, net 2,742 7,570 Amount due from related parties 2,619 4 Amounts due from inter-companies (1) 11,797 15,431 Total current assets 106,688 219,110 Non-current Property and equipment, net 10,618 24,715 Intangible assets, net 875 954 Long-term investments 6,017 4,974 Prepaid expenses and other assets 19,569 12,535 Deferred tax assets 27,723 30,153 Total non-current 64,802 73,331 TOTAL ASSETS (2) 171,490 292,441 As of December 31, 2016 2017 $ $ LIABILITIES AND SHAREHOLDERS’ EQUITY: Current liabilities: Accounts payable 4,557 5,484 Accrued expenses and other payables 47,311 89,489 Advances from customers 5,874 6,091 Amount due to related parties 5,122 1,235 Short-term bank borrowings 1,858 2,013 Deferred revenue 72,285 137,512 Income taxes payable — 1,673 Amounts due to inter-companies (1) 101,961 55,509 Total current liabilities 238,968 299,006 Non-current Accrued expenses and other payables 240 4,190 Deferred revenue 115,251 61,571 Amounts due to inter-companies (1) — 180,350 Unrecognized tax benefits 403 2,636 Total non-current 115,894 248,747 Total liabilities 354,862 547,753 For the Years Ended December 31, 2015 2016 2017 $ $ $ Revenue - Third party customers 132,404 157,519 201,413 - Inter-companies 2,409 16,651 27,038 Net loss (38,100 ) (56,304 ) (91,124 ) For the Years Ended December 31, 2015 2016 2017 $ $ $ Net cash used in operating activities (12,331 ) (40,459 ) (64,256 ) Net cash used in investing activities (8,040 ) (1,343 ) (22,509 ) Net cash generated from financing activities 34,392 55,478 149,435 (1) Amounts due from or to inter-companies consist of inter-company receivables or payables to the other companies within the group arising from inter-company transactions, and funds advanced for working capital purpose. (2) These assets can be used only to settle the obligations of the respective VIEs. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of preparation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). (b) Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries and the VIEs for which the Company or a subsidiary of the Company is the primary beneficiary. All significant inter-company transactions and balances between the Company, its subsidiaries and the VIEs are eliminated upon consolidation. (c) Use of estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to, revenue recognition, estimating the useful lives and impairment assessment of long-lived assets and intangible assets, accounting for and impairment assessment of investments, determining the provision for accounts receivable, accounting for deferred income taxes, accounting for share-based compensation arrangements and accounting for the Company’s financial instruments where the Company is the issuer. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements. (d) Foreign currency The functional currency of the Company is the United States dollar (“$” or “USD”), whereas the functional currency of the Company’s subsidiaries and its VIEs are the respective local currencies as determined based on the criteria of ASC 830, Foreign Currency Matters re-measured re-measured Assets and liabilities of the Company’s subsidiaries and its VIEs that has functional currencies other than USD are translated into USD at fiscal year-end Exchange differences arising on monetary items that form part of the Company’s net investment in foreign operations are recognized initially in other comprehensive income and accumulated under accumulated other comprehensive loss in equity. The other comprehensive gain or loss arising from exchange differences is reclassified from equity to profit or loss of the Company on disposal of the foreign operation. (e) Cash and cash equivalents Cash and cash equivalents consist of cash on hand and demand deposits placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities less than three months. (f) Restricted cash Restricted cash comprise deposits pledged with banks as security in relation to utilization of the banks’ payment gateway and corporate cards, performance guarantees, monies received held in escrow in connection with the Company’s e-commerce (g) Accounts receivable and allowance for doubtful accounts Accounts receivable are carried at net realizable value. An allowance for doubtful accounts is recorded in the period when loss is probable based on an assessment of specific evidence indicating troubled collection, historical experience, accounts aging and other factors. An account receivable is written off after all collection effort has ceased. (h) Inventories Inventories which comprise mainly of prepaid telecommunication cards sold through the Company’s digital financial services platform are valued at the lower of cost and net realizable value. Costs incurred in bringing each product to its present location and condition are accounted at purchase cost on weighted average basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. (i) Property and equipment Property and equipment is stated at cost, net of accumulated depreciation and/or accumulated impairment losses, if any. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets as follows: - Computers 3 years - Office equipment 3 years - Furniture and fittings 3 years - Leasehold improvements Over the shorter of lease term or the estimated useful lives of the assets - Motor vehicles 10 years The useful lives and methods of depreciation of property and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. Repair and maintenance costs are charged to expense as incurred, whereas the costs of betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sale and disposals of assets are recorded by removing the cost and accumulated depreciation with any resulting gain or loss reflected in the consolidated statements of operations. Property and equipment that are purchased or constructed which require a period of time before the assets are ready for their intended use are accounted for as construction-in-progress. Construction-in-progress Construction-in-progress (j) Goodwill Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed from the acquired entity as a result of the Company’s acquisitions of a group of companies. Under ASC 350, Intangibles – Goodwill and Other No. 2011-08 2011-08”), Intangibles – Goodwill and Other two-step 2017-04, Intangibles – Goodwill and Other 2017-04”), one-step No impairment of goodwill was recorded in the year ended December 31, 2017. (k) Intangible assets Intangible assets are carried at cost less accumulated amortization and any recorded impairment. All costs that are incurred in connection with the planning and implementation phases of the development of software for internal use are expensed. Costs incurred in the development phase are capitalized and amortized over the estimated useful life. No costs were capitalized for any of the periods presented. Costs incurred internally in researching and developing a software product to be sold, leased or marketed are charged to expense as research and development costs prior to technological feasibility being established for the product. Once technological feasibility is established, all software costs are capitalized until the product is available for general release to customers. Technological feasibility is established upon completion of all the activities that are necessary to substantiate that the software product can be produced in accordance with its design specifications, including functions, features, and technical performance requirements. No costs were capitalized for any of periods presented. Intangible assets with finite useful lives are amortized using the straight-line method over the estimated economic lives of the intangible assets as follows: Licensing fee Over the licensing period Trademarks 10 years IP right 6 years Software 3 years Customer relationships 3 years Software platforms 3 years Software, customer relationships and software platforms are included in ‘Others’ in the note 8 to the consolidated financial statements. (l) Investments The Company’s investments consist of cost method investments, available-for-sale In accordance with ASC 325-20, Investments-Other: Cost Method Investments In accordance with ASC 320, Investments—Debt and Equity Securities “held-to-maturity”, “available-for-sale”, held-to-maturity held-to-maturity available-for-sale Available-for-sale available-for-sale Investments in equity investees represent investments in entities in which the Company can exercise significant influence but does not own a majority equity interest or control are accounted for using the equity method of accounting in accordance with ASC 323-10, Investments—Equity Method and Joint Ventures: Overall 323-10. The Company discontinues applying equity method if an investment (and additional financial supports to the investee, if any) has been reduced to zero. When the Company has other investments in the investee that have liquidation preferences more senior than the ordinary shares and the equity-method investment in the ordinary shares is reduced to zero, the Company continues to report its share of equity losses in the consolidated statement of operations to the extent of and as an adjustment to the adjusted basis of the other investments in the investee. The order in which the equity losses are applied to the other investments follows the seniority of the other investments in the same investee. (m) Impairment of long-lived assets The Company evaluates its long-lived assets or asset groups, including intangible assets with finite lives, for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount of an asset or a company of long-lived assets may not be recoverable. When these events occur, the Company evaluates for impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets, when the market prices are not readily available for the long-lived assets. (n) Fair value of financial instruments The carrying amounts of financial assets and liabilities, such as cash equivalents, restricted cash, accounts receivable, other receivables within prepaid expenses and other current assets, accounts payable, short-term bank borrowings, balances with related parties and other payables, approximate their fair values because of the short maturity of these instruments. The carrying amounts of restricted cash (non-current) Available-for-sale available-for-sale (o) Revenue recognition Consistent with the criteria under ASC 605, Revenue Recognition (i) Digital entertainment revenue The Company licenses online games from game developers and distributes them through its PC and mobile based applications and certain app stores respectively. The Company offers many ways for users to purchase in-game Proceeds from these sales are initially recognized as “Advances from customers” and subsequently reclassified to “Deferred revenue” when the users make in-game in-game For the licensed games, the Company records revenue inclusive of the royalties payable to game developers, which are based on revenue-sharing ratios, as it acts as the principal in these arrangements. The Company has determined that it is acting as the principal in offering services as it is the primary obligor in the arrangement and has latitude in establishing the selling price of the virtual items. Revenue is recognized when services are provided to the users. For purposes of determining when the services are provided to the users, the Company has determined that an implied obligation exists to the paying users to continue providing access to the purchased virtual goods within the online games over an estimated delivery obligation period. Such delivery obligation period is determined in accordance with the estimated average lifespan of the virtual goods sold. In cases where the Company does not have sufficient data to determine the estimated average lifespan of the virtual items, the delivery obligation period is determined based on the estimated average lifespan of the users or the estimated game licensing periods of the said games or similar games, depending upon the available data. a) Item-based revenue model Virtual items have different lifespan patterns: time-based, consumable and durable. Time-based virtual items are items with a stated expiration time, for which revenue is recognized ratably over the period based on the time unit of the virtual items. Consumable virtual items are items that can be consumed by a specific user action and do not provide continuing benefit. Revenue attributable to consumable virtual items is recognized upon consumption. Durable virtual items are items that provide the user with continuing benefits over an extended period of time. Revenue attributable to durable virtual items is recognized ratably over their average lifespan, which are estimated based on the historical users’ usage pattern and playing behaviors for the virtual items. The Company assesses the estimated average lifespan of the durable virtual items on a quarterly basis. When new durable virtual items are launched and only a limited period of historical data is available to estimate the durable virtual item’s average lifespan, the Company recognizes revenue from the sale of the new durable virtual items over the estimated lives of similar virtual items. Once sufficient data is available, estimates are reassessed and changes are applied prospectively to prior transactions for which revenue was initially deferred and continues to be recognized in future periods. b) User-based revenue model Where the Company does not have sufficient data to use the item-based revenue model, revenue of the virtual items is recognized ratably over the estimated paying user’s average lifespan. The Company tracks paying users’ activeness within each game that is using the user-based revenue model to estimate paying users’ average lifespan. Paying users are defined as inactive when they have reached a period of inactivity for which it is reasonable to believe that these users will not return to a specific game. The Company determines the inactive rate of these paying users and revises the estimated average paying users lifespan on a quarterly basis. c) Game-based revenue model When a new game is launched and only a limited period of data is available for our analysis, or when the Company has limited data to estimate paying users’ and virtual items’ lifespan, revenue is recognized ratably over the estimated game licensing periods. Determining the estimated service period is subjective and requires management’s judgment. Future users’ usage patterns and playing behaviour may differ from the historical usage patterns and playing behaviour, on which the Company’s revenue recognition policy is based. The Company is committed to continually monitoring its actual operational statistics, users’ usage patterns and playing behaviour of its online games and to comparing these actual statistics with its original estimates and to refining these estimates and assumptions when they materially differ from the actual statistics. In October 2017, the Company revised the estimation on certain games’ revenue recognition period, switching to average paying user lives from game licensing periods of the respective games. The change in estimation was based on management’s best understanding of the games based on the user behaviours reflected in the data management collected over time. The impact of such changes was insignificant to the digital entertainment revenue. (ii) Sale of goods The Company sells certain goods and evaluates whether it is appropriate to record the gross amount of sales and related costs or the net amount earned as commissions. Generally, when the Company is primarily obligated in a transaction, has inventory risk, has latitude in establishing prices and / or selecting suppliers, or has several but not all of these indicators, revenue is recorded at the gross sale price. The Company generally records the net amount as commission earned if the Company is not primarily obligated, has no inventory risk and does not have latitude in establishing prices. Such amounts earned are determined using a fixed percentage of the gross sales price. (iii) Commission income from digital financial services The Company earns commission from merchants and AirPay counters when transactions are completed and settled through its digital financial services platform. Such commission are generally determined as a percentage based on the value of the merchandise being sold by the merchants. Revenue related to commission is recognized in the consolidated statements of operations at the time when the underlying transaction is completed. (iv) Commission income from e-commerce Commencing from April 2017, the Company’s e-commerce Shopee operates a customer loyalty program, where end users who purchase merchandises through Shopee’s platform are given Shopee coins which entitle them to a discount on future purchases from selected sellers. A portion of the commission income attributable to Shopee coins is deferred until they are redeemed or used. Any remaining unutilized Shopee coins are recognized as revenue upon expiry. In addition, Shopee provides coupons, discounts and logistics incentives (“sales incentives”) to the end users as part of the Company’s plan to expand its market share in Greater Southeast Asia. Sales incentives given to end users as a result of a concurrent sale transacted on Shopee’s platform are recognized as reductions of the corresponding commission fees in accordance to ASC 605-50. The Company also commenced charging its sellers advertising fees through its paid ads service on Shopee platform. The paid ads service allows the sellers to bid for keywords that match their product or service listing appearing in search or browser results on Shopee marketplace. Their product or service listing will show higher in search rankings when users search for their bid keywords. Sellers prepay for paid ads services and the advertising income is recognized based on the number of clicks on the product or service listings during the service period. (p) Cost of revenue Cost of revenue consists primarily of depreciation of the Company’s long-lived assets, amortization of intangible assets, channel costs, royalty expenses, hosting charges, payroll related costs, bank transaction fees and the other overhead expenses. (q) Advertising expenditure Advertising expenditure are expensed as incurred and are included in sales and marketing expenses. (r) Research and development expenses Research and development expenses consist primarily of payroll and related personnel costs related to product development. Research and development expenses are expensed as incurred. (s) Leases Leases are classified at the inception date as either a capital lease or an operating lease. The Company did not enter into any leases whereby it is the lessor for any of the periods presented. As the lessee, a lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life, or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their respective leases. The Company leases office space, apartments and equipment under operating lease agreements. Certain of the lease agreements contain rent holidays and escalating rent. Rent holidays and escalating rent are considered in determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the lease property for purposes of recognizing lease incentives. (t) Income taxes The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a valuation allowance against deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not Accounting for Income Taxes The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of “income tax” in the consolidated statements of operations. (u) Share-based compensation Share options and restricted shares awards granted to employees are accounted for under ASC 718, Compensation—Stock Compensation ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. Forfeiture rate is estimated based on historical and future expectation of optionee employee turnover rate and are adjusted to reflect future change in circumstances and facts, if any. Share-based compensation expense is recorded net of estimated forfeitures such that expense was recorded only for those share-based awards that are expected to vest. To the extent the Company revises this estimate in the future, the share-based payments could be materially impacted in the period of revision, as well as in following periods. Following the adoption of ASU 2016-09 in 2017, the Company is permitted to make an entity-wide accounting policy election either to estimate the number of forfeitures expected to incur or to account for forfeitures in compensation cost when they incur. The Company has elected to account for forfeitures of share-based compensation by recognizing forfeiture of awards upon occurrence in 2017. The impact of forfeitures during each of these years was not material. The Company, with the assistance of an independent third party valuation firm, determined the estimated fair value of the share options using the Black-Scholes pricing model (Note 14). (v) Loss per share In accordance with ASC 260, Earnings per Share two-class two-class two-class Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of the ordinary shares issuable upon the conversion of the Company’s contingently redeemable convertible preference shares and convertible promissory notes using the if-converted (w) Comprehensive Ioss Comprehensive loss is defined as the decrease in equity of the Company during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Accumulated other comprehensive loss of the Company includes foreign currency translation adjustments related to the Company’s overseas subsidiaries and change in fair value of available-for-sale (x) Segment reporting The Company identifies a business as an operating segment if: i) it engages in business activities from which it may earn revenues and incur expenses; ii) its operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance; and iii) it has available discrete financial information. The CODM reviews financial information at the operating segment level to allocate resources and to assess the operating results and financial performance for each operating segment. The Company has three reportable segments: digital entertainment, e-commerce Segment Reporting (y) Employee benefits (i) Defined contribution plan The Company participates in the national pension schemes as defined by the laws of the jurisdictions in which it has operations. Contributions to defined contribution pension schemes are recognized as an expense in the period in which the related service is performed. (ii) Employee leave entitlement Employee entitlements to annual leave are recognized as a liability when they are accrued to the employees. The undiscounted liability for leave expected to be settled wholly before twelve months after the end of the reporting period is recognized for services rendered by employees up to the end of the reporting period. (z) Share repurchase When the Company decides to cancel shares that are repurchased, the difference between the original issuance price and the repurchase price is debited into accumulated deficit. (za) Recent accounting pronouncements In May 2014, the Financial Accounting Standard Board (“FASB”) issued, Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers 2014-09 Subsequently, the FASB has issued the following standards related to ASU 2014-09: No. 2016-08, Revenue from Contracts with Customers 2016-08); No. 2016-10, Revenue from Contracts with Customers 2016-10”); No. 2016-12, Revenue from Contracts with Customers 2016-12”); No. 2016-20, Revenue from Contracts with Customers 2016-20”) No. 2017-14, Revenue from Contracts with Customers 2017-14). 2016-08, 2016-10, 2016-12, 2016-20 2017-14 2014-09 The new revenue standards may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company will adopt the new revenue standards in its first quarter of 2018 utilizing the modified retrospective transition method. Based on the Company’s assessment, the new revenue standards are not expected to have a material impact on the amount and timing of revenue recognized in the Company’s consolidated financial statements at this juncture. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall In February 2016, the FASB issued ASU No. 2016-02, Leases 2016-02”), 2016-02 In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses 2016-13”), 2016-13 2016-13 In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows 2016-15”). 2016-15 2016-15 2016-15 In October 2016, the FASB issued ASU No. 2016-16, Income Taxes 2016-16”), pre-tax Consolidation 2016-16 2016-16 In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows 2016-18”), 2016-18 In January 2017, the FASB issued ASU No. 2017-01, Business Combinations 2017-01”), 2017-01 In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other 2017-04”), one-step 2017-04 In May 2017, the FASB issued ASU 2017-09, Compensation — Stock Compensation 2017-09”), 2017-09 |
Concentration of Risks
Concentration of Risks | 12 Months Ended |
Dec. 31, 2017 | |
Risks and Uncertainties [Abstract] | |
Concentration of Risks | 3. CONCENTRATION OF RISKS (a) Credit risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, accounts receivable, other receivables, available-for-sale (b) Business, supplier, customer and economic risk The Company participates in a relatively dynamic and competitive industries that are heavily reliant operation excellence. The Company believes that changes in any of the following areas could have a material adverse effect on the Company’s future financial position, result of operations or cash flows: (i) Business risk—The Company derives a majority of its net revenues from its digital entertainment operations for the three years ended December 31, 2015, 2016 and 2017. If competitors introduce new online games that compete with, or surpass the online games operated by the Company, the Company’s operating performance in its digital entertainment operations will be affected. (ii) Supplier risk—The Company’s digital entertainment operations are dependent upon online games licensed from game developers. The term of the game license agreements with the game developers varies and is renewable upon both parties’ consent. There is no assurance that the Company will be able to renew these game licenses. There is also no assurance that the Company will be able to source for new popular games. Even if new popular games were successfully sourced, there is no assurance that the Company will be able to enter into commercially acceptable terms. The top five games contributed 85.6%, 75.6% and 76.6% of digital entertainment revenue of the Company for the years ended December 31, 2015, 2016 and 2017, respectively. (iii) Customer risk—No individual customer accounted for more than 10% of net revenues for the three years ended December 31, 2015, 2016, 2017. (iv) Political, economic and social uncertainties—The Company’s businesses could be adversely affected by the varying political, economic and social uncertainties in the diverse markets that it operates in. In addition, there is no assurance that the Company is able to operate seamlessly across the borders as a single market. (v) Regulatory restrictions—Certain laws, rules and regulations currently prohibit foreign ownership of companies in markets like Vietnam and Taiwan, two of the Company’s most significant markets. As a result, the Company consolidates these entities through the use of VIE agreements. (c) Currency convertibility risk A large majority of the Company’s revenue and expenses are denominated in the Thai Baht, New Taiwan Dollar and Vietnamese Dong. If there are foreign currency requirements, the Company may need to convert a portion of its net revenues into other currencies to meet its foreign currency obligations, including, among others, payment of dividends declared. Currently, conversion of Thai Baht to another currency is subject to regulations promulgated by the Ministry of Finance and Bank of Thailand. In Taiwan, a single remittance by a company for an amount over $1 million or remittances by a company whose annual aggregate amount exceeds $50 million may not be processed without the approval of the Central Bank of the Republic of China (Taiwan). In Vietnam, exchanging Vietnamese Dong into foreign currency must be conducted at a licensed credit institution such as a licensed commercial bank. There is no assurance that the Company will be able to convert such local currencies into U.S. Dollars or other foreign currencies to pay dividends or for other purposes on a timely basis or at all. (d) Foreign currency risk The Company operates in multiple jurisdictions, which exposes it to the effects of fluctuations in currency exchange rates. The Company earns revenue denominated in Thai Baht, New Taiwan Dollar, Vietnamese Dong, Indonesian Rupiah, Singapore Dollars, Malaysian Ringgit, Philippine Pesos and U.S. Dollars, among other currencies. Whereas it generally pays license fees to game developers in U.S. Dollars and incur expenses for employee compensation and other operating expenses in the local currencies in the jurisdictions in which it operates. Fluctuations in the exchange rates between the various currencies that the Company uses could result in expenses being higher and revenue being lower than would be the case if exchange rates were stable. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | 4. ACQUISITIONS Business combinations The Company completed acquisitions of three companies in July 2017 for an aggregate consideration of $19,875. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the date of acquisition: $ Current assets 1,010 Other non-current 1,547 Trademarks 10,679 Customer relationships 168 Software platform 475 Property and equipment, net 51 Total assets acquired 13,930 Other current liabilities 622 Deferred tax liabilities 2,265 Total liabilities assumed 2,887 Net assets acquired 11,043 Fulfilled by: Purchase consideration 19,875 Remeasurement of previously held interests* 13,333 Fair value of non-controlling 8,787 Goodwill 30,952 * The Company previously held 33.33% equity interest in one of the companies acquired. A gain of $10,881 as a result of the remeasurement of previously held interests is recognized as an investment gain in the consolidated statements of operations. The revenue and net loss since the acquisition dates included in the consolidated statement of comprehensive loss for the year were $2,620 and $5,528, respectively. The goodwill, which is not tax deductible, is primarily attributable to synergies expected to be achieved from the acquisition. The financial results of the acquired companies prior to the acquisition were not material to the Company’s consolidated results. |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts Receivable, Net | 5. ACCOUNTS RECEIVABLE, NET Accounts receivable and allowance for doubtful accounts consist of the following: December 31, 2016 2017 $ $ Accounts receivable 35,269 63,676 Allowance for doubtful accounts (195 ) (1,830 ) 35,074 61,846 As of December 31, 2016 and 2017, all accounts receivable were due from third party customers. An analysis of the allowance for doubtful accounts is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Balance at the beginning of the year 1,110 186 195 Charged to expenses 159 172 1,867 Reversal — (58 ) (245 ) Write-off (1,063 ) (103 ) (26 ) Exchange differences (20 ) (2 ) 39 Balance at the end of the year 186 195 1,830 Additions to the Company’s allowance for doubtful accounts were recorded within general and administrative expenses for each of the three years ended December 31, 2017. |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Prepaid Expenses and Other Assets | 6. PREPAID EXPENSES AND OTHER ASSETS December 31, 2016 2017 $ $ Current: Deferred channel costs 16,693 39,107 Employee loans and advances 5,355 4,295 Other receivables 42,533 92,527 Prepaid cost of revenue, sales and marketing expense and others 7,183 22,565 Security deposits 908 1,755 Tax receivable 6,095 24,409 Others 676 1,523 79,443 186,181 Non-current: Deferred channel costs 20,729 22,665 Other receivables 2,700 2,000 Prepaid licensing fee 4,250 4,603 Prepayment for purchase of property and equipment 840 5,753 Security deposits 3,775 10,892 Others 5 384 32,299 46,297 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 7. PROPERTY AND EQUIPMENT, NET December 31, 2016 2017 $ $ Computers 54,108 97,637 Office equipment, furniture and fittings 5,507 9,077 Leasehold improvements 16,286 32,251 Motor vehicles 513 2,211 Construction-in-progress — 2,227 76,414 143,403 Less: accumulated depreciation (45,291 ) (69,055 ) 31,123 74,348 Depreciation expenses recognized for each of the three years ended December 31, 2015, 2016 and 2017 were $15,109, $17,956 and $23,353, respectively, and were included in the following captions: For the year ended December 31, 2015 2016 2017 $ $ $ Cost of revenue 9,884 11,347 12,407 Sales and marketing expenses 563 740 1,198 General and administrative expenses 4,510 5,598 9,248 Research and development expenses 152 271 500 15,109 17,956 23,353 |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | 8. INTANGIBLE ASSETS, NET The following table presents the Company’s intangible assets as of the respective balance sheet dates: Licensing fee IP right Trademarks Others Total $ $ $ $ $ Intangible assets, net January 1, 2016 35,236 14,574 — 1,047 50,857 Additions 4,774 954 — 292 6,020 Amortization expense (17,191 ) (3,715 ) — (692 ) (21,598 ) Impairment (5,568 ) — — — (5,568 ) Disposal — — — (38 ) (38 ) Write-off — — — (120 ) (120 ) Exchange differences 632 (226 ) — 4 410 Intangible assets, net January 1, 2017 17,883 11,587 — 493 29,963 Additions 11,110 779 — 1,010 12,899 Acquisition of a subsidiary (Note 4) — — 10,679 677 11,356 Amortization expense (12,452 ) (3,976 ) (534 ) (607 ) (17,569 ) Impairment (922 ) — — — (922 ) Disposal — — — (5 ) (5 ) Exchange differences 693 858 — 60 1,611 Intangible assets, net December 31, 2017 16,312 9,248 10,145 1,628 37,333 The estimated aggregate amortization expenses for each of the five succeeding fiscal years and thereafter are as follows: Licensing fee IP right Trademarks Others Total $ $ $ $ $ 2018 9,795 4,268 1,068 580 15,711 2019 4,070 4,268 1,068 444 9,850 2020 2,447 712 1,068 287 4,514 2021 — — 1,068 160 1,228 2022 — — 1,068 157 1,225 Thereafter — — 4,805 — 4,805 16,312 9,248 10,145 1,628 37,333 |
Investments
Investments | 12 Months Ended |
Dec. 31, 2017 | |
Investments Schedule [Abstract] | |
Investments | 9. INVESTMENTS The Company’s investments comprise the following: Cost method The carrying amount of Company’s cost method investments was $16,851 and $18,227 as of December 31, 2016 and 2017, respectively. An impairment loss of Nil, and $1,000 and Nil had been recognized during the years ended December 31, 2015, 2016 and 2017, respectively. Available-for-sale The carrying amount of Company’s short-term available-for-sale available-for-sale Investment in equity investees Set out below are movement of equity investments during the years ended December 31, 2016 and 2017. $ Balance at January 1, 2015 1,986 Additions 26,222 Share of results and other comprehensive income (loss) (2,049 ) Foreign currency translation adjustments (107 ) Balance at December 31, 2015 26,052 Additions 2,999 Share of results and other comprehensive income (loss) (1,246 ) Less: disposals and transfers (1,522 ) Foreign currency translation adjustments (450 ) Balance at December 31, 2016 25,833 Additions 4,101 Share of results and other comprehensive income (loss) (1,912 ) Less: disposals (17,198 ) Less: transfer upon acquisition of controlling interest in an associated company (Note 4) (2,387 ) Foreign currency translation adjustments 303 Balance at December 31, 2017 8,740 In August 2017, the Company disposed its entire 45.18% equity interests in one of the equity investees in exchange for the Company’s 1,173,520 voting ordinary shares and 1,604,260 non-voting |
Accrued Expenses and Other Paya
Accrued Expenses and Other Payables | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Payables | 10. ACCRUED EXPENSES AND OTHER PAYABLES The components of accrued expenses and other payables are as follows: December 31, 2016 2017 $ $ Current: Accrued cost of revenue and sales and marketing expenses 22,561 49,179 Accrued interest for convertible promissory notes — 21,607 Accrued office-related operating expenses 3,853 9,652 Business and other taxes payables 2,985 5,277 Other payables 45,456 163,483 Payroll and welfare payable 13,941 22,131 Payable for acquisition of non-controlling 8,780 — Payable for property and equipment 2,823 6,239 Others 1,687 7,680 102,086 285,248 Non-current: Other payables 2,519 2,050 Others 1,961 5,497 4,480 7,547 |
Short-term Bank Borrowing
Short-term Bank Borrowing | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Short-term Bank Borrowing | 11. SHORT-TERM BANK BORROWING December 31, 2016 2017 $ $ Loan from a local bank 1,858 2,013 The loan from a local Taiwan bank is unsecured and bears the following interest rate and repayment term: 2016 2017 Interest rate (%) per annum TAIBOR+1.07 TAIBOR+1.05 Repayment date February 2017 February 2018 |
Convertible Promissory Notes
Convertible Promissory Notes | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Convertible Promissory Notes | 12. CONVERTIBLE PROMISSORY NOTES During the year ended December 31, 2017, the Company issued convertible promissory notes (the “2017 Convertible Notes”), in the aggregate principal amount of $675,000 to nine new investors and an existing shareholder, at an interest rate of 5% per annum, compounded annually on the unconverted and unpaid principal amount until the first to occur of (i) the maturity date, subject to further extension at investors’ election, (ii) the last day of the lockup period related to the IPO, (iii) the date of any conversion of the convertible promissory note in full, and (iv) the date of any other repayment or redemption of the convertible promissory note in full. The 2017 Convertible Notes will mature on their respective third anniversary dates, subject to a further extension by the noteholders if the Company’s public offering does not occur within the first three years. The noteholders may elect to extend the term of the 2017 Convertible Notes for an additional two years if no IPO closing date has occurred on or before the respective third anniversary date. The noteholders have the right, at their option, to convert the outstanding principal amount of the 2017 Convertible Notes, (i) in whole or in part of a minimum of 50%, into fully paid and non-assessable Notwithstanding the repayment on the maturity date as described above, if no IPO occurs, the 2017 Convertible Notes may be prepaid, in whole or in an amount equal to the outstanding unconverted and unpaid principal amount multiplied by 1.31, plus interest accrued and unpaid, on 18-month 18-month If an event of default as defined in the 2017 Convertible Notes were to occur, the outstanding obligation under the 2017 Convertible Notes would be immediately due and payable (“Contingent Redemption Option”). If the event of default is related to any failure by the Company to pay amounts due under the 2017 Convertible Notes for more than three days after the original due date of such payment, an interest of 20% in lieu of the original interest will accrue on the principal or interest that is overdue (“Contingent Interest Feature”). The initial carrying value of the Convertible Note is the consideration received from the Investors. The Company evaluated and determined if there were any embedded derivatives requiring bifurcation and to determine if there were any beneficial conversion features (“BCF”). The Embedded Call Option, Contingent Redemption Option and Contingent Interest Feature did not qualify for derivative accounting because those were clearly and closely related to the host instrument. BCF exists when the conversion price of the convertible note is lower than the fair value of the ordinary share at the commitment date. When a BCF exists as of the commitment date, its intrinsic value is bifurcated from the carrying value of the convertible note as a contribution to additional paid-in On the respective commitment dates, the favourable conversion price used to measure the BCF for the 2017 Convertible Notes was the effective conversion price of $14.807. No BCF was recognized for the 2017 Convertible Notes as the fair values per ordinary share at each of the commitment dates were less than the favourable conversion price. Following the closing of the IPO on October 20, 2017, the American Depository Shares (“ADSs”) representing the underlying Class A ordinary shares are publicly traded and the Conversion Option is subject to derivative accounting. The Company elected to use the fair value option which would require the hybrid instrument to be measured at fair value with any changes in fair value recognized in earnings. For the financial year ended December 31, 2017, the Company recorded an expense of $51,950 as changes in fair value of convertible promissory notes in the consolidated statement of operations following the IPO of the Company. |
Preference Shares
Preference Shares | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Preference Shares | 13. PREFERENCE SHARES On September 9, 2009, the Company issued 10,000,000 Seed contingently redeemable convertible preference shares (“Seed Preference Shares”) for a total gross cash consideration of $500. On March 15, 2010 and September 15, 2010, the Company issued an aggregate of 62,500,000 Series A contingently redeemable convertible preference shares (“Series A Preference Shares”) for a total gross cash consideration of $10,000. On March 30, 2016 and August 19, 2016, the Company issued an aggregate of 13,836,030 Series B contingently redeemable convertible preference shares (“Series B Preference Shares”) to the Series A Preference Shares investor and two new third party investors with a total gross cash consideration of $200,000. The Seed, the Series A and the Series B contingently redeemable convertible preference shares are collectively known as Preference Shares. The Preference Shares were all subsequently converted into ordinary shares of the Company on a one-to-one re-designated one-for-one The significant terms of the Preference Shares are summarized below. Voting The holder of each class of the Preference Shares is entitled to voting rights equal to the ordinary shareholders on an as converted basis, and is entitled to vote on any matter subject to ordinary shareholder voting. Dividends In the event the Company has not consummated an IPO by March 30, 2019, on the earliest (i) the closing of an IPO of the Company, (ii) the closing of a deemed liquidation (as discussed below) or (iii) March 30, 2022 (the “Series B Dividend Payment Date”), to the extent that funds are legally available, each holder of the Series B Preference Shares shall be entitled to receive a fixed cash dividend of 0.75% per quarter of the Series B Preference Share Purchase Price per share (the “Conditional Series B Preference Dividend”) for each Series B Preference Share held by such holder outstanding at the Series B Dividend Payment Date, accruing without compounding from the first business day following March 30, 2019 to the Series B Dividend Payment Date, provided that the aggregate amount payable to the holders of Series B Preference Shares does not exceed an amount equal to the product of (a) 9% and (b) the aggregate purchase price for the total number of Series B Preference Shares outstanding on the Series B Dividend Payment Date. Upon any payment of the Conditional Series B Preference Dividend, the Conditional Series B Preference Dividend shall no longer accrue and holders of the Series B Preference Shares will not have any right to receive any additional dividend unless both the Conditional Series B Preference Dividend (if applicable) and the Series A Preference Dividend (as discussed below) have been paid in full. After the Conditional Series B Preference Dividend (if applicable) has been paid in full, each holder of the Series A Preference Shares shall be entitled to receive a fixed non-cumulative After the Conditional Series B Preference Dividend (if applicable) and the Series A Preference Dividend have been paid in full, the Company may, to the extent funds are legally available, pay dividends (which shall not be cumulative) to the holders of ordinary shares, the Preference Shares on an as-converted Liquidation In the event of any liquidation, dissolution or winding up of the Company (each a “Liquidation Event”), either voluntary or involuntary, or the occurrence of a Deemed Liquidation Event defined as (a) a merger, consolidation, acquisition, scheme of arrangement or similar transaction involving the Company with or into another entity outside of the group under circumstances that results in a control of the Company; or (b) the sale, license or lease of all or substantially all of the Company’s or its subsidiaries’ assets; or (c) the sale or exclusive license of all or substantially all of the Company’s intellectual property, the holders of the Series B Preference Shares shall be entitled to receive the Series B liquidation preference amounts, prior to any distribution to the holders of the ordinary shares, the Seed and the Series A Preference Shares. After the distribution to holders of Series B liquidation preference amounts, the holders of the Series A Preference Shares shall be entitled to receive the Series A liquidation preference amounts, prior to any distribution to the holders of the ordinary shares and the Seed Preference Shares. After the distribution in full of the Series A and Series B liquidation preference amounts, the holders of the Seed Preference Shares shall be entitled to receive the Seed liquidation preference amounts, prior to any distribution to the holders of the ordinary shares. After payment to holders of the Preference Shares of the full amount of the respective liquidation preferences, the remaining assets and funds of the Company available for distribution to its members shall be distributed pro rata to all holders of the ordinary shares and Series A Preference Shares (but not for holders of Series B Preference Shares or Seed Preference Shares) on an as-converted Conversion Each holder of the Preference Shares has the right to convert any or all of their Preference Shares to voting ordinary shares at any time or upon the first of (A) closing of a Qualified Public Offering or (B) upon written consent of the holders of at least two-thirds two-thirds one-for-one, The above conversion prices are subject to adjustments in the event that the Company issues additional ordinary shares or additional deemed ordinary shares through options or convertible instruments for a consideration per share received by the Company less than the conversion price of the Series A Preference Shares in effect immediately prior to such issue. In such event, the Series A conversion price shall be reduced, concurrently with such issue, to prices as adjusted according to an agreed-upon formula. Registration Rights The Registrable Securities of the Company (as defined in the investors’ rights agreement), including the ordinary shares held by certain institutional investors and individual shareholders and ordinary shares issued or issuable upon conversion of Preference Shares contain certain registration rights, including demand registration rights, piggyback registration rights and Form F-3 S-3 Accounting for the Preference Shares The Preference Shares were initially classified as mezzanine equity as these preference shares are contingently redeemable upon the occurrence of a conditional event (i.e. Deemed Liquidation Event). The initial carrying values of the Preference Shares were based on the total consideration received at their respective issuance dates. The Company concluded that the Preference Shares were not redeemable currently, and is not probable that the Preference Shares will become redeemable because the likelihood of a Liquidation Event is remote. Therefore, no adjustment will be made to the initial carrying amount of the Preference Shares until it is probable that they will become redeemable. The holders of the Preference Shares have the ability to convert the instrument into the Company’s ordinary shares. The Company evaluated the embedded conversion option in these convertible preference shares to determine if there were any embedded derivatives requiring bifurcation and to determine if there were any beneficial conversion features. The conversion options and the contingent redemption options of the Preference Shares do not qualify for bifurcation accounting because the underlying ordinary shares were not publicly traded before IPO nor were they readily convertible into cash. There were no other embedded derivatives that are required to be bifurcated. BCF exists when the conversion price of the preference share is lower than the fair value of the ordinary share at the commitment date. When a BCF exists as of the commitment date, its intrinsic value is bifurcated from the carrying value of the preference share as a contribution to additional paid-in On September 9, 2009, the most favorable conversion price used to measure the beneficial conversion feature for the Seed Preference Shares was the issuance price of $0.05. No beneficial conversion feature was recognized for the Seed Preference Shares as the fair value per ordinary share at the commitment date was $0.05, which was equal to the most favorable conversion price. On March 15, 2010 and September 15, 2010, the most favorable conversion price used to measure the beneficial conversion feature for the Series A Preference Shares was the issuance price of $0.16. No beneficial conversion feature was recognized for the Series A Preference Shares as the fair value per ordinary share at the commitment date was $0.14, which was less than the most favorable conversion price. On March 30, 2016 and August 19, 2016, the most favorable conversion price used to measure the beneficial conversion feature for the Series B Preference Shares was the issuance price of $14.46. No beneficial conversion feature was recognized for the Series B Preference Shares as the fair value per ordinary share at the commitment dates was $12.11 and $12.52, respectively, which was less than the most favorable conversion price. The carrying values of the Company’s Seed and Series A Preference Shares as of December 31, 2016 are $500 and $10,000, respectively. The carrying value of the Company’s Series B Preference Shares as of December 31, 2016 is $194,575. As of December 31, 2016, no dividend was declared by the Company on the Preference Shares. |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share Based Compensation | 14. SHARE BASED COMPENSATION The Company adopted a share incentive plan in September 2009, as subsequently amended (the “Plan”). Under the Plan, the Company may grant options, restricted share awards (“RSA”), restricted share units (“RSU”) or share appreciation rights (“SAR”) to its officers, employees, directors and other eligible persons. As of December 31, 2017, up to 53,000,000 of the Company’s Class A ordinary shares may be issued in association with such grants pursuant to the Plan then effective. The Plan is administered by an authorized administrator appointed by the Board of Directors of the Company set forth in the Plan (the “Plan Administrator”). All share options and certain RSAs to be granted under the Plan generally have a contractual term of ten years and generally vest 25% from the stated vesting commencement date in the grantee’s option agreement and the remaining 75% will vest in 36 substantially equal monthly instalments. The Company also granted 350,000 RSAs that were immediately vested in 2017 and 40,000 RSAs that will vest annually in 2 years. As of December 31, 2017, options to purchase 11,653,513 of ordinary shares were outstanding and options to purchase 3,200,772 ordinary shares were available for future grant under the Plan. (a) Option granted to employees The following table summarizes the Company’s employee share option activity under the Plan: Number of Weighted price Weighted Aggregate $ Years $ Outstanding, January 1, 2015 20,356,250 1.64 Granted 7,600,000 4.57 Exercised (7,189,340 ) 1.16 Forfeited (85,830 ) 3.24 Outstanding, December 31, 2015 20,681,080 2.87 Vested and expected to vest at December 31, 2015 20,681,080 2.87 Exercisable as of December 31, 2015 4,041,070 1.46 Outstanding, January 1, 2016 20,681,080 2.87 Granted 245,000 10.80 Exercised (2,750,350 ) 2.08 Forfeited (228,750 ) 6.93 Outstanding, December 31, 2016 17,946,980 3.05 Vested and expected to vest at December 31, 2016 17,946,980 3.05 Exercisable as of December 31, 2016 9,280,320 2.62 Outstanding, January 1, 2017 17,946,980 3.05 Granted 1,915,000 14.19 Exercised (7,288,275 ) 2.57 Forfeited (920,192 ) 4.01 Outstanding, December 31, 2017 11,653,513 5.11 6.90 97,415 Vested and expected to vest at December 31, 2017 11,653,513 5.11 Exercisable as of December 31, 2017 7,136,252 3.02 6.28 73,599 The aggregate intrinsic value is calculated to be the difference between the exercise price of the underlying awards and the fair value of the underlying stock at each reporting date, for those awards that have an exercise price below the estimated fair value of the Company’s ordinary shares. The Company calculated the estimated fair value of the options on the respective grant dates using the Black-Scholes option pricing model with the following assumptions. Granted in 2015 Granted in 2016 Granted in 2017 Risk-free interest rates 1.38% ~ 2.01% 1.18% ~ 1.76% 1.99% ~ 2.25% Expected term 5.5 ~ 7 years 5.5 ~ 7 years 5.5 ~ 7 years Expected volatility 40.4% ~ 53.7% 39.4% ~ 41.2% 34.3% ~ 37.0% Expected dividend yield — — — Fair value of share options $4.75 ~ $7.54 $4.54 ~ $5.31 $4.84 ~ $6.57 The Black-Scholes option pricing model was applied in determining the estimated fair value of the share options granted to employees. The model requires the input of highly subjective assumptions including the estimated expected stock price volatility and the expected term of the option for which employees are likely to exercise their share options. For expected volatilities, the Company has made reference to the historical price volatilities of ordinary shares of several comparable companies in the same industry as the Company. The risk-free rate for periods within the contractual life of the option is based on the USD swap curve at the time of grant. The Company has used the simplified method to determine the expected term due to insufficient historical exercise data to provide a reasonable basis to estimate expected term. Prior to the IPO, the estimated fair value of the ordinary shares, at the option grant dates prior to the IPO, was determined with assistance from an independent third party valuation firm. The Company’s management is ultimately responsible for the determination of the estimated fair value of its ordinary shares. The aggregate grant date fair value of the outstanding options was determined to be $60,319 as of December 31, 2017 and such amount shall be recognized as compensation expenses using the straight-line method for all employee share options granted. The weighted-average grant-date fair value of share options granted during the years of December 31, 2015, 2016 and 2017 were $7.51, $5.25 and $5.26, respectively. The total fair value of share options vested during the years ended December 31, 2015, 2016 and 2017 was $10,615, $34,243 and $20,322, respectively. The aggregate intrinsic value of options exercised during the years ended December 31, 2015, 2016 and 2017 was $69,841, $31,012 and $84,560, respectively. As of December 31, 2017, there were $28,188 total unrecognized share-based compensation cost, net of estimated forfeitures, related to unvested options which is expected to be recognized over a weighted-average period of 1.72 years. Total unrecognized compensation cost may be adjusted for future changes in estimated forfeitures. (b) RSAs granted to employees The following table summarizes the Company’s RSAs activity under the Plan: Number of Weighted Weighted Aggregate $ Years $ Unvested, January 1, 2015 — — Granted 50,000 10.85 Vested — — Unvested, December 31, 2015 and January 1, 2016 50,000 10.85 9.62 544 Granted 880,000 12.69 Vested (616,670 ) 12.40 Unvested, December 31, 2016 and January 1, 2017 313,330 12.97 9.80 4,184 Granted 950,000 15.15 Vested (435,623 ) 14.96 Forfeited (7,500 ) 13.05 Unvested, December 31, 2017 820,207 14.43 9.60 10,933 Share-based compensation cost for RSAs is measured based on the fair value of the Company’s ordinary shares on the date of grant, adjusted for discount due to lack of marketability at 14%. The estimated fair value of the ordinary shares, at the option grant dates prior to the IPO, was determined with assistance from an independent third party valuation firm using the discounted cash flows method. The Company’s management is ultimately responsible for the determination of the estimated fair value of its ordinary shares. The aggregate grant date fair value of the unvested RSAs as of December 31, 2015, 2016 and 2017 was $542, $4,064 and $11,836, respectively. These amounts are recognized as compensation expense using the straight-line method for the RSAs. The weighted-average grant-date fair value of RSAs granted during the years ended December 31, 2015, 2016 and 2017 was $10.85, $12.69 and $15.15, respectively. The total fair value of RSAs vested during the years ended December 31, 2015, 2016 and 2017 was Nil, $7,648 and $6,517, respectively. As of December 31, 2017, there was $11,836 of unrecognized share-based compensation cost related to RSAs which is expected to be recognized over a weighted-average vesting period of 3.47 years. Total unrecognized compensation may be adjusted for future changes in estimated forfeitures. Total compensation expense relating to share options and RSAs granted to employees after deducting forfeitures recognized for the years ended December 31, 2015, 2016 and 2017 is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Share options: Cost of revenue 867 730 1,213 Sales and marketing expenses 236 197 689 General and administrative expenses 18,679 19,507 18,512 Research and development expenses 737 764 1,407 20,519 21,198 21,821 RSAs: Cost of revenue 45 136 446 Sales and marketing expenses — — — General and administrative expenses — 7,507 6,369 Research and development expenses — — — 45 7,643 6,815 Cash received for the exercise in the respective years 5,163 3,210 18,708 |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Ordinary Shares | 15. ORDINARY SHARES In September 2017, the Company’s shareholders adopted a resolution to approve the Eighth Amended and Restated Memorandum and Articles of Association (the “Post-IPO Post-IPO Post-IPO non-voting one-to-one re-designated one-for-one non-voting one-to-one re-designated one-for-one On October 20, 2017, the Company completed its IPO on the New York Stock Exchange under the symbol of “SE”. The Company issued an aggregate 65,954,538 ADSs, representing 65,954,538 Class A ordinary shares for a total proceeds, net of issuance costs of $935,533. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 16. ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in accumulated other comprehensive income (loss) by component, net of tax of nil, are as follows: Unrealized fair value available-for- sale Foreign Total $ $ $ Balance as of January 1, 2015 1,039 4,939 5,978 Current year other comprehensive (loss) income (3,388 ) 3,960 572 Balance as of December 31, 2015 (2,349 ) 8,899 6,550 Current year other comprehensive income 16,136 450 16,586 Reclassification adjustments for net gain and translation adjustments realized in net income (13,787 ) (762 ) (14,549 ) Balance as of December 31, 2016 — 8,587 8,587 Current year other comprehensive income — 1,970 1,970 Reclassification adjustments for net gain and translation adjustments realized in net income — 144 144 Balance as of December 31, 2017 — 10,701 10,701 |
Restricted Net Assets
Restricted Net Assets | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Restricted Net Assets | 17. RESTRICTED NET ASSETS Certain of the Company’s subsidiaries and VIEs are restricted in their ability to transfer a portion of their net assets to the Company in accordance with the local laws and regulations. As of December 31, 2017, the Company’s restricted net assets primarily consist of the net assets of certain of its VIEs of $94,275. In addition, certain jurisdictions where the Company has subsidiaries or VIEs require those subsidiaries or VIEs to establish and fund statutory reserves, details of which are listed below: Statutory reserve The movement of statutory reserve during the three years ended December 31, are as follows: December 31, 2016 2017 $ $ At the beginning of the financial year 33 46 Transferred from retained earnings 13 — At the end of the financial year 46 46 Taiwan The subsidiary in Taiwan is required to set aside 10% of its profit after tax to legal reserve in accordance with Taiwanese regulations until the legal reserve amount equals to its total paid-up paid-up Thailand The Thailand regulations require that a private limited liability company shall allocate not less than 5% of its retained earnings to a legal reserve, until this account reaches an amount not less than 10% of the registered authorized capital. The legal reserve is not available for dividend distribution. As of December 31, 2015, 2016 and 2017, the subsidiary in Thailand has apportioned Nil, $13 and $13, respectively, in its statutory reserve account. The PRC The PRC subsidiaries of the Company are required to provide for certain statutory reserves, namely a general reserve, an enterprise expansion fund and a staff welfare and bonus fund. As of December 31, 2015, 2016 and 2017, the Company’s PRC subsidiaries are in accumulated losses position and has not appropriated any funds into the statutory reserve account. |
Revenue - Others
Revenue - Others | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Revenue - Others | 18. REVENUE—OTHERS Revenue—Others include commission income, net, which are detailed as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Commission income — — 8,716 Sales incentives — — (8,683 ) Commission income, net — — 33 Sales incentives in excess of the commission income is recognized as selling and marketing expenses. |
Taxation
Taxation | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Taxation | 19. TAXATION Enterprise income tax Cayman Islands The Company is a company incorporated in the Cayman Islands and conducts its primary business operations through its subsidiaries and its consolidated VIEs. Under the current laws of the Cayman Islands, the Company is not subject to tax on income or capital gains. Singapore Subsidiaries incorporated in Singapore are subject to the Singapore Corporate Tax rate of 17% for the years ended December 31, 2015, 2016 and 2017. Garena Online was granted a five-year Development and Expansion Incentive (“DEI”) by the Singapore Economic Development Board (the “EDB”) commencing from January 1, 2012, which grants a concessionary tax rate of 10% on qualifying income, subject to certain terms and conditions imposed by the EDB. Upon the expiry of the DEI in 2016, Garena Online was awarded an additional 5-year Others Subsidiaries incorporated in other countries are subject to the respective statutory corporate income tax rates of the countries where they are resident. Domestic statutory corporate income tax rates in Malaysia and Vietnam were reduced from 25% to 24% and from 22% to 20%, respectively, with effect from the financial year 2016. Domestic statutory corporate income tax rate in Taiwan will increase from 17% to 20% with effect from the financial year 2018. Income tax expense comprises: For the year ended December 31, 2015 2016 2017 $ $ $ Current income tax 2,017 2,376 6,903 Deferred tax (2,406 ) (2,281 ) (8,753 ) Withholding tax expense 12,119 8,451 12,595 11,730 8,546 10,745 The reconciliation of tax computed by applying the tax rate of 17% which is also the statutory corporate income tax rate for its Singapore’s corporate office for the years ended December 31, 2015, 2016 and 2017 is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Loss before income tax and share of results of equity investees (87,458 ) (196,886 ) (548,509 ) Tax expense computed at tax rate of 17% (14,868 ) (33,471 ) (93,247 ) Changes in valuation allowance 14,444 38,025 91,017 Non-deductible 1,385 1,699 2,211 Preferential tax rate (1,279 ) (439 ) (3,072 ) Withholding tax expense 12,119 8,451 12,595 Foreign earnings at different tax rates (399 ) (4,284 ) 4,104 Others 328 (1,435 ) (2,863 ) 11,730 8,546 10,745 Deferred tax The significant components of deferred taxes are as follows: December 31, 2016 2017 $ $ Deferred tax assets: Property and equipment — 569 Advances from customers 764 455 Deferred revenue 41,161 58,652 Unutilized tax losses and unused capital allowances 59,074 149,859 Others 248 4,869 Valuation allowance (65,752 ) (157,463 ) Total deferred tax assets 35,495 56,941 Property and equipment (200 ) (1,293 ) Intangible assets — (3,804 ) Deferred channel costs — (6,584 ) Others — (1,534 ) Total deferred tax liabilities (200 ) (13,215 ) Net deferred tax assets 35,295 43,726 The use of these tax losses and capital allowances is subject to the agreement of the tax authorities and compliance with certain provisions of the tax legislation of the jurisdiction in which the entity operates. These tax losses have no expiry date except tax losses approximating to $64,366, $186,587 and $520,523 as of December 31, 2015, 2016 and 2017, respectively. The tax losses of $520,523 as of December 31, 2017 will expire from 2018 to 2028. The utilization of deferred tax assets recognized by the Group is dependent upon future taxable income in excess of income arising from the reversal of existing taxable temporary differences. As of December 31, 2017, the Company intends to permanently reinvest the undistributed earnings from its foreign subsidiaries to fund future operations. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 20. LOSS PER SHARE Basic and diluted loss per share for each of the periods presented is calculated as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Numerator: Net loss attributable to ordinary shareholders (103,366 ) (222,867 ) (560,485 ) Denominator: Weighted-average number of shares outstanding—basic and diluted 164,625,286 171,127,788 205,727,195 Basic and diluted loss per share: (0.63 ) (1.30 ) (2.72 ) The potentially dilutive securities such as share based payments, convertible promissory notes and preference shares were not included in the calculation of dilutive loss per share because of their anti-dilutive effect. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 21. RELATED PARTY TRANSACTIONS (a) Related parties (1) Name of related parties Relationship with the Company i) Tencent Limited (“Tencent”) A shareholder of the Company ii) Riot Games, Inc An affiliate company of Tencent iii) Tencent Technology (Shenzhen) Company Limited An affiliate company of Tencent iv) Shenzhen Tencent Computer System Company Limited An affiliate company of Tencent v) Tencent Asset Management Limited (“Tencent Asset”) An affiliate company of Tencent vi) Tencent Cloud Computing (Beijing) Company Limited An affiliate company of Tencent vii) Proxima Beta Pte Ltd An affiliate company of Tencent viii) Aceville Pte. Ltd An affiliate company of Tencent ix) Tencent Mobility Limited An affiliate company of Tencent x) Riot Games Services Pte. Ltd An affiliate company of Tencent xi) Vietnam Payment Solutions JSC (“VN Pay”) (3) An associated company xii) Shanghai Zhuopai Information Technology Co., Ltd. (“Zhuopai”) (2) An associated company xiii) Redmart Limited (“Redmart”) (2) An associated company xiv) Shanghai Wuju Information Technology Co., Ltd. (“Wuju”) An associated company xv) Beijing Duodian Online Technology Co., Ltd. (“Duodian”) An associated company xvi) Directors and the key management Key Management (1) These are the related parties that have engaged in significant transactions with the Company for the years ended December 31, 2015, 2016 and 2017. (2) These companies ceased to be related parties to the Company as of December 31, 2016. (3) VN Pay ceased to be a related party of the Company as of August 31, 2017. (i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (ix) and (x) collectively known as “Tencent group of companies”. (b) The Company had the following related party transactions for the years ended December 31, 2015, 2016 and 2017: 2015 2016 2017 $ $ $ Royalty fee and license fee to: - Tencent group of companies 33,166 36,469 70,470 Royalty fee and license fee from - Tencent group of companies — 2,000 262 Rack rental income from: - Tencent group of companies — 1,338 1,007 Purchase of merchandise goods from: - VN Pay 1,189 5,736 2,898 Sales of products to: - VN Pay 1,487 390 679 Services provided by: - VN Pay 193 181 149 - Tencent group of companies 133 43 1,012 Investment in convertible loans in: - Redmart 14,553 3,778 — Loans provided to: - Redmart — 4,458 — - VN Pay — 1,794 — - Zhuopai 802 1,000 — - Duodian — 755 — - Wuju 11 520 422 Repayment of loans from: - Duodian — 755 — - Wuju — — 953 - VN Pay — — 1,784 Interest income received from: - Redmart — 109 — Issuance of convertible promissory notes to: - Tencent — — 100,000 Interest expense payable to: - Tencent — — 4,153 2015 2016 2017 $ $ $ Promissory notes extended to: - Key management 2,847 4,044 9,768 Repayment of promissory notes from: - Key management — 581 16,178 Interest income received from: - Key management — — 774 (c) The Company had the following related party balances for the years ended December 31, 2016 and 2017: December 31, 2016 2017 $ $ Amounts due from related parties: Current: - VN Pay 2,111 — - Wuju 505 — - Tencent group of companies 119 2,235 2,735 2,235 Convertible promissory notes due to: Non-current: - Tencent — 100,000 The Company recognized a fair value loss of $8,449 on the promissory notes issued to Tencent. Amounts due to related parties: Current: - Tencent group of companies 9,656 36,790 - VN Pay 40 — 9,696 36,790 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting | 22. SEGMENT REPORTING The Company has three reportable segments, namely digital entertainment, e-commerce Description of Reportable Segments Digital entertainment—digital entertainment platform offers users easy access to highly engaging, localized and exclusive content online. High quality games are curated from leading international game developers, which are subsequently localized to best suit the users’ preferences in each market. Access to game-related content are also offered through game forums, group voice chat, live streaming and other user socializing functions on the Garena mobile app and desktop application. Garena is also the leading catalyst of the growth of eSports operations and organizes eSports competitions and professional leagues for its users. E-commerce—Shopee Digital financial services— digital financial services platform provides a variety of financial services to individuals and businesses, including e-wallet A combination of multiple business activities that does not meet the quantitative thresholds to qualify as reportable segments are grouped together as “Other services”. With the continuous growth and maturity of the business, the CODM focuses and emphasizes on the revenue and profitability of the major operating segments and correspondingly, the segment reporting was revised to include operating results of the respective segments. The 2016 segment information has been restated to conform to the current year presentation. Information about segments for the years ended December 31, 2016 and 2017 presented were as follows: For the Year ended December 31, 2017 Digital Entertainment E-Commerce Digital Financial Other Services Unallocated (1) Consolidated $ $ $ $ $ $ Revenue 365,167 9,034 16,270 23,719 — 414,190 Operating income (loss) 45,637 (452,233 ) (38,038 ) (21,199 ) (36,523 ) (502,356 ) Non-operating (46,153 ) Income tax expense (10,745 ) Share of results of equity investees (1,912 ) Net loss (561,166 ) For the Year ended December 31, 2016 Digital Entertainment E-Commerce Digital Financial Other Services Unallocated (1) Consolidated $ $ $ $ $ $ Revenue 327,985 — 5,892 11,793 — 345,670 Operating income (loss) 45,525 (172,409 ) (34,407 ) (12,320 ) (31,778 ) (205,389 ) Non-operating 8,503 Income tax expense (8,546 ) Share of results of equity investees (19,523 ) Net loss (224,955 ) (1) Unallocated expenses are mainly relating to share-based compensation, general and corporate administrative costs, such as professional fees and other miscellaneous items, that are not allocated to segments. These expenses are excluded from segments results as they are not reviewed by the CODM as part of segment performance. Revenue from external customers is classified based on the geographical locations where the services were provided. For the Year Ended December 31, 2015 2016 2017 $ $ $ Revenue Indonesia 9,601 23,023 24,120 Taiwan 101,731 109,652 122,647 Thailand 105,607 119,969 133,782 Vietnam 45,809 61,354 98,009 Rest of the world 29,376 31,672 35,632 Consolidated revenue 292,124 345,670 414,190 Long-lived assets mainly consist of property and equipment and intangible assets. As at December 31, 2016 2017 $ $ Long-lived assets Indonesia 12,566 9,906 Singapore 29,546 46,009 Taiwan 6,261 9,530 Thailand 6,240 12,668 Vietnam 2,901 26,874 Rest of the world 3,572 6,694 61,086 111,681 No single customer accounted for 10 percent or more of the Company’s total revenue for the years ended December 31, 2015, 2016 and 2017. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 23. FAIR VALUE MEASUREMENTS The Company applies ASC topic 820, Fair Value Measurements and Disclosures ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - Include other inputs that are directly or indirectly observable in the marketplace. Level 3 - Unobservable inputs which are supported by little or no market activity. ASC 820 describes three main approaches to measuring the fair value of assets and liabilities: (1) market approach; (2) income approach and (3) cost approach. The market approach uses prices and other relevant information generated from market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to convert future amounts to a single present value amount. The measurement is based on the value indicated by current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace an asset. In accordance with ASC 820, the Company measures cash equivalents, available-for-sale As of December 31, 2016 and 2017, Level 3 assets and liabilities of the Company included investments in convertible loans preference shares of investees and convertible promissory notes. Investments in debt securities of investees Convertible promissory notes Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair value measurement at December 31, 2016 Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Unobservable inputs (Level 3) Total $ $ $ $ Cash equivalents 2,675 — — 2,675 Available-for-sale non-current — — 2,388 2,388 2,675 — 2,388 5,063 Fair value measurement at December 31, 2017 Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Unobservable inputs (Level 3) Total $ $ $ $ Cash equivalents 3,133 — — 3,133 Available-for-sale non-current — — 1,249 1,249 Available-for-sale — — 18,000 18,000 Convertible promissory notes — — (726,950 ) (726,950 ) 3,133 — (707,701 ) (704,568 ) Level 3 $ Assets: Balance at January 1, 2015 2,611 Investment during 2015 21,151 Unrealized fair value loss included in other comprehensive income (3,388 ) Cost adjustment included in share of results of equity investees (1,572 ) Exchange differences 2 Balance at December 31, 2015 18,804 Investment during 2016 3,796 Cost adjustment included in share of results of equity investees (16,006 ) Unrealized fair value gain included in other comprehensive income 16,136 Impairment loss included in investment gain, net (4,226 ) Disposal during 2016 (16,866 ) Exchange differences 750 Balance at December 31, 2016 2,388 Investment during 2017 18,000 Impairment loss (1,147 ) Exchange differences 8 Balance at December 31, 2017 19,249 Liabilities Convertible promissory notes issued during the year (675,000 ) Fair value loss (51,950 ) Balance at December 31,2017 (726,950 ) The Company’s valuation techniques used to measure the fair value were derived from management’s assumptions of estimations. Impairment loss of the available-for-sale |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 24. COMMITMENTS AND CONTINGENCIES Purchase commitments The Company has commitments to purchase property and equipment of $217 and $12,318, committed licensing fee payable for the licensing of game titles of $11,000 and $9,400 and commitment to invest in certain companies of $600 and $400 as of December 31, 2016 and 2017, respectively. Minimum guarantee commitments The Company has commitments to pay minimum guarantee of royalty fee to game developers for certain online games it licensed from those game developers. As of December 31, 2016 and 2017, the minimum guarantee commitment amounted to $82,810 and $77,044, respectively, for its launched games and licensed but yet launched games. Operating lease commitments The Company has entered into commercial leases for the use of offices, apartments and equipment as lessee. The tenure of these leases ranges from one to six years. These leases have varying terms, escalation clauses and renewal rights. For the years ended December 31, 2016 and 2017, total rental expenses for all operating leases amounted to $12,366 and $23,028, respectively. Future minimum lease payments payable under operating leases as at December 31 are as follows:- 2016 2017 $ $ No later than 1 year 12,549 30,384 Later than 1 year but no later than 5 years 25,614 86,726 More than 5 years — 11,155 38,163 128,265 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 25. SUBSEQUENT EVENTS The Company amended its 2009 share incentive plan in February 2018. Under the amended plan, the Company may grant options, RSAs, RSUs or SARs to its officers, employees, directors and other eligible persons and up to 83,000,000 Class A ordinary shares of the Company may be issued in association with such grants. The maximum number of shares which may be issued pursuant to all awards under the Plan will increase on January 1 of each of 2019, 2020, 2021 and 2022 by 5% of the total number of ordinary shares of all classes of the Company outstanding on that day immediately before such annual increase pursuant to the amended plan. |
Summary of Significant Accoun33
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of preparation | (a) Basis of preparation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”). |
Principles of consolidation | (b) Principles of consolidation The consolidated financial statements include the financial statements of the Company, its subsidiaries and the VIEs for which the Company or a subsidiary of the Company is the primary beneficiary. All significant inter-company transactions and balances between the Company, its subsidiaries and the VIEs are eliminated upon consolidation. |
Use of estimates | (c) Use of estimates The preparation of the consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Areas where management uses subjective judgment include, but are not limited to, revenue recognition, estimating the useful lives and impairment assessment of long-lived assets and intangible assets, accounting for and impairment assessment of investments, determining the provision for accounts receivable, accounting for deferred income taxes, accounting for share-based compensation arrangements and accounting for the Company’s financial instruments where the Company is the issuer. Changes in facts and circumstances may result in revised estimates. Actual results could differ from those estimates, and as such, differences may be material to the consolidated financial statements. |
Foreign currency | (d) Foreign currency The functional currency of the Company is the United States dollar (“$” or “USD”), whereas the functional currency of the Company’s subsidiaries and its VIEs are the respective local currencies as determined based on the criteria of ASC 830, Foreign Currency Matters re-measured re-measured Assets and liabilities of the Company’s subsidiaries and its VIEs that has functional currencies other than USD are translated into USD at fiscal year-end Exchange differences arising on monetary items that form part of the Company’s net investment in foreign operations are recognized initially in other comprehensive income and accumulated under accumulated other comprehensive loss in equity. The other comprehensive gain or loss arising from exchange differences is reclassified from equity to profit or loss of the Company on disposal of the foreign operation. |
Cash and cash equivalents | (e) Cash and cash equivalents Cash and cash equivalents consist of cash on hand and demand deposits placed with banks or other financial institutions which are unrestricted as to withdrawal and use and have original maturities less than three months. |
Restricted cash | (f) Restricted cash Restricted cash comprise deposits pledged with banks as security in relation to utilization of the banks’ payment gateway and corporate cards, performance guarantees, monies received held in escrow in connection with the Company’s e-commerce |
Accounts receivable and allowance for doubtful accounts | (g) Accounts receivable and allowance for doubtful accounts Accounts receivable are carried at net realizable value. An allowance for doubtful accounts is recorded in the period when loss is probable based on an assessment of specific evidence indicating troubled collection, historical experience, accounts aging and other factors. An account receivable is written off after all collection effort has ceased. |
Inventories | (h) Inventories Inventories which comprise mainly of prepaid telecommunication cards sold through the Company’s digital financial services platform are valued at the lower of cost and net realizable value. Costs incurred in bringing each product to its present location and condition are accounted at purchase cost on weighted average basis. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. |
Property and equipment | (i) Property and equipment Property and equipment is stated at cost, net of accumulated depreciation and/or accumulated impairment losses, if any. Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets as follows: - Computers 3 years - Office equipment 3 years - Furniture and fittings 3 years - Leasehold improvements Over the shorter of lease term or the estimated useful lives of the assets - Motor vehicles 10 years The useful lives and methods of depreciation of property and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. Repair and maintenance costs are charged to expense as incurred, whereas the costs of betterments that extend the useful lives of property and equipment are capitalized as additions to the related assets. Retirements, sale and disposals of assets are recorded by removing the cost and accumulated depreciation with any resulting gain or loss reflected in the consolidated statements of operations. Property and equipment that are purchased or constructed which require a period of time before the assets are ready for their intended use are accounted for as construction-in-progress. Construction-in-progress Construction-in-progress |
Goodwill | (j) Goodwill Goodwill represents the excess of the purchase consideration over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed from the acquired entity as a result of the Company’s acquisitions of a group of companies. Under ASC 350, Intangibles – Goodwill and Other No. 2011-08 2011-08”), Intangibles – Goodwill and Other two-step 2017-04, Intangibles – Goodwill and Other 2017-04”), one-step No impairment of goodwill was recorded in the year ended December 31, 2017. |
Intangible assets | (k) Intangible assets Intangible assets are carried at cost less accumulated amortization and any recorded impairment. All costs that are incurred in connection with the planning and implementation phases of the development of software for internal use are expensed. Costs incurred in the development phase are capitalized and amortized over the estimated useful life. No costs were capitalized for any of the periods presented. Costs incurred internally in researching and developing a software product to be sold, leased or marketed are charged to expense as research and development costs prior to technological feasibility being established for the product. Once technological feasibility is established, all software costs are capitalized until the product is available for general release to customers. Technological feasibility is established upon completion of all the activities that are necessary to substantiate that the software product can be produced in accordance with its design specifications, including functions, features, and technical performance requirements. No costs were capitalized for any of periods presented. Intangible assets with finite useful lives are amortized using the straight-line method over the estimated economic lives of the intangible assets as follows: Licensing fee Over the licensing period Trademarks 10 years IP right 6 years Software 3 years Customer relationships 3 years Software platforms 3 years Software, customer relationships and software platforms are included in ‘Others’ in the note 8 to the consolidated financial statements. |
Investments | (l) Investments The Company’s investments consist of cost method investments, available-for-sale In accordance with ASC 325-20, Investments-Other: Cost Method Investments In accordance with ASC 320, Investments—Debt and Equity Securities “held-to-maturity”, “available-for-sale”, held-to-maturity held-to-maturity available-for-sale Available-for-sale available-for-sale Investments in equity investees represent investments in entities in which the Company can exercise significant influence but does not own a majority equity interest or control are accounted for using the equity method of accounting in accordance with ASC 323-10, Investments—Equity Method and Joint Ventures: Overall 323-10. The Company discontinues applying equity method if an investment (and additional financial supports to the investee, if any) has been reduced to zero. When the Company has other investments in the investee that have liquidation preferences more senior than the ordinary shares and the equity-method investment in the ordinary shares is reduced to zero, the Company continues to report its share of equity losses in the consolidated statement of operations to the extent of and as an adjustment to the adjusted basis of the other investments in the investee. The order in which the equity losses are applied to the other investments follows the seniority of the other investments in the same investee. |
Impairment of long-lived assets | (m) Impairment of long-lived assets The Company evaluates its long-lived assets or asset groups, including intangible assets with finite lives, for impairment whenever events or changes in circumstances (such as a significant adverse change to market conditions that will impact the future use of the assets) indicate that the carrying amount of an asset or a company of long-lived assets may not be recoverable. When these events occur, the Company evaluates for impairment by comparing the carrying amount of the assets to future undiscounted net cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Company would recognize an impairment loss based on the excess of the carrying amount of the asset group over its fair value. Fair value is generally determined by discounting the cash flows expected to be generated by the assets, when the market prices are not readily available for the long-lived assets. |
Fair value of financial instruments | (n) Fair value of financial instruments The carrying amounts of financial assets and liabilities, such as cash equivalents, restricted cash, accounts receivable, other receivables within prepaid expenses and other current assets, accounts payable, short-term bank borrowings, balances with related parties and other payables, approximate their fair values because of the short maturity of these instruments. The carrying amounts of restricted cash (non-current) Available-for-sale available-for-sale |
Revenue recognition | (o) Revenue recognition Consistent with the criteria under ASC 605, Revenue Recognition (i) Digital entertainment revenue The Company licenses online games from game developers and distributes them through its PC and mobile based applications and certain app stores respectively. The Company offers many ways for users to purchase in-game Proceeds from these sales are initially recognized as “Advances from customers” and subsequently reclassified to “Deferred revenue” when the users make in-game in-game For the licensed games, the Company records revenue inclusive of the royalties payable to game developers, which are based on revenue-sharing ratios, as it acts as the principal in these arrangements. The Company has determined that it is acting as the principal in offering services as it is the primary obligor in the arrangement and has latitude in establishing the selling price of the virtual items. Revenue is recognized when services are provided to the users. For purposes of determining when the services are provided to the users, the Company has determined that an implied obligation exists to the paying users to continue providing access to the purchased virtual goods within the online games over an estimated delivery obligation period. Such delivery obligation period is determined in accordance with the estimated average lifespan of the virtual goods sold. In cases where the Company does not have sufficient data to determine the estimated average lifespan of the virtual items, the delivery obligation period is determined based on the estimated average lifespan of the users or the estimated game licensing periods of the said games or similar games, depending upon the available data. a) Item-based revenue model Virtual items have different lifespan patterns: time-based, consumable and durable. Time-based virtual items are items with a stated expiration time, for which revenue is recognized ratably over the period based on the time unit of the virtual items. Consumable virtual items are items that can be consumed by a specific user action and do not provide continuing benefit. Revenue attributable to consumable virtual items is recognized upon consumption. Durable virtual items are items that provide the user with continuing benefits over an extended period of time. Revenue attributable to durable virtual items is recognized ratably over their average lifespan, which are estimated based on the historical users’ usage pattern and playing behaviors for the virtual items. The Company assesses the estimated average lifespan of the durable virtual items on a quarterly basis. When new durable virtual items are launched and only a limited period of historical data is available to estimate the durable virtual item’s average lifespan, the Company recognizes revenue from the sale of the new durable virtual items over the estimated lives of similar virtual items. Once sufficient data is available, estimates are reassessed and changes are applied prospectively to prior transactions for which revenue was initially deferred and continues to be recognized in future periods. b) User-based revenue model Where the Company does not have sufficient data to use the item-based revenue model, revenue of the virtual items is recognized ratably over the estimated paying user’s average lifespan. The Company tracks paying users’ activeness within each game that is using the user-based revenue model to estimate paying users’ average lifespan. Paying users are defined as inactive when they have reached a period of inactivity for which it is reasonable to believe that these users will not return to a specific game. The Company determines the inactive rate of these paying users and revises the estimated average paying users lifespan on a quarterly basis. c) Game-based revenue model When a new game is launched and only a limited period of data is available for our analysis, or when the Company has limited data to estimate paying users’ and virtual items’ lifespan, revenue is recognized ratably over the estimated game licensing periods. Determining the estimated service period is subjective and requires management’s judgment. Future users’ usage patterns and playing behaviour may differ from the historical usage patterns and playing behaviour, on which the Company’s revenue recognition policy is based. The Company is committed to continually monitoring its actual operational statistics, users’ usage patterns and playing behaviour of its online games and to comparing these actual statistics with its original estimates and to refining these estimates and assumptions when they materially differ from the actual statistics. In October 2017, the Company revised the estimation on certain games’ revenue recognition period, switching to average paying user lives from game licensing periods of the respective games. The change in estimation was based on management’s best understanding of the games based on the user behaviours reflected in the data management collected over time. The impact of such changes was insignificant to the digital entertainment revenue. (ii) Sale of goods The Company sells certain goods and evaluates whether it is appropriate to record the gross amount of sales and related costs or the net amount earned as commissions. Generally, when the Company is primarily obligated in a transaction, has inventory risk, has latitude in establishing prices and / or selecting suppliers, or has several but not all of these indicators, revenue is recorded at the gross sale price. The Company generally records the net amount as commission earned if the Company is not primarily obligated, has no inventory risk and does not have latitude in establishing prices. Such amounts earned are determined using a fixed percentage of the gross sales price. (iii) Commission income from digital financial services The Company earns commission from merchants and AirPay counters when transactions are completed and settled through its digital financial services platform. Such commission are generally determined as a percentage based on the value of the merchandise being sold by the merchants. Revenue related to commission is recognized in the consolidated statements of operations at the time when the underlying transaction is completed. (iv) Commission income from e-commerce Commencing from April 2017, the Company’s e-commerce Shopee operates a customer loyalty program, where end users who purchase merchandises through Shopee’s platform are given Shopee coins which entitle them to a discount on future purchases from selected sellers. A portion of the commission income attributable to Shopee coins is deferred until they are redeemed or used. Any remaining unutilized Shopee coins are recognized as revenue upon expiry. In addition, Shopee provides coupons, discounts and logistics incentives (“sales incentives”) to the end users as part of the Company’s plan to expand its market share in Greater Southeast Asia. Sales incentives given to end users as a result of a concurrent sale transacted on Shopee’s platform are recognized as reductions of the corresponding commission fees in accordance to ASC 605-50. The Company also commenced charging its sellers advertising fees through its paid ads service on Shopee platform. The paid ads service allows the sellers to bid for keywords that match their product or service listing appearing in search or browser results on Shopee marketplace. Their product or service listing will show higher in search rankings when users search for their bid keywords. Sellers prepay for paid ads services and the advertising income is recognized based on the number of clicks on the product or service listings during the service period. |
Cost of revenue | (p) Cost of revenue Cost of revenue consists primarily of depreciation of the Company’s long-lived assets, amortization of intangible assets, channel costs, royalty expenses, hosting charges, payroll related costs, bank transaction fees and the other overhead expenses. |
Advertising expenditure | (q) Advertising expenditure Advertising expenditure are expensed as incurred and are included in sales and marketing expenses. |
Research and development expenses | (r) Research and development expenses Research and development expenses consist primarily of payroll and related personnel costs related to product development. Research and development expenses are expensed as incurred. |
Leases | (s) Leases Leases are classified at the inception date as either a capital lease or an operating lease. The Company did not enter into any leases whereby it is the lessor for any of the periods presented. As the lessee, a lease is a capital lease if any of the following conditions exists: a) ownership is transferred to the lessee by the end of the lease term, b) there is a bargain purchase option, c) the lease term is at least 75% of the property’s estimated remaining economic life, or d) the present value of the minimum lease payments at the beginning of the lease term is 90% or more of the fair value of the leased property to the lessor at the inception date. A capital lease is accounted for as if there was an acquisition of an asset and an incurrence of an obligation at the inception of the lease. All other leases are accounted for as operating leases wherein rental payments are expensed on a straight-line basis over the periods of their respective leases. The Company leases office space, apartments and equipment under operating lease agreements. Certain of the lease agreements contain rent holidays and escalating rent. Rent holidays and escalating rent are considered in determining the straight-line rent expense to be recorded over the lease term. The lease term begins on the date of initial possession of the lease property for purposes of recognizing lease incentives. |
Income taxes | (t) Income taxes The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial reporting and tax bases of assets and liabilities using enacted tax rates that will be in effect in the period in which the differences are expected to reverse. The Company records a valuation allowance against deferred tax assets if, based on the weight of available evidence, it is more-likely-than-not Accounting for Income Taxes The Company has elected to classify interest and penalties related to unrecognized tax benefits, if and when required, as part of “income tax” in the consolidated statements of operations. |
Share-based compensation | (u) Share-based compensation Share options and restricted shares awards granted to employees are accounted for under ASC 718, Compensation—Stock Compensation ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from initial estimates. Forfeiture rate is estimated based on historical and future expectation of optionee employee turnover rate and are adjusted to reflect future change in circumstances and facts, if any. Share-based compensation expense is recorded net of estimated forfeitures such that expense was recorded only for those share-based awards that are expected to vest. To the extent the Company revises this estimate in the future, the share-based payments could be materially impacted in the period of revision, as well as in following periods. Following the adoption of ASU 2016-09 in 2017, the Company is permitted to make an entity-wide accounting policy election either to estimate the number of forfeitures expected to incur or to account for forfeitures in compensation cost when they incur. The Company has elected to account for forfeitures of share-based compensation by recognizing forfeiture of awards upon occurrence in 2017. The impact of forfeitures during each of these years was not material. The Company, with the assistance of an independent third party valuation firm, determined the estimated fair value of the share options using the Black-Scholes pricing model (Note 14). |
Loss per share | (v) Loss per share In accordance with ASC 260, Earnings per Share two-class two-class two-class Diluted loss per share is calculated by dividing net loss attributable to ordinary shareholders as adjusted for the effect of dilutive ordinary equivalent shares, if any, by the weighted average number of ordinary and dilutive ordinary equivalent shares outstanding during the period. Ordinary equivalent shares consist of the ordinary shares issuable upon the conversion of the Company’s contingently redeemable convertible preference shares and convertible promissory notes using the if-converted |
Comprehensive Ioss | (w) Comprehensive Ioss Comprehensive loss is defined as the decrease in equity of the Company during a period from transactions and other events and circumstances excluding transactions resulting from investments by owners and distributions to owners. Accumulated other comprehensive loss of the Company includes foreign currency translation adjustments related to the Company’s overseas subsidiaries and change in fair value of available-for-sale |
Segment reporting | (x) Segment reporting The Company identifies a business as an operating segment if: i) it engages in business activities from which it may earn revenues and incur expenses; ii) its operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance; and iii) it has available discrete financial information. The CODM reviews financial information at the operating segment level to allocate resources and to assess the operating results and financial performance for each operating segment. The Company has three reportable segments: digital entertainment, e-commerce Segment Reporting |
Employee benefits | (y) Employee benefits (i) Defined contribution plan The Company participates in the national pension schemes as defined by the laws of the jurisdictions in which it has operations. Contributions to defined contribution pension schemes are recognized as an expense in the period in which the related service is performed. (ii) Employee leave entitlement Employee entitlements to annual leave are recognized as a liability when they are accrued to the employees. The undiscounted liability for leave expected to be settled wholly before twelve months after the end of the reporting period is recognized for services rendered by employees up to the end of the reporting period. |
Share repurchase | (z) Share repurchase When the Company decides to cancel shares that are repurchased, the difference between the original issuance price and the repurchase price is debited into accumulated deficit. |
Recent accounting pronouncements | (za) Recent accounting pronouncements In May 2014, the Financial Accounting Standard Board (“FASB”) issued, Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers 2014-09 Subsequently, the FASB has issued the following standards related to ASU 2014-09: No. 2016-08, Revenue from Contracts with Customers 2016-08); No. 2016-10, Revenue from Contracts with Customers 2016-10”); No. 2016-12, Revenue from Contracts with Customers 2016-12”); No. 2016-20, Revenue from Contracts with Customers 2016-20”) No. 2017-14, Revenue from Contracts with Customers 2017-14). 2016-08, 2016-10, 2016-12, 2016-20 2017-14 2014-09 The new revenue standards may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company will adopt the new revenue standards in its first quarter of 2018 utilizing the modified retrospective transition method. Based on the Company's assessment, the new revenue standards are not expected to have a material impact on the amount and timing of revenue recognized in the Company’s consolidated financial statements at this juncture. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments – Overall In February 2016, the FASB issued ASU No. 2016-02, Leases 2016-02”), 2016-02 In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses 2016-13”), 2016-13 2016-13 In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows 2016-15”). 2016-15 2016-15 2016-15 In October 2016, the FASB issued ASU No. 2016-16, Income Taxes 2016-16”), pre-tax Consolidation 2016-16 2016-16 In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows 2016-18”), 2016-18 In January 2017, the FASB issued ASU No. 2017-01, Business Combinations 2017-01”), 2017-01 In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other 2017-04”), one-step 2017-04 In May 2017, the FASB issued ASU 2017-09, Compensation — Stock Compensation 2017-09”), 2017-09 |
Organization (Tables)
Organization (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Subsidiaries of Company and its Consolidated Variable Interest Entities | (a) As of December 31, 2017, significant subsidiaries of the Company and its consolidated variable interest entities (the “VIEs”) where the Company or its wholly-owned subsidiaries, Garena Limited, Shopee Limited or Airpay Limited, is the primary beneficiary (collectively refers to as the “Primary Beneficiary”) include the following entities: Entity Date of Place of incorporation Percentage of direct ownership by the Company <4 Principal activities 2016 2017 Subsidiaries held by the Company: Garena Limited (“Garena Cayman”) March 4, 2015 Cayman Islands 100 100 Investment holding company Shopee Limited (“Shopee Cayman”) January 16, 2015 Cayman Islands 100 100 Investment holding company Airpay Limited (“Airpay Cayman”) March 27, 2015 Cayman Islands 100 100 Investment holding company Garena Online Private Limited (“Garena Online”) May 8, 2009 Singapore 100 100 Game operations and Garena Ventures Private Limited (“Garena Ventures”) February 23, 2015 Singapore 100 100 Investment holding company PT. Garena Indonesia (“PT. Garena”) December 6, 2012 Indonesia 100 100 Game operations Entity Date of Place of incorporation Percentage of direct ownership by the Company <4 Principal activities 2016 2017 Subsidiary held by Garena Cayman: Garena Online (Thailand) Co., Ltd. (“Garena Online (Thailand)”) August 18, 2011 Thailand 100 100 Game operations Variable interest entities held by Garena Cayman: Garena (Taiwan) Co., Ltd (“Garena Taiwan”) <1 March 8, 2010 Taiwan — — Game operations Vietnam Esports and Entertainment Joint Stock Company (“VEE”) <1,<5 May 10, 2011 Vietnam — 30 Game operations Subsidiaries held by Shopee Cayman: Shopee (Thailand) Co., Ltd. (“Shopee (Thailand)”) February 2, 2015 Thailand 100 100 Online platform PT Shopee International Indonesia (“PT Shopee”) August 5, 2015 Indonesia 100 100 Online platform Shopee Singapore Private Limited (“Shopee Singapore”) February 5, 2015 Singapore 100 100 Online platform Shopee Company Limited (“Shopee Company”) <6 February 10, 2015 Vietnam — 100 Online platform Entity Date of Place of incorporation Percentage of direct ownership by the Company<4 Principal activities 2016 2017 Variable interest entity held by Shopee Cayman: Shopee (Taiwan) Co., Ltd (“Shopee Taiwan”) <2 March 4, 2015 Taiwan — — Online platform Subsidiary held by Airpay Cayman: Airpay (Thailand) Co., Ltd. (“Airpay (Thailand)”) June 16, 2014 Thailand 100 100 Electronic payment services Variable interest entity held by Airpay Cayman: Vietnam Esports Development Joint Stock Company (“VED”) <3, <5 June 9, 2009 Vietnam — 30 Electronic payment services <1 Collectively, the “Digital Entertainment VIEs” <2 The “E-Commerce <3 The “Digital Financial Services VIE” <4 Effective ownership in the case of Thailand entities. <5 In 2017, the VIE Shareholders of VEE and VED transferred 30% equity interests in each of these companies to Garena Cayman and Airpay Cayman, respectively. <6 In 2017, the VIE Shareholder of Shopee Company transferred its 100% equity interest in Shopee Company to Shopee Cayman. |
Summary of Financial Information of VIEs Before Eliminating Intercompany Balances and Transactions Between VIEs and Other Entities within Group | The following tables represent the financial information of the VIEs as of December 31, 2016 and 2017 and for the years ended December 31, 2015, 2016 and 2017 before eliminating the intercompany balances and transactions between the VIEs and other entities within the group: As of December 31, 2016 2017 $ $ ASSETS: Current assets: Cash and cash equivalents 38,009 92,678 Restricted cash 6,648 28,426 Accounts receivable, net 12,341 16,353 Prepaid expenses and other assets 32,532 58,648 Inventories, net 2,742 7,570 Amount due from related parties 2,619 4 Amounts due from inter-companies (1) 11,797 15,431 Total current assets 106,688 219,110 Non-current Property and equipment, net 10,618 24,715 Intangible assets, net 875 954 Long-term investments 6,017 4,974 Prepaid expenses and other assets 19,569 12,535 Deferred tax assets 27,723 30,153 Total non-current 64,802 73,331 TOTAL ASSETS (2) 171,490 292,441 As of December 31, 2016 2017 $ $ LIABILITIES AND SHAREHOLDERS’ EQUITY: Current liabilities: Accounts payable 4,557 5,484 Accrued expenses and other payables 47,311 89,489 Advances from customers 5,874 6,091 Amount due to related parties 5,122 1,235 Short-term bank borrowings 1,858 2,013 Deferred revenue 72,285 137,512 Income taxes payable — 1,673 Amounts due to inter-companies (1) 101,961 55,509 Total current liabilities 238,968 299,006 Non-current Accrued expenses and other payables 240 4,190 Deferred revenue 115,251 61,571 Amounts due to inter-companies (1) — 180,350 Unrecognized tax benefits 403 2,636 Total non-current 115,894 248,747 Total liabilities 354,862 547,753 For the Years Ended December 31, 2015 2016 2017 $ $ $ Revenue - Third party customers 132,404 157,519 201,413 - Inter-companies 2,409 16,651 27,038 Net loss (38,100 ) (56,304 ) (91,124 ) For the Years Ended December 31, 2015 2016 2017 $ $ $ Net cash used in operating activities (12,331 ) (40,459 ) (64,256 ) Net cash used in investing activities (8,040 ) (1,343 ) (22,509 ) Net cash generated from financing activities 34,392 55,478 149,435 (1) Amounts due from or to inter-companies consist of inter-company receivables or payables to the other companies within the group arising from inter-company transactions, and funds advanced for working capital purpose. (2) These assets can be used only to settle the obligations of the respective VIEs. |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives of Assets | Depreciation is calculated on a straight-line basis over the estimated useful lives of the assets as follows: - Computers 3 years - Office equipment 3 years - Furniture and fittings 3 years - Leasehold improvements Over the shorter of lease term or the estimated useful lives of the assets - Motor vehicles 10 years |
Summary of Estimated Economic Lives of Intangible Assets | Intangible assets with finite useful lives are amortized using the straight-line method over the estimated economic lives of the intangible assets as follows: Licensing fee Over the licensing period Trademarks 10 years IP right 6 years Software 3 years Customer relationships 3 years Software platforms 3 years |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the date of acquisition: $ Current assets 1,010 Other non-current 1,547 Trademarks 10,679 Customer relationships 168 Software platform 475 Property and equipment, net 51 Total assets acquired 13,930 Other current liabilities 622 Deferred tax liabilities 2,265 Total liabilities assumed 2,887 Net assets acquired 11,043 Fulfilled by: Purchase consideration 19,875 Remeasurement of previously held interests* 13,333 Fair value of non-controlling 8,787 Goodwill 30,952 * The Company previously held 33.33% equity interest in one of the companies acquired. A gain of $10,881 as a result of the remeasurement of previously held interests is recognized as an investment gain in the consolidated statements of operations. |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Summary of Accounts Receivable and Allowance for Doubtful Accounts | Accounts receivable and allowance for doubtful accounts consist of the following: December 31, 2016 2017 $ $ Accounts receivable 35,269 63,676 Allowance for doubtful accounts (195 ) (1,830 ) 35,074 61,846 |
Summary of Allowances for Doubtful Accounts | An analysis of the allowance for doubtful accounts is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Balance at the beginning of the year 1,110 186 195 Charged to expenses 159 172 1,867 Reversal — (58 ) (245 ) Write-off (1,063 ) (103 ) (26 ) Exchange differences (20 ) (2 ) 39 Balance at the end of the year 186 195 1,830 |
Prepaid Expenses and Other As38
Prepaid Expenses and Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Summary of Prepaid Expenses and Other Assets | December 31, 2016 2017 $ $ Current: Deferred channel costs 16,693 39,107 Employee loans and advances 5,355 4,295 Other receivables 42,533 92,527 Prepaid cost of revenue, sales and marketing expense and others 7,183 22,565 Security deposits 908 1,755 Tax receivable 6,095 24,409 Others 676 1,523 79,443 186,181 Non-current: Deferred channel costs 20,729 22,665 Other receivables 2,700 2,000 Prepaid licensing fee 4,250 4,603 Prepayment for purchase of property and equipment 840 5,753 Security deposits 3,775 10,892 Others 5 384 32,299 46,297 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, Net | December 31, 2016 2017 $ $ Computers 54,108 97,637 Office equipment, furniture and fittings 5,507 9,077 Leasehold improvements 16,286 32,251 Motor vehicles 513 2,211 Construction-in-progress — 2,227 76,414 143,403 Less: accumulated depreciation (45,291 ) (69,055 ) 31,123 74,348 |
Summary of Depreciation Expenses | Depreciation expenses recognized for each of the three years ended December 31, 2015, 2016 and 2017 were $15,109, $17,956 and $23,353, respectively, and were included in the following captions: For the year ended December 31, 2015 2016 2017 $ $ $ Cost of revenue 9,884 11,347 12,407 Sales and marketing expenses 563 740 1,198 General and administrative expenses 4,510 5,598 9,248 Research and development expenses 152 271 500 15,109 17,956 23,353 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets, Net | The following table presents the Company’s intangible assets as of the respective balance sheet dates: Licensing fee IP right Trademarks Others Total $ $ $ $ $ Intangible assets, net January 1, 2016 35,236 14,574 — 1,047 50,857 Additions 4,774 954 — 292 6,020 Amortization expense (17,191 ) (3,715 ) — (692 ) (21,598 ) Impairment (5,568 ) — — — (5,568 ) Disposal — — — (38 ) (38 ) Write-off — — — (120 ) (120 ) Exchange differences 632 (226 ) — 4 410 Intangible assets, net January 1, 2017 17,883 11,587 — 493 29,963 Additions 11,110 779 — 1,010 12,899 Acquisition of a subsidiary (Note 4) — — 10,679 677 11,356 Amortization expense (12,452 ) (3,976 ) (534 ) (607 ) (17,569 ) Impairment (922 ) — — — (922 ) Disposal — — — (5 ) (5 ) Exchange differences 693 858 — 60 1,611 Intangible assets, net December 31, 2017 16,312 9,248 10,145 1,628 37,333 |
Summary of Estimated Aggregate Amortization Expenses | The estimated aggregate amortization expenses for each of the five succeeding fiscal years and thereafter are as follows: Licensing fee IP right Trademarks Others Total $ $ $ $ $ 2018 9,795 4,268 1,068 580 15,711 2019 4,070 4,268 1,068 444 9,850 2020 2,447 712 1,068 287 4,514 2021 — — 1,068 160 1,228 2022 — — 1,068 157 1,225 Thereafter — — 4,805 — 4,805 16,312 9,248 10,145 1,628 37,333 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Investments Schedule [Abstract] | |
Summary of Movement of Equity Investments | Set out below are movement of equity investments during the years ended December 31, 2016 and 2017. $ Balance at January 1, 2015 1,986 Additions 26,222 Share of results and other comprehensive income (loss) (2,049 ) Foreign currency translation adjustments (107 ) Balance at December 31, 2015 26,052 Additions 2,999 Share of results and other comprehensive income (loss) (1,246 ) Less: disposals and transfers (1,522 ) Foreign currency translation adjustments (450 ) Balance at December 31, 2016 25,833 Additions 4,101 Share of results and other comprehensive income (loss) (1,912 ) Less: disposals (17,198 ) Less: transfer upon acquisition of controlling interest in an associated company (Note 4) (2,387 ) Foreign currency translation adjustments 303 Balance at December 31, 2017 8,740 |
Accrued Expenses and Other Pa42
Accrued Expenses and Other Payables (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Summary of Components of Accrued Expenses and Other Payables | The components of accrued expenses and other payables are as follows: December 31, 2016 2017 $ $ Current: Accrued cost of revenue and sales and marketing expenses 22,561 49,179 Accrued interest for convertible promissory notes — 21,607 Accrued office-related operating expenses 3,853 9,652 Business and other taxes payables 2,985 5,277 Other payables 45,456 163,483 Payroll and welfare payable 13,941 22,131 Payable for acquisition of non-controlling 8,780 — Payable for property and equipment 2,823 6,239 Others 1,687 7,680 102,086 285,248 Non-current: Other payables 2,519 2,050 Others 1,961 5,497 4,480 7,547 |
Short-term Bank Borrowing (Tabl
Short-term Bank Borrowing (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Short-term Bank Borrowing | December 31, 2016 2017 $ $ Loan from a local bank 1,858 2,013 The loan from a local Taiwan bank is unsecured and bears the following interest rate and repayment term: 2016 2017 Interest rate (%) per annum TAIBOR+1.07 TAIBOR+1.05 Repayment date February 2017 February 2018 |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Employee Share Option Activity | The following table summarizes the Company’s employee share option activity under the Plan: Number of Weighted price Weighted Aggregate $ Years $ Outstanding, January 1, 2015 20,356,250 1.64 Granted 7,600,000 4.57 Exercised (7,189,340 ) 1.16 Forfeited (85,830 ) 3.24 Outstanding, December 31, 2015 20,681,080 2.87 Vested and expected to vest at December 31, 2015 20,681,080 2.87 Exercisable as of December 31, 2015 4,041,070 1.46 Outstanding, January 1, 2016 20,681,080 2.87 Granted 245,000 10.80 Exercised (2,750,350 ) 2.08 Forfeited (228,750 ) 6.93 Outstanding, December 31, 2016 17,946,980 3.05 Vested and expected to vest at December 31, 2016 17,946,980 3.05 Exercisable as of December 31, 2016 9,280,320 2.62 Outstanding, January 1, 2017 17,946,980 3.05 Granted 1,915,000 14.19 Exercised (7,288,275 ) 2.57 Forfeited (920,192 ) 4.01 Outstanding, December 31, 2017 11,653,513 5.11 6.90 97,415 Vested and expected to vest at December 31, 2017 11,653,513 5.11 Exercisable as of December 31, 2017 7,136,252 3.02 6.28 73,599 |
Summary of Assumptions used for Calculating Estimated Fair Value of Options on Respective Grant Dates using Black-Scholes Option Pricing Model | The Company calculated the estimated fair value of the options on the respective grant dates using the Black-Scholes option pricing model with the following assumptions. Granted in 2015 Granted in 2016 Granted in 2017 Risk-free interest rates 1.38% ~ 2.01% 1.18% ~ 1.76% 1.99% ~ 2.25% Expected term 5.5 ~ 7 years 5.5 ~ 7 years 5.5 ~ 7 years Expected volatility 40.4% ~ 53.7% 39.4% ~ 41.2% 34.3% ~ 37.0% Expected dividend yield — — — Fair value of share options $4.75 ~ $7.54 $4.54 ~ $5.31 $4.84 ~ $6.57 |
Summary of RSAs Activity | The following table summarizes the Company’s RSAs activity under the Plan: Number of Weighted Weighted Aggregate $ Years $ Unvested, January 1, 2015 — — Granted 50,000 10.85 Vested — — Unvested, December 31, 2015 and January 1, 2016 50,000 10.85 9.62 544 Granted 880,000 12.69 Vested (616,670 ) 12.40 Unvested, December 31, 2016 and January 1, 2017 313,330 12.97 9.80 4,184 Granted 950,000 15.15 Vested (435,623 ) 14.96 Forfeited (7,500 ) 13.05 Unvested, December 31, 2017 820,207 14.43 9.60 10,933 |
Summary of Compensation Expense relating to Share Options and RSAs Granted to Employees after Deducting Forfeitures | Total compensation expense relating to share options and RSAs granted to employees after deducting forfeitures recognized for the years ended December 31, 2015, 2016 and 2017 is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Share options: Cost of revenue 867 730 1,213 Sales and marketing expenses 236 197 689 General and administrative expenses 18,679 19,507 18,512 Research and development expenses 737 764 1,407 20,519 21,198 21,821 RSAs: Cost of revenue 45 136 446 Sales and marketing expenses — — — General and administrative expenses — 7,507 6,369 Research and development expenses — — — 45 7,643 6,815 Cash received for the exercise in the respective years 5,163 3,210 18,708 |
Accumulated Other Comprehensi45
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Income (Loss) by Component | The changes in accumulated other comprehensive income (loss) by component, net of tax of nil, are as follows: Unrealized fair value available-for- sale Foreign Total $ $ $ Balance as of January 1, 2015 1,039 4,939 5,978 Current year other comprehensive (loss) income (3,388 ) 3,960 572 Balance as of December 31, 2015 (2,349 ) 8,899 6,550 Current year other comprehensive income 16,136 450 16,586 Reclassification adjustments for net gain and translation adjustments realized in net income (13,787 ) (762 ) (14,549 ) Balance as of December 31, 2016 — 8,587 8,587 Current year other comprehensive income — 1,970 1,970 Reclassification adjustments for net gain and translation adjustments realized in net income — 144 144 Balance as of December 31, 2017 — 10,701 10,701 |
Restricted Net Assets (Tables)
Restricted Net Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Summary of Movement of Statutory Reserve | The movement of statutory reserve during the three years ended December 31, are as follows: December 31, 2016 2017 $ $ At the beginning of the financial year 33 46 Transferred from retained earnings 13 — At the end of the financial year 46 46 |
Revenue - Others (Tables)
Revenue - Others (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Text Block [Abstract] | |
Summary of Commission Income | Revenue—Others include commission income, net, which are detailed as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Commission income — — 8,716 Sales incentives — — (8,683 ) Commission income, net — — 33 |
Taxation (Tables)
Taxation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Summary of Income Tax Expense | Income tax expense comprises: For the year ended December 31, 2015 2016 2017 $ $ $ Current income tax 2,017 2,376 6,903 Deferred tax (2,406 ) (2,281 ) (8,753 ) Withholding tax expense 12,119 8,451 12,595 11,730 8,546 10,745 |
Summary of Reconciliation of Income Tax at Statutory Corporate Income Tax Rate | The reconciliation of tax computed by applying the tax rate of 17% which is also the statutory corporate income tax rate for its Singapore’s corporate office for the years ended December 31, 2015, 2016 and 2017 is as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Loss before income tax and share of results of equity investees (87,458 ) (196,886 ) (548,509 ) Tax expense computed at tax rate of 17% (14,868 ) (33,471 ) (93,247 ) Changes in valuation allowance 14,444 38,025 91,017 Non-deductible 1,385 1,699 2,211 Preferential tax rate (1,279 ) (439 ) (3,072 ) Withholding tax expense 12,119 8,451 12,595 Foreign earnings at different tax rates (399 ) (4,284 ) 4,104 Others 328 (1,435 ) (2,863 ) 11,730 8,546 10,745 |
Summary of Significant Components of Deferred Taxes | The significant components of deferred taxes are as follows: December 31, 2016 2017 $ $ Deferred tax assets: Property and equipment — 569 Advances from customers 764 455 Deferred revenue 41,161 58,652 Unutilized tax losses and unused capital allowances 59,074 149,859 Others 248 4,869 Valuation allowance (65,752 ) (157,463 ) Total deferred tax assets 35,495 56,941 Property and equipment (200 ) (1,293 ) Intangible assets — (3,804 ) Deferred channel costs — (6,584 ) Others — (1,534 ) Total deferred tax liabilities (200 ) (13,215 ) Net deferred tax assets 35,295 43,726 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Loss Per Share | Basic and diluted loss per share for each of the periods presented is calculated as follows: For the year ended December 31, 2015 2016 2017 $ $ $ Numerator: Net loss attributable to ordinary shareholders (103,366 ) (222,867 ) (560,485 ) Denominator: Weighted-average number of shares outstanding—basic and diluted 164,625,286 171,127,788 205,727,195 Basic and diluted loss per share: (0.63 ) (1.30 ) (2.72 ) |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Summary of Related Party Transactions and Balances | The Company had the following related party transactions for the years ended December 31, 2015, 2016 and 2017: 2015 2016 2017 $ $ $ Royalty fee and license fee to: - Tencent group of companies 33,166 36,469 70,470 Royalty fee and license fee from - Tencent group of companies — 2,000 262 Rack rental income from: - Tencent group of companies — 1,338 1,007 Purchase of merchandise goods from: - VN Pay 1,189 5,736 2,898 Sales of products to: - VN Pay 1,487 390 679 Services provided by: - VN Pay 193 181 149 - Tencent group of companies 133 43 1,012 Investment in convertible loans in: - Redmart 14,553 3,778 — Loans provided to: - Redmart — 4,458 — - VN Pay — 1,794 — - Zhuopai 802 1,000 — - Duodian — 755 — - Wuju 11 520 422 Repayment of loans from: - Duodian — 755 — - Wuju — — 953 - VN Pay — — 1,784 Interest income received from: - Redmart — 109 — Issuance of convertible promissory notes to: - Tencent — — 100,000 Interest expense payable to: - Tencent — — 4,153 2015 2016 2017 $ $ $ Promissory notes extended to: - Key management 2,847 4,044 9,768 Repayment of promissory notes from: - Key management — 581 16,178 Interest income received from: - Key management — — 774 (c) The Company had the following related party balances for the years ended December 31, 2016 and 2017: December 31, 2016 2017 $ $ Amounts due from related parties: Current: - VN Pay 2,111 — - Wuju 505 — - Tencent group of companies 119 2,235 2,735 2,235 Convertible promissory notes due to: Non-current: - Tencent — 100,000 The Company recognized a fair value loss of $8,449 on the promissory notes issued to Tencent. Amounts due to related parties: Current: - Tencent group of companies 9,656 36,790 - VN Pay 40 — 9,696 36,790 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary of Information about Segments | Information about segments for the years ended December 31, 2016 and 2017 presented were as follows: For the Year ended December 31, 2017 Digital Entertainment E-Commerce Digital Financial Other Services Unallocated (1) Consolidated $ $ $ $ $ $ Revenue 365,167 9,034 16,270 23,719 — 414,190 Operating income (loss) 45,637 (452,233 ) (38,038 ) (21,199 ) (36,523 ) (502,356 ) Non-operating (46,153 ) Income tax expense (10,745 ) Share of results of equity investees (1,912 ) Net loss (561,166 ) For the Year ended December 31, 2016 Digital Entertainment E-Commerce Digital Financial Other Services Unallocated (1) Consolidated $ $ $ $ $ $ Revenue 327,985 — 5,892 11,793 — 345,670 Operating income (loss) 45,525 (172,409 ) (34,407 ) (12,320 ) (31,778 ) (205,389 ) Non-operating 8,503 Income tax expense (8,546 ) Share of results of equity investees (19,523 ) Net loss (224,955 ) (1) Unallocated expenses are mainly relating to share-based compensation, general and corporate administrative costs, such as professional fees and other miscellaneous items, that are not allocated to segments. These expenses are excluded from segments results as they are not reviewed by the CODM as part of segment performance. |
Summary of Revenue from External Customers Classified Based on Geographical Locations | Revenue from external customers is classified based on the geographical locations where the services were provided. For the Year Ended December 31, 2015 2016 2017 $ $ $ Revenue Indonesia 9,601 23,023 24,120 Taiwan 101,731 109,652 122,647 Thailand 105,607 119,969 133,782 Vietnam 45,809 61,354 98,009 Rest of the world 29,376 31,672 35,632 Consolidated revenue 292,124 345,670 414,190 |
Summary of Long-lived Assets | Long-lived assets mainly consist of property and equipment and intangible assets. As at December 31, 2016 2017 $ $ Long-lived assets Indonesia 12,566 9,906 Singapore 29,546 46,009 Taiwan 6,261 9,530 Thailand 6,240 12,668 Vietnam 2,901 26,874 Rest of the world 3,572 6,694 61,086 111,681 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Level 3 Instruments Measured at Fair Value on Recurring Basis | Level 3 $ Assets: Balance at January 1, 2015 2,611 Investment during 2015 21,151 Unrealized fair value loss included in other comprehensive income (3,388 ) Cost adjustment included in share of results of equity investees (1,572 ) Exchange differences 2 Balance at December 31, 2015 18,804 Investment during 2016 3,796 Cost adjustment included in share of results of equity investees (16,006 ) Unrealized fair value gain included in other comprehensive income 16,136 Impairment loss included in investment gain, net (4,226 ) Disposal during 2016 (16,866 ) Exchange differences 750 Balance at December 31, 2016 2,388 Investment during 2017 18,000 Impairment loss (1,147 ) Exchange differences 8 Balance at December 31, 2017 19,249 Liabilities Convertible promissory notes issued during the year (675,000 ) Fair value loss (51,950 ) Balance at December 31,2017 (726,950 ) |
Fair Value, Measurements, Recurring [Member] | |
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair value measurement at December 31, 2016 Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Unobservable inputs (Level 3) Total $ $ $ $ Cash equivalents 2,675 — — 2,675 Available-for-sale non-current — — 2,388 2,388 2,675 — 2,388 5,063 Fair value measurement at December 31, 2017 Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Unobservable inputs (Level 3) Total $ $ $ $ Cash equivalents 3,133 — — 3,133 Available-for-sale non-current — — 1,249 1,249 Available-for-sale — — 18,000 18,000 Convertible promissory notes — — (726,950 ) (726,950 ) 3,133 — (707,701 ) (704,568 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments Payable Under Operating Leases | Future minimum lease payments payable under operating leases as at December 31 are as follows:- 2016 2017 $ $ No later than 1 year 12,549 30,384 Later than 1 year but no later than 5 years 25,614 86,726 More than 5 years — 11,155 |
Organization - Summary of Signi
Organization - Summary of Significant Subsidiaries of Company and its Consolidated Variable Interest Entities (Detail) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Garena Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Mar. 4, 2015 | |
Place of incorporation | Cayman Islands | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Investment holding company | |
Garena Limited [Member] | Garena Online (Thailand) Co., Ltd. [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Aug. 18, 2011 | |
Place of incorporation | Thailand | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Game operations | |
Garena Limited [Member] | Garena Taiwan Co Ltd [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Mar. 8, 2010 | |
Place of incorporation | Taiwan | |
Principal activities | Game operations | |
Garena Limited [Member] | Vietnam Esports and Entertainment Joint Stock Company [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | May 10, 2011 | |
Place of incorporation | Vietnam | |
Percentage of direct ownership by the company | 30.00% | |
Principal activities | Game operations | |
Shopee Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Jan. 16, 2015 | |
Place of incorporation | Cayman Islands | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Investment holding company | |
Shopee Limited [Member] | Shopee (Thailand) Co., Ltd. [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Feb. 2, 2015 | |
Place of incorporation | Thailand | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Online platform | |
Shopee Limited [Member] | PT Shopee International Indonesia [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Aug. 5, 2015 | |
Place of incorporation | Indonesia | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Online platform | |
Shopee Limited [Member] | Shopee Singapore Private Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Feb. 5, 2015 | |
Place of incorporation | Singapore | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Online platform | |
Shopee Limited [Member] | Shopee Company Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Feb. 10, 2015 | |
Place of incorporation | Vietnam | |
Percentage of direct ownership by the company | 100.00% | |
Principal activities | Online platform | |
Shopee Limited [Member] | Shopee (Taiwan) Co., Ltd [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Mar. 4, 2015 | |
Percentage of direct ownership by the company | 0.00% | 0.00% |
Place of incorporation | Taiwan | |
Principal activities | Online platform | |
Airpay Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Mar. 27, 2015 | |
Place of incorporation | Cayman Islands | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Investment holding company | |
Airpay Limited [Member] | Airpay (Thailand) Co., Ltd. [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Jun. 16, 2014 | |
Place of incorporation | Thailand | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Electronic payment services | |
Airpay Limited [Member] | Vietnam Esports Development Joint Stock Company [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Jun. 9, 2009 | |
Place of incorporation | Vietnam | |
Percentage of direct ownership by the company | 30.00% | |
Principal activities | Electronic payment services | |
Garena Online Private Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | May 8, 2009 | |
Place of incorporation | Singapore | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Game operations and software development | |
Garena Ventures Private Limited [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Feb. 23, 2015 | |
Place of incorporation | Singapore | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Investment holding company | |
PT. Garena Indonesia [Member] | ||
Organization Consolidation and Presentation of Financial Statements [Line Items] | ||
Date of Incorporation/ Acquisition | Dec. 6, 2012 | |
Place of incorporation | Indonesia | |
Percentage of direct ownership by the company | 100.00% | 100.00% |
Principal activities | Game operations |
Organization - Summary of Sig55
Organization - Summary of Significant Subsidiaries of Company and its Consolidated Variable Interest Entities (Parenthetical) (Detail) | Dec. 31, 2017 |
Vietnam Esports and Entertainment Joint Stock Company ("VEE") and Vietnam Esports Development Joint Stock Company ("VED") [Member] | |
Organization Consolidation and Presentation of Financial Statements [Line Items] | |
Percentage of equity interests transferred | 30.00% |
Shopee Company Limited [Member] | |
Organization Consolidation and Presentation of Financial Statements [Line Items] | |
Percentage of equity interests transferred | 100.00% |
Organization - Additional Infor
Organization - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization Consolidation and Presentation of Financial Statements [Line Items] | |||
Total fee billed | $ 62,477 | $ 35,001 | $ 31,598 |
Aggregate carrying amounts of total assets | 1,988,280 | 485,775 | |
Aggregate carrying amounts of total liabilities | 1,513,149 | 406,350 | |
VIEs Without Recourse to the Primary Beneficiaries [Member] | |||
Organization Consolidation and Presentation of Financial Statements [Line Items] | |||
Aggregate carrying amounts of total assets | 292,441 | 171,490 | |
Aggregate carrying amounts of total liabilities | $ 547,753 | $ 354,862 | |
Vietnam [Member] | Maximum [Member] | |||
Organization Consolidation and Presentation of Financial Statements [Line Items] | |||
Maximum foreign ownership percentage in companies engaging in online game business | 49.00% | ||
Taiwan [Member] | Minimum [Member] | |||
Organization Consolidation and Presentation of Financial Statements [Line Items] | |||
Percentage of direct or indirect shares or capital held | 30.00% |
Organization - Summary of Finan
Organization - Summary of Financial Information of VIEs Before Eliminating Intercompany Balances and Transactions Between VIEs and Other Entities within Group (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | ||||
Cash and cash equivalents | $ 1,347,361 | $ 170,078 | $ 116,203 | $ 85,996 |
Restricted cash | 95,300 | 18,607 | ||
Accounts receivable, net | 61,846 | 35,074 | ||
Prepaid expenses and other assets | 186,181 | 79,443 | ||
Inventories, net | 9,790 | 3,947 | ||
Amount due from related parties | 2,235 | 2,735 | ||
Total current assets | 1,720,713 | 309,884 | ||
Non-current assets: | ||||
Property and equipment, net | 74,348 | 31,123 | ||
Intangible assets, net | 37,333 | 29,963 | 50,857 | |
Long-term investments | 28,216 | 45,072 | ||
Prepaid expenses and other assets | 46,297 | 32,299 | ||
Deferred tax assets | 48,104 | 35,295 | ||
Total non-current assets | 267,567 | 175,891 | ||
Total assets | 1,988,280 | 485,775 | ||
Current liabilities: | ||||
Accounts payable | 8,644 | 5,990 | ||
Accrued expenses and other payables | 285,248 | 102,086 | ||
Advances from customers | 27,155 | 15,459 | ||
Amount due to related parties | 36,790 | 9,696 | ||
Short-term bank borrowings | 2,013 | 1,858 | ||
Deferred revenue | 268,241 | 122,218 | ||
Income tax payable | 9,614 | 6,449 | ||
Total current liabilities | 637,705 | 263,756 | ||
Non-current liabilities: | ||||
Accrued expenses and other payables | 7,547 | 4,480 | ||
Deferred revenue | 133,481 | 137,259 | ||
Unrecognized tax benefits | 3,088 | 855 | ||
Total non-current liabilities | 875,444 | 142,594 | ||
Total liabilities | 1,513,149 | 406,350 | ||
Revenue | ||||
Revenue | 414,190 | 345,670 | 292,124 | |
Net loss | (561,166) | (224,955) | (107,336) | |
Net cash used in operating activities | (334,230) | (114,726) | (25,097) | |
Net cash used in investing activities | (118,614) | (29,931) | (129,442) | |
Net cash generated from financing activities | 1,623,843 | 199,622 | 187,816 | |
VIEs Without Recourse to the Primary Beneficiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 92,678 | 38,009 | ||
Restricted cash | 28,426 | 6,648 | ||
Accounts receivable, net | 16,353 | 12,341 | ||
Prepaid expenses and other assets | 58,648 | 32,532 | ||
Inventories, net | 7,570 | 2,742 | ||
Amount due from related parties | 4 | 2,619 | ||
Amounts due from inter-companies | 15,431 | 11,797 | ||
Total current assets | 219,110 | 106,688 | ||
Non-current assets: | ||||
Property and equipment, net | 24,715 | 10,618 | ||
Intangible assets, net | 954 | 875 | ||
Long-term investments | 4,974 | 6,017 | ||
Prepaid expenses and other assets | 12,535 | 19,569 | ||
Deferred tax assets | 30,153 | 27,723 | ||
Total non-current assets | 73,331 | 64,802 | ||
Total assets | 292,441 | 171,490 | ||
Current liabilities: | ||||
Accounts payable | 5,484 | 4,557 | ||
Accrued expenses and other payables | 89,489 | 47,311 | ||
Advances from customers | 6,091 | 5,874 | ||
Amount due to related parties | 1,235 | 5,122 | ||
Short-term bank borrowings | 2,013 | 1,858 | ||
Deferred revenue | 137,512 | 72,285 | ||
Income tax payable | 1,673 | |||
Amounts due to inter-companies | 55,509 | 101,961 | ||
Total current liabilities | 299,006 | 238,968 | ||
Non-current liabilities: | ||||
Accrued expenses and other payables | 4,190 | 240 | ||
Deferred revenue | 61,571 | 115,251 | ||
Amounts due to inter-companies | 180,350 | |||
Unrecognized tax benefits | 2,636 | 403 | ||
Total non-current liabilities | 248,747 | 115,894 | ||
Total liabilities | 547,753 | 354,862 | ||
Revenue | ||||
Net loss | (91,124) | (56,304) | (38,100) | |
Net cash used in operating activities | (64,256) | (40,459) | (12,331) | |
Net cash used in investing activities | (22,509) | (1,343) | (8,040) | |
Net cash generated from financing activities | 149,435 | 55,478 | 34,392 | |
VIEs Without Recourse to the Primary Beneficiaries [Member] | Third Party Customers [Member] | ||||
Revenue | ||||
Revenue | 201,413 | 157,519 | 132,404 | |
VIEs Without Recourse to the Primary Beneficiaries [Member] | Inter-companies [Member] | ||||
Revenue | ||||
Revenue | $ 27,038 | $ 16,651 | $ 2,409 |
Summary of Significant Accoun58
Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Computers [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 3 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives description | Over the shorter of lease term or the estimated useful lives of the assets |
Motor Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful lives | 10 years |
Summary of Significant Accoun59
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2017USD ($)Segment | Dec. 31, 2016USD ($)Segment | Dec. 31, 2015USD ($)Segment | |
Accounting Policies [Abstract] | |||
Impairment of goodwill | $ | $ 0 | ||
Capitalized cost related to development of software | $ | $ 0 | $ 0 | $ 0 |
Number of operating segments | Segment | 3 | 3 | 3 |
Number of reportable segments | Segment | 3 | 3 | 3 |
Summary of Significant Accoun60
Summary of Significant Accounting Policies - Summary of Estimated Economic Lives of Intangible Assets (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Licensing Fee [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives description | Over the licensing period |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives | 10 years |
IP Right [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives | 6 years |
Software [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives | 3 years |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives | 3 years |
Software Platforms [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets, estimated economic lives | 3 years |
Concentration of Risks - Additi
Concentration of Risks - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Concentration Risk [Line Items] | |||
Single remittance amount that may need approval of the Central Bank of the Republic of China (Taiwan) | $ 1,000,000 | ||
Aggregate remittance amount that may need approval of the Central Bank of the Republic of China (Taiwan) | $ 50,000,000 | ||
Supplier Concentration Risk [Member] | Sales Revenue, Services, Net [Member] | Digital Entertainment [Member] | |||
Concentration Risk [Line Items] | |||
Revenue composition percentage | 76.60% | 75.60% | 85.60% |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | 1 Months Ended | 12 Months Ended |
Jul. 31, 2017USD ($)Company | Dec. 31, 2017USD ($) | |
Business Combinations [Abstract] | ||
Number of completed acquisitions | Company | 3 | |
Aggregate consideration | $ 19,875 | |
Amount of revenue included in consolidated statement of comprehensive loss | $ 2,620 | |
Amount of net loss included in consolidated statement of comprehensive loss | $ 5,528 |
Acquisitions - Summary of Estim
Acquisitions - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | 1 Months Ended | |
Jul. 31, 2017 | Dec. 31, 2017 | |
Business Acquisition [Line Items] | ||
Current assets | $ 1,010 | |
Other non-current assets | 1,547 | |
Property and equipment, net | 51 | |
Total assets acquired | 13,930 | |
Other current liabilities | 622 | |
Deferred tax liabilities | 2,265 | |
Total liabilities assumed | 2,887 | |
Net assets acquired | 11,043 | |
Purchase consideration | 19,875 | |
Remeasurement of previously held interests | 13,333 | |
Fair value of non-controlling interests | 8,787 | |
Goodwill | 30,952 | $ 30,952 |
Trademarks [Member] | ||
Business Acquisition [Line Items] | ||
Intangibles assets | 10,679 | |
Customer Relationships [Member] | ||
Business Acquisition [Line Items] | ||
Intangibles assets | 168 | |
Software Platforms [Member] | ||
Business Acquisition [Line Items] | ||
Intangibles assets | $ 475 |
Acquisitions - Summary of Est64
Acquisitions - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Parenthetical) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Business Combinations [Abstract] | |
Equity interest percentage | 33.33% |
Gain on remeasurement of previously held interest | $ 10,881 |
Accounts Receivables, Net - Sum
Accounts Receivables, Net - Summary of Accounts Receivable and Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts Receivable, Net [Abstract] | ||||
Accounts receivable | $ 63,676 | $ 35,269 | ||
Allowance for doubtful accounts | (1,830) | (195) | $ (186) | $ (1,110) |
Accounts receivables, net | $ 61,846 | $ 35,074 |
Accounts Receivables, Net - S66
Accounts Receivables, Net - Summary of Allowances for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Summary Of Allowance For Doubtful Accounts [Abstract] | |||
Balance at the beginning of the year | $ 195 | $ 186 | $ 1,110 |
Charged to expenses | 1,867 | 172 | 159 |
Reversal | (245) | (58) | |
Write-off of accounts receivable | (26) | (103) | (1,063) |
Exchange differences | 39 | (2) | (20) |
Balance at the end of the year | $ 1,830 | $ 195 | $ 186 |
Prepaid Expenses and Other As67
Prepaid Expenses and Other Assets - Summary of Prepaid Expenses and Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current: | ||
Deferred channel costs | $ 39,107 | $ 16,693 |
Employee loans and advances | 4,295 | 5,355 |
Other receivables | 92,527 | 42,533 |
Prepaid cost of revenue, sales and marketing expense and others | 22,565 | 7,183 |
Security deposits | 1,755 | 908 |
Tax receivable | 24,409 | 6,095 |
Others | 1,523 | 676 |
Total Current | 186,181 | 79,443 |
Non-current: | ||
Deferred channel costs | 22,665 | 20,729 |
Other receivables | 2,000 | 2,700 |
Prepaid licensing fee | 4,603 | 4,250 |
Prepayment for purchase of property and equipment | 5,753 | 840 |
Security deposits | 10,892 | 3,775 |
Others | 384 | 5 |
Total Non-current | $ 46,297 | $ 32,299 |
Property and Equipment, Net - S
Property and Equipment, Net - Summary of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 143,403 | $ 76,414 |
Less: accumulated depreciation | (69,055) | (45,291) |
Property, plant and equipment, net | 74,348 | 31,123 |
Computers [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 97,637 | 54,108 |
Office Equipment, Furniture and Fittings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 9,077 | 5,507 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 32,251 | 16,286 |
Motor Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 2,211 | $ 513 |
Construction-in-Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 2,227 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expenses | $ 23,353 | $ 17,956 | $ 15,109 |
Property and Equipment, Net -70
Property and Equipment, Net - Summary of Depreciation Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 23,353 | $ 17,956 | $ 15,109 |
Cost of Revenue [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 12,407 | 11,347 | 9,884 |
Sales and Marketing Expenses [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 1,198 | 740 | 563 |
General and Administrative Expenses [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | 9,248 | 5,598 | 4,510 |
Research and Development Expenses [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 500 | $ 271 | $ 152 |
Intangible Assets, Net - Summar
Intangible Assets, Net - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, beginning balance | $ 29,963 | $ 50,857 | |
Additions | 12,899 | 6,020 | |
Acquisition of a subsidiary (Note 4) | 11,356 | ||
Amortization expense | (17,569) | (21,598) | $ (14,152) |
Impairment | (922) | (5,568) | (1,670) |
Disposal | (5) | (38) | |
Write-off | (120) | (3,073) | |
Exchange differences | 1,611 | 410 | |
Intangible assets, ending balance | 37,333 | 29,963 | 50,857 |
Licensing Fee [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, beginning balance | 17,883 | 35,236 | |
Additions | 11,110 | 4,774 | |
Amortization expense | (12,452) | (17,191) | |
Impairment | (922) | (5,568) | |
Exchange differences | 693 | 632 | |
Intangible assets, ending balance | 16,312 | 17,883 | 35,236 |
IP Right [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, beginning balance | 11,587 | 14,574 | |
Additions | 779 | 954 | |
Amortization expense | (3,976) | (3,715) | |
Exchange differences | 858 | (226) | |
Intangible assets, ending balance | 9,248 | 11,587 | 14,574 |
Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Acquisition of a subsidiary (Note 4) | 10,679 | ||
Amortization expense | (534) | ||
Intangible assets, ending balance | 10,145 | ||
Others [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, beginning balance | 493 | 1,047 | |
Additions | 1,010 | 292 | |
Acquisition of a subsidiary (Note 4) | 677 | ||
Amortization expense | (607) | (692) | |
Disposal | (5) | (38) | |
Write-off | (120) | ||
Exchange differences | 60 | 4 | |
Intangible assets, ending balance | $ 1,628 | $ 493 | $ 1,047 |
Intangible Assets, Net - Summ72
Intangible Assets, Net - Summary of Estimated Aggregate Amortization Expenses (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | $ 15,711 |
2,019 | 9,850 |
2,020 | 4,514 |
2,021 | 1,228 |
2,022 | 1,225 |
Thereafter | 4,805 |
Total | 37,333 |
Licensing Fee [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 9,795 |
2,019 | 4,070 |
2,020 | 2,447 |
Total | 16,312 |
IP Right [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 4,268 |
2,019 | 4,268 |
2,020 | 712 |
Total | 9,248 |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 1,068 |
2,019 | 1,068 |
2,020 | 1,068 |
2,021 | 1,068 |
2,022 | 1,068 |
Thereafter | 4,805 |
Total | 10,145 |
Others [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 580 |
2,019 | 444 |
2,020 | 287 |
2,021 | 160 |
2,022 | 157 |
Total | $ 1,628 |
Investments - Additional Inform
Investments - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Investment Holdings [Line Items] | ||||
Carrying amount of cost method investments | $ 18,227,000 | $ 16,851,000 | ||
Impairment loss | 1,147,000 | 5,226,000 | ||
Carrying amount of short-term available-for-sale method investments | 18,000,000 | 0 | ||
Carrying amount of long-term available-for-sale method investments | 1,249,000 | 2,388,000 | ||
Percentage of equity interests disposed | 45.18% | |||
Investment gain in the consolidated statements of operations | $ 23,857,000 | |||
Voting Ordinary Share [Member] | ||||
Investment Holdings [Line Items] | ||||
Number of Company's shares exchanged with equity investees | 1,173,520 | |||
Non Voting Ordinary Shares [Member] | ||||
Investment Holdings [Line Items] | ||||
Number of Company's shares exchanged with equity investees | 1,604,260 | |||
Cost Method Investments [Member] | ||||
Investment Holdings [Line Items] | ||||
Impairment loss | 0 | 1,000,000 | $ 0 | |
Available-for-sale Securities [Member] | ||||
Investment Holdings [Line Items] | ||||
Impairment loss | $ 1,147,000 | $ 4,226,000 | $ 0 |
Investments - Summary of Moveme
Investments - Summary of Movement of Equity Investments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |||
Beginning balance | $ 25,833 | $ 26,052 | $ 1,986 |
Additions | 4,101 | 2,999 | 26,222 |
Share of results and other comprehensive income (loss) | (1,912) | (1,246) | (2,049) |
Less: disposals | (17,198) | (1,522) | |
Less: transfer upon acquisition of controlling interest in an associated company | (2,387) | ||
Foreign currency translation adjustments | 303 | (450) | (107) |
Ending balance | $ 8,740 | $ 25,833 | $ 26,052 |
Accrued Expenses and Other Pa75
Accrued Expenses and Other Payables - Summary of Components of Accrued Expenses and Other Payables (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current: | ||
Accrued cost of revenue and sales and marketing expenses | $ 49,179 | $ 22,561 |
Accrued interest for convertible promissory notes | 21,607 | |
Accrued office-related operating expenses | 9,652 | 3,853 |
Business and other taxes payables | 5,277 | 2,985 |
Other payables | 163,483 | 45,456 |
Payroll and welfare payable | 22,131 | 13,941 |
Payable for acquisition of non-controlling interests | 8,780 | |
Payable for property and equipment | 6,239 | 2,823 |
Others | 7,680 | 1,687 |
Total current | 285,248 | 102,086 |
Non-current: | ||
Other payables | 2,050 | 2,519 |
Others | 5,497 | 1,961 |
Total non-current | $ 7,547 | $ 4,480 |
Short-term Bank Borrowing - Sum
Short-term Bank Borrowing - Summary of Short-term Bank Borrowing (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Short-term Debt [Line Items] | ||
Loan from a local bank | $ 2,013 | $ 1,858 |
Loans Payable [Member] | ||
Short-term Debt [Line Items] | ||
Repayment date | 2018-02 | 2017-02 |
Loans Payable [Member] | TAIBOR [Member] | ||
Short-term Debt [Line Items] | ||
Interest rate (%) per annum, description | TAIBOR+1.05 | TAIBOR+1.07 |
Interest rate (%) per annum, spread | 1.05% | 1.07% |
Convertible Promissory Notes -
Convertible Promissory Notes - Additional Information (Detail) - USD ($) | Oct. 20, 2017 | Dec. 31, 2017 |
Debt Conversion [Line Items] | ||
Expense related to change in fair value of convertible promissory notes | $ 51,950,000 | |
Convertible Promissory Notes [Member] | ||
Debt Conversion [Line Items] | ||
Convertible promissory notes, aggregate principal amount | $ 675,000,000 | |
Convertible promissory notes, interest rate | 5.00% | |
Conversion percentage | 50.00% | |
Conversion price | $ 14.807 | |
Number of days after default in which outstanding obligation would be immediately due and payable | 3 days | |
Interest rate after default in which outstanding obligation would be immediately due and payable | 20.00% | |
Expense related to change in fair value of convertible promissory notes | $ 51,950,000 |
Preference Shares - Additional
Preference Shares - Additional Information (Detail) - USD ($) | Aug. 19, 2016 | Mar. 30, 2016 | Sep. 15, 2010 | Mar. 15, 2010 | Sep. 09, 2009 | Dec. 31, 2017 | Dec. 31, 2016 |
Temporary Equity [Line Items] | |||||||
Redeemable convertible preference shares, gross cash consideration | $ 194,575,000 | ||||||
Seed Contingently Redeemable Convertible Preference Shares [Member] | |||||||
Temporary Equity [Line Items] | |||||||
Redeemable convertible preference shares, Issued | 10,000,000 | 10,000,000 | |||||
Redeemable convertible preference shares, gross cash consideration | $ 500,000 | ||||||
Issuance price | $ 0.05 | ||||||
Beneficial conversion feature | $ 0 | ||||||
Fair value per ordinary share | $ 0.05 | ||||||
Contingently redeemable convertible preference shares | $ 500,000 | ||||||
Series A Contingently Redeemable Convertible Preference Shares [Member] | |||||||
Temporary Equity [Line Items] | |||||||
Redeemable convertible preference shares, Issued | 62,500,000 | 62,500,000 | |||||
Redeemable convertible preference shares, gross cash consideration | $ 10,000,000 | ||||||
Preferred stock dividend percentage rate | 8.00% | ||||||
Issuance price | $ 0.16 | $ 0.16 | |||||
Beneficial conversion feature | $ 0 | $ 0 | |||||
Fair value per ordinary share | $ 0.14 | $ 0.14 | |||||
Contingently redeemable convertible preference shares | $ 10,000,000 | ||||||
Series B Contingently Redeemable Convertible Preference Shares [Member] | |||||||
Temporary Equity [Line Items] | |||||||
Redeemable convertible preference shares, Issued | 13,836,030 | 13,836,030 | |||||
Redeemable convertible preference shares, gross cash consideration | $ 200,000,000 | ||||||
Preferred stock dividend percentage rate | 0.75% | ||||||
Issuance price | $ 14.46 | $ 14.46 | |||||
Beneficial conversion feature | $ 0 | $ 0 | |||||
Fair value per ordinary share | $ 12.52 | $ 12.11 | |||||
Contingently redeemable convertible preference shares | $ 194,575,000 | ||||||
Series B Contingently Redeemable Convertible Preference Shares [Member] | Maximum [Member] | |||||||
Temporary Equity [Line Items] | |||||||
Percentage of aggregate amount payable does not exceed an amount equal to product | 9.00% | ||||||
Preference Shares [Member] | |||||||
Temporary Equity [Line Items] | |||||||
Dividend declared | $ 0 |
Share Based Compensation - Addi
Share Based Compensation - Additional Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($)Installment$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum aggregate number of ordinary shares to be issued under Plan | shares | 53,000,000 | |||
Contractual term of share options and certain RSAs to be granted | 10 years | |||
Aggregate grant date fair value of outstanding options | $ 60,319 | |||
Weighted-average grant-date fair value of share options granted | $ / shares | $ 5.26 | $ 5.25 | $ 7.51 | |
Fair value of share options vested | $ 20,322 | $ 34,243 | $ 10,615 | |
Aggregate intrinsic value of options exercised | $ 84,560 | $ 31,012 | $ 69,841 | |
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of ordinary shares to be purchased under options outstanding | shares | 11,653,513 | 17,946,980 | 20,681,080 | 20,356,250 |
Number of ordinary shares to be purchased under options available for future grant | shares | 3,200,772 | |||
Unrecognized share-based compensation cost, net of estimated forfeitures, related to unvested options | $ 28,188 | |||
Unrecognized share-based compensation cost, net of estimated forfeitures, related to unvested options, weighted-average period | 1 year 8 months 19 days | |||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
RSAs granted that are immediately vested in 2017 | shares | 950,000 | 880,000 | 50,000 | |
RSAs vesting period | 2 years | |||
RSAs expected to vest | shares | 40,000 | |||
Unrecognized share-based compensation cost, net of estimated forfeitures, related to unvested options, weighted-average period | 3 years 5 months 20 days | |||
Discount due to lack of marketability | 14.00% | |||
Aggregate grant date fair value of unvested RSAs | $ 11,836 | $ 4,064 | $ 542 | |
Weighted-average grant-date fair value of RSAs granted | $ / shares | $ 15.15 | $ 12.69 | $ 10.85 | |
Fair value of RSAs vested | $ 6,517 | $ 7,648 | $ 0 | |
Unrecognized share-based compensation cost related to RSAs | $ 11,836 | |||
Tranche One - Vest in Commencement Date [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 25.00% | |||
Tranche Two - Vest in 36 Substantially Equal Monthly Instalments [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting percentage | 75.00% | |||
Number of substantially equal monthly installments for vesting | Installment | 36 |
Share Based Compensation - Summ
Share Based Compensation - Summary of Employee Share Option Activity (Detail) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of options, Outstanding, Beginning balance | 17,946,980 | 20,681,080 | 20,356,250 |
Number of options, Granted | 1,915,000 | 245,000 | 7,600,000 |
Number of options, Exercised | (7,288,275) | (2,750,350) | (7,189,340) |
Number of options, Forfeited | (920,192) | (228,750) | (85,830) |
Number of options, Outstanding, Ending balance | 11,653,513 | 17,946,980 | 20,681,080 |
Number of options, Vested and expected to vest | 11,653,513 | 17,946,980 | 20,681,080 |
Number of options, Exercisable | 7,136,252 | 9,280,320 | 4,041,070 |
Weighted average exercise price, Outstanding, Beginning balance | $ 3.05 | $ 2.87 | $ 1.64 |
Weighted average exercise price, Granted | 14.19 | 10.80 | 4.57 |
Weighted average exercise price, Exercised | 2.57 | 2.08 | 1.16 |
Weighted average exercise price, Forfeited | 4.01 | 6.93 | 3.24 |
Weighted average exercise price, Outstanding, Ending balance | 5.11 | 3.05 | 2.87 |
Weighted average exercise price, Vested and expected to vest | 5.11 | 3.05 | 2.87 |
Weighted average exercise price, Exercisable | $ 3.02 | $ 2.62 | $ 1.46 |
Weighted average remaining contractual term, Outstanding | 6 years 10 months 25 days | ||
Weighted average remaining contractual term, Exercisable | 6 years 3 months 11 days | ||
Aggregate intrinsic value, Outstanding | $ 97,415 | ||
Aggregate intrinsic value, Exercisable | $ 73,599 |
Share Based Compensation - Su81
Share Based Compensation - Summary of Assumptions used for Calculating Estimated Fair Value of Options on Respective Grant Dates using Black-Scholes Option Pricing Model (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of share options | $ 5.26 | $ 5.25 | $ 7.51 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rates, minimum | 1.99% | 1.18% | 1.38% |
Risk-free interest rates, maximum | 2.25% | 1.76% | 2.01% |
Expected volatility, minimum | 34.30% | 39.40% | 40.40% |
Expected volatility, maximum | 37.00% | 41.20% | 53.70% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Employee Stock Option [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 5 years 6 months | 5 years 6 months | 5 years 6 months |
Fair value of share options | $ 4.84 | $ 4.54 | $ 4.75 |
Employee Stock Option [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 7 years | 7 years | 7 years |
Fair value of share options | $ 6.57 | $ 5.31 | $ 7.54 |
Share Based Compensation - Su82
Share Based Compensation - Summary of RSAs Activity (Detail) - Restricted Stock [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of RSAs, Unvested, Beginning balance | 313,330 | 50,000 | |
Number of RSAs, Granted | 950,000 | 880,000 | 50,000 |
Number of RSAs, Vested | (435,623) | (616,670) | |
Number of RSAs, Forfeited | (7,500) | ||
Number of RSAs, Unvested, Ending balance | 820,207 | 313,330 | 50,000 |
Weighted average grant date fair value, Unvested, Beginning Balance | $ 12.97 | $ 10.85 | |
Weighted average grant date fair value, Granted | 15.15 | 12.69 | $ 10.85 |
Weighted average grant date fair value, Vested | 14.96 | 12.40 | |
Weighted average grant date fair value, Forfeited | 13.05 | ||
Weighted average grant date fair value, Unvested, Ending Balance | $ 14.43 | $ 12.97 | $ 10.85 |
Weighted average remaining contractual life, Unvested | 9 years 7 months 6 days | 9 years 9 months 18 days | 9 years 7 months 13 days |
Aggregate intrinsic value, Unvested | $ 10,933 | $ 4,184 | $ 544 |
Stock Based Compensation - Summ
Stock Based Compensation - Summary of Compensation Expense relating to Share Options and RSAs Granted to Employees after Deducting Forfeitures (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Cash received for the exercise in the respective years | $ 18,708 | $ 3,210 | $ 5,163 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 21,821 | 21,198 | 20,519 |
Employee Stock Option [Member] | Cost of Revenue [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 1,213 | 730 | 867 |
Employee Stock Option [Member] | Sales and Marketing Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 689 | 197 | 236 |
Employee Stock Option [Member] | General and Administrative Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 18,512 | 19,507 | 18,679 |
Employee Stock Option [Member] | Research and Development Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 1,407 | 764 | 737 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 6,815 | 7,643 | 45 |
Restricted Stock [Member] | Cost of Revenue [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | 446 | 136 | $ 45 |
Restricted Stock [Member] | General and Administrative Expenses [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation expense | $ 6,369 | $ 7,507 |
Ordinary Shares - Additional In
Ordinary Shares - Additional Information (Detail) - USD ($) | Oct. 20, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2017 |
Class of Stock [Line Items] | |||||
Authorized share capital | $ 7,500,000,000 | ||||
Ordinary shares authorized | 0 | 386,163,970 | |||
Par value | $ 0.0005 | ||||
Proceeds from issuance shares, net of issuance costs | $ 935,533,000 | $ 960,924,000 | $ 3,210,000 | $ 185,044,000 | |
Class A Ordinary Shares [Member] | |||||
Class of Stock [Line Items] | |||||
Ordinary shares authorized | 14,800,000,000 | 14,800,000,000 | |||
Par value | $ 0.0005 | $ 0.0005 | |||
Number of ordinary shares represented by ADSs | 65,954,538 | ||||
Class B Ordinary Shares [Member] | |||||
Class of Stock [Line Items] | |||||
Ordinary shares authorized | 200,000,000 | 200,000,000 | |||
Par value | $ 0.0005 | $ 0.0005 | |||
American Depository Shares [Member] | |||||
Class of Stock [Line Items] | |||||
Stock issued, share | 65,954,538 |
Accumulated Other Comprehensi85
Accumulated Other Comprehensive Loss - Summary of Changes in Accumulated Other Comprehensive Income (Loss) by Component (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | $ (125,650) | $ 73,698 | $ (29,263) |
Ending Balance | 475,131 | (125,650) | 73,698 |
Unrealized Fair Value Gain (Loss) on Available-For-Sale Investments [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (2,349) | 1,039 | |
Current year other comprehensive (loss) income | 16,136 | (3,388) | |
Reclassification adjustments for net gain and translation adjustments realized in net income | (13,787) | ||
Ending Balance | (2,349) | ||
Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | 8,587 | 8,899 | 4,939 |
Current year other comprehensive (loss) income | 1,970 | 450 | 3,960 |
Reclassification adjustments for net gain and translation adjustments realized in net income | 144 | (762) | |
Ending Balance | 10,701 | 8,587 | 8,899 |
Accumulated Other Comprehensive Loss [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | 8,587 | 6,550 | 5,978 |
Current year other comprehensive (loss) income | 1,970 | 16,586 | 572 |
Reclassification adjustments for net gain and translation adjustments realized in net income | 144 | (14,549) | |
Ending Balance | $ 10,701 | $ 8,587 | $ 6,550 |
Restricted Net Assets - Additio
Restricted Net Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted net assets | $ 94,275,000 | ||
Apportion to statutory reserve | 46,000 | $ 46,000 | |
Taiwan [Member] | |||
Apportion to statutory reserve | $ 33,000 | 33,000 | $ 33,000 |
Taiwan [Member] | Minimum [Member] | |||
Percentage of profit after tax to required to be set aside to legal reserve | 10.00% | ||
Minimum threshold percentage of paid up capital to be maintained as legal reserve | 25.00% | ||
Thailand [Member] | |||
Apportion to statutory reserve | $ 13,000 | 13,000 | 0 |
Thailand [Member] | Minimum [Member] | |||
Percentage of retained earnings to required to be set aside to legal reserve | 5.00% | ||
Percentage of registered authorized capital threshold required to be set aside to legal reserve | 10.00% | ||
CHINA | |||
Apportion to statutory reserve | $ 0 | $ 0 | $ 0 |
Restricted Net Assets - Summary
Restricted Net Assets - Summary of Movement of Statutory Reserve (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Beginning Balance | $ (125,650) | $ 73,698 | $ (29,263) |
Transferred from retained earnings | 0 | ||
Ending Balance | 475,131 | (125,650) | 73,698 |
Statutory Reserves [Member] | |||
Beginning Balance | 46 | 33 | 16 |
Transferred from retained earnings | 0 | 13 | 17 |
Ending Balance | $ 46 | $ 46 | $ 33 |
Revenue - Others - Summary of C
Revenue - Others - Summary of Commission Income (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Revenues [Abstract] | |
Commission income | $ 8,716 |
Sales incentives | (8,683) |
Commission income, net | $ 33 |
Taxation - Additional Informati
Taxation - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 17.00% | 17.00% | 17.00% | |
Tax losses with expiry date | $ 520,523 | $ 186,587 | $ 64,366 | |
Singapore [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 17.00% | 17.00% | 17.00% | |
Tax incentive period | 5 years | |||
Concessionary tax rate | 10.00% | |||
Tax incentive extension period | 5 years | |||
Taiwan [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 17.00% | |||
Taiwan [Member] | Scenario, Forecast [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 20.00% | |||
Malaysia [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 24.00% | 25.00% | ||
Vietnam [Member] | ||||
Income Tax Disclosure [Line Items] | ||||
Statutory corporate income tax rate | 20.00% | 22.00% |
Taxation - Summary of Income Ta
Taxation - Summary of Income Tax Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Current income tax | $ 6,903 | $ 2,376 | $ 2,017 |
Deferred tax | (8,753) | (2,281) | (2,406) |
Withholding tax expense | 12,595 | 8,451 | 12,119 |
Income tax expense | $ 10,745 | $ 8,546 | $ 11,730 |
Taxation - Summary of Reconcili
Taxation - Summary of Reconciliation of Income Tax at Statutory Corporate Income Tax Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Loss before income tax and share of results of equity investees | $ (548,509) | $ (196,886) | $ (87,458) |
Tax expense computed at tax rate of 17% | (93,247) | (33,471) | (14,868) |
Changes in valuation allowance | 91,017 | 38,025 | 14,444 |
Non-deductible expenses | 2,211 | 1,699 | 1,385 |
Preferential tax rate | (3,072) | (439) | (1,279) |
Withholding tax expense | 12,595 | 8,451 | 12,119 |
Foreign earnings at different tax rates | 4,104 | (4,284) | (399) |
Others | (2,863) | (1,435) | 328 |
Income tax expense | $ 10,745 | $ 8,546 | $ 11,730 |
Taxation - Summary of Reconci92
Taxation - Summary of Reconciliation of Income Tax at Statutory Corporate Income Tax Rate (Parenthetical) (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Statutory tax rate | 17.00% | 17.00% | 17.00% |
Taxation - Summary of Significa
Taxation - Summary of Significant Components of Deferred Taxes (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Line Items] | ||
Net deferred tax assets | $ 43,726 | $ 35,295 |
Deferred Tax Assets Noncurrent [Member] | ||
Income Tax Disclosure [Line Items] | ||
Property and equipment | 569 | |
Advances from customers | 455 | 764 |
Deferred revenue | 58,652 | 41,161 |
Unutilized tax losses and unused capital allowances | 149,859 | 59,074 |
Others | 4,869 | 248 |
Valuation allowance | (157,463) | (65,752) |
Total deferred tax assets | 56,941 | 35,495 |
Property and equipment | (1,293) | (200) |
Intangible assets | (3,804) | |
Deferred channel costs | (6,584) | |
Others | (1,534) | |
Total deferred tax liabilities | $ (13,215) | $ (200) |
Loss Per Share - Summary of Bas
Loss Per Share - Summary of Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||
Net loss attributable to ordinary shareholders | $ (560,485) | $ (222,867) | $ (103,366) |
Denominator: | |||
Weighted-average number of shares outstanding-basic and diluted | 205,727,195 | 171,127,788 | 164,625,286 |
Basic and diluted loss per share: | $ (2.72) | $ (1.30) | $ (0.63) |
Related Party Transactions - Su
Related Party Transactions - Summary of Related Party Transactions and Balances (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||
Amounts due from related parties, current | $ 2,235 | $ 2,735 | |
Amounts due to related parties, current | 36,790 | 9,696 | |
Vietnam Payment Solutions JSC [Member] | |||
Related Party Transaction [Line Items] | |||
Purchase of merchandise goods | 2,898 | 5,736 | $ 1,189 |
Sales of products | 679 | 390 | 1,487 |
Services provided | 149 | 181 | 193 |
Loan provided | 1,794 | ||
Repayment of loan | 1,784 | ||
Amounts due from related parties, current | 2,111 | ||
Amounts due to related parties, current | 40 | ||
Shanghai Wuju Information Technology Co Ltd [Member] | |||
Related Party Transaction [Line Items] | |||
Loan provided | 422 | 520 | 11 |
Repayment of loan | 953 | ||
Amounts due from related parties, current | 505 | ||
Tencent Group of Companies [Member] | |||
Related Party Transaction [Line Items] | |||
Royalty fee and license fee to | 70,470 | 36,469 | 33,166 |
Royalty fee and license fee from | 262 | 2,000 | |
Rack rental income | 1,007 | 1,338 | |
Services provided | 1,012 | 43 | 133 |
Issuance of promissory notes | 100,000 | ||
Amounts due from related parties, current | 2,235 | 119 | |
Convertible promissory notes due, non current | 100,000 | ||
Amounts due to related parties, current | 36,790 | 9,656 | |
Interest expense payable | 4,153 | ||
Shanghai Zhuopai Information Technology Co.Ltd [Member] | |||
Related Party Transaction [Line Items] | |||
Loan provided | 1,000 | 802 | |
Redmart Limited [Member] | |||
Related Party Transaction [Line Items] | |||
Investment in convertible loans | 3,778 | 14,553 | |
Loan provided | 4,458 | ||
Interest income received | 109 | ||
Beijing Duodian Online Technology Co Ltd [Member] | |||
Related Party Transaction [Line Items] | |||
Loan provided | 755 | ||
Repayment of loan | 755 | ||
Key Management [Member] | |||
Related Party Transaction [Line Items] | |||
Issuance of promissory notes | 9,768 | 4,044 | $ 2,847 |
Repayment of promissory notes | 16,178 | $ 581 | |
Interest income received | $ 774 |
Related Party Transactions - Ad
Related Party Transactions - Additional Informations (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | |
Fair value loss on promissory notes issued | $ 51,950 |
Tencent Group of Companies [Member] | |
Related Party Transaction [Line Items] | |
Fair value loss on promissory notes issued | $ 8,449 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) - Segment | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting [Abstract] | |||
Number of reportable segments | 3 | 3 | 3 |
Segment Reporting - Summary of
Segment Reporting - Summary of Information about Segments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 414,190 | $ 345,670 | $ 292,124 |
Operating income (loss) | (502,356) | (205,389) | (83,060) |
Non-operating income (loss), net | (46,153) | 8,503 | |
Income tax expense | (10,745) | (8,546) | (11,730) |
Share of results of equity investees | (1,912) | (19,523) | (8,148) |
Net loss | (561,166) | (224,955) | $ (107,336) |
Operating Segments [Member] | Digital Entertainment [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 365,167 | 327,985 | |
Operating income (loss) | 45,637 | 45,525 | |
Operating Segments [Member] | E-commerce [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 9,034 | ||
Operating income (loss) | (452,233) | (172,409) | |
Operating Segments [Member] | Digital Financial Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 16,270 | 5,892 | |
Operating income (loss) | (38,038) | (34,407) | |
Operating Segments [Member] | Other Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 23,719 | 11,793 | |
Operating income (loss) | (21,199) | (12,320) | |
Corporate, Non-Segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating income (loss) | $ (36,523) | $ (31,778) |
Segment Reporting - Summary o99
Segment Reporting - Summary of Revenue from External Customers Classified Based on Geographical Locations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | $ 414,190 | $ 345,670 | $ 292,124 |
Indonesia [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 24,120 | 23,023 | 9,601 |
Taiwan [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 122,647 | 109,652 | 101,731 |
Thailand [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 133,782 | 119,969 | 105,607 |
Vietnam [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 98,009 | 61,354 | 45,809 |
Rest of the World [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | $ 35,632 | $ 31,672 | $ 29,376 |
Segment Reporting - Summary 100
Segment Reporting - Summary of Long-lived Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 111,681 | $ 61,086 |
Indonesia [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 9,906 | 12,566 |
Singapore [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 46,009 | 29,546 |
Taiwan [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 9,530 | 6,261 |
Thailand [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 12,668 | 6,240 |
Vietnam [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 26,874 | 2,901 |
Rest of the World [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 6,694 | $ 3,572 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments - non-current | $ 1,249 | $ 2,388 |
Available-for-sale investments - current | 18,000 | 0 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,133 | 2,675 |
Available-for-sale investments - non-current | 1,249 | 2,388 |
Available-for-sale investments - current | 18,000 | |
Convertible promissory notes | (726,950) | |
Total assets at fair value | (704,568) | 5,063 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 3,133 | 2,675 |
Total assets at fair value | 3,133 | 2,675 |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Available-for-sale investments - non-current | 1,249 | 2,388 |
Available-for-sale investments - current | 18,000 | |
Convertible promissory notes | (726,950) | |
Total assets at fair value | $ (707,701) | $ 2,388 |
Fair Value Measurements - Su102
Fair Value Measurements - Summary of Level 3 Instruments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Assets: | |||
Beginning balance | $ 2,388 | $ 18,804 | $ 2,611 |
Investment | 18,000 | 3,796 | 21,151 |
Unrealized fair value gain (loss) included in other comprehensive income | 16,136 | (3,388) | |
Cost adjustment included in share of results of equity investees | (16,006) | (1,572) | |
Impairment loss | (1,147) | (4,226) | |
Disposal during 2016 | (16,866) | ||
Exchange differences | 8 | 750 | 2 |
Ending balance | 19,249 | $ 2,388 | $ 18,804 |
Liabilities: | |||
Convertible promissory notes issued during the year | (675,000) | ||
Fair value loss | (51,950) | ||
Balance at December 31,2017 | $ (726,950) |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Other Commitments [Line Items] | ||
Minimum guarantee commitment | $ 77,044 | $ 82,810 |
Total rental expenses for operating leases | 23,028 | 12,366 |
Commitments to purchase property and equipment [Member] | ||
Other Commitments [Line Items] | ||
Commitments | 12,318 | 217 |
Committed licensing fee payable for the licensing of game titles [Member] | ||
Other Commitments [Line Items] | ||
Commitments | 9,400 | 11,000 |
Commitment to invest in certain companies [Member] | ||
Other Commitments [Line Items] | ||
Commitments | $ 400 | $ 600 |
Minimum [Member] | ||
Other Commitments [Line Items] | ||
Tenure of lease | 1 year | |
Maximum [Member] | ||
Other Commitments [Line Items] | ||
Tenure of lease | 6 years |
Commitments and Contingencie104
Commitments and Contingencies - Summary of Future Minimum Lease Payments Payable Under Operating Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | ||
No later than 1 year | $ 30,384 | $ 12,549 |
Later than 1 year but no later than 5 years | 86,726 | 25,614 |
More than 5 years | 11,155 | |
Future minimum lease payments under operating leases | $ 128,265 | $ 38,163 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - shares | Feb. 24, 2018 | Feb. 28, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | |||
Maximum aggregate number of ordinary shares to be issued under Plan | 53,000,000 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Total number of ordinary shares outstanding annual increase percentage | 5.00% | ||
Maximum aggregate number of ordinary shares to be issued under Plan | 83,000,000 |