Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 01, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39877 | |
Entity Registrant Name | BuzzFeed, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-3022075 | |
Entity Address, Address Line One | 229 West 43rd Street | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10036 | |
City Area Code | 646 | |
Local Phone Number | 397-2039 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001828972 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Class A Common Stock, $0.0001 par value per share | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | BZFD | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 138,228,523 | |
Redeemable warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share | |
Trading Symbol | BZFDW | |
Security Exchange Name | NASDAQ | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 6,675,517 | |
Class C Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 42,470 | $ 55,774 |
Accounts receivable (net of allowance for doubtful accounts of $1,996 as at September 30, 2023 and $1,879 as at December 31, 2022) | 60,817 | 116,460 |
Prepaid expenses and other current assets | 24,320 | 26,373 |
Total current assets | 127,607 | 198,607 |
Property and equipment, net | 13,415 | 17,774 |
Right-of-use assets | 51,162 | 66,581 |
Capitalized software costs, net | 22,110 | 19,259 |
Intangible assets, net | 109,941 | 121,329 |
Goodwill | 91,632 | 91,632 |
Prepaid expenses and other assets | 15,340 | 14,790 |
Total assets | 431,207 | 529,972 |
Current liabilities | ||
Accounts payable | 41,610 | 29,329 |
Accrued expenses | 17,713 | 26,357 |
Deferred revenue | 8,273 | 8,836 |
Accrued compensation | 14,724 | 31,052 |
Current lease liabilities | 21,312 | 23,398 |
Other current liabilities | 4,171 | 3,900 |
Total current liabilities | 107,803 | 122,872 |
Noncurrent lease liabilities | 43,424 | 59,315 |
Debt | 157,061 | 152,253 |
Derivative liability | 30 | 180 |
Warrant liabilities | 489 | 395 |
Other liabilities | 445 | 403 |
Total liabilities | 309,252 | 335,418 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Additional paid-in capital | 721,980 | 716,233 |
Accumulated deficit | (600,748) | (523,063) |
Accumulated other comprehensive loss | (1,776) | (1,968) |
Total BuzzFeed, Inc. stockholders’ equity | 119,471 | 191,217 |
Noncontrolling interests | 2,484 | 3,337 |
Total stockholders’ equity | 121,955 | 194,554 |
Total liabilities and stockholders’ equity | 431,207 | 529,972 |
Class A Common Stock | ||
Stockholders’ equity | ||
Common stock | 14 | 13 |
Class B Common Stock | ||
Stockholders’ equity | ||
Common stock | 1 | 1 |
Class C Common Stock | ||
Stockholders’ equity | ||
Common stock | $ 0 | $ 1 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Allowance for credit loss | $ 1,996 | $ 1,879 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 |
Common stock, shares issued (in shares) | 138,201,000 | 126,387,000 |
Common stock, shares outstanding (in shares) | 138,201,000 | 126,387,000 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock, shares issued (in shares) | 6,676,000 | 6,678,000 |
Common stock, shares outstanding (in shares) | 6,676,000 | 6,678,000 |
Class C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Common stock, shares issued (in shares) | 0 | 6,478,000 |
Common stock, shares outstanding (in shares) | 0 | 6,478,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Statement [Abstract] | ||||
Revenue | $ 73,299 | $ 103,733 | $ 218,353 | $ 302,051 |
Costs and Expenses | ||||
Cost of revenue, excluding depreciation and amortization | 39,836 | 60,989 | 137,687 | 183,336 |
Sales and marketing | 10,300 | 16,317 | 39,736 | 52,808 |
General and administrative | 19,080 | 27,254 | 62,438 | 92,381 |
Research and development | 2,815 | 5,900 | 10,594 | 23,345 |
Depreciation and amortization | 8,068 | 9,198 | 24,503 | 26,292 |
Impairment expense | 0 | 2,160 | 0 | 2,160 |
Total costs and expenses | 80,099 | 121,818 | 274,958 | 380,322 |
Loss from operations | (6,800) | (18,085) | (56,605) | (78,271) |
Other expense, net | (1,307) | (2,752) | (4,362) | (5,330) |
Interest expense, net | (5,904) | (5,171) | (16,953) | (14,992) |
Change in fair value of warrant liabilities | 104 | (395) | (94) | 2,964 |
Change in fair value of derivative liability | 30 | 300 | 150 | 3,525 |
Loss before income taxes | (13,877) | (26,103) | (77,864) | (92,104) |
Income tax provision | 55 | 890 | 165 | 3,036 |
Net loss | (13,932) | (26,993) | (78,029) | (95,140) |
Net income attributable to the redeemable noncontrolling interest | 0 | 0 | 0 | 164 |
Net (loss) income attributable to noncontrolling interests | (210) | (137) | (470) | 211 |
Net loss attributable to BuzzFeed, Inc. | $ (13,722) | $ (26,856) | $ (77,559) | $ (95,515) |
Net loss per Class A, Class B and Class C common share: | ||||
Basic (in dollars per share) | $ (0.09) | $ (0.19) | $ (0.54) | $ (0.69) |
Diluted (in dollars per share) | $ (0.09) | $ (0.19) | $ (0.54) | $ (0.69) |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 145,053 | 138,939 | 142,585 | 137,591 |
Diluted (in shares) | 145,053 | 138,939 | 142,585 | 137,591 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (13,932) | $ (26,993) | $ (78,029) | $ (95,140) |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustment | 511 | 21 | (191) | 423 |
Other comprehensive income (loss) | 511 | 21 | (191) | 423 |
Comprehensive loss | (13,421) | (26,972) | (78,220) | (94,717) |
Comprehensive income attributable to the redeemable noncontrolling interest | 0 | 0 | 0 | 164 |
Comprehensive (loss) income attributable to noncontrolling interests | (210) | (137) | (470) | 211 |
Foreign currency translation adjustment attributable to noncontrolling interests | (83) | (234) | (383) | (687) |
Comprehensive loss attributable to BuzzFeed, Inc. | $ (13,128) | $ (26,601) | $ (77,367) | $ (94,405) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) shares in Thousands, $ in Thousands | Total | ATM Offering Agreement | Cumulative Effect, Period of Adoption, Adjustment | Class A Common Stock | Class B Common Stock | Class C Common Stock | Total BuzzFeed, Inc. stockholders’ equity | Total BuzzFeed, Inc. stockholders’ equity ATM Offering Agreement | Total BuzzFeed, Inc. stockholders’ equity Cumulative Effect, Period of Adoption, Adjustment | Common Stock Class A Common Stock | Common Stock Class A Common Stock ATM Offering Agreement | Common Stock Class B Common Stock | Common Stock Class C Common Stock | Additional paid-in capital | Additional paid-in capital ATM Offering Agreement | Accumulated deficit | Accumulated deficit Cumulative Effect, Period of Adoption, Adjustment | Accumulated other comprehensive loss | Noncontrolling interests |
Balance at beginning (in shares) at Dec. 31, 2021 | 116,175 | 12,397 | 6,478 | ||||||||||||||||
Balance at beginning at Dec. 31, 2021 | $ 372,587 | $ 370,543 | $ 11 | $ 1 | $ 1 | $ 695,869 | $ (322,106) | $ (3,233) | $ 2,044 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (44,730) | (44,894) | (44,894) | 164 | |||||||||||||||
Stock-based compensation | 3,940 | 3,940 | 3,940 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 411 | ||||||||||||||||||
Issuance of common stock in connection with share-based plans | 359 | 359 | $ 1 | 358 | |||||||||||||||
Other comprehensive income (loss) | (103) | (103) | (103) | ||||||||||||||||
Conversion of Class B common stock to Class A common stock (in shares) | 103 | (103) | |||||||||||||||||
Balance at end (in shares) at Mar. 31, 2022 | 116,689 | 12,294 | 6,478 | ||||||||||||||||
Balance at end at Mar. 31, 2022 | 332,053 | 329,845 | $ 12 | $ 1 | $ 1 | 700,167 | (367,000) | (3,336) | 2,208 | ||||||||||
Balance at beginning (in shares) at Dec. 31, 2021 | 116,175 | 12,397 | 6,478 | ||||||||||||||||
Balance at beginning at Dec. 31, 2021 | 372,587 | 370,543 | $ 11 | $ 1 | $ 1 | 695,869 | (322,106) | (3,233) | 2,044 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Other comprehensive income (loss) | 423 | ||||||||||||||||||
Balance at end (in shares) at Sep. 30, 2022 | 125,982 | 6,678 | 6,478 | ||||||||||||||||
Balance at end at Sep. 30, 2022 | 297,715 | 293,689 | $ 13 | $ 1 | $ 1 | 713,418 | (417,621) | (2,123) | 4,026 | ||||||||||
Balance at beginning (in shares) at Mar. 31, 2022 | 116,689 | 12,294 | 6,478 | ||||||||||||||||
Balance at beginning at Mar. 31, 2022 | 332,053 | 329,845 | $ 12 | $ 1 | $ 1 | 700,167 | (367,000) | (3,336) | 2,208 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (23,581) | (23,765) | (23,765) | 184 | |||||||||||||||
Stock-based compensation | 11,284 | 11,284 | 11,284 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 3,561 | ||||||||||||||||||
Issuance of common stock in connection with share-based plans | 2 | 2 | 2 | ||||||||||||||||
Shares withheld for employee taxes (in shares) | (434) | ||||||||||||||||||
Shares withheld for employee taxes | (1,635) | (1,635) | (1,635) | ||||||||||||||||
Other comprehensive income (loss) | 505 | 958 | 958 | (453) | |||||||||||||||
Reclassification of noncontrolling interest (see Note 12) | 2,458 | 2,458 | |||||||||||||||||
Conversion of Class B common stock to Class A common stock (in shares) | 5,608 | (5,608) | |||||||||||||||||
Balance at end (in shares) at Jun. 30, 2022 | 125,424 | 6,686 | 6,478 | ||||||||||||||||
Balance at end at Jun. 30, 2022 | 321,086 | 316,689 | $ 12 | $ 1 | $ 1 | 709,818 | (390,765) | (2,378) | 4,397 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (26,993) | (26,856) | (26,856) | (137) | |||||||||||||||
Stock-based compensation | 3,635 | 3,635 | 3,635 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 569 | ||||||||||||||||||
Issuance of common stock in connection with share-based plans | 1 | 1 | $ 1 | ||||||||||||||||
Shares withheld for employee taxes (in shares) | (19) | ||||||||||||||||||
Shares withheld for employee taxes | (35) | (35) | (35) | ||||||||||||||||
Other comprehensive income (loss) | 21 | 255 | 255 | (234) | |||||||||||||||
Conversion of Class B common stock to Class A common stock (in shares) | 8 | (8) | |||||||||||||||||
Balance at end (in shares) at Sep. 30, 2022 | 125,982 | 6,678 | 6,478 | ||||||||||||||||
Balance at end at Sep. 30, 2022 | 297,715 | 293,689 | $ 13 | $ 1 | $ 1 | 713,418 | (417,621) | (2,123) | 4,026 | ||||||||||
Balance at beginning (in shares) at Dec. 31, 2022 | 126,387 | 6,678 | 6,478 | 126,387 | 6,678 | 6,478 | |||||||||||||
Balance at beginning at Dec. 31, 2022 | 194,554 | $ (126) | 191,217 | $ (126) | $ 13 | $ 1 | $ 1 | 716,233 | (523,063) | $ (126) | (1,968) | 3,337 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (36,261) | (36,001) | (36,001) | (260) | |||||||||||||||
Stock-based compensation | 1,122 | 1,122 | 1,122 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 512 | ||||||||||||||||||
Issuance of common stock in connection with share-based plans | 29 | 29 | 29 | ||||||||||||||||
Shares withheld for employee taxes (in shares) | (121) | ||||||||||||||||||
Shares withheld for employee taxes | (193) | (193) | (193) | ||||||||||||||||
Other comprehensive income (loss) | (759) | (701) | (701) | (58) | |||||||||||||||
Conversion of Class B common stock to Class A common stock (in shares) | 2 | (2) | |||||||||||||||||
Conversion of Class C common stock to Class A common stock (in shares) | 6,478 | (6,478) | |||||||||||||||||
Conversion of Class C common stock to Class A common stock | $ 1 | $ (1) | |||||||||||||||||
Balance at end (in shares) at Mar. 31, 2023 | 133,258 | 6,676 | 0 | ||||||||||||||||
Balance at end at Mar. 31, 2023 | 158,366 | 155,347 | $ 14 | $ 1 | $ 0 | 717,191 | (559,190) | (2,669) | 3,019 | ||||||||||
Balance at beginning (in shares) at Dec. 31, 2022 | 126,387 | 6,678 | 6,478 | 126,387 | 6,678 | 6,478 | |||||||||||||
Balance at beginning at Dec. 31, 2022 | 194,554 | $ (126) | 191,217 | $ (126) | $ 13 | $ 1 | $ 1 | 716,233 | (523,063) | $ (126) | (1,968) | 3,337 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Other comprehensive income (loss) | (191) | ||||||||||||||||||
Balance at end (in shares) at Sep. 30, 2023 | 138,201 | 6,676 | 0 | 138,201 | 6,676 | 0 | |||||||||||||
Balance at end at Sep. 30, 2023 | 121,955 | 119,471 | $ 14 | $ 1 | $ 0 | 721,980 | (600,748) | (1,776) | 2,484 | ||||||||||
Balance at beginning (in shares) at Mar. 31, 2023 | 133,258 | 6,676 | 0 | ||||||||||||||||
Balance at beginning at Mar. 31, 2023 | 158,366 | 155,347 | $ 14 | $ 1 | $ 0 | 717,191 | (559,190) | (2,669) | 3,019 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (27,836) | (27,836) | (27,836) | ||||||||||||||||
Stock-based compensation | 2,257 | 2,257 | 2,257 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 1,692 | ||||||||||||||||||
Shares withheld for employee taxes (in shares) | (51) | ||||||||||||||||||
Shares withheld for employee taxes | (27) | (27) | (27) | ||||||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs (in shares) | 1,716 | ||||||||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | $ 810 | $ 810 | $ 810 | ||||||||||||||||
Other comprehensive income (loss) | 57 | 299 | 299 | (242) | |||||||||||||||
Reclassification of noncontrolling interest (see Note 12) | 0 | ||||||||||||||||||
Balance at end (in shares) at Jun. 30, 2023 | 136,615 | 6,676 | 0 | ||||||||||||||||
Balance at end at Jun. 30, 2023 | 133,627 | 130,850 | $ 14 | $ 1 | $ 0 | 720,231 | (587,026) | (2,370) | 2,777 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||||
Net (loss) income | (13,932) | (13,722) | (13,722) | (210) | |||||||||||||||
Stock-based compensation | 1,799 | 1,799 | 1,799 | ||||||||||||||||
Issuance of common stock in connection with share-based plans (in shares) | 1,590 | ||||||||||||||||||
Shares withheld for employee taxes (in shares) | (359) | ||||||||||||||||||
Shares withheld for employee taxes | (187) | (187) | (187) | ||||||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs (in shares) | 355 | ||||||||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | $ 137 | $ 137 | $ 137 | ||||||||||||||||
Other comprehensive income (loss) | 511 | 594 | 594 | (83) | |||||||||||||||
Balance at end (in shares) at Sep. 30, 2023 | 138,201 | 6,676 | 0 | 138,201 | 6,676 | 0 | |||||||||||||
Balance at end at Sep. 30, 2023 | $ 121,955 | $ 119,471 | $ 14 | $ 1 | $ 0 | $ 721,980 | $ (600,748) | $ (1,776) | $ 2,484 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities: | ||
Net loss | $ (78,029) | $ (95,140) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 24,503 | 26,292 |
Unrealized loss on foreign currency | 30 | 4,906 |
Stock based compensation | 5,178 | 18,859 |
Change in fair value of warrants | 94 | (2,964) |
Change in fair value of derivative liability | (150) | (3,525) |
Amortization of debt discount and deferred issuance costs | 4,475 | 3,863 |
Deferred income tax | 404 | 1,957 |
Provision for doubtful accounts | (10) | 654 |
Loss (gain) on investment | 3,500 | (1,260) |
Gain on disposition of assets | (175) | (500) |
Non-cash lease expense | 15,460 | 14,962 |
Impairment expense | 0 | 2,160 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 54,823 | 50,761 |
Prepaid expenses and other current assets and prepaid expenses and other assets | (1,540) | (6,469) |
Accounts payable | 14,421 | 4,133 |
Accrued compensation | (16,299) | (9,048) |
Accrued expenses, other current liabilities and other liabilities | (10,451) | (3,177) |
Lease liabilities | (18,028) | (17,728) |
Deferred revenue | (569) | 3,367 |
Cash used in operating activities | (2,363) | (7,897) |
Investing activities: | ||
Capital expenditures | (761) | (4,528) |
Capitalization of internal-use software | (10,920) | (9,746) |
Proceeds from sale of asset | 175 | 500 |
Cash used in investing activities | (11,506) | (13,774) |
Financing activities: | ||
Proceeds from exercise of stock options | 29 | 360 |
Payment for shares withheld for employee taxes | (407) | (1,670) |
Borrowings on Revolving Credit Facility | 2,128 | 5,000 |
Payments on Revolving Credit Facility | (1,796) | 0 |
Proceeds from the issuance of common stock in connection with at-the-market offering, net of issuance costs | 902 | 0 |
Deferred reverse recapitalization costs | 0 | (585) |
Cash provided by financing activities | 856 | 3,105 |
Effect of currency translation on cash and cash equivalents | (291) | (2,031) |
Net decrease in cash and cash equivalents | (13,304) | (20,597) |
Cash and cash equivalents at beginning of period | 55,774 | 79,733 |
Cash and cash equivalents at end of period | $ 42,470 | $ 59,136 |
Description of the Business
Description of the Business | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business | Description of the Business BuzzFeed, Inc. (referred to herein, collectively with its subsidiaries, as “BuzzFeed” or the “Company”) is a premier digital media company for the most diverse, most online, and most socially connected generations the world has ever seen. Across food, news, pop culture and commerce, our brands drive conversation and inspire what audiences watch, read, and buy now — and into the future. The Company’s portfolio of iconic, globally-loved brands includes BuzzFeed, HuffPost, Tasty, Complex Networks, and First We Feast. BuzzFeed derives its revenue primarily from advertising, content, and commerce and other sold to leading brands. The Company has one reportable segment. On December 3, 2021, we consummated a business combination (the “Business Combination”) with 890 5th Avenue Partners, Inc. (“890”), certain wholly-owned subsidiaries of 890, and BuzzFeed, Inc., a Delaware corporation (“Legacy BuzzFeed”). In connection with the Business Combination, we acquired 100% of the membership interests of CM Partners, LLC. CM Partners, LLC, together with Complex Media, Inc., is referred to herein as “Complex Networks.” Following the closing of the Business Combination, 890 was renamed “BuzzFeed, Inc.” Additionally, pursuant to subscription agreements entered into in connection with the entry into the merger agreement pursuant to which the Business Combination was consummated, the Company issued, and certain investors purchased, $150.0 million aggregate principal amount of unsecured convertible notes due 2026 concurrently with the closing of the Business Combination (the “Notes”). Liquidity As a digital media company, the Company is subject to certain inherent risks and uncertainties associated with the development of its business. To date, substantially all of the Company’s efforts have been devoted to the growth of its owned and operated properties and portfolio of brands. This includes the Company’s proprietary technology infrastructure, advertising solutions, content creation tools, and more. The Company has invested in the recruitment of key management and technical staff and has acquired certain businesses. These investments have historically been funded by raising outside capital, and as a result of these efforts, the Company has generally incurred significant losses and used net cash outflows from operations since inception — and it may continue to incur such losses and use net cash outflows for the foreseeable future until such time it reaches scale of profitability without needing to rely on funding from outside capital to sustain its operations. In order to execute its growth strategy, the Company has historically relied on outside capital through the issuance of equity, debt, and borrowings under financing arrangements (collectively “outside capital”). The Company may continue to rely on outside capital for the foreseeable future. While the Company believes it will eventually reach a scale of profitability to sustain its operations, there can be no assurance it will be able to achieve such profitability or generate consistent positive cash flows from operations, or do so in a manner that does not necessitate its continued reliance on outside capital. As of the date the condensed consolidated financial statements were issued (the “issuance date”), the presence of the following risks and uncertainties associated with the Company’s financial condition may adversely affect our ability to sustain its operations over the next 12 months beyond the issuance date. • Since its inception, the Company has generally incurred significant losses and used net cash flows from operations to grow its owned and operated properties and portfolio of brands. During the nine months ended September 30, 2023, the Company incurred a net loss of $78.0 million and used net cash flows from its operations of $2.4 million. Additionally, as of September 30, 2023, the Company had unrestricted cash and cash equivalents of $42.5 million to fund its operations, $0.7 million available under the Company’s $50.0 million revolving loan and standby letter of credit facility agreement (the “Revolving Credit Facility”) (refer to Note 9 herein for additional details), and an accumulated deficit of $600.7 million. • The Company expects to continue to be impacted by the challenging U.S. and global macroeconomic environment, which could adversely impact its ability to grow revenue over the next 12 months beyond the issuance date. For example, the Company has experienced negative impacts on both traffic consumption and client demands. • The Company continues to be affected by its ongoing efforts to integrate its combined brand portfolio and sales execution against the combined brand portfolio, which may result in the incurrence of unexpected expenses or the inability to realize anticipated benefits and synergies over the next 12 months beyond the issuance date. • The Company is required to remain in compliance with certain covenants required by the Revolving Credit Facility, which, among others, require it to maintain a minimum of $25.0 million of unrestricted cash at all times and limit, under prescribed circumstances, its ability to incur additional indebtedness, pay dividends, hold unpermitted investments or make material changes to the business. While the Company was in compliance with the financial covenants under the Revolving Credit Facility as of September 30, 2023, and it expects to remain in compliance throughout 12 months beyond the issuance date, the Company may be unable to remain in compliance with one or more of these covenants if it is unable to generate net cash inflows from operations or, if necessary, secure additional outside capital (including through our at-the-market-offering; refer to Note 11 herein for additional details). In the event the Company is unable to remain in compliance with one or more of the aforementioned covenants, and it is unable to secure a waiver or forbearance, the lender may, at its discretion, exercise any and all of its existing rights and remedies, which may include, among others, accelerating repayment of the outstanding borrowings and/or asserting its rights in the assets securing the loan. Due to the risks and uncertainties described above, the Company continues to carefully evaluate its liquidity position. The Company recognizes the significant challenge of maintaining sufficient liquidity to sustain its operations or remain in compliance with one or more of the covenants required by the Revolving Credit Facility for the next 12 months beyond the issuance date. However, notwithstanding its liquidity position as of the issuance date, and while it is difficult to predict its future liquidity requirements with certainty, the Company currently expects it will be able to generate sufficient liquidity to fund its operations over the next 12 months beyond the issuance date. In response to the risks and uncertainties described above, the Company may plan to secure additional outside capital over the next 12 months beyond the issuance date. While the Company has historically been successful in its ability to secure outside capital, as of the issuance date, the Company had no firm commitments of additional outside capital other than the Company’s at-the-market-offering, which is subject to the conditions contained in the At-The-Market Offering agreement dated June 20, 2023 with Craig-Hallum Capital Group LLC (refer to Note 11 herein for additional details). The Company can provide no assurance it will be able to continue to secure outside capital in the future or do so on terms that are acceptable to it, which could be due to future market conditions which are outside of its control. Furthermore, the Company also plans to continue to closely monitor its cash flow forecast and, if necessary, it will implement certain incremental cost savings to preserve its liquidity beyond those that were implemented through the restructuring activities that occurred during fiscal year 2022 and 2023 (refer to Note 14 herein for additional details) or through the reduction of its real estate footprint. While the Company currently expects it will be able to generate sufficient liquidity to fund its operations for the next 12 months beyond the issuance date, it can provide no assurance it will successfully generate such liquidity, or if necessary, secure additional outside capital (including through our at-the-market-offering; refer to Note 11 herein for additional details) or implement incremental cost savings. COVID-19 In March 2020, the World Health Organization declared the viral strain of COVID-19 a global pandemic and recommended containment and mitigation measures worldwide. The spread of COVID-19 and the resulting economic contraction resulted in increased business uncertainty and significantly impacted the Company’s business and results of operations. While the extent of the impact has generally decreased, the Company continues to monitor the status, and respond to the effects of, the COVID-19 pandemic and its impact on the Company’s business. Future developments regarding COVID-19 continue to be uncertain and difficult to predict. There can be no assurances that future impacts related to COVID-19, including new variants, or other global pandemics will not adversely impact our business, results of operations, financial condition and cash flows in future periods. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Financial Statements and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. As such, the accompanying condensed consolidated financial statements and these related notes should be read in conjunction with the Company’s consolidated financial statements and related notes as of and for the year ended December 31, 2022, as disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated financial statements include all normal recurring adjustments that, in the opinion of management, are necessary to present fairly the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year ended December 31, 2023. The condensed consolidated financial statements include the accounts of BuzzFeed, Inc., and its wholly-owned and majority-owned subsidiaries, and any variable interest entities for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported results of operations during the reporting period. Due to the use of estimates inherent in the financial reporting process actual results could differ from those estimates. Key estimates and assumptions relate primarily to revenue recognition, fair values of intangible assets acquired in business combinations, valuation allowances for deferred income tax assets, allowance for doubtful accounts, fair value of the derivative liability, fair values used for stock-based compensation in periods prior to the Business Combination, useful lives of fixed assets, and capitalized software costs. Recently Adopted Accounting Pronouncements The Company, an emerging growth company (“EGC”), has elected to take advantage of the benefits of the extended transition period provided for in Section 7(a)(2)(B) of the Securities Act, as amended, for complying with new or revised accounting standards which allows the Company to defer adoption of certain accounting standards until those standards would otherwise apply to private companies. In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-13, Financial Instruments — Credit Losses (Topic 326) , which changes the impairment model for most financial assets, including accounts receivable, and replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. The guidance is effective for the Company for interim and annual periods beginning after December 15, 2022, with early adoption permitted. Effective January 1, 2023, the Company adopted this standard using a modified retrospective transition approach, which required a cumulative effect adjustment to the balance sheet as of January 1, 2023. The adoption of this standard did not have a material impact to our condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted None. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions Complex Networks Acquisition On December 3, 2021, in conjunction with the Business Combination, the Company completed the acquisition of 100% of the members’ interests of Complex Networks, a publisher of online media content targeting Millennial and Gen Z consumers (the “ Complex Networks Acquisition ”). The following table summarizes the fair value of consideration exchanged as a result of the Complex Networks Acquisition: Cash consideration (1) $ 197,966 Share consideration (2) 96,200 Total consideration $ 294,166 _________________________________ (1) Includes the cash purchase price of $200.0 million adjusted for certain closing specified liabilities as specified in the Complex Networks Acquisition purchase agreement. (2) Represents 10,000,000 shares of our Class A common stock at a price of $9.62 per share, which is based on the closing stock price of our Class A common stock on the date on which the Business Combination was consummated. The following table summarizes the determination of the fair value of identifiable assets acquired and liabilities assumed in connection with the Complex Networks Acquisition. During the year ended December 31, 2022, the Company finalized the fair value of assets acquired and liabilities assumed. Measurement period adjustments were reflected during the year ended December 31, 2022, which is the period in which the adjustments occurred. The adjustments resulted from new information obtained about facts and circumstances that existed as of the acquisition date. Preliminary Measurement Final Cash $ 2,881 — $ 2,881 Accounts receivable 22,581 11 22,592 Prepaid and other current assets 17,827 281 18,108 Property and equipment 332 (15) 317 Intangible assets 119,100 — 119,100 Goodwill 189,391 (909) 188,482 Accounts payable (2,661) — (2,661) Accrued expenses (12,319) (803) (13,122) Accrued compensation (12,867) 349 (12,518) Deferred revenue (5,855) (48) (5,903) Deferred tax liabilities (22,776) 1,134 (21,642) Other liabilities (1,468) — (1,468) Total consideration for Complex Networks $ 294,166 $ — $ 294,166 The table below indicates the estimated fair value of each of the identifiable intangible assets: Asset Fair Value Weighted Average Trademarks & tradenames 97,000 15 Customer relationships 17,000 4 Developed technology 5,100 3 The fair values of the intangible assets were estimated using Level 3 inputs. The fair value of trademarks and trade names was determined using the relief from royalty method, the fair value of customer relationships was determined using the multi-period excess earnings approach, and the fair value of acquired technology was determined using the replacement cost approach. The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired resulted in $188.5 million of goodwill, which is primarily attributed to workforce and synergies, and is not deductible for tax purposes. Goodwill Impairment The Company reviews goodwill for impairment annually as of October 1 and more frequently if events or changes in circumstances indicate an impairment may exist (a “triggering event”). As of September 30, 2023, the Company had $91.6 million of goodwill recorded on its condensed consolidated balance sheet. During the year ended December 31, 2022, the Company recorded a $102.3 million non-cash goodwill impairment charge driven by a sustained decline in share price that pushed our market capitalization below the carrying value of our stockholders’ equity. During the three months ended September 30, 2023, the Company identified a further sustained decline in share price whereby the Company’s market capitalization was below the carrying value of its stockholders’ equity. The Company concluded the sustained decline in share price was a triggering event and proceeded with a quantitative goodwill impairment assessment. The quantitative impairment assessment was performed as of September 30, 2023, utilizing an equal weighting of the income and market approaches. The analysis required the comparison of the Company’s carrying value with its fair value, with an impairment recorded for any excess of carrying value over the fair value. The discounted cash flow method was used to determine the fair value of the Company’s single reporting unit under the income approach. The adjusted market capitalization method was used to determine the fair value of the reporting unit under the market approach. The adjusted market capitalization method is calculated by multiplying the average share price of the Company’s common stock for the average between (i) the singular day of September 30, (ii) seven days prior to the measurement date, and (iii) 30 days prior to the measurement date, by the number of outstanding shares of common stock and adding a control premium that reflects the premium a hypothetical buyer might pay. The control premium was estimated using historical transactions over three years. The results of the quantitative analysis performed indicated the fair value of the reporting unit exceeded the carrying value by more than 10%. As a result, the Company concluded there was no goodwill impairment as of September 30, 2023. The Company believes our procedures for determining fair value are reasonable and consistent with current market conditions as of September 30, 2023. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Disaggregated Revenue The table below presents the Company’s revenue disaggregated based on the nature of its arrangements. Management uses these categories of revenue to evaluate the performance of its businesses and to assess its financial results and forecasts. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Advertising $ 32,589 $ 50,404 $ 102,234 $ 152,296 Content 26,250 38,416 79,347 110,979 Commerce and other 14,460 14,913 36,772 38,776 Total $ 73,299 $ 103,733 $ 218,353 $ 302,051 The following table presents the Company’s revenue disaggregated by geography: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue: United States $ 66,877 $ 94,582 $ 202,770 $ 272,869 International 6,422 9,151 15,583 29,182 Total $ 73,299 $ 103,733 $ 218,353 $ 302,051 Contract Balances The timing of revenue recognition, billings and cash collections can result in billed accounts receivable, unbilled receivables (contract assets), and deferred revenues (contract liabilities). The payment terms and conditions within the Company’s contracts vary by type, but the substantial majority require that customers pay for their services on a monthly or quarterly basis, as the services are being provided. When the timing of revenue recognition differs from the timing of payments made by customers, the Company recognizes either unbilled revenue (performance precedes the billing date) or deferred revenue (customer payment is received in advance of performance). The Company has determined its contracts generally do not include a significant financing component. The Company’s contract assets are presented in Prepaid and other current assets on the accompanying condensed consolidated balance sheets and totaled $10.0 million and $12.1 million as of September 30, 2023 and December 31, 2022, respectively. These amounts relate to revenue recognized during the respective period that is expected to be invoiced and collected in future periods. The Company’s contract liabilities, which are recorded in Deferred revenue on the accompanying condensed consolidated balance sheets, are expected to be recognized as revenues during the succeeding 12-month period. Deferred revenue totaled $8.3 million and $8.8 million as of September 30, 2023 and December 31, 2022, respectively. The amount of revenue recognized during the nine months ended September 30, 2023 that was included in the deferred revenue balance as of December 31, 2022 was $6.3 million. Transaction Price Allocated to Remaining Performance Obligations The Company has certain licensing contracts with minimum guarantees and terms extending beyond one year. Revenue to be recognized related to the remaining performance obligations was $2.4 million as of September 30, 2023 and is generally expected to be recognized over the next one four years . This amount does not include: (i) contracts with an original expected duration of one year or less, such as advertising contracts; (ii) variable consideration in the form of sales-based royalties; or (iii) variable consideration allocated entirely to wholly unperformed performance obligations. For each contract, the Company estimates whether it will be subject to variable consideration under the terms of the contract and includes its estimate of variable consideration, subject to constraint, in the transaction price based on the expected value method when it is deemed probable of being realized based on historical experience and trends. The Company updates its estimate of the transaction price each reporting period and the effect of variable consideration on the transaction price is recognized as an adjustment to revenue on a cumulative catch-up basis. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company’s financial assets and liabilities that are measured at fair value on a recurring basis are summarized below: September 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 25,205 $ — $ — $ 25,205 Total $ 25,205 $ — $ — $ 25,205 Liabilities: Derivative liability $ — $ — $ 30 $ 30 Other non-current liabilities: Public Warrants 484 — — 484 Private Warrants — 5 — 5 Total $ 484 $ 5 $ 30 $ 519 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 1,154 $ — $ — $ 1,154 Total $ 1,154 $ — $ — $ 1,154 Liabilities: Derivative liability $ — $ — $ 180 $ 180 Other non-current liabilities: Public Warrants 384 — — 384 Private Warrants — 11 — 11 Total $ 384 $ 11 $ 180 $ 575 The Company’s investments in money market funds are measured at amortized cost, which approximates fair value. The Company’s warrant liability as of September 30, 2023 and December 31, 2022 includes public and private warrants that were originally issued by 890, but which were assumed by the Company as part of the closing of the Business Combination (the “Public Warrants” and “Private Warrants,” respectively), which are recorded on the balance sheet at fair value. The carrying amount is subject to remeasurement at each balance sheet date. With each remeasurement, the carrying amount is adjusted to fair value, with the change in fair value recognized in the Company’s condensed consolidated statements of operations and comprehensive loss. The Public Warrants are publicly traded under the symbol “BZFDW”, and the fair value of the Public Warrants at a specific date is determined by the closing price of the Public Warrants as of that date. As such, the Public Warrants are classified within Level 1 of the fair value hierarchy. The closing price of the Public Warrants was $0.05 and $0.04 as of September 30, 2023 and December 31, 2022, respectively. As of September 30, 2023 and December 31, 2022, Level 3 instruments consisted of the Company’s derivative liability related to the Notes. Fair value measurements categorized within Level 3 are sensitive to changes in the assumptions or methodologies used to determine fair value, and such changes could result in a significant increase or decrease in the fair value. To measure the fair value of the derivative liability, the Company compared the calculated value of the Notes with the indicated value of the host instrument, defined as the straight-debt component of the Notes. The difference between the value of the straight-debt host instrument and the fair value of the Notes resulted in the value of the derivative liability. The value of the straight-debt host instrument was estimated based on a binomial lattice model, excluding the conversion option and the make-whole payment upon conversion. The following table provides quantitative information regarding the significant unobservable inputs used by the Company related to the derivative liability: September 30, 2023 December 31, 2022 Term (in years) 3.2 3.9 Risk-free rate 4.78 % 4.11 % Volatility 97.1 % 76.6 % The following table represents the activity of the Level 3 instruments: Derivative Liability Balance as of December 31, 2022 $ 180 Change in fair value of derivative liability (150) Balance as of September 30, 2023 $ 30 There were no transfers between fair value measurement levels during the three and nine months ended September 30, 2023. Equity Investment For equity investments in entities that the Company does not exercise significant influence over, if the fair value of the investment is not readily determinable, the investment is accounted for at cost, and adjusted for subsequent observable price changes. If the fair value of the investment is readily determinable, the investment is accounted for at fair value. The Company reviews equity investments without readily determinable fair values at each period end to determine whether they have been impaired. |
Property and Equipment, net
Property and Equipment, net | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, net | Property and Equipment, net Property and equipment, net consisted of the following: September 30, 2023 December 31, 2022 Leasehold improvements $ 50,726 $ 50,688 Furniture and fixtures 6,351 6,069 Computer equipment 3,108 5,629 Video equipment 808 792 Total 60,993 63,178 Less: Accumulated depreciation (47,578) (45,404) Net Carrying Value $ 13,415 $ 17,774 Depreciation totaled $1.6 million and $2.9 million for the three months ended September 30, 2023 and 2022, respectively, and $5.0 million and $7.9 million for the nine months ended September 30, 2023 and 2022, respectively, included in Depreciation and amortization expense. Refer to Note 21 herein for information regarding an impairment charge the Company recorded during the three months ended September 30, 2022 with respect to leasehold improvements associated with the lease of the Company’s former corporate headquarters that was fully subleased during the third quarter of 2022. |
Capitalized Software Costs, net
Capitalized Software Costs, net | 9 Months Ended |
Sep. 30, 2023 | |
Capitalized Computer Software, Net [Abstract] | |
Capitalized Software Costs, net | Capitalized Software Costs, net Capitalized software costs, net consisted of the following: September 30, 2023 December 31, 2022 Website and internal-use software $ 86,791 $ 75,871 Less: Accumulated amortization (64,681) (56,612) Net Carrying Value $ 22,110 $ 19,259 The following table presents the detail of intangible assets for the periods presented and the weighted average remaining useful lives: September 30, 2023 December 31, 2022 Weighted- Gross Accumulated Net Carrying Weighted- Gross Carrying Accumulated Net Carrying Value Acquired Technology 1 $ 10,600 $ 7,929 $ 2,671 2 $ 10,600 $ 5,279 $ 5,321 Trademarks and Trade Names 13 111,000 14,306 96,694 14 111,000 8,756 102,244 Trademarks and Trade Names Indefinite 1,368 — 1,368 Indefinite 1,368 — 1,368 Customer Relationships 2 17,000 7,792 9,208 3 17,000 4,604 12,396 Total $ 139,968 $ 30,027 $ 109,941 $ 139,968 $ 18,639 $ 121,329 With respect to intangible assets, the Company amortized $3.8 million for the three months ended September 30, 2023 and 2022, and $11.4 million and for the nine months ended September 30, 2023 and 2022, included in Depreciation and amortization expense. Estimated future amortization expense as of September 30, 2023 is as follows (in thousands): Remainder of 2023 $ 3,796 2024 13,438 2025 11,296 2026 7,400 2027 7,400 Thereafter 65,243 Total $ 108,573 |
Intangible Assets, net
Intangible Assets, net | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, net | Capitalized Software Costs, net Capitalized software costs, net consisted of the following: September 30, 2023 December 31, 2022 Website and internal-use software $ 86,791 $ 75,871 Less: Accumulated amortization (64,681) (56,612) Net Carrying Value $ 22,110 $ 19,259 The following table presents the detail of intangible assets for the periods presented and the weighted average remaining useful lives: September 30, 2023 December 31, 2022 Weighted- Gross Accumulated Net Carrying Weighted- Gross Carrying Accumulated Net Carrying Value Acquired Technology 1 $ 10,600 $ 7,929 $ 2,671 2 $ 10,600 $ 5,279 $ 5,321 Trademarks and Trade Names 13 111,000 14,306 96,694 14 111,000 8,756 102,244 Trademarks and Trade Names Indefinite 1,368 — 1,368 Indefinite 1,368 — 1,368 Customer Relationships 2 17,000 7,792 9,208 3 17,000 4,604 12,396 Total $ 139,968 $ 30,027 $ 109,941 $ 139,968 $ 18,639 $ 121,329 With respect to intangible assets, the Company amortized $3.8 million for the three months ended September 30, 2023 and 2022, and $11.4 million and for the nine months ended September 30, 2023 and 2022, included in Depreciation and amortization expense. Estimated future amortization expense as of September 30, 2023 is as follows (in thousands): Remainder of 2023 $ 3,796 2024 13,438 2025 11,296 2026 7,400 2027 7,400 Thereafter 65,243 Total $ 108,573 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt Revolving Credit Facility On December 30, 2020, the Company entered into a three-year, $50.0 million, revolving loan and standby letter of credit facility agreement (i.e., the Revolving Credit Facility). The Revolving Credit Facility provides for the issuance of up to $15.5 million of standby letters of credit and aggregate borrowings under the Revolving Credit Facility are generally limited to 95% of qualifying investment grade accounts receivable and 90% of qualifying non-investment grade accounts receivable, subject to adjustment at the discretion of the lenders. The $15.5 million of standby letters of credit were issued during the three months ended March 31, 2021 in favor of certain of the Company’s landlords. The Revolving Credit Facility was amended and restated in connection with the closing of the Business Combination to, among other things, add the Company and certain other entities as guarantors. The Revolving Credit Facility was further amended and restated on December 15, 2022 to, among other things, extend the maturity date until December 30, 2025, replace the London Inter-Bank Offered Rate (LIBOR) rate with the Secured Overnight Financing Rate (“SOFR”) rate, and provide for an early termination fee of between 0.5% and 2% of the maximum facility loan amount. The Company incurred $0.2 million of debt issuance fees associated with the December 15, 2022 amendment. On May 10, 2023, the parties to the Revolving Credit Facility entered into a joinder agreement adding one of the Company’s Canadian subsidiaries as a borrower under the Revolving Credit Facility, granting the lenders under the Revolving Credit Facility a lien on that subsidiary’s collateral, and including that subsidiary's receivables in the calculation of the borrowing base under the Revolving Credit Facility. The Revolving Credit agreement was further amended o n each of June 29, 2023 and September 26, 2023 in a second and third amendment, respectively. As a result of these second and third amendments, the Revolving Credit Facility was amended to provide for, among other things: (i) permitted overadvances during the periods from June 29, 2023 through August 31, 2023 and September 26, 2023 through December 31, 2023; (ii) permitted overadvances of up to $7.4 million; (iii) an increase in the applicable margin only during the overadvance periods (ranging from 4.5% to 5% depending on the utilization of the facility , with the range reverting to 3.75% to 4.25% starting January 1, 2024) ; and (iv) a change in the definition of the term “SOFR Index.” The Company incurred $0.2 million of debt issuance fees associated with the June 29, 2023 amendment and $0.1 million of debt issuance fees associated with the September 26, 2023 amendment. The Revolving Credit Facility includes covenants that, among other things, require the Company to maintain at least $25.0 million of unrestricted cash at all times and limit, under prescribed circumstances, the ability of the Company to incur additional indebtedness, pay dividends, hold unpermitted investments, or make material changes to the business. The Company was in compliance with the financial covenants under such facility as of September 30, 2023. Borrowings under the Revolving Credit Facility bear interest at the greater of a floor rate of 0.75% or the sum of the rate per annum for the forward-looking term rate for SOFR for a term of one (1) month, plus a margin, which, during the overadvance period ending December 31, 2023, ranges from 4.5% to 5% depending on the utilization of the facility, with the range reverting to 3.75% to 4.25% on January 1, 2024, depending on the level of the Company’s utilization of the facility (the implied interest rate was approximately 9% at September 30, 2023), and subject to a monthly minimum utilization of $15.0 million. The facility also includes an unused commitment fee of 0.375%. The Company had outstanding borrowings of $33.8 million and $33.5 million at September 30, 2023 and December 31, 2022, respectively. The Company had outstanding letters of credit of $15.5 million under the Revolving Credit Facility at September 30, 2023 and December 31, 2022, and the total unused borrowing capacity was $0.7 million and $1.0 million as of September 30, 2023 and December 31, 2022, respectively. The Revolving Credit Facility is secured by a first priority security interest on the Company’s and the other borrowers’ and guarantors’ cash, accounts receivable, books and records, and related assets. As of September 30, 2023 and December 31, 2022, the Company had $0.6 million and $0.4 million, of costs in connection with the issuance of debt included in Prepaid and other assets in the condensed consolidated balance sheet, respectively. Convertible Notes In June 2021, in connection with the entry into the merger agreement pursuant to which Business Combination was consummated, the Company entered into subscription agreements with certain investors to sell $150.0 million aggregate principal amount of unsecured convertible notes due 2026 (i.e., the Notes). In connection with the closing of the Business Combination, the Company issued, and those investors purchased, the Notes. The Notes bear interest at a rate of 8.50% per annum, payable semi-annually, are convertible into approximately 12,000,000 shares of our Class A common stock (or, at the Company’s election, a combination of cash and our Class A common stock), at an initial conversion price of $12.50, and mature on December 3, 2026. The Company may, at its election, force conversion of the Notes after December 3, 2024 (i.e., after the third anniversary of the issuance of the Notes), subject to a holder’s prior right to convert and the satisfaction of certain other conditions, if the volume-weighted average trading price of our Class A common stock is greater than or equal to 130% of the conversion price for more than 20 trading days during a period of 30 consecutive trading days, which has yet to occur. In the event that a holder of the Notes elects to convert its Notes after the one year anniversary, and prior to the three-year anniversary, of the issuance of the Notes (i.e., between December 3, 2022 and December 3, 2024), the Company will be obligated to pay an amount in cash equal to: (i) from the one year anniversary of the issuance of the Notes to the two year anniversary of the issuance of the Notes, an amount equal to 18 month’s interest declining ratably on a monthly basis to 12 month’s interest on the aggregate principal amount of the Notes so converted and (ii) from the two year anniversary of the issuance of the Notes to the three year anniversary of the issuance of the Notes, an amount equal to 12 month’s interest declining ratably on a monthly basis to zero month’s interest, in each case, on the aggregate principal amount of the Notes so converted. Without limiting a holder’s right to convert the Notes at its option, interest will cease to accrue on the Notes during any period in which the Company would otherwise be entitled to force conversion of the Notes, but is not permitted to do so solely due to the failure of a trading volume condition specified in the indenture governing the Notes. Each holder of a Note will have the right to cause the Company to repurchase for cash all or a portion of the Notes held by such holder (i) at any time after the third anniversary of the date on which the Business Combination was consummated (i.e., at any time on or after December 3, 2024), at a price equal to par plus accrued and unpaid interest; or (ii) at any time upon the occurrence of a fundamental change (as defined in the indenture governing the Notes), at a price equal to 101% of par plus accrued and unpaid interest. The indenture governing the Notes includes restrictive covenants that, among other things, limit the Company’s ability to incur additional debt or liens, make restricted payments or investments, dispose of significant assets, transfer intellectual property, or enter into transactions with affiliates. In accounting for the Notes, the Company bifurcated a derivative liability representing the conversion option, with a fair value at issuance of $31.6 million. To measure the fair value of the derivative liability, the Company compared the calculated value of the Notes with the indicated value of the host instrument, defined as the straight-debt component of the Notes. The difference between the value of the straight-debt host instrument and the fair value of the Notes resulted in the value of the derivative liability. The value of the straight-debt host instrument was estimated based on a binomial lattice model, excluding the conversion option and the make-whole payment upon conversion. The derivative liability is remeasured at each reporting date with the resulting gain or loss recorded in Change in fair value of derivative liability within the condensed consolidated statements of operations. Interest expense on the Notes is recognized at an effective interest rate of 15% and totaled $4.8 million and $4.5 million for the three months ended September 30, 2023 and 2022, respectively, and $14.1 million and $13.4 million for the nine months ended September 30, 2023 and 2022, respectively, of which amortization of the debt discount and issuance costs comprised $1.6 million and $1.4 million for the three months ended September 30, 2023 and 2022, respectively, and $4.5 million and $3.9 million for the nine months ended September 30, 2023 and 2022, respectively. The net carrying amount of the Notes as of September 30, 2023 and December 31, 2022 was: September 30, 2023 December 31, 2022 Principal outstanding $ 150,000 $ 150,000 Unamortized debt discount and issuance costs (26,777) (31,252) Net carrying value $ 123,223 $ 118,748 The fair value of the Notes was approximately $110.0 million and $99.8 million as of September 30, 2023 and December 31, 2022, respectively. The fair value of the Notes was estimated using Level 3 inputs. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling InterestThe redeemable noncontrolling interest represented BuzzFeed Japan, which was held by Yahoo Japan. On May 17, 2022, Yahoo Japan transferred its interests in BuzzFeed Japan to other third parties. The agreements with the third parties do not contain any put rights. As such, on May 17, 2022, the Company reclassified the former redeemable noncontrolling interest to nonredeemable noncontrolling interest that is presented within Stockholders’ equity permanent equity on the Company’s condensed consolidated balance sheet, with no adjustment to the prior periods presented. The table below presents the reconciliation of changes in redeemable noncontrolling interest: 2023 2022 Balance as of January 1, $ — $ 2,294 Allocation of net income — 164 Balance as of March 31, $ — $ 2,458 Allocation of net income (loss) — — Reclassification to permanent equity — (2,458) Balance as of June 30, $ — $ — Allocation of net income (loss) — — Balance as of September 30, $ — $ — |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Common Stock In connection with the closing of the Business Combination, the Company authorized the issuance of 700,000,000 shares of Class A common stock, par value $0.0001 per share, 20,000,000 shares of Class B common stock, par value $0.0001 per share, and 10,000,000 shares of Class C common stock, par value $0.0001 per share. Each share of Class A common stock is entitled to one vote and each share of Class B common stock is entitled to fifty votes. Class C common stock is non-voting. Preferred Stock In connection with the closing of the Business Combination, the Company authorized the issuance of 50,000,000 shares of preferred stock, par value $0.0001 per share. The Board of Directors is authorized, without further stockholder approval, to issue such preferred stock in one or more series, to fix the voting rights, if any, designations, powers, preferences, the relative, participating, optional or other special rights and any qualifications, limitations and restrictions thereof, applicable to the shares of each series. There were no issued and outstanding shares of preferred stock as of September 30, 2023 or December 31, 2022. Stock-Based Compensation Stock Options A summary of the stock option activity under the Company’s equity incentive plans is presented below: Number of Weighted Weighted Aggregate Balance as of December 31, 2022 3,976 $ 6.20 3.80 $ — Granted 57 0.61 — — Exercised (34) 0.86 — — Forfeited (167) 5.17 — — Expired (358) 5.41 — — Balance as of September 30, 2023 3,474 $ 6.29 2.89 $ — Expected to vest at September 30, 2023 3,474 $ 6.29 2.89 $ — Exercisable at September 30, 2023 3,077 $ 6.50 2.17 $ — As of September 30, 2023, the total share-based compensation costs not yet recognized related to unvested stock options was $0.8 million , which is expected to be recognized over the weighted-average remaining requisite service period of 1.1 years. Restricted Stock Units A summary of Restricted Stock Unit (“RSU”) activity is presented below: Shares Weighted Average Grant- Outstanding as of December 31, 2022 7,495 $ 3.59 Granted 9,373 0.63 Vested (3,642) 3.25 Forfeited (1,713) 3.78 Outstanding as of September 30, 2023 11,513 $ 1.26 As of September 30, 2023, there were approximately $10.6 million of unrecognized compensation costs related to RSUs. Stock-Based Compensation Expense The following table summarizes stock-based compensation cost included in the condensed consolidated statements of operations: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenue, excluding depreciation and amortization $ 272 $ 460 $ 883 $ 3,615 Sales and marketing 261 550 1,148 2,663 General and administrative 1,191 2,448 3,345 8,828 Research and development 1 75 177 (198) 3,753 Total $ 1,799 $ 3,635 $ 5,178 $ 18,859 _________________________________ (1) The negative stock-based compensation expense for the nine months ended September 30, 2023 for Research and development was due to forfeitures. RSUs settle into shares of common stock upon vesting. Upon the vesting of the RSUs, for certain employees, the Company net-settles the RSUs and withholds a portion of the shares to satisfy minimum statutory employee withholding tax requirements. Total payment of the employees’ tax obligations to the tax authorities is reflected as a financing activity within the condensed consolidated statements of cash flows. At-The-Market Offering |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per ShareNet loss per share is computed using the two-class method. Basic net loss per share is computed using the weighted average number of shares of common stock outstanding for the period. Diluted net loss per share reflects the effect of the assumed exercise of any stock options, the vesting of any restricted stock units, the exercise of any warrants (including the Public Warrants and the Private Warrants), the conversion of any convertible debt (including the Notes), and the conversion of any convertible preferred stock, in each case only in the periods in which such effect would have been dilutive. For the three and nine months ended September 30, 2023, net loss per share amounts were the same for Class A and Class B common stock because the holders of each class are entitled to equal per share dividends. For the three and nine months ended September 30, 2022, net loss per share amounts were the same for Class A, Class B, and Class C common stock because the holders of each class are entitled to equal per share dividends. The table below presents the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (13,932) $ (26,993) $ (78,029) $ (95,140) Net income attributable to the redeemable noncontrolling interest — — — 164 Net (loss) income attributable to noncontrolling interests (210) (137) (470) 211 Net loss attributable to holders of Class A, Class B, and Class C common stock $ (13,722) $ (26,856) (77,559) (95,515) Denominator: Weighted average common shares outstanding, basic and diluted 145,053 138,939 142,585 137,591 Net loss per common share, basic and diluted $ (0.09) $ (0.19) $ (0.54) $ (0.69) The table below presents the details of securities that were excluded from the calculation of diluted net income (loss) per share as the effect would have been anti-dilutive: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Stock options 3,474 4,204 3,474 4,204 Restricted stock units 11,513 8,256 11,513 8,256 Warrants 9,876 9,876 9,876 9,876 Convertible notes 12,000 12,000 12,000 12,000 Additionally, the calculation of diluted loss per share excluded 2.4 million RSUs for the nine months ended September 30, 2022, for which the related liquidity condition had not been met. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s tax provision or benefit from income taxes for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items, if any. Each quarter the Company updates its estimate of the annual effective tax rate and makes a year-to-date adjustment to the provision. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Income tax provision $ 55 $ 890 $ 165 $ 3,036 Effective tax rate (0.4) % (3.4) % (0.2) % (3.3) % For the three and nine months ended September 30, 2023 and 2022, the Company’s effective tax rate differed from the U.S. federal statutory income tax rate of 21% primarily due to limited tax benefits provided for against its current year pre-tax operating loss, as the Company maintains a full valuation allowance against its U.S. deferred tax assets that are not realizable on a more-likely-than-not basis. Additionally, the Company recorded a $0.9 million discrete tax expense during the three and nine months ended September 30, 2022, primarily related to changes to the Company’s valuation allowance related to Complex Networks’ measurement period adjustments as a result of the finalization of Complex Networks’ pre-acquisition tax filings. The Company, or one of its subsidiaries, files its tax returns in the U.S. and certain state and foreign income tax jurisdictions with varying statute of limitations. The major jurisdictions in which the Company is subject to potential examination by tax authorities are the U.S., the United Kingdom, Japan, and Canada. |
Restructuring Costs
Restructuring Costs | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring Costs [Abstract] | |
Restructuring Costs | Restructuring Costs On April 20, 2023, the Company announced plans to reduce expenses by implementing an approximately 15% reduction in the current workforce. The reduction in workforce plan is part of a broader strategic reprioritization across the Company in order to accelerate revenue growth and improve upon profitability and cash flow. The Company incurred approximately $9.7 million of restructuring costs for the nine months ended September 30, 2023, comprised mainly of severance and related benefit costs, of which $5.5 million were included in Cost of revenue, excluding depreciation and amortization, $2.8 million were included in Sales and marketing, $0.6 million were included in General and administrative, and $0.8 million were included in Research and development. In March 2022, in connection with the acquisition of Complex Networks, the Company approved certain organizational changes to align sales and marketing and general and administrative functions as well as changes in content to better serve audience demands. Additionally, in June 2022, as part of a strategic repositioning of BuzzFeed News, the Company entered into a voluntary buyout proposal covering certain desks which was negotiated as part of collective bargaining between the Company and the BuzzFeed News Union. The Company incurred approximately $nil and $5.3 million of restructuring costs for the three and nine months ended September 30, 2022, respectively, comprised mainly of severance and related benefit costs. For the nine months ended September 30, 2022, approximately $4.4 million were included in Cost of revenue, excluding depreciation and amortization, $0.3 million were included in Sales and marketing, $0.5 million were included in General and administrative, and $0.1 million were included in Research and development. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company leases office space under non-cancelable operating leases with various expiration dates through 2029. The Company accounts for leases under Accounting Standards Update 2016-02, Leases (Topic 842) (“ASC 842”) by recording right-of-use assets and liabilities. The right-of-use asset represents the Company’s right to use underlying assets for the lease term and the lease liability represents the Company’s obligation to make lease payments under the lease. The Company determines if an arrangement is, or contains, a lease at contract inception and exercises judgment and applies certain assumptions when determining the discount rate, lease term, and lease payments. ASC 842 requires a lessee to record a lease liability based on the discounted unpaid lease payments using the interest rate implicit in the lease or, if the rate cannot be readily determined, the incremental borrowing rate. Generally, the Company does not have knowledge of the rate implicit in the lease and, therefore, uses its incremental borrowing rate for a lease. The lease term includes the non-cancelable period of the lease plus any additional periods covered by an option to extend that the Company is reasonably certain to exercise. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. Certain of the Company’s lease agreements include escalating lease payments. Additionally, certain lease agreements contain renewal provisions and other provisions which require the Company to pay taxes, insurance, or maintenance costs. The Company subleases certain leased office space to third parties when it determines there is excess leased capacity. On July 8, 2022, the Company entered into a sublease with a third party with respect to substantially all of the Company's then-existing corporate headquarters. The sublease commenced on August 26, 2022 and expires on May 30, 2026, unless terminated sooner in accordance with the provisions of the sublease. Pursuant to the terms of the sublease, the subtenant will pay a fixed monthly rent of $0.8 million, subject to periodic increases. In-lieu of a cash security deposit, the Company received a letter of credit from Citibank for approximately $4.5 million. Sublease rent income is recognized as an offset to rent expense on a straight-line basis over the lease term. In addition to sublease rent, other costs such as common-area maintenance, utilities, and real estate taxes are charged to subtenants over the duration of the lease for their proportionate share of these costs. Refer to Note 21 herein for information regarding an impairment charge the Company recorded during the three months ended September 30, 2022 with respect to the original lease of the Company’s former corporate headquarters that was fully subleased during the third quarter of 2022. The following illustrates the lease costs for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease cost $ 7,557 $ 7,653 $ 22,620 $ 22,820 Sublease income (3,926) (2,680) (11,778) (6,350) Total lease cost $ 3,631 $ 4,973 $ 10,842 $ 16,470 All components of total lease cost are recorded within General and administrative expenses within the condensed consolidated statement of operations. The Company does not have material short-term or variable lease costs. The following amounts were recorded in the Company’s condensed consolidated balance sheet related to operating leases: September 30, 2023 December 31, 2022 Assets Right-of-use assets $ 51,162 $ 66,581 Liabilities Current lease liabilities 21,312 23,398 Noncurrent lease liabilities 43,424 59,315 Total lease liabilities $ 64,736 $ 82,713 Other information related to leases was as follows: Nine Months Ended Nine Months Ended Supplemental cash flow information: Cash paid for amounts included in measurement of lease liabilities: Operating cash flows for operating lease liabilities 25,369 25,434 September 30, 2023 December 31, 2022 Weighted average remaining lease term (years) 2.9 3.4 Weighted average discount rate 13.85 % 13.76 % Maturities of lease liabilities as of September 30, 2023 were as follows: Year Operating Leases Remainder of 2023 $ 7,476 2024 28,211 2025 25,607 2026 13,036 2027 2,698 Thereafter 1,317 Total lease payments 78,345 Less: imputed interest (13,609) Total $ 64,736 Sublease receipts to be received in the future under noncancelable subleases as of September 30, 2023 were as follows: Year Amount Remainder of 2023 $ 4,027 2024 15,538 2025 15,538 2026 4,886 2027 178 Thereafter — Total $ 40,167 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Guarantees In the course of its business, the Company both provides and receives indemnities which are intended to allocate certain risks associated with business transactions. Similarly, the Company may remain contingently liable for various obligations of a business that has been divested in the event that a third party does not fulfill its obligations under an indemnification obligation. The Company records a liability for indemnification obligations and other contingent liabilities when probable and reasonably estimable. Legal Matters The Company is party to various lawsuits and claims in the ordinary course of business. Video Privacy Protection Act: On May 16, 2023, a lawsuit titled Hunthausen v. BuzzFeed, Inc. was filed against the Company in the United States District Court for the Southern District of California, asserting class action claims for alleged violation of the Video Privacy Protection Act (“VPPA”) based on the claimed transmission of personally identifying information via the Meta pixel, Google Analytics, and the TikTok pixel, all of which are purportedly connected to posts on the BuzzFeed.com website. The putative class plaintiff is seeking an injunction to stop further alleged wrongful conduct, to recover unspecified compensatory damages and an award of costs, and any further appropriate relief. The Company has moved to dismiss the case. On August 4, 2023, the Company received 8,927 individual demands for JAMS arbitration in California, all of which allege that the Company violated the VPPA by transmitting personally identifying information via the Meta pixel, purportedly connected to posts on the BuzzFeed website. Each claimant is seeking to recover damages in the amount of $2,500 for each alleged violation of the VPPA. No arbitration claims have yet been filed in connection with these demands. On August 15, 2023, the Company received (1) 5,247 individual demands for JAMS arbitration in California, all of which allege that the Company violated the VPPA by transmitting personally identifying information via the use of various pixels purportedly in connection with the HuffPost.com website; and (2) 12,176 individual demands for JAMS arbitration in California, all of which allege that the Company violated the VPPA by transmitting personal identifying information via the use of various pixels purportedly in connection with the BuzzFeed.com website. Each claimant is seeking to recover damages in the amount of $2,500 for each alleged violation of the VPPA, as well as punitive damages, attorneys’ fees and costs, and equitable relief. No arbitration claims have yet been filed in connection with these demands. Mass Arbitrations: Two mass arbitrations (the “Arbitrations”) were initiated before the American Arbitration Association on March 15, 2022 against the Company and certain of its executive officers and directors (together, the “BuzzFeed Defendants”) and Continental Stock Transfer Corporation by 91 individuals previously employed by Legacy BuzzFeed (the “Claimants”). The Claimants alleged that they were harmed when they were allegedly unable to convert their shares of Class B common stock to Class A common stock and sell those shares on December 6, 2021, the first day of trading following the Business Combination, and asserted claims for negligence, misrepresentation, breach of fiduciary duty, and violation of Section 11 of the Securities Act. The Claimants sought to recover unspecified compensatory damages, an award of costs, and any further appropriate relief. On April 21, 2022, the BuzzFeed Defendants filed a complaint in the Delaware Court of Chancery seeking to enjoin the Arbitrations on the grounds that, inter alia, the Claimants’ purported causes of action arise from their rights as shareholders of the Company, are governed by the Company’s charter, including its forum selection provision, and are therefore not arbitrable (the “Delaware Action”). The complaint sought declaratory and injunctive relief. A hearing on the merits of the Delaware Action was held on July 26, 2022. On October 28, 2022, the Court of Chancery granted the Company’s motion to permanently enjoin the Claimants’ arbitration claims. On January 17, 2023, the Claimants filed amended statements of claim in the Arbitrations against BuzzFeed Media Enterprises, Inc., a wholly-owned subsidiary of the Company, and Continental Stock Transfer & Trust Corporation, the transfer agent for 890 and later the Company. The amended statements of claim likewise allege that the Claimants were harmed when they were allegedly unable to convert their shares of Class B common stock to Class A common stock and sell those shares on the first day of trading following the Business Combination. The Claimants allege claims for breach of contract and the covenant of good faith and fair dealing, misrepresentation, and negligence, and seek to recover unspecified compensatory damages, an award of costs, and any further appropriate relief. On March 29, 2023, BuzzFeed Media Enterprises, Inc., filed a complaint in the Delaware Court of Chancery seeking to enjoin the Arbitrations on the grounds that, inter alia, the Claimants’ purported causes of action arise from their rights as shareholders of the Company, are governed by the Company’s charter, including its forum selection provision, and are therefore not arbitrable. The complaint seeks declaratory and injunctive relief. The parties have cross-moved for summary judgment and a hearing on those motions is pending. Although the outcome of such matters cannot be predicted with certainty and the impact that the final resolution of such matters will ultimately have on the Company’s condensed consolidated financial statements is not known, the Company does not believe that the resolution of these matters will have a material adverse effect on the Company’s future results of operations or cash flows. The Company settled or resolved certain legal matters during the three and nine months ended September 30, 2023 and 2022 that did not individually or in the aggregate have a material impact on the Company’s business or its condensed consolidated balance sheets, results of operations or cash flows. Nasdaq Listing Compliance On May 31, 2023, the Company received a letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the previous 30 consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on the Nasdaq Global Market under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Requirement”). The Notice has no effect at this time on the Company’s common stock or warrants, which continue to trade on the Nasdaq Global Market under the symbols “BZFD” and “BZFDW,” respectively. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided an initial period of 180 calendar days, or until November 27, 2023 (the “Compliance Date”), to regain compliance with the Bid Price Requirement. If, at any time before the Compliance Date, the bid price for the Company’s common stock closes at $1.00 or more for at least 10 consecutive business days, unless the Staff exercises its discretion to extend this 10-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H), the Staff will provide written notification to the Company that it has regained compliance with the Bid Price Requirement. If the Company is not in compliance with the Bid Price Requirement by the Compliance Date, the Company may qualify for a second 180-calendar day compliance period. To qualify, the Company would be required, among other things, to transfer from the Nasdaq Global Market to the Nasdaq Capital Market, to meet the continued listing requirement for the market value of publicly held shares, as well as the standards for initial listing on the Nasdaq Capital Market with the exception of the Bid Price Requirement, and would need to provide written notice of its intention to cure the bid price deficiency during the second compliance period. If the Company does not qualify for, or fails to regain compliance during, a second compliance period, then the Staff will provide written notification to the Company that its common stock will be subject to delisting. At that time, the Company may appeal the Staff’s delisting determination to the Nasdaq Listing Qualifications Panel. However, there can be no assurance that, if the Company receives a delisting notice and appeals the delisting determination, such an appeal would be successful. The Company intends to monitor the closing bid price of its common stock and may, if appropriate, consider available options to regain compliance with the Bid Price Requirement. To the extent such Bid Price Requirement is not regained by November 27, 2023, the Company plans to seek a 180-calendar day extension of time in conjunction with the submission of an application to transfer to The Nasdaq Capital Market. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and in assessing performance. The Company has determined that its chief executive officer is its CODM who makes resource allocation decisions and assesses performance based upon financial information at the consolidated level. The Company manages its operations as a single segment for the purpose of assessing and making operating decisions. Since the Company operates in one operating segment, all required financial segment information can be found in the condensed consolidated financial statements. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company recognized revenue from NBCUniversal Media, LLC (“NBCU”) of $1.9 million and $1.2 million for the three months ended September 30, 2023 and 2022, respectively, and $2.6 million and $3.3 million for the nine months ended September 30, 2023 and 2022, respectively. The Company recognized expenses under contractual obligations from NBCU of $nil and $0.2 million for the three months ended September 30, 2023 and 2022, respectively, and $nil and $0.6 million for the nine months ended September 30, 2023 and 2022, respectively. The Company had outstanding receivable balances of $2.0 million and $2.2 million from NBCU as of September 30, 2023 and December 31, 2022, respectively. The Company had an outstanding payable balance of $0.2 million to NBCU as of September 30, 2023 (none as of December 31, 2022). On March 15, 2023, Verizon Ventures LLC (“Verizon”) converted all 6,478,031 shares of Class C common stock into Class A common stock, resulting in Verizon and its affiliates holding more than 5% of our Class A common stock. Verizon is the landlord for the Company’s corporate headquarters (assumed from the Complex Networks Acquisition), and we transact with Verizon in the normal course of business, such as with agency advertising deals and for certain utilities. The Company recognized revenue from Verizon of $nil for both the three and nine months ended September 30, 2023 and 2022. The Company recognized expenses under contractual obligations from Verizon of $1.5 million for both the three months ended September 30, 2023 and 2022, and $4.5 million for both the nine months ended September 30, 2023 and 2022. The Company had no |
Supplemental Disclosures
Supplemental Disclosures | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Disclosures [Abstract] | |
Supplemental Disclosures | Supplemental Disclosures Film Costs Film costs, which were included in Prepaid and other assets on the condensed consolidated balance sheets, were as follows: September 30, 2023 December 31, 2022 Individual Monetization: Feature films in production $ 3,878 $ — Total $ 3,878 $ — The Company had no material amortization of film costs for the three and nine months ended September 30, 2023 or 2022. Governmental Assistance Production tax incentives reduced capitalized film costs by $1.5 million as of December 31, 2022 (none as of September 30, 2023). The Company had receivables related to our production tax credits of $3.0 million as of September 30, 2023 and December 31, 2022, included in Prepaid and other current assets in our condensed consolidated balance sheet. Supplemental Cash Flow Disclosures Nine Months Ended September 30, 2023 2022 Cash paid for income taxes, net $ 1,126 $ 2,098 Cash paid for interest 9,599 8,495 Non-cash investing and financing activities: Accounts payable and accrued expenses related to property and equipment 245 549 Accrued deferred offering costs 597 — Exchange of accounts receivable for investment in equity securities 750 — |
Other Expense, Net
Other Expense, Net | 9 Months Ended |
Sep. 30, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
Other Expense, Net | Other Expense, Net Other expense, net consisted of the following for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Exchange loss (1,224) (3,034) (314) (6,535) Gain (loss) on investment 90 — (3,500) 1,260 Other expense (182) (230) (769) (623) Other income 9 12 221 68 Gain on disposition of assets — 500 — 500 Total $ (1,307) $ (2,752) $ (4,362) $ (5,330) |
Impairment Expense
Impairment Expense | 9 Months Ended |
Sep. 30, 2023 | |
Asset Impairment Charges [Abstract] | |
Impairment Expense | Impairment ExpenseDuring the three months ended September 30, 2022, the Company subleased its former corporate headquarters to a third party. The sublease commenced on August 26, 2022 and expires on May 30, 2026, unless terminated sooner in accordance with the provisions of the sublease. In connection with the sublease, the Company afforded the subtenant a four-month rent free period, which was the main driver in the resulting cash outflows exceeding the cash inflows over the life of the sublease. As such, the Company identified a triggering event for a potential impairment with respect to certain assets associated with the subleased property (specifically, right-of-use assets and leasehold improvements). The Company determined the subleased property represented a separate asset class for the purposes of impairment testing and measurement, and the Company recorded a non-cash impairment charge of $2.2 million, with $1.4 million allocated to the right-of-use asset, and the remaining $0.8 million allocated to leasehold improvements. The fair values were determined based on estimated future discounted cash flows using market participant assumptions. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Polices) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Financial Statements and Principles of Consolidation | Basis of Financial Statements and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been omitted pursuant to such rules and regulations. As such, the accompanying condensed consolidated financial statements and these related notes should be read in conjunction with the Company’s consolidated financial statements and related notes as of and for the year ended December 31, 2022, as disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The condensed consolidated financial statements include all normal recurring adjustments that, in the opinion of management, are necessary to present fairly the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year ended December 31, 2023. The condensed consolidated financial statements include the accounts of BuzzFeed, Inc., and its wholly-owned and majority-owned subsidiaries, and any variable interest entities for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported results of operations during the reporting period. Due to the use of estimates inherent in the financial reporting process actual results could differ from those estimates. Key estimates and assumptions relate primarily to revenue recognition, fair values of intangible assets acquired in business combinations, valuation allowances for deferred income tax assets, allowance for doubtful accounts, fair value of the derivative liability, fair values used for stock-based compensation in periods prior to the Business Combination, useful lives of fixed assets, and capitalized software costs. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements The Company, an emerging growth company (“EGC”), has elected to take advantage of the benefits of the extended transition period provided for in Section 7(a)(2)(B) of the Securities Act, as amended, for complying with new or revised accounting standards which allows the Company to defer adoption of certain accounting standards until those standards would otherwise apply to private companies. In June 2016, the Financial Accounting Standards Board issued Accounting Standards Update 2016-13, Financial Instruments — Credit Losses (Topic 326) , which changes the impairment model for most financial assets, including accounts receivable, and replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. The guidance is effective for the Company for interim and annual periods beginning after December 15, 2022, with early adoption permitted. Effective January 1, 2023, the Company adopted this standard using a modified retrospective transition approach, which required a cumulative effect adjustment to the balance sheet as of January 1, 2023. The adoption of this standard did not have a material impact to our condensed consolidated financial statements. |
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet Adopted None. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of fair value of consideration exchanged | The following table summarizes the fair value of consideration exchanged as a result of the Complex Networks Acquisition: Cash consideration (1) $ 197,966 Share consideration (2) 96,200 Total consideration $ 294,166 _________________________________ (1) Includes the cash purchase price of $200.0 million adjusted for certain closing specified liabilities as specified in the Complex Networks Acquisition purchase agreement. (2) Represents 10,000,000 shares of our Class A common stock at a price of $9.62 per share, which is based on the closing stock price of our Class A common stock on the date on which the Business Combination was consummated. |
Schedule of purchase price allocation for the assets acquired and liabilities assumed | The following table summarizes the determination of the fair value of identifiable assets acquired and liabilities assumed in connection with the Complex Networks Acquisition. During the year ended December 31, 2022, the Company finalized the fair value of assets acquired and liabilities assumed. Measurement period adjustments were reflected during the year ended December 31, 2022, which is the period in which the adjustments occurred. The adjustments resulted from new information obtained about facts and circumstances that existed as of the acquisition date. Preliminary Measurement Final Cash $ 2,881 — $ 2,881 Accounts receivable 22,581 11 22,592 Prepaid and other current assets 17,827 281 18,108 Property and equipment 332 (15) 317 Intangible assets 119,100 — 119,100 Goodwill 189,391 (909) 188,482 Accounts payable (2,661) — (2,661) Accrued expenses (12,319) (803) (13,122) Accrued compensation (12,867) 349 (12,518) Deferred revenue (5,855) (48) (5,903) Deferred tax liabilities (22,776) 1,134 (21,642) Other liabilities (1,468) — (1,468) Total consideration for Complex Networks $ 294,166 $ — $ 294,166 |
Schedule of estimated fair value of each of the identifiable intangible assets | The table below indicates the estimated fair value of each of the identifiable intangible assets: Asset Fair Value Weighted Average Trademarks & tradenames 97,000 15 Customer relationships 17,000 4 Developed technology 5,100 3 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenue | The table below presents the Company’s revenue disaggregated based on the nature of its arrangements. Management uses these categories of revenue to evaluate the performance of its businesses and to assess its financial results and forecasts. Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Advertising $ 32,589 $ 50,404 $ 102,234 $ 152,296 Content 26,250 38,416 79,347 110,979 Commerce and other 14,460 14,913 36,772 38,776 Total $ 73,299 $ 103,733 $ 218,353 $ 302,051 The following table presents the Company’s revenue disaggregated by geography: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue: United States $ 66,877 $ 94,582 $ 202,770 $ 272,869 International 6,422 9,151 15,583 29,182 Total $ 73,299 $ 103,733 $ 218,353 $ 302,051 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of company's financial assets and liabilities that are measured at fair value on a recurring basis | The Company’s financial assets and liabilities that are measured at fair value on a recurring basis are summarized below: September 30, 2023 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 25,205 $ — $ — $ 25,205 Total $ 25,205 $ — $ — $ 25,205 Liabilities: Derivative liability $ — $ — $ 30 $ 30 Other non-current liabilities: Public Warrants 484 — — 484 Private Warrants — 5 — 5 Total $ 484 $ 5 $ 30 $ 519 December 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 1,154 $ — $ — $ 1,154 Total $ 1,154 $ — $ — $ 1,154 Liabilities: Derivative liability $ — $ — $ 180 $ 180 Other non-current liabilities: Public Warrants 384 — — 384 Private Warrants — 11 — 11 Total $ 384 $ 11 $ 180 $ 575 |
Schedule of quantitative information regarding the significant unobservable inputs used by the Company related to the derivative liability | The following table provides quantitative information regarding the significant unobservable inputs used by the Company related to the derivative liability: September 30, 2023 December 31, 2022 Term (in years) 3.2 3.9 Risk-free rate 4.78 % 4.11 % Volatility 97.1 % 76.6 % |
Schedule of activity of the Level 3 instruments | The following table represents the activity of the Level 3 instruments: Derivative Liability Balance as of December 31, 2022 $ 180 Change in fair value of derivative liability (150) Balance as of September 30, 2023 $ 30 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment, net | Property and equipment, net consisted of the following: September 30, 2023 December 31, 2022 Leasehold improvements $ 50,726 $ 50,688 Furniture and fixtures 6,351 6,069 Computer equipment 3,108 5,629 Video equipment 808 792 Total 60,993 63,178 Less: Accumulated depreciation (47,578) (45,404) Net Carrying Value $ 13,415 $ 17,774 |
Capitalized Software Costs, n_2
Capitalized Software Costs, net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Capitalized Computer Software, Net [Abstract] | |
Schedule of Capitalized Software Costs | Capitalized software costs, net consisted of the following: September 30, 2023 December 31, 2022 Website and internal-use software $ 86,791 $ 75,871 Less: Accumulated amortization (64,681) (56,612) Net Carrying Value $ 22,110 $ 19,259 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets and the Weighted Average Remaining Useful Lives | The following table presents the detail of intangible assets for the periods presented and the weighted average remaining useful lives: September 30, 2023 December 31, 2022 Weighted- Gross Accumulated Net Carrying Weighted- Gross Carrying Accumulated Net Carrying Value Acquired Technology 1 $ 10,600 $ 7,929 $ 2,671 2 $ 10,600 $ 5,279 $ 5,321 Trademarks and Trade Names 13 111,000 14,306 96,694 14 111,000 8,756 102,244 Trademarks and Trade Names Indefinite 1,368 — 1,368 Indefinite 1,368 — 1,368 Customer Relationships 2 17,000 7,792 9,208 3 17,000 4,604 12,396 Total $ 139,968 $ 30,027 $ 109,941 $ 139,968 $ 18,639 $ 121,329 |
Schedule of Estimated Future Amortization Expense | Estimated future amortization expense as of September 30, 2023 is as follows (in thousands): Remainder of 2023 $ 3,796 2024 13,438 2025 11,296 2026 7,400 2027 7,400 Thereafter 65,243 Total $ 108,573 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Net Carrying Amount of the Notes | The net carrying amount of the Notes as of September 30, 2023 and December 31, 2022 was: September 30, 2023 December 31, 2022 Principal outstanding $ 150,000 $ 150,000 Unamortized debt discount and issuance costs (26,777) (31,252) Net carrying value $ 123,223 $ 118,748 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Noncontrolling Interest [Abstract] | |
Schedule of Redeemable Noncontrolling Interest | The table below presents the reconciliation of changes in redeemable noncontrolling interest: 2023 2022 Balance as of January 1, $ — $ 2,294 Allocation of net income — 164 Balance as of March 31, $ — $ 2,458 Allocation of net income (loss) — — Reclassification to permanent equity — (2,458) Balance as of June 30, $ — $ — Allocation of net income (loss) — — Balance as of September 30, $ — $ — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stock Options Activity | A summary of the stock option activity under the Company’s equity incentive plans is presented below: Number of Weighted Weighted Aggregate Balance as of December 31, 2022 3,976 $ 6.20 3.80 $ — Granted 57 0.61 — — Exercised (34) 0.86 — — Forfeited (167) 5.17 — — Expired (358) 5.41 — — Balance as of September 30, 2023 3,474 $ 6.29 2.89 $ — Expected to vest at September 30, 2023 3,474 $ 6.29 2.89 $ — Exercisable at September 30, 2023 3,077 $ 6.50 2.17 $ — |
Schedule of RSU Activity | A summary of Restricted Stock Unit (“RSU”) activity is presented below: Shares Weighted Average Grant- Outstanding as of December 31, 2022 7,495 $ 3.59 Granted 9,373 0.63 Vested (3,642) 3.25 Forfeited (1,713) 3.78 Outstanding as of September 30, 2023 11,513 $ 1.26 |
Summary of Stock-Based Compensation Expense | The following table summarizes stock-based compensation cost included in the condensed consolidated statements of operations: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Cost of revenue, excluding depreciation and amortization $ 272 $ 460 $ 883 $ 3,615 Sales and marketing 261 550 1,148 2,663 General and administrative 1,191 2,448 3,345 8,828 Research and development 1 75 177 (198) 3,753 Total $ 1,799 $ 3,635 $ 5,178 $ 18,859 _________________________________ |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic and Diluted Income (Loss) Per Share | The table below presents the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Numerator: Net loss $ (13,932) $ (26,993) $ (78,029) $ (95,140) Net income attributable to the redeemable noncontrolling interest — — — 164 Net (loss) income attributable to noncontrolling interests (210) (137) (470) 211 Net loss attributable to holders of Class A, Class B, and Class C common stock $ (13,722) $ (26,856) (77,559) (95,515) Denominator: Weighted average common shares outstanding, basic and diluted 145,053 138,939 142,585 137,591 Net loss per common share, basic and diluted $ (0.09) $ (0.19) $ (0.54) $ (0.69) |
Summary of Shares Excluded from the Computation of Diluted Loss Per Share | The table below presents the details of securities that were excluded from the calculation of diluted net income (loss) per share as the effect would have been anti-dilutive: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Stock options 3,474 4,204 3,474 4,204 Restricted stock units 11,513 8,256 11,513 8,256 Warrants 9,876 9,876 9,876 9,876 Convertible notes 12,000 12,000 12,000 12,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision (Benefit) for Income Taxes | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Income tax provision $ 55 $ 890 $ 165 $ 3,036 Effective tax rate (0.4) % (3.4) % (0.2) % (3.3) % |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Costs | The following illustrates the lease costs for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Operating lease cost $ 7,557 $ 7,653 $ 22,620 $ 22,820 Sublease income (3,926) (2,680) (11,778) (6,350) Total lease cost $ 3,631 $ 4,973 $ 10,842 $ 16,470 |
Schedule of Right-of-Use Assets and Lease Liabilities | The following amounts were recorded in the Company’s condensed consolidated balance sheet related to operating leases: September 30, 2023 December 31, 2022 Assets Right-of-use assets $ 51,162 $ 66,581 Liabilities Current lease liabilities 21,312 23,398 Noncurrent lease liabilities 43,424 59,315 Total lease liabilities $ 64,736 $ 82,713 |
Schedule of Supplemental Cash Flow Information and Additional Information | Other information related to leases was as follows: Nine Months Ended Nine Months Ended Supplemental cash flow information: Cash paid for amounts included in measurement of lease liabilities: Operating cash flows for operating lease liabilities 25,369 25,434 September 30, 2023 December 31, 2022 Weighted average remaining lease term (years) 2.9 3.4 Weighted average discount rate 13.85 % 13.76 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of September 30, 2023 were as follows: Year Operating Leases Remainder of 2023 $ 7,476 2024 28,211 2025 25,607 2026 13,036 2027 2,698 Thereafter 1,317 Total lease payments 78,345 Less: imputed interest (13,609) Total $ 64,736 |
Schedule of Sublease Receipts to be Received in the Future | Sublease receipts to be received in the future under noncancelable subleases as of September 30, 2023 were as follows: Year Amount Remainder of 2023 $ 4,027 2024 15,538 2025 15,538 2026 4,886 2027 178 Thereafter — Total $ 40,167 |
Supplemental Disclosures (Table
Supplemental Disclosures (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Supplemental Disclosures [Abstract] | |
Schedule Of Film Costs | Film costs, which were included in Prepaid and other assets on the condensed consolidated balance sheets, were as follows: September 30, 2023 December 31, 2022 Individual Monetization: Feature films in production $ 3,878 $ — Total $ 3,878 $ — |
Schedule of Supplemental Cash Flow Information | Nine Months Ended September 30, 2023 2022 Cash paid for income taxes, net $ 1,126 $ 2,098 Cash paid for interest 9,599 8,495 Non-cash investing and financing activities: Accounts payable and accrued expenses related to property and equipment 245 549 Accrued deferred offering costs 597 — Exchange of accounts receivable for investment in equity securities 750 — |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Other Nonoperating Income (Expense) [Abstract] | |
Schedule of Other expense, net | Other expense, net consisted of the following for the three and nine months ended September 30, 2023 and 2022: Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Exchange loss (1,224) (3,034) (314) (6,535) Gain (loss) on investment 90 — (3,500) 1,260 Other expense (182) (230) (769) (623) Other income 9 12 221 68 Gain on disposition of assets — 500 — 500 Total $ (1,307) $ (2,752) $ (4,362) $ (5,330) |
Description of the Business - N
Description of the Business - Narrative (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) segment | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Dec. 30, 2020 USD ($) | |
Description of the Business [Line Items] | ||||||
Number of reportable segments | segment | 1 | |||||
Net loss | $ 13,932 | $ 26,993 | $ 78,029 | $ 95,140 | ||
Cash (used in) provided by operating activities | (2,363) | $ (7,897) | ||||
Cash and cash equivalents | 42,470 | 42,470 | $ 55,774 | |||
Unused borrowing capacity | 700 | 700 | ||||
Accumulated deficit | 600,748 | 600,748 | 523,063 | |||
Unsecured convertible notes due 2026 | ||||||
Description of the Business [Line Items] | ||||||
Aggregate principal amount | 150,000 | 150,000 | ||||
Revolving Credit Facility | ||||||
Description of the Business [Line Items] | ||||||
Unused borrowing capacity | 700 | 700 | $ 1,000 | |||
Maximum borrowing capacity | $ 50,000 | |||||
Debt instrument, covenants, liquidity threshold | $ 25,000 | $ 25,000 | $ 25,000 | |||
CM Partners, LLC | ||||||
Description of the Business [Line Items] | ||||||
Percentage of membership interests acquired | 100% | 100% |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Narrative (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 03, 2021 |
Business Acquisition [Line Items] | |||
Identifiable intangible assets acquired of goodwill | $ 91,632 | $ 91,632 | $ 188,500 |
C Acquisition | |||
Business Acquisition [Line Items] | |||
Percentage of membership interests acquired | 100% |
Acquisitions and Dispositions_2
Acquisitions and Dispositions - Fair Value of Consideration Exchanged (Details) - C Acquisition $ / shares in Units, $ in Thousands | Dec. 03, 2021 USD ($) $ / shares shares |
Business Acquisition [Line Items] | |
Cash consideration | $ 197,966 |
Share consideration | 96,200 |
Total consideration | $ 294,166 |
Class A Common Stock, $0.0001 par value per share | |
Business Acquisition [Line Items] | |
Number of shares issued for acquisition (in shares) | shares | 10,000,000 |
Stock issued price per share (in dollars per share) | $ / shares | $ 9.62 |
C Acquisition Purchase Agreement | |
Business Acquisition [Line Items] | |
Total consideration | $ 200,000 |
Acquisitions and Dispositions_3
Acquisitions and Dispositions - Purchase Price Allocation for the Assets Acquired and Liabilities Assumed (Details) - C Acquisition - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 03, 2021 |
Business Acquisition [Line Items] | ||
Cash | $ 2,881 | |
Accounts receivable | 22,592 | |
Prepaid and other current assets | 18,108 | |
Property and equipment | 317 | |
Intangible assets | 119,100 | |
Goodwill | 188,482 | |
Accounts payable | (2,661) | |
Accrued expenses | (13,122) | |
Accrued compensation | (12,518) | |
Deferred revenue | (5,903) | |
Deferred tax liabilities | (21,642) | |
Other liabilities | (1,468) | |
Total consideration for Complex Networks | $ 294,166 | |
Preliminary | ||
Business Acquisition [Line Items] | ||
Cash | $ 2,881 | |
Accounts receivable | 22,581 | |
Prepaid and other current assets | 17,827 | |
Property and equipment | 332 | |
Intangible assets | 119,100 | |
Goodwill | 189,391 | |
Accounts payable | (2,661) | |
Accrued expenses | (12,319) | |
Accrued compensation | (12,867) | |
Deferred revenue | (5,855) | |
Deferred tax liabilities | (22,776) | |
Other liabilities | (1,468) | |
Total consideration for Complex Networks | 294,166 | |
Measurement Period Adjustments | ||
Business Acquisition [Line Items] | ||
Cash | 0 | |
Accounts receivable | 11 | |
Prepaid and other current assets | 281 | |
Property and equipment | (15) | |
Intangible assets | 0 | |
Goodwill | (909) | |
Accounts payable | 0 | |
Accrued expenses | (803) | |
Accrued compensation | 349 | |
Deferred revenue | (48) | |
Deferred tax liabilities | 1,134 | |
Other liabilities | 0 | |
Total consideration for Complex Networks | $ 0 |
Acquisitions and Dispositions_4
Acquisitions and Dispositions - Estimated Fair Value of Each of the Identifiable Intangible Assets (Details) $ in Thousands | Dec. 03, 2021 USD ($) |
Trademarks & tradenames | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Asset Fair Value | $ 97,000 |
Weighted Average Useful Life (Years) | 15 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Asset Fair Value | $ 17,000 |
Weighted Average Useful Life (Years) | 4 years |
Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Asset Fair Value | $ 5,100 |
Weighted Average Useful Life (Years) | 3 years |
Acquisitions and Dispositions_5
Acquisitions and Dispositions - Goodwill Impairment (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | Dec. 03, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |||
Goodwill | $ 91,632,000 | $ 91,632,000 | $ 188,500,000 |
Impairment loss on goodwill | $ 0 | $ 102,300,000 | |
Number of days prior to the measurement date considered for average share price | 7 days | ||
Number of days prior to the measurement date taken for average share price | 30 days | ||
Number of years of historical transactions used for estimation of control premium | 3 years | ||
Percentage of fair value in excess of carrying amount | 10% |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue Recognition | ||||
Revenue | $ 73,299 | $ 103,733 | $ 218,353 | $ 302,051 |
United States | ||||
Revenue Recognition | ||||
Revenue | 66,877 | 94,582 | 202,770 | 272,869 |
International | ||||
Revenue Recognition | ||||
Revenue | 6,422 | 9,151 | 15,583 | 29,182 |
Advertising | ||||
Revenue Recognition | ||||
Revenue | 32,589 | 50,404 | 102,234 | 152,296 |
Content | ||||
Revenue Recognition | ||||
Revenue | 26,250 | 38,416 | 79,347 | 110,979 |
Commerce and other | ||||
Revenue Recognition | ||||
Revenue | $ 14,460 | $ 14,913 | $ 36,772 | $ 38,776 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2022 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Contract assets | $ 10,000 | $ 12,100 |
Deferred revenue | 8,273 | $ 8,836 |
Revenue recognized | 6,300 | |
Transaction price allocated to the remaining performance obligations | $ 2,400 | |
Maximum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Expected recognized period (in years) | 4 years | |
Minimum | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Expected recognized period (in years) | 1 year |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Liabilities: | ||
Derivative liability | $ 30 | $ 180 |
Fair Value, Recurring | ||
Assets | ||
Cash equivalents: | 25,205 | 1,154 |
Liabilities: | ||
Derivative liability | 30 | 180 |
Other non-current liabilities: | ||
Total | 519 | 575 |
Fair Value, Recurring | Money Market Funds | ||
Assets | ||
Cash equivalents: | 25,205 | 1,154 |
Fair Value, Recurring | Level 1 | ||
Assets | ||
Cash equivalents: | 25,205 | 1,154 |
Liabilities: | ||
Derivative liability | 0 | 0 |
Other non-current liabilities: | ||
Total | 484 | 384 |
Fair Value, Recurring | Level 1 | Money Market Funds | ||
Assets | ||
Cash equivalents: | 25,205 | 1,154 |
Fair Value, Recurring | Level 2 | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Liabilities: | ||
Derivative liability | 0 | 0 |
Other non-current liabilities: | ||
Total | 5 | 11 |
Fair Value, Recurring | Level 2 | Money Market Funds | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Fair Value, Recurring | Level 3 | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Liabilities: | ||
Derivative liability | 30 | 180 |
Other non-current liabilities: | ||
Total | 30 | 180 |
Fair Value, Recurring | Level 3 | Money Market Funds | ||
Assets | ||
Cash equivalents: | 0 | 0 |
Fair Value, Recurring | Public Warrants | ||
Other non-current liabilities: | ||
Other non-current liabilities | 484 | 384 |
Fair Value, Recurring | Public Warrants | Level 1 | ||
Other non-current liabilities: | ||
Other non-current liabilities | 484 | 384 |
Fair Value, Recurring | Public Warrants | Level 2 | ||
Other non-current liabilities: | ||
Other non-current liabilities | 0 | 0 |
Fair Value, Recurring | Public Warrants | Level 3 | ||
Other non-current liabilities: | ||
Other non-current liabilities | 0 | 0 |
Fair Value, Recurring | Private Warrants | ||
Other non-current liabilities: | ||
Other non-current liabilities | 5 | 11 |
Fair Value, Recurring | Private Warrants | Level 1 | ||
Other non-current liabilities: | ||
Other non-current liabilities | 0 | 0 |
Fair Value, Recurring | Private Warrants | Level 2 | ||
Other non-current liabilities: | ||
Other non-current liabilities | 5 | 11 |
Fair Value, Recurring | Private Warrants | Level 3 | ||
Other non-current liabilities: | ||
Other non-current liabilities | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | |||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Investment owned, balance (in shares) | 500 | 6 | ||
Carrying value of the investment in equity securities without a readily determinable fair value | $ 0 | $ 3,600,000 | ||
Equity securities without readily determinable fair value, acquired during period | $ 800,000 | |||
Prepaid Expenses and Other Current Assets | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Carrying value of the investment in equity securities without a readily determinable fair value | $ 800,000 | $ 3,600,000 | ||
Public Warrants | ||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||||
Exercise price per share (in dollars per share) | $ 0.05 | $ 0.04 |
Fair Value Measurements - Signi
Fair Value Measurements - Significant Unobservable Inputs Related to the Derivative Liability (Details) - item | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Term (in years) | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Term (in years) | 3 years 2 months 12 days | 3 years 10 months 24 days |
Risk-free rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 0.0478 | 0.0411 |
Volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Derivative liability, measurement input | 0.971 | 0.766 |
Fair Value Measurements - Activ
Fair Value Measurements - Activity of the Level 3 Instruments (Details) - Level 3 $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Beginning balance | $ 180 |
Change in fair value of derivative liability | (150) |
Ending balance | $ 30 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 60,993 | $ 60,993 | $ 63,178 | ||
Less: Accumulated depreciation | (47,578) | (47,578) | (45,404) | ||
Net Carrying Value | 13,415 | 13,415 | 17,774 | ||
Depreciation | 1,600 | $ 2,900 | 5,000 | $ 7,900 | |
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 50,726 | 50,726 | 50,688 | ||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 6,351 | 6,351 | 6,069 | ||
Computer equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | 3,108 | 3,108 | 5,629 | ||
Video equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, gross | $ 808 | $ 808 | $ 792 |
Capitalized Software Costs, n_3
Capitalized Software Costs, net - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Capitalized Computer Software, Net [Abstract] | |||||
Website and internal-use software | $ 86,791 | $ 86,791 | $ 75,871 | ||
Less: Accumulated amortization | (64,681) | (64,681) | (56,612) | ||
Net Carrying Value | 22,110 | 22,110 | $ 19,259 | ||
Amount of capitalized internal used software | 3,200 | $ 3,100 | 10,900 | $ 9,700 | |
Capitalized computer software, amortization | $ 2,700 | $ 2,500 | $ 8,100 | $ 7,000 |
Intangible Assets, net (Details
Intangible Assets, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Gross Carrying Value | $ 139,968 | $ 139,968 | $ 139,968 | ||
Accumulated Amortization | 30,027 | 30,027 | 18,639 | ||
Net Carrying Value | 109,941 | 109,941 | 121,329 | ||
Depreciation and amortization expense associated with intangible assets | 3,800 | $ 3,800 | 11,400 | $ 11,400 | |
Trademarks & tradenames | |||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Indefinite-lived intangible assets | $ 1,368 | $ 1,368 | $ 1,368 | ||
Acquired Technology | |||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Weighted- Average Remaining Useful Lives (in years) | 1 year | 1 year | 2 years | ||
Gross Carrying Value | $ 10,600 | $ 10,600 | $ 10,600 | ||
Accumulated Amortization | 7,929 | 7,929 | 5,279 | ||
Net Carrying Value | $ 2,671 | $ 2,671 | $ 5,321 | ||
Trademarks & tradenames | |||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Weighted- Average Remaining Useful Lives (in years) | 13 years | 13 years | 14 years | ||
Gross Carrying Value | $ 111,000 | $ 111,000 | $ 111,000 | ||
Accumulated Amortization | 14,306 | 14,306 | 8,756 | ||
Net Carrying Value | $ 96,694 | $ 96,694 | $ 102,244 | ||
Customer relationships | |||||
Finite Lived And Indefinite Lived Intangible Assets By Major Class [Line Items] | |||||
Weighted- Average Remaining Useful Lives (in years) | 2 years | 2 years | 3 years | ||
Gross Carrying Value | $ 17,000 | $ 17,000 | $ 17,000 | ||
Accumulated Amortization | 7,792 | 7,792 | 4,604 | ||
Net Carrying Value | $ 9,208 | $ 9,208 | $ 12,396 |
Intangible Assets, net - Estima
Intangible Assets, net - Estimated Future Amortization (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Rolling Maturity [Abstract] | |
Remainder of 2023 | $ 3,796 |
2024 | 13,438 |
2025 | 11,296 |
2026 | 7,400 |
2027 | 7,400 |
Thereafter | 65,243 |
Total | $ 108,573 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||||||
Jan. 01, 2024 | Dec. 15, 2022 USD ($) | Dec. 30, 2020 USD ($) | Jun. 30, 2021 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Mar. 31, 2021 USD ($) | Dec. 31, 2023 USD ($) | Sep. 30, 2023 USD ($) d | Sep. 30, 2022 USD ($) | Sep. 26, 2023 USD ($) | Jun. 29, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||
Issuance of letter of credit | $ 2,128,000 | $ 5,000,000 | |||||||||||
Debt issuance cost | $ 200,000 | ||||||||||||
Outstanding borrowings | $ 157,061,000 | 157,061,000 | $ 152,253,000 | ||||||||||
Unused borrowing capacity | 700,000 | $ 700,000 | |||||||||||
Convertible Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount | $ 150,000,000 | ||||||||||||
Interest rate | 8.50% | ||||||||||||
Shares convertible (in shares) | shares | 12,000,000 | ||||||||||||
Initial conversion price (in dollars per share) | $ / shares | $ 12.50 | ||||||||||||
Volume-weighted average trading price as percentage of conversion price | 130% | ||||||||||||
Number of trading days | d | 20 | ||||||||||||
Number of consecutive trading days | d | 30 | ||||||||||||
Term for calculating amount of interest declining ratably | 1 year | ||||||||||||
Term for calculating amount of interest on the aggregate principal amount | 3 years | ||||||||||||
Repurchase price as percentage of par plus accrued and unpaid interest | 101% | ||||||||||||
Derivative liability | $ 31,600,000 | $ 31,600,000 | |||||||||||
Effective interest rate | 15% | 15% | |||||||||||
Interest expense | $ 4,800,000 | $ 4,500,000 | $ 14,100,000 | 13,400,000 | |||||||||
Amortization of debt discount and issuance costs | 1,600,000 | $ 1,400,000 | 4,500,000 | $ 3,900,000 | |||||||||
Fair value of the notes | 110,000,000 | $ 110,000,000 | 99,800,000 | ||||||||||
Convertible Notes | Debt Conversion Terms One | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Term for calculating amount of interest declining ratably | 18 months | ||||||||||||
Term for calculating amount of interest on the aggregate principal amount | 12 months | ||||||||||||
Convertible Notes | Debt Conversion Terms Two | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Term for calculating amount of interest declining ratably | 12 months | ||||||||||||
Term for calculating amount of interest on the aggregate principal amount | 0 days | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument term | 3 years | ||||||||||||
Maximum borrowing capacity | $ 50,000,000 | ||||||||||||
Percentage of qualifying investment grade accounts receivable | 95% | ||||||||||||
Percentage of qualifying non-investment grade accounts receivable | 90% | ||||||||||||
Debt issuance cost | 600,000 | $ 600,000 | $ 100,000 | $ 200,000 | 400,000 | ||||||||
Debt instrument, covenants, liquidity threshold | $ 25,000,000 | 25,000,000 | 25,000,000 | ||||||||||
Outstanding borrowings | 33,800,000 | 33,800,000 | 33,500,000 | ||||||||||
Letter of credit outstanding | 15,500,000 | 15,500,000 | 15,500,000 | ||||||||||
Unused borrowing capacity | 700,000 | $ 700,000 | $ 1,000,000 | ||||||||||
Revolving Credit Facility | Forecast | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument, overadvance, maximum | $ 7,400,000 | ||||||||||||
Revolving Credit Facility | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Early termination fee, percentage | 0.50% | ||||||||||||
Revolving Credit Facility | Minimum | Forecast | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Margin rate, percentage | 3.75% | 4.50% | |||||||||||
Revolving Credit Facility | Maximum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Early termination fee, percentage | 2% | ||||||||||||
Revolving Credit Facility | Maximum | Forecast | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Margin rate, percentage | 4.25% | 5% | |||||||||||
Revolving Credit Facility | Secured Overnight Financing Rate (SOFR) | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Margin rate, percentage | 9% | ||||||||||||
Debt instrument floor rate | 0.75% | ||||||||||||
Minimum monthly average utilization of debt | $ 15,000,000 | $ 15,000,000 | |||||||||||
Percentage of fee on unused commitments | 0.375% | ||||||||||||
Standby letters of credit | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 15,500,000 | ||||||||||||
Issuance of letter of credit | $ 15,500,000 |
Debt - Schedule of Net Carrying
Debt - Schedule of Net Carrying Amount (Details) - Convertible Notes - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal outstanding | $ 150,000 | $ 150,000 |
Unamortized debt discount and issuance costs | (26,777) | (31,252) |
Net carrying value | $ 123,223 | $ 118,748 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest - Schedule of Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||||||||
Beginning balance | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,458 | $ 2,294 | $ 0 | $ 2,294 |
Allocation of net income (loss) | 0 | 0 | 0 | 0 | 0 | 164 | 0 | 164 |
Reclassification to permanent equity | 0 | (2,458) | ||||||
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 2,458 | $ 0 | $ 0 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | |||||
Sep. 30, 2023 USD ($) vote $ / shares shares | Jun. 20, 2023 shares | Mar. 21, 2023 USD ($) | Sep. 30, 2023 USD ($) vote $ / shares shares | Sep. 30, 2022 USD ($) | Dec. 31, 2022 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | ||||
Preferred stock, par value per share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 | |||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | |||
Sale of stock, maximum equity issuable | $ | $ 150,000 | |||||
Proceeds from the issuance of common stock in connection with at-the-market offering, net of issuance costs | $ | $ 902 | $ 0 | ||||
ATM Offering Agreement | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Sale of stock, equity distribution agreement, maximum offering, shares (in shares) | 13,266,011 | |||||
Number of shares issued (in shares) | 2,069,538 | |||||
Shares issued, price per share (in dollars per share) | $ / shares | $ 0.52 | $ 0.52 | ||||
Proceeds from the issuance of common stock in connection with at-the-market offering, net of issuance costs | $ | $ 900 | |||||
Sale of stock, equity distribution agreement, remaining shares available (in shares) | 11,196,473 | |||||
Stock options | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 800 | $ 800 | ||||
Weighted-average remaining requisite service period | 1 year 1 month 6 days | |||||
Restricted stock units | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Unrecognized compensation costs | $ | $ 10,600 | $ 10,600 | ||||
Class A Common Stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized (in shares) | 700,000,000 | 700,000,000 | 700,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common shares, votes per share | vote | 1 | 1 | ||||
Class B Common Stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | 20,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common shares, votes per share | vote | 50 | 50 | ||||
Class C Common Stock | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Common stock, shares authorized (in shares) | 10,000,000 | 10,000,000 | 10,000,000 | |||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Common shares, votes per share | vote | 0 | 0 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of the Share Activity Under the 2015 Plan (Details) - 2015 Equity Incentive Plan - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Number of Shares | ||
Outstanding at the beginning (in shares) | 3,976 | |
Granted (in shares) | 57 | |
Exercised (in shares) | (34) | |
Forfeited (in shares) | (167) | |
Expired (in shares) | (358) | |
Outstanding at the end (in shares) | 3,474 | 3,976 |
Expected to vest (in shares) | 3,474 | |
Exercisable (in shares) | 3,077 | |
Weighted Average Exercise Price | ||
Outstanding at the beginning (in dollars per share) | $ 6.20 | |
Granted (in dollars per share) | 0.61 | |
Exercised (in dollars per share) | 0.86 | |
Forfeited (in dollars per share) | 5.17 | |
Expired (in dollars per share) | 5.41 | |
Outstanding at the end (in dollars per share) | 6.29 | $ 6.20 |
Expected to vest (in dollars per share) | 6.29 | |
Exercisable (in dollars per share) | $ 6.50 | |
Weighted Average Remaining Term | ||
Weighted Average Remaining Term (in years) | 2 years 10 months 20 days | 3 years 9 months 18 days |
Vested and expected to vest (in years) | 2 years 10 months 20 days | |
Exercisable (in years) | 2 years 2 months 1 day | |
Aggregate Intrinsic Value | ||
Outstanding | $ 0 | $ 0 |
Expected to vest | 0 | |
Exercisable | $ 0 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of the Restricted Stock Unit Activity (Details) - Restricted stock units shares in Thousands | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Shares | |
Outstanding at the beginning (in shares) | shares | 7,495 |
Granted (in shares) | shares | 9,373 |
Vested (in shares) | shares | (3,642) |
Forfeited (in shares) | shares | (1,713) |
Outstanding at the end (in shares) | shares | 11,513 |
Weighted Average Grant- Date Fair Value | |
Outstanding at the beginning (in dollars per share) | $ / shares | $ 3.59 |
Granted (in dollars per share) | $ / shares | 0.63 |
Vested (in dollars per share) | $ / shares | 3.25 |
Forfeited (in dollars per share) | $ / shares | 3.78 |
Outstanding at the end (in dollars per share) | $ / shares | $ 1.26 |
Stockholders' Equity - Stock-Ba
Stockholders' Equity - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | $ 1,799 | $ 3,635 | $ 5,178 | $ 18,859 |
Cost of revenue, excluding depreciation and amortization | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | 272 | 460 | 883 | 3,615 |
Sales and marketing | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | 261 | 550 | 1,148 | 2,663 |
General and administrative | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | 1,191 | 2,448 | 3,345 | 8,828 |
Research and development | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||
Unrecognized compensation costs | $ 75 | $ 177 | $ (198) | $ 3,753 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||||||
Net loss | $ (13,932) | $ (26,993) | $ (78,029) | $ (95,140) | ||||
Net income attributable to the redeemable noncontrolling interest | 0 | $ 0 | $ 0 | 0 | $ 0 | $ 164 | 0 | 164 |
Net (loss) income attributable to noncontrolling interests | (210) | (137) | (470) | 211 | ||||
Net loss attributable to holders of Class A, Class B, and Class C common stock | $ (13,722) | $ (26,856) | $ (77,559) | $ (95,515) | ||||
Denominator: | ||||||||
Weighted average common shares outstanding, basic (in shares) | 145,053 | 138,939 | 142,585 | 137,591 | ||||
Weighted average common shares outstanding, diluted (in shares) | 145,053 | 138,939 | 142,585 | 137,591 | ||||
Net loss per common share, basic (in dollars per share) | $ (0.09) | $ (0.19) | $ (0.54) | $ (0.69) | ||||
Net loss per common share, diluted (in dollars per share) | $ (0.09) | $ (0.19) | $ (0.54) | $ (0.69) |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of diluted loss per share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Stock options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation of diluted loss per share, as their effect would be anti-dilutive (in shares) | 3,474 | 4,204 | 3,474 | 4,204 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation of diluted loss per share, as their effect would be anti-dilutive (in shares) | 11,513 | 8,256 | 11,513 | 8,256 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation of diluted loss per share, as their effect would be anti-dilutive (in shares) | 9,876 | 9,876 | 9,876 | 9,876 |
Convertible notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Shares excluded from the computation of diluted loss per share, as their effect would be anti-dilutive (in shares) | 12,000 | 12,000 | 12,000 | 12,000 |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) shares in Millions | 9 Months Ended |
Sep. 30, 2022 shares | |
Restricted stock | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Diluted net loss per share, as their effect would be anti-dilutive (in shares) | 2.4 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Benefit and Effective Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision | $ 55 | $ 890 | $ 165 | $ 3,036 |
Effective tax rate | (0.40%) | (3.40%) | (0.20%) | (3.30%) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
U.S. federal statutory income tax rate | 21% | 21% | 21% | 21% |
Discrete tax expense | $ 0.9 | $ 0.9 |
Restructuring Costs - Narrative
Restructuring Costs - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Apr. 20, 2023 | |
Restructuring Cost and Reserve [Line Items] | ||||
Reduction in workforce, percentage | 15% | |||
Restructuring charges | $ 9,700,000 | |||
C Acquisition Purchase Agreement | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 0 | $ 5,300,000 | ||
Cost of revenue, excluding depreciation and amortization | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 4,400,000 | |||
Cost of revenue, excluding depreciation and amortization | 2023 Workforce Reduction | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 5,500,000 | |||
Sales and marketing | 2023 Workforce Reduction | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 2,800,000 | |||
Sales and marketing | C Acquisition Purchase Agreement | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 300,000 | |||
General and administrative | 2023 Workforce Reduction | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 600,000 | |||
General and administrative | C Acquisition Purchase Agreement | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 500,000 | |||
Research and development | 2023 Workforce Reduction | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 800,000 | |||
Research and development | C Acquisition Purchase Agreement | Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 100,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating Leased Assets [Line Items] | ||
Fixed monthly rent for sublease | $ 800 | |
Borrowings on Revolving Credit Facility | 2,128 | $ 5,000 |
Letter of Credit | ||
Operating Leased Assets [Line Items] | ||
Borrowings on Revolving Credit Facility | $ 4,500 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Operating Leased Assets [Line Items] | ||||
Operating lease cost | $ 7,653 | $ 22,620 | $ 22,820 | |
Sublease income | (2,680) | (11,778) | (6,350) | |
Total lease cost | $ 4,973 | $ 10,842 | $ 16,470 | |
General and administrative | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease cost | $ 7,557 | |||
Sublease income | (3,926) | |||
Total lease cost | $ 3,631 |
Leases - Schedule of Right-Of-U
Leases - Schedule of Right-Of-Use Assets and Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Right-of-use assets | $ 51,162 | $ 66,581 |
Liabilities | ||
Current lease liabilities | 21,312 | 23,398 |
Noncurrent lease liabilities | 43,424 | 59,315 |
Total lease liabilities | $ 64,736 | $ 82,713 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information and Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash paid for amounts included in measurement of lease liabilities: | |||
Operating cash flows for operating lease liabilities | $ 25,369 | $ 25,434 | |
Weighted average remaining lease term (years) | 2 years 10 months 24 days | 3 years 4 months 24 days | |
Weighted average discount rate | 13.85% | 13.76% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Remainder of 2023 | $ 7,476 | |
2024 | 28,211 | |
2025 | 25,607 | |
2026 | 13,036 | |
2027 | 2,698 | |
Thereafter | 1,317 | |
Total lease payments | 78,345 | |
Less: imputed interest | (13,609) | |
Total lease liabilities | $ 64,736 | $ 82,713 |
Leases - Schedule of Sublease R
Leases - Schedule of Sublease Receipts to be Received Under Noncancellable Subleases (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Leases [Abstract] | |
Remainder of 2023 | $ 4,027 |
2024 | 15,538 |
2025 | 15,538 |
2026 | 4,886 |
2027 | 178 |
Thereafter | 0 |
Total | $ 40,167 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) | Nov. 27, 2023 | Aug. 15, 2023 USD ($) individual | Aug. 04, 2023 USD ($) individual | Mar. 15, 2022 individual arbitration | May 31, 2023 $ / shares |
Loss Contingencies [Line Items] | |||||
Number of plaintiffs | 91 | ||||
Number of mass arbitrations | arbitration | 2 | ||||
Consecutive trading days, suspension from trading or the delisting of common stock | 30 days | ||||
Share price, threshold for delisting (in dollars per share) | $ / shares | $ 1 | ||||
Initial period, suspension from trading or the delisting of common stock | 180 days | ||||
Consecutive trading days, before compliance date, suspension from trading or the delisting of common stock | 10 days | ||||
Second period, suspension from trading or the delisting of common stock | 180 days | ||||
Forecast | |||||
Loss Contingencies [Line Items] | |||||
Extension period, suspension from trading or the delisting of common stock | 180 days | ||||
Violation Of VPPA | |||||
Loss Contingencies [Line Items] | |||||
Loss contingency, damages sought, value | $ | $ 2,500 | $ 2,500 | |||
Violation of VPP Act - BuzzFeed.com Website | |||||
Loss Contingencies [Line Items] | |||||
Number of plaintiffs | 12,176 | 8,927 | |||
Violation Of VPP Act - HuffPost.com Website | |||||
Loss Contingencies [Line Items] | |||||
Number of plaintiffs | 5,247 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2023 segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Mar. 15, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 73,299,000 | $ 103,733,000 | $ 218,353,000 | $ 302,051,000 | ||
Accounts payable | 41,610,000 | 41,610,000 | $ 29,329,000 | |||
Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, amounts of transaction | 0 | 200,000 | ||||
NBCUniversal Media, LLC | Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | 1,900,000 | 1,200,000 | 2,600,000 | 3,300,000 | ||
Related party transaction, amounts of transaction | 0 | 600,000 | ||||
Outstanding receivable | 2,000,000 | 2,000,000 | 2,200,000 | |||
Accounts payable | 200,000 | 200,000 | $ 0 | |||
Verizon Ventures LLC | Verizon Ventures LLC | Buzzfeed | ||||||
Related Party Transaction [Line Items] | ||||||
Percentage of common stock owned by related party | 5% | |||||
Verizon Ventures LLC | Common Stock | ||||||
Related Party Transaction [Line Items] | ||||||
Conversion of stock, shares converted (in shares) | 6,478,031 | |||||
Verizon Ventures LLC | Related Party | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | 0 | 0 | 0 | 0 | ||
Related party transaction, amounts of transaction | $ 1,500,000 | $ 1,500,000 | $ 4,500,000 | $ 4,500,000 |
Supplemental Disclosures - Sche
Supplemental Disclosures - Schedule of Film Costs (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Individual Monetization: | ||
Feature films in production | $ 3,878 | $ 0 |
Total | $ 3,878 | $ 0 |
Supplemental Disclosures - Film
Supplemental Disclosures - Film Costs (Additional Information) (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Supplemental Disclosures [Abstract] | ||
Reduction in film costs | $ 0 | $ 1,500,000 |
Film costs, production tax credit, receivable | $ 3,000,000 | $ 3,000,000 |
Supplemental Disclosures - Supp
Supplemental Disclosures - Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Supplemental Disclosures [Abstract] | ||
Cash paid for income taxes, net | $ 1,126 | $ 2,098 |
Cash paid for interest | 9,599 | 8,495 |
Non-cash investing and financing activities: | ||
Accounts payable and accrued expenses related to property and equipment | 245 | 549 |
Accrued deferred offering costs | 597 | 0 |
Exchange of accounts receivable for investment in equity securities | $ 750 | $ 0 |
Other Expense, Net (Details)
Other Expense, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Other Nonoperating Income (Expense) [Abstract] | ||||
Exchange loss | $ (1,224) | $ (3,034) | $ (314) | $ (6,535) |
Gain (loss) on investment | 90 | 0 | (3,500) | 1,260 |
Other expense | (182) | (230) | (769) | (623) |
Other income | 9 | 12 | 221 | 68 |
Gain on disposition of assets | 0 | 500 | 0 | 500 |
Total | $ (1,307) | $ (2,752) | $ (4,362) | $ (5,330) |
Impairment Expense (Details)
Impairment Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Subtenant rent free period (in months) | 4 months | |||
Non-cash impairment charge | $ 0 | $ 2,160 | $ 0 | $ 2,160 |
Subleased Property | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Non-cash impairment charge | 2,200 | |||
Non-cash impairment charge allocated to the right-of-use asset | 1,400 | |||
Non-cash impairment charge allocated to leasehold improvements | $ 800 |