Bumble Inc
For the period ended Sep 30, 2024. Filed Nov 8, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 8, 2024
BMBL$5.97-0.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-06-30; filed 2024-08-08.
0000950170-24-093910
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-09-30; filed 2024-11-08.
0000950170-24-124066
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 161 previous paragraphs and 173 current paragraphs.
89 unchanged; 48 reworded; 35 added; 21 removed; 3 previous and 1 current paragraphs rearranged.
Tables are not compared: 17 previous and 18 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (35)
Current report
Total revenue of $273.6 million and $275.5 million, respectively;
Current report
Bumble App Revenue of $220.2 million and $221.8 million, respectively;
Current report
Badoo App and Other Revenue of $53.4 million and $53.7 million, respectively;
Current report
Net loss of $849.3 million, which includes an $892.2 million impairment loss, compared to net earnings of $23.1 million, representing net earnings margin of 8.4%; and
Current report
Total revenue of $810.0 million and $778.2 million, respectively;
Current report
Bumble App Revenue of $653.9 million and $624.0 million, respectively;
Current report
Badoo App and Other Revenue of $156.1 million and $154.2 million, respectively;
Current report
Net loss of $777.7 million, which includes an $892.2 million impairment loss, compared to net earnings of $30.1 million, representing net earnings margin of 3.9%; and
Current report
Not meaningful
Current report
Key Factors Affecting our Performance
Current report
Our results of operations and financial condition have been, and will continue to be, affected by a number of factors, including those discussed below.
Current report
Growth Strategy
Current report
As previously disclosed, we are in the process of implementing a new strategy and transformation plan intended to deliver durable customer value and drive long-term sustainable revenue. As part of this new strategy, we are focusing on fostering a vibrant and healthy customer ecosystem, improving the customer experience through product innovation and optimization of operations, and evolving our revenue strategy to ensure we deliver value at every step of our customers’ journey through a rebalancing of Bumble app subscription tiers, among other things. As we address these areas of focus, our user growth and success in attracting new users, user engagement and monetization may be negatively impacted. Furthermore, if we do not successfully implement our new strategy, our business, financial condition and results of operations could be materially adversely affected.
Current report
See also “If we fail to retain existing users or add new users, or if our users decrease their level of engagement with our products or do not convert to paying users, our revenue, financial results and business may be significantly harmed” and “We are subject to certain risks as a mission-based company” in Part I, “Item 1A—Risk Factors—Risks Related to Our Brands, Products and Operations” of our 2023 Form 10-K.
Current report
Tax Receivable Agreement
Current report
Impairment Charges
Current report
During the three months ended September 30, 2024, we identified potential impairment triggering events related to our indefinite-lived assets, long-lived assets and definite-lived intangible assets, and goodwill. These triggering events included our revised 2024 outlook and a decrease in our stock price and market capitalization that was sustained during the third quarter of 2024. As a result, we performed an interim impairment test. Based on the results of the test, we recognized impairment charges of $670.3 million for indefinite-lived intangible assets, $24.7 million for the Fruitz asset group and $197.2 million for goodwill during the three and nine months ended September 30, 2024. There were no impairment charges recorded for the three and nine months ended September 30, 2023.
Current report
Given the aforementioned impairment recorded in 2024, it is reasonably possible that changes in judgments, assumptions and estimates we made in assessing the fair values of these assets could cause us to consider some portion, or all of the remaining carrying values of these assets, to become impaired. A further decline in our stock price, economic downturns, a decline in market conditions and/or unfavorable industry trends could potentially trigger impairment tests in the future. In addition, reduced demand for our products, slower growth rates in our industry, and changes in market-based interest rates could negatively impact the estimated future cash flows and discount rates used in the income approach to determine the fair values of these assets and could result in an impairment charge in the future.
Current report
For additional information, see Note 2, Summary of Selected Significant Accounting Policies—Impairment of Goodwill,—Impairment of Indefinite-lived Intangible Assets and —Impairment of Long-lived Assets and Definite-lived Intangible Assets and Note 5, Goodwill and Intangible Assets, Net to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Current report
Acquisition
Current report
On July 1, 2024, we completed the acquisition of Geneva Technologies Inc.(“Geneva”) for total cash consideration of $17.5 million, net of cash acquired, of which $17.2 million was allocated to developed technology and $0.3 million was allocated to other assets and liabilities.
Current report
For additional information, see Note 5, Goodwill and Intangible Assets, Net to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Current report
Impairment loss
Current report
Impairment loss relates to impairment charges to indefinite-lived intangible assets, long-lived assets and definite-lived intangible assets, and goodwill as applicable.
Current report
Comparison of the Three and Nine Months Ended September 30, 2024 and 2023
Current report
Selling and marketing expense for the three months ended September 30, 2024 decreased by $5.3 million, or 7.7%, as compared to the same period in 2023. The change was primarily due to a $3.2 million decrease in personnel-related costs and a $2.0 million decrease in stock-based compensation, both of which were due to headcount reduction associated with our Restructuring Plan, and a $0.5 million decrease in marketing costs.
Current report
Impairment loss
Current report
During the three and nine months ended September 30, 2024, we recognized an impairment charge of $670.3 million for our indefinite-lived intangible assets, $24.7 million for the Fruitz asset group, and $197.2 million for goodwill. There were no impairment charges recorded for the three and nine months ended September 30, 2023. For additional information, see Note 2, Summary of Selected Significant Accounting Policies—Impairment of Goodwill,—Impairment of Indefinite-lived Intangible Assets and —Impairment of Long-lived Assets and Definite-lived Intangible Assetsand Note 5, Goodwill and Intangible Assets, Net to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Current report
Interest expense, net
Current report
Other income, net for the three months ended September 30, 2024 increased by $2.6 million, compared to the same period in 2023. The change was primarily due to a $8.2 million increase in net foreign currency exchange gains, partially offset by a $4.9 million increase in net losses on interest rate swaps.
Current report
Income tax provision
Current report
Not meaningful
Current report
Represents impairment charges to indefinite-lived intangible assets, the Fruitz asset group and goodwill in 2024.
Current report
In July 1, 2024, we completed the acquisition of Geneva for a total cash consideration of $17.5 million, net of cash acquired.
Current report
Additionally, we have the following contractual obligations not reflected in the table set forth above:
Removed paragraphs (21)
Previous report
Total revenue of $268.6 million and $259.7 million, respectively;
Previous report
Bumble App Revenue of $218.0 million and $208.0 million, respectively;
Previous report
Badoo App and Other Revenue of $50.6 million and $51.8 million, respectively;
Previous report
Net earnings (loss) of $37.7 million and $9.3 million, respectively, representing net earnings (loss) margins of 14.0%, and 3.6%, respectively; and
Previous report
Total revenue of $536.4 million and $502.7 million, respectively;
Previous report
Bumble App Revenue of $433.7 million and $402.3 million, respectively;
Previous report
Badoo App and Other Revenue of $102.7 million and $100.4 million, respectively;
Previous report
Net earnings (loss) of $71.6 million and $7.0 million, respectively, representing net earnings (loss) margins of 13.3% and 1.4%, respectively; and
Previous report
Secondary Offering
Previous report
On March 8, 2023, the Company completed a secondary offering of 13.75 million shares of Class A common stock on behalf of certain selling stockholders affiliated with Blackstone (the “Blackstone Selling Stockholders”) and the Founder at a price of $22.80 per share. This transaction resulted in the issuance of 7.2 million shares of Class A common stock for the period ended March 31, 2023, which were issued in exchange for Common Units held by the selling stockholders.
Previous report
Bumble did not sell any shares of Class A common stock in these offerings and did not receive any of the proceeds from the sales. Bumble paid the costs associated with the sales of shares by the selling stockholders, net of the underwriting discounts.
Previous report
Reorganization Transactions
Previous report
Prior to the completion of the IPO, we undertook certain reorganization transactions (the “Reorganization Transactions”) such that Bumble Inc. is now a holding company, and its sole material asset is a controlling equity interest in Bumble Holdings. As the general partner of Bumble Holdings, Bumble Inc. now operates and controls all of the business and affairs of Bumble Holdings, has the obligation to absorb losses and receive benefits from Bumble Holdings and, through Bumble Holdings and its subsidiaries, conducts our business. Bumble Inc. will consolidate Bumble Holdings on its consolidated financial statements and record a non-controlling interest, related to the Common Units and the Incentive Units held by our pre-IPO owners, on its consolidated balance sheets and statements of operations.
Previous report
Bumble Inc. is a corporation for U.S. federal and state income tax purposes. Bumble Inc.’s accounting predecessor, Bumble Holdings is and has been since the Sponsor Acquisition, treated as a flow-through entity for U.S. federal income tax purposes, and as such, has generally not been subject to U.S. federal income tax at the entity level. Following our IPO, Bumble Inc. pays U.S. federal and state income taxes as a corporation on its share of Bumble Holdings’ taxable income.
Previous report
We have determined that it is more likely than not that we will be unable to realize tax benefits related to certain basis adjustments and acquired net operating losses that were received in connection with the Reorganization Transactions and our IPO. As a result of this determination, we have not recorded the benefit of these deferred tax assets as of June 30, 2024. At the time of the Sponsor Acquisition, the assets and liabilities of Bumble Holdings were adjusted to fair value on the closing date of the business combination for both financial reporting and income tax purposes. As a result of the IPO, we inherited certain tax benefits associated with this stepped-up basis (“Common Basis”) created when certain pre-IPO owners acquired their interests in Bumble Holdings in the Sponsor Acquisition. This Common Basis entitles us to the depreciation and amortization deductions previously allocable to the pre-IPO owners. Based on current projections, we anticipate having sufficient taxable income to be able to realize the benefit of this Common Basis and have recorded a tax receivable agreement liability to related parties of $419.3 million related to these benefits as of June 30, 2024. To the extent that we determine that we are able to realize the tax benefits associated with the basis adjustments and net operating losses, we would record an additional liability of $290.5 million for a total liability of $709.8 million. If, in the future, we are not able to utilize the Common Basis, we would record a reduction in the tax receivable agreement liability to related parties that would result in a benefit recorded within our consolidated statements of operations. During the six months ended June 30, 2024, our tax receivable agreement liability decreased by a net $10.9 million due to the following: (1) a $23.1 million decrease from tax receivable agreement payments made during the first quarter of 2024, and (2) an offsetting increase of $12.2 million, primarily due to the effects of the repurchase of Common Units in Bumble Holdings from Blackstone entities and the common stock repurchases completed in the first quarter of 2024.
Previous report
Comparison of the Three and Six Months Ended June 30, 2024 and 2023
Previous report
Selling and marketing expense for the six months ended June 30, 2024 increased by $2.3 million, or 1.8%, as compared to the same period in 2023. The change was primarily due to a $10.3 million increase in marketing costs, partially offset by a $7.5 million decrease in stock-based compensation driven by forfeitures primarily due to our Restructuring Plan.
Previous report
Interest income (expense), net
Previous report
Other expense, net for the three months ended June 30, 2024 decreased by $2.4 million, or 81.2%, compared to the same period in 2023. The change was primarily due to a $1.4 million decrease in net foreign currency exchange losses and a $1.1 million increase in net gains on interest rate swaps.
Previous report
Income tax benefit (provision)
Previous report
On July 1, 2024, we completed the acquisition by merger (the “Acquisition”) of the outstanding capital stock of Geneva Technologies, Inc. (“Geneva”), a privately held company, for an aggregate purchase price of approximately $17.0 million in cash, subject to specified purchase price adjustments.
Reworded paragraphs (48)
Previous wording
We provide online dating and social networking applications through free, subscription and in-app purchases of products servicing North America, Europe and various other countries around the world. As of June 30, 2024, Bumble operates five apps, Bumble, Bumble For Friends, Badoo, Fruitz and Official. Bumble app, launched in 2014, is one of the first dating apps built with women at the center, where women make the first move. Bumble app is a leader in the online dating sector across several countries, including the United States, the United Kingdom, Australia and Canada. Badoo app, launched in 2006, was one of the pioneers of web and mobile free-to-use dating products. Badoo app’s focus is to make finding meaningful connections easy, fun and accessible for a mainstream global audience. Badoo app continues to be a market leader in Europe and Latin America. In January 2022, we acquired Fruitz, an intentions-driven dating app focused on Gen Z, operating in EMEA and Canada. In April 2023, we acquired Official, an app that is intended to help couples build healthy and lasting habits in their romantic relationships. Building on the BFF mode in Bumble app, in July 2023 we officially launched a standalone Bumble For Friends app. Bumble For Friends app is a friendship app where people in all stages of life can meet people nearby and create meaningful platonic connections.
Current wording
We provide online dating and social networking applications through free, subscription and in-app purchases of products servicing North America, Europe and various other countries around the world. As of September 30, 2024, Bumble operates five apps, Bumble, Bumble For Friends, Badoo, Fruitz, and Official. Bumble app, launched in 2014, is one of the first dating apps built with women at the center, where women make the first move. Bumble app is a leader in the online dating sector across several countries, including the United States, the United Kingdom, Australia and Canada. Badoo app, launched in 2006, was one of the pioneers of web and mobile free-to-use dating products. Badoo app’s focus is to make finding meaningful connections easy, fun and accessible for a mainstream global audience. Badoo app continues to be a market leader in Europe and Latin America. In January 2022, we acquired Fruitz, an intentions-driven dating app focused on Gen Z, operating in EMEA and Canada. In April 2023, we acquired Official, an app that is intended to help couples build healthy and lasting habits in their romantic relationships. Building on the BFF mode in Bumble app, in July 2023 we officially launched a standalone Bumble For Friends app. Bumble For Friends app is a friendship app where people in all stages of life can meet people nearby and create meaningful platonic connections. Through the acquisition of Geneva in July 2024, we aim to expand the Bumble For Friends experience from one-to-one connections to groups and communities to serve the many ways people seek friendships.
Previous wording
Adjusted EBITDA of $149.0 million and $126.6 million, respectively, representing Adjusted EBITDA margins of 27.8% and 25.2%, respectively.
Current wording
Adjusted EBITDA of $82.6 million and $75.3 million, respectively, representing Adjusted EBITDA margins of 30.2%, and 27.3%, respectively.
Previous wording
For the six months ended June 30, 2024 and 2023, we generated:
Current wording
For the nine months ended September 30, 2024 and 2023, we generated:
Previous wording
Adjusted EBITDA of $75.0 million and $67.3 million, respectively, representing Adjusted EBITDA margins of 27.9%, and 25.9%, respectively.
Current wording
Adjusted EBITDA of $231.6 million and $201.9 million, respectively, representing Adjusted EBITDA margins of 28.6% and 25.9%, respectively.
Previous wording
Net cash provided by operating activities of $35.3 million and $56.1 million, respectively, and operating cash flow conversion of 49.4% and 799.1%, respectively; and
Current wording
Net cash provided by operating activities of $128.8 million and $118.7 million, respectively, and operating cash flow conversion of * and 393.7%, respectively; and
Previous wording
Free cash flow of $30.8 million and $46.9 million, respectively, representing free cash flow conversion of 20.7% and 37.0%, respectively.
Current wording
Free cash flow of $122.7 million and $105.9 million, respectively, representing free cash flow conversion of 53.0% and 52.5%, respectively.
Previous wording
For a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin, Free Cash Flow and Free Cash Flow Conversion, which are all non-GAAP measures, to the most directly comparable GAAP financial measures, information about why we consider Adjusted
Current wording
For a reconciliation of Adjusted EBITDA, Adjusted EBITDA margin, Free Cash Flow and Free Cash Flow Conversion, which are all non-GAAP measures, to the most directly comparable GAAP financial measures, information about why we consider Adjusted EBITDA, Adjusted EBITDA margin, free cash flow and free cash flow conversion useful and a discussion of the material risks and limitations of these measures, please see “Non-GAAP Financial Measures.”
Previous wording
The following metrics were calculated excluding paying users and revenue generated from Official, advertising and partnerships or affiliates and, for periods prior to the fourth quarter of 2023, excluding paying users and revenue generated from Fruitz. Beginning in the fourth quarter of 2023, paying users and revenue generated from Fruitz are included in our key operating metrics. Prior period information and key operating metrics have not been recast to include paying users and revenue generated from Fruitz.
Current wording
The following metrics were calculated excluding paying users and revenue generated from Official, advertising and partnerships or affiliates and, for periods prior to the fourth quarter of 2023, excluding paying users and revenue generated from Fruitz. Beginning in the fourth quarter of 2023, paying users and revenue generated from Fruitz are included in our key operating metrics. Prior period information and key operating metrics have not been recast to include paying users and revenue generated from Fruitz. Geneva is a non-revenue generating app as of September 30, 2024 and excluded from our key operating metrics.
Previous wording
Adjusted EBITDA. We define Adjusted EBITDA as net earnings (loss) excluding income tax (benefit) provision, interest (income) expense, net, depreciation and amortization expense, stock-based compensation expense, employer costs related to stock-based compensation, foreign exchange (gain) loss, changes in fair value of contingent earn-out liability, interest rate swaps and investments in equity securities, transaction and other costs, litigation costs net of insurance reimbursements that arise outside of the ordinary course of business, tax receivable agreement liability remeasurement (benefit) expense, impairment loss, and costs associated with our Restructuring Plan. Adjusted EBITDA margin represents Adjusted EBITDA as a percentage of revenue.
Current wording
Adjusted EBITDA. We define Adjusted EBITDA as net earnings (loss) excluding income tax (benefit) provision, interest (income) expense, net, depreciation and amortization expense, stock-based compensation expense, employer costs related to stock-based compensation, foreign exchange (gain) loss, changes in fair value of contingent earn-out liability, interest rate swaps and investments in equity securities, transaction and other costs, litigation costs net of insurance reimbursements that arise outside of the ordinary course of business, tax receivable agreement liability remeasurement
Previous wording
The prevailing global economic climate, the conflicts in Eastern Europe and the Middle East, and other macroeconomic conditions, including but not limited to slower growth or economic recession, changes to fiscal and monetary policy, and fluctuations in foreign currency exchange rates have impacted and may continue to impact our business as consumers face greater pressure on disposable income. We continuously monitor the direct and indirect impacts of these circumstances on our business and financial results.
Current wording
Macroeconomic conditions, including the conflicts in Eastern Europe and the Middle East, slower growth or economic recession, changes to fiscal and monetary policy and fluctuations in foreign currency exchange rates have impacted and may continue to impact our results of operations, as well as our consumers who face greater pressure on disposable income. We continuously monitor the direct and indirect impacts of these circumstances on our business and financial results.
Previous wording
In May 2023, we announced that our Board of Directors approved a share repurchase program of up to $150.0 million of our outstanding Class A common stock with repurchases under the program to be made on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases or other means, including privately negotiated transactions. We announced increases in the share repurchase program authorized amount from $150.0 million to $300.0 million in November 2023 and from $300.0 million to $450.0 million in May 2024. There were no share repurchases during the three months ended June 30, 2024. During the six months ended June 30, 2024, share repurchases included 5.3 million shares of Class A common stock and 2.0 million Common Units for $84.4 million, excluding excise tax obligations. During the three and six months ended June 30, 2023, share repurchases included 1.3 million shares of Class A common stock for $20.9 million. As of June 30, 2024, a total of $208.7 million remains available for repurchase under the repurchase program.
Current wording
In May 2024, our Board of Directors approved amendments to the share repurchase program to increase the authorized Class A common stock repurchase amount from $300.0 million to $450.0 million. During the three months ended September 30, 2024, we repurchased 14.2 million shares of Class A common stock for $89.7 million, excluding excise tax obligations. During the nine months ended September 30, 2024, we repurchased 19.5 million shares of Class A common stock and 2.0 million Common Units for $174.1 million, excluding excise tax obligations. There were no share repurchases during the three months ended September 30, 2023. During the nine months ended September 30, 2023, we repurchased 1.3 million shares of Class A common stock for $20.9 million. As of September 30, 2024, a total of $119.0 million remained available for repurchase under the repurchase program.
Previous wording
For additional information, see Note 2, Summary of Selected Significant Accounting Policies —Share Repurchase Program and Note 12, Related Party Transactions — Share Repurchase, to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Current wording
For additional information, see Note 2, Summary of Selected Significant Accounting Policies —Share Repurchase Program, Note 12, Related Party Transactions — Share Repurchase, to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Previous wording
In connection with the Reorganization Transactions and our IPO, we entered into a tax receivable agreement with certain of our pre-IPO owners that provides for the payment by the Company to such pre-IPO owners of 85% of the benefits that the Company realizes, or is deemed to realize, as a result of the Company’s allocable share of existing tax basis acquired in our IPO, increases in our share of existing tax basis and adjustments to the tax basis of the assets of Bumble Holdings as a result of sales or exchanges of Common Units (including Common Units issued upon conversion of vested Incentive Units), and our utilization of certain tax attributes of the Blocker Companies (including the Blocker Companies’ allocable share of existing tax basis) and certain other tax benefits related to entering into the tax receivable agreement. The payments under the tax receivable agreement are not conditioned upon continued ownership of the Company by the pre-IPO owners.
Current wording
In connection with certain reorganization transactions and our IPO, we entered into a tax receivable agreement with certain of our pre-IPO owners that provides for the payment by the Company to such pre-IPO owners of 85% of the benefits that the Company realizes, or is deemed to realize, as a result of the Company's allocable share of existing tax basis acquired in our IPO and other tax benefits related to entering into the tax receivable agreement. The payments that we may be required to make under the tax receivable agreement to the pre-IPO owners may be significant and are dependent upon future taxable income. During the nine months ended September 30, 2024, our tax receivable agreement liability decreased by a net $17.2 million due to the following: (1) a $23.1 million decrease from tax receivable agreement payments made during the first quarter of 2024, and (2) a partially offsetting net increase of $5.9 million, primarily due to the effects of the repurchase of Common Units in Bumble Holdings from Blackstone entities completed in the first quarter of 2024 and the effects of the repurchase of Common Units in Bumble Holdings from Bumble during 2024, the proceeds from which were used to fund Class A common stock repurchases during 2024.
Previous wording
For additional information, see “Risk Factors—Bumble Inc. will be required to pay certain of our pre-IPO owners for most of the benefits relating to tax depreciation or amortization deductions that we may claim as a result of Bumble Inc.’s allocable share of existing tax basis acquired in the IPO, Bumble Inc.’s increase in its allocable share of existing tax basis and anticipated tax basis adjustments we receive in connection with sales or exchanges of Common Units (including Common Units issued upon conversion of vested Incentive Units) in connection with or after the IPO and our utilization of certain tax attributes of the Blocker Companies.” and “Risk Factors—In certain cases, payments under the tax receivable agreement may be accelerated and/or significantly exceed the actual benefits Bumble Inc. realizes in respect of the tax attributes subject to the tax receivable agreement.” in each case, in Part I, “Item 1A—Risk Factors” of our 2023 Form 10-K.
Current wording
For additional information, see “Risk Factors—Bumble Inc. will be required to pay certain of our pre-IPO owners for most of the benefits relating to tax depreciation or amortization deductions that we may claim as a result of Bumble Inc.’s allocable share of existing tax basis acquired in the IPO, Bumble Inc.’s increase in its allocable share of existing tax basis and anticipated tax basis adjustments we receive in connection with sales or exchanges of Common Units (including Common Units issued upon conversion of vested Incentive Units) in connection with or after the IPO and our utilization of certain tax attributes of the Blocker Companies”, “Risk Factors—In certain cases, payments under the tax receivable agreement may be accelerated and/or significantly exceed the actual benefits Bumble Inc. realizes in respect of the tax attributes subject to the tax receivable agreement.” in each case, in Part I, “Item 1A—Risk Factors” of our 2023 Form 10-K, and Note 4, Payable to Related Parties Pursuant to a Tax Receivable Agreement, to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Previous wording
On February 27, 2024, the Company announced that it adopted a restructuring plan (the “Restructuring Plan”) to reduce its global workforce by approximately 350 roles to better align its operating model with future strategic priorities and to drive stronger operating leverage. The Restructuring Plan is expected to be completed in the third quarter of 2024, and we expect to incur approximately $20.0 million to $22.0 million of total non-recurring charges through the third quarter of 2024, consisting primarily of employee severance, benefits, and related charges for impacted employees. For the three and six months ended June 30, 2024, we incurred non-recurring restructuring charges of $3.2 million and $19.8 million, respectively.
Current wording
On February 27, 2024, the Company announced that it adopted a restructuring plan (the “Restructuring Plan”) to reduce its global workforce by approximately 350 roles to better align its operating model with future strategic priorities and to drive stronger operating leverage. The Restructuring Plan was completed in the third quarter of 2024, and we incurred approximately $20.4 million of total non-recurring charges through the third quarter of 2024, consisting primarily of employee severance, benefits, and related charges for impacted employees. For the three and nine months ended September 30, 2024, we incurred non-recurring charges of $0.6 million and $20.4 million, respectively.
Previous wording
General and administrative expense consists primarily of compensation (including stock-based compensation) and other employee-related costs for personnel engaged in executive management, finance, legal, tax and human resources. General and administrative expense also consists of transaction costs, impairment losses, changes in fair value of contingent earn-out liability, expenses associated with facilities, information technology, external professional services, legal costs, settlement of legal claims and accruals for future legal obligations that are deemed probable and estimable, restructuring charges and other administrative expenses.
Current wording
General and administrative expense consists primarily of compensation (including stock-based compensation) and other employee-related costs for personnel engaged in executive management, finance, legal, tax and human resources. General and administrative expense also consists of transaction costs, changes in fair value of contingent earn-out liability, expenses associated with facilities, information technology, external professional services, legal costs, settlement of legal claims and accruals for future legal obligations that are deemed probable and estimable, restructuring charges and other administrative expenses.
Previous wording
Other income (expense), net consists of insurance reimbursement proceeds, impacts from foreign exchange transactions, tax receivable agreement liability remeasurement (benefit) expense, loss on debt extinguishment, fair value changes in derivatives, sub-lease income and investments in equity securities.
Current wording
Other income (expense), net consists of insurance reimbursement proceeds, impacts from foreign exchange transactions, tax receivable agreement liability remeasurement expense, loss on debt extinguishment, fair value changes in derivatives, sub-lease income and investments in equity securities.
Previous wording
During the three and six months ended June 30, 2024, stock-based compensation expense decreased due to forfeitures for terminations including the reduction in force related to the Restructuring Plan.
Current wording
During the three and nine months ended September 30, 2024, stock-based compensation expense decreased from the same periods in 2023, primarily due to forfeitures for terminations including the reduction in force related to the Restructuring Plan.
Previous wording
Total Revenue was $268.6 million for the three months ended June 30, 2024, compared to $259.7 million for the same period in 2023. The increase was primarily driven by growth in Total Paying Users, partially offset by a decline in Total Average Revenue per Paying User and unfavorable fluctuations in foreign currency exchange rates.
Current wording
Total Revenue was $273.6 million for the three months ended September 30, 2024, compared to $275.5 million for the same period in 2023. The decrease was primarily driven by a decline in Total Average Revenue per Paying User and unfavorable fluctuations in foreign currency exchange rates, partially offset by growth in Total Paying Users.
Previous wording
Bumble App Revenue was $433.7 million for the six months ended June 30, 2024, compared to $402.3 million for the same period in 2023. This increase was primarily driven by a 16.1% increase in Bumble App Paying Users to 2.8 million, partially offset by a 7.2% decline in Bumble App ARPPU to $26.06 and unfavorable fluctuations in foreign currency exchange rates.
Current wording
Bumble App Revenue was $220.2 million for the three months ended September 30, 2024, compared to $221.8 million for the same period in 2023. This decrease was primarily driven by a 9.9% decline in Bumble App ARPPU to $25.58 and unfavorable fluctuations in foreign currency exchange rates, partially offset by a 10.2% increase in Bumble App Paying Users to 2.9 million.
Previous wording
Badoo App and Other Revenue was $50.6 million for the three months ended June 30, 2024, compared to $51.8 million for the same period in 2023. This decrease was primarily driven by a decline in Badoo App and Other ARPPU to $11.93, partially offset by an increase in Badoo App and Other Paying Users to 1.3 million. We began to include paying users and revenue generated from Fruitz in our key operating metrics in the fourth quarter of 2023 and prior period key operating metrics have not been recast.
Current wording
Badoo App and Other Revenue was $53.4 million for the three months ended September 30, 2024, compared to $53.7 million for the same period in 2023. This decrease was primarily driven by a 5.9% decline in Badoo App and Other ARPPU to $12.03, partially offset by a 14.0% increase in Badoo App and Other Paying Users to 1.4 million. We began to include paying users and revenue generated from Fruitz in our key operating metrics in the fourth quarter of 2023 and prior period key operating metrics have not been recast.
Previous wording
Total Revenue was $536.4 million for the six months ended June 30, 2024, compared to $502.7 million for the same period in 2023. The increase was primarily driven by growth in Total Paying Users, partially offset by a decline in Total Average Revenue per Paying User and unfavorable fluctuations in foreign currency exchange rates.
Current wording
Total Revenue was $810.0 million for the nine months ended September 30, 2024, compared to $778.2 million for the same period in 2023. The increase was primarily driven by growth in Total Paying Users, partially offset by a decline in Total Average Revenue per Paying User and unfavorable fluctuations in foreign currency exchange rates.
Previous wording
Bumble App Revenue was $218.0 million for the three months ended June 30, 2024, compared to $208.0 million for the same period in 2023. This increase was primarily driven by a 14.6% increase in Bumble App Paying Users to 2.8 million, partially offset by an 8.6% decline in Bumble App ARPPU to $25.79 and unfavorable fluctuations in foreign currency exchange rates.
Current wording
Bumble App Revenue was $653.9 million for the nine months ended September 30, 2024, compared to $624.0 million for the same period in 2023. This increase was primarily driven by a 14.0% increase in Bumble App Paying Users to 2.8 million, partially offset by an 8.1% decline in Bumble App ARPPU to $25.90 and unfavorable fluctuations in foreign currency exchange rates.
Previous wording
Badoo App and Other Revenue was $102.7 million for the six months ended June 30, 2024, compared to $100.4 million for the same period in 2023. This increase was primarily driven by an increase in Badoo App and Other Paying Users to 1.3 million, partially offset by a decline in Badoo App and Other ARPPU to $12.14. We began to include paying users and revenue generated from Fruitz in our key operating metrics in the fourth quarter of 2023 and prior period key operating metrics have not been recast.
Current wording
Badoo App and Other Revenue was $156.1 million for the nine months ended September 30, 2024, compared to $154.2 million for the same period in 2023. This increase was primarily driven by a 13.3% increase in Badoo App and Other Paying Users to 1.3 million, partially offset by a 4.7% decline in Badoo App and Other ARPPU to $12.10. We began to include paying users and revenue generated from Fruitz in our key operating metrics in the fourth quarter of 2023 and prior period key operating metrics have not been recast.
Previous wording
Cost of revenue for the three months ended June 30, 2024 increased by $3.3 million, or 4.3%, as compared to the same period in 2023. Cost of revenue for the six months ended June 30, 2024 increased by $14.0 million, or 9.5%, as compared to the same period in 2023. The increase in cost of revenue for each of the three and six months ended June 30, 2024 was driven primarily by growth in in-app purchase fees due to increasing revenue.
Current wording
Cost of revenue for the three months ended September 30, 2024 remained relatively flat as compared to the same period in 2023. Cost of revenue for the nine months ended September 30, 2024 increased by $13.5 million, or 5.9%, as compared to the same period in 2023. The increase in cost of revenue for the nine months ended September 30, 2024 was driven primarily by growth in in-app purchase fees due to increasing revenue.
Previous wording
As a percentage of revenue, cost of revenue increased for each of the three and six months ended June 30, 2024, as compared to the same periods in 2023, primarily due to the adoption of Google Play and user choice billing in many of our markets and to a lesser extent an increase in cloud hosting and subscription costs, partially offset by a decrease in stock-based compensation due to forfeitures. For the six months ended June 30, 2024, as compared to the same period in 2023, the change was also driven by an increase in personnel-related costs associated with our Restructuring Plan.
Current wording
As a percentage of revenue, cost of revenue for the three months ended September 30, 2024 remained flat as compared to the same period in 2023. As a percentage of revenue, cost of revenue increased for the nine months ended September 30, 2024 as compared to the same period in 2023, primarily due to the adoption of Google Play and user choice billing in many of our markets and to a lesser extent an increase in subscription costs, personnel-related costs associated with our Restructuring Plan, and cloud hosting, partially offset by a decrease in stock-based compensation due to forfeitures for terminations including the reduction in force related to the Restructuring Plan announced during the first quarter of 2024.
Previous wording
Selling and marketing expense for the three months ended June 30, 2024 increased by $2.2 million, or 3.4%, as compared to the same period in 2023. The change was primarily due to a $5.2 million increase in marketing costs, partially offset by a $1.5 million decrease in personnel-related costs due to headcount reduction associated with our Restructuring Plan and a $1.2 million decrease in stock-based compensation driven by forfeitures.
Current wording
Selling and marketing expense for the nine months ended September 30, 2024 decreased by $3.0 million, or 1.5%, as compared to the same period in 2023. The change was primarily due to a $9.5 million decrease in stock-based compensation driven by forfeitures and headcount reduction associated with our Restructuring Plan, as well as a $3.4 million decrease in personnel-related costs associated with our Restructuring Plan, partially offset by a $9.8 million increase in marketing costs.
Previous wording
General and administrative expense for the three months ended June 30, 2024 decreased by $7.0 million, or 16.1%, as compared to the same period in 2023. The change was primarily driven by a $11.0 million decrease in stock-based compensation due to forfeitures, a $4.8 million decrease in legal and professional fees, and a $1.3 million decrease in insurance expenses, partially offset by a $8.6 million change in fair value of the contingent earn-out liabilities.
Current wording
General and administrative expense for the three months ended September 30, 2024 decreased by $15.3 million, or 31.5%, as compared to the same period in 2023. The change was primarily driven by an $18.0 million decrease in legal and professional fees, a $2.6 million decrease in stock-based compensation and a $2.6 million decrease in personnel-related costs, the latter two of which were due to headcount reduction associated with our Restructuring Plan, and a $1.1 million decrease in insurance expenses, partially offset by an $8.6 million increase associated with the change in fair value of the contingent earn-out liabilities.
Previous wording
General and administrative expense for the six months ended June 30, 2024 decreased by $35.9 million, or 38.6%, as compared to the same period in 2023. The change was primarily driven by a $27.3 million decrease in stock-based compensation due to forfeitures, a $6.4 million change in fair value of the contingent earn-out liabilities, a $3.3 million decrease in legal and professional fees, and a $2.6 million decrease in insurance expenses, partially offset by a $3.4 million increase in personnel-related costs associated with our Restructuring Plan.
Current wording
General and administrative expense for the nine months ended September 30, 2024 decreased by $51.3 million, or 36.2%, as compared to the same period in 2023. The change was primarily driven by a $29.9 million decrease in stock-based compensation due to forfeitures and headcount reduction associated with our Restructuring Plan, a $21.3 million decrease in legal and professional fees, and a $3.7 million decrease in insurance expenses, partially offset by a $2.2 million increase associated with the change in fair value of the contingent earn-out liabilities and a $0.7 million increase in personnel-related costs associated with our Restructuring Plan.
Previous wording
Product development expense in the three months ended June 30, 2024 decreased by $20.5 million, or 56.7%, as compared to the same period in 2023. The change was primarily driven by an $18.0 million decrease in stock-based compensation due to forfeitures and a $2.6 million decrease in personnel-related costs primarily due to a decrease in headcount associated with our Restructuring Plan.
Current wording
Product development expense in the three months ended September 30, 2024 decreased by $6.0 million, or 19.5%, as compared to the same period in 2023. The change was primarily driven by an $6.2 million decrease in stock-based compensation due to headcount reduction associated with our Restructuring Plan.
Previous wording
Product development expense in the six months ended June 30, 2024 decreased by $17.7 million, or 25.5%, as compared to the same period in 2023. The change was primarily driven by a $23.2 million decrease in stock-based compensation due to forfeitures, partially offset by a $5.6 million increase in personnel-related costs primarily associated with our Restructuring Plan.
Current wording
Product development expense in the nine months ended September 30, 2024 decreased by $23.7 million, or 23.6%, as compared to the same period in 2023. The change was primarily driven by a $29.5 million decrease in stock-based compensation due to forfeitures and headcount reduction, partially offset by a $4.3 million increase in personnel-related costs in each case primarily associated with our Restructuring Plan.
Previous wording
Depreciation and amortization expense for the three months ended June 30, 2024 remained relatively flat as compared to the same period in 2023. Depreciation and amortization expense for the six months ended June 30, 2024 increased by $0.5 million, or 1.6%, as compared to the same period in 2023, primarily due to the increased amortization of intangible assets.
Current wording
Depreciation and amortization expense for the three months ended September 30, 2024 increased by $1.2 million, or 6.9%, as compared to the same period in 2023. Depreciation and amortization expense for the nine months ended September 30, 2024 increased by $1.7 million, or 3.4%, as compared to the same period in 2023. The increases in depreciation and amortization for the three-month and nine-month periods were due to the increased amortization of intangible assets, driven by the acquisition of Geneva developed technology in July 2024.
Previous wording
Interest expense, net for the three months ended June 30, 2024 increased by $3.0 million, or 48.6%, compared to the same period in 2023. Interest expense, net for the six months ended June 30, 2024 increased by $6.7 million, or 58.9%, compared to the same period in 2023. The increases in interest expense, net for the three-month and six-month periods were due to an increase in interest rates on our outstanding debt under the credit agreements, partially offset by an increase in interest income from our investment in money market funds.
Current wording
Interest expense, net for the three months ended September 30, 2024 increased by $4.6 million, or 86.6%, compared to the same period in 2023. Interest expense, net for the nine months ended September 30, 2024 increased by $11.2 million, or 67.7%, compared to the same period in 2023. The increases in interest expense, net for the three-month and nine-month periods were due to an increase in interest rates on our outstanding debt under the credit agreements, partially offset by an increase in interest income from our investment in money market funds.
Previous wording
Other income, net for the six months ended June 30, 2024 increased by $7.4 million, or 114.0%, compared to the same period in 2023. The change was primarily due to a $6.9 million increase in net gains on interest rate swaps and a $0.8 million decrease in net foreign currency exchange losses.
Current wording
Other income, net for the nine months ended September 30, 2024 increased by $10.1 million, compared to the same period in 2023. The change was primarily due to a $9.1 million increase in net foreign currency exchange gains and a $2.0 million decrease in net losses on interest rate swaps.
Previous wording
Income tax provision was $4.6 million for the three months ended June 30, 2024, as compared to $2.7 million for the same period in 2023. Income tax provision was $12.1 million for the six months ended June 30, 2024, as compared to $5.4 million for the same period in 2023. The income tax provision is higher year over year for both the three and six months ended June 30, 2024 primarily due to the impact of Pillar Two minimum taxes applicable in 2024 and a valuation allowance recorded against certain deferred tax assets arising in both years.
Current wording
Income tax provision was $4.2 million for the three months ended September 30, 2024, as compared to $1.9 million for the same period in 2023. Income tax provision was $16.3 million for the nine months ended September 30, 2024, as compared to $7.2 million for the same period in 2023. The income tax provision is higher year over year for the three and nine months ended September 30, 2024 primarily due to the impact of Pillar Two minimum taxes applicable in 2024 and due to an increase in the unfavorable tax effects associated with the vesting and cancellation of certain stock-based awards in 2024.
Previous wording
On December 20, 2021, the Organization for Economic Cooperation and Development released the Pillar Two model rules providing a framework for implementing a 15% minimum tax, also referred to as the Global Anti-Base Erosion ("GloBE") rules, on earnings of multinational companies with consolidated annual revenue exceeding €750 million. Pillar Two legislation has been enacted in certain jurisdictions where the Company operates, including the UK and certain EU member states, and is effective for the Company's financial year beginning January 1, 2024. The Company has performed an assessment of its exposure to Pillar Two income taxes, including its ability to qualify for transitional safe harbor relief under the GloBE rules. While the Company expects to qualify for transitional safe harbor relief in most jurisdictions in which it operates, there are a limited number of jurisdictions where the transitional safe harbor is not available, including for certain entities classified as “stateless” constituent entities under the Pillar Two model rules. The Company’s income tax provision for each of the three and six months ended June 30, 2024 includes the effects of Pillar Two minimum taxes based on currently enacted legislation and guidance. The Company will continue to closely monitor Pillar Two developments, including the release of additional administrative guidance on the application of the GloBE rules, and evaluate the potential impact to the Company’s financial position.
Current wording
On December 20, 2021, the Organization for Economic Cooperation and Development released the Pillar Two model rules providing a framework for implementing a 15% minimum tax, also referred to as the Global Anti-Base Erosion ("GloBE") rules, on earnings of multinational companies with consolidated annual revenue exceeding €750 million. Pillar Two legislation has been enacted in certain jurisdictions where the Company operates, including the UK and certain EU member states, and is effective for the Company's financial year beginning January 1, 2024. The Company has performed an assessment of its exposure to Pillar Two income taxes, including its ability to qualify for transitional safe harbor relief under the GloBE rules. While the Company expects to qualify for transitional safe harbor relief in most jurisdictions in which it operates, there are a limited number of jurisdictions where the transitional safe harbor is not available, including for certain entities classified as “stateless” constituent entities under the Pillar Two model rules. The Company’s income tax provision for each of the three and nine months ended September 30, 2024 includes the effects of Pillar Two minimum taxes based on currently enacted legislation and guidance. The Company will continue to closely monitor Pillar Two developments, including the release of additional administrative guidance on the application of the GloBE rules, and evaluate the potential impact to the Company’s financial position.
Previous wording
Represents certain litigation costs and insurance proceeds associated with pending litigations or settlements of litigation.
Current wording
Represents certain litigation costs, net of insurance proceeds, associated with pending litigations or settlements of litigation that arise outside of the ordinary course of business.
Previous wording
Represents foreign exchange (gain) loss due to foreign currency transactions.
Current wording
Represents foreign exchange gain due to foreign currency transactions.
Previous wording
Represents fair value (gain) loss on interest rate swaps.
Current wording
Represents fair value loss on interest rate swaps.
Previous wording
As of June 30, 2024, we had $286.7 million of cash and cash equivalents, a decrease of $69.0 million from December 31, 2023 primarily due to share repurchases, partially offset by cash generated from operations. The Company’s principal sources of liquidity are our cash and cash equivalents and cash generated from operations. Our primary uses of liquidity are operating expenses and capital expenditures, acquisition of businesses, funding our debt obligations, partnership tax distributions, paying income taxes and obligations under our tax receivable agreement and effectuating share repurchases as discussed below. Based on current conditions, we believe that we have sufficient financial resources to fund our activities and execute our business plans during the next twelve months.
Current wording
As of September 30, 2024, we had $252.1 million of cash and cash equivalents, a decrease of $103.6 million from December 31, 2023 primarily due to share repurchases and the acquisition of Geneva, partially offset by cash generated from operations. Our principal sources of liquidity are our cash and cash equivalents and cash generated from operations. Our primary uses of liquidity are operating expenses and capital expenditures, acquisition of businesses, funding of our debt obligations, partnership tax distributions, paying income taxes and obligations under our tax receivable agreement and effectuating share repurchases as discussed below. Based on current conditions, we believe that we have sufficient financial resources to fund our activities and execute our business plans during the next twelve months.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
(benefit) expense, impairment loss, and costs associated with our Restructuring Plan. Adjusted EBITDA margin represents Adjusted EBITDA as a percentage of revenue.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
EBITDA, Adjusted EBITDA margin, free cash flow and free cash flow conversion useful and a discussion of the material risks and limitations of these measures, please see “—Non-GAAP Financial Measures.”
Previous report — wording carried elsewhere
For additional information, see Note 4, Payable to Related Parties Pursuant to a Tax Receivable Agreement, to our unaudited condensed consolidated financial statements included in Part I, “Item 1 – Financial Statements (Unaudited)” of this Quarterly Report on Form 10-Q.
Previous report — wording carried elsewhere
In connection with the IPO, in February 2021, we entered into a tax receivable agreement with certain of our pre-IPO owners that provides for the payment by the Company to such pre-IPO owners of 85% of the benefits that the Company realizes, or is deemed to realize, as a result of the Company’s allocable share of existing tax basis acquired in our IPO and other tax benefits related to entering into the tax receivable agreement. The payments under the tax receivable agreement are not conditioned upon continued ownership of the Company by the pre-IPO owners.