Block Inc
For the period ended Jun 30, 2024. Filed Aug 1, 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.
Jun 30, 2024 · Filed Aug 1, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-03-31; filed 2024-05-02.
0001628280-24-020025
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-06-30; filed 2024-08-01.
0001628280-24-034157
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 117 previous paragraphs and 114 current paragraphs.
65 unchanged; 48 reworded; 0 added; 4 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 13 previous and 13 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.
Removed paragraphs (4)
Previous report
(i) Not meaningful ("NM")
Previous report
(i) Not meaningful ("NM")
Previous report
Product development expenses for the three months ended March 31, 2024 increased by $93.6 million, or 15%, compared to the three months ended March 31, 2023, due primarily to the following:
Previous report
•an increase of $43.9 million in personnel costs for the three months ended March 31, 2024 related to an increase in headcount among our engineering teams, as we continue to develop and diversify our products. This increase in product development personnel costs also includes an increase in share-based compensation expense of $24.1 million for the three months ended March 31, 2024; and
Reworded paragraphs (48)
Previous wording
We delivered strong growth across our primary ecosystems in the first quarter of 2024, with gross profit of $2.1 billion, up 22% year over year.
Current wording
We delivered strong growth across our primary ecosystems in the second quarter of 2024, with gross profit of $2.2 billion, up 20% year over year.
Previous wording
Cash App generated gross profit of $1.3 billion in the first quarter of 2024, up 25% year over year. Performance was driven by strength across our financial services products.
Current wording
Cash App generated gross profit of $1.3 billion in the second quarter of 2024, up 23% year over year. Performance was driven by strength across our financial services products.
Previous wording
Square generated gross profit of $820.3 million in the first quarter of 2024, up 19% year over year, driven by notable strength in our banking products and international markets.
Current wording
Square generated gross profit of $922.6 million in the second quarter of 2024, up 15% year over year, driven by notable strength in our banking products and software and integrated payments.
Previous wording
In the first quarter of 2024, operating income was $249.7 million and Adjusted Operating Income was $364.3 million, compared to an operating loss of $6.2 million and Adjusted Operating Income of $51.0 million in the first quarter of 2023. For the same period, net income attributable to common stockholders was $472.0 million and Adjusted EBITDA was $705.1 million, compared to a net income attributable to common stockholders of $98.3 million and Adjusted EBITDA of $368.4 million in the first quarter of 2023. Net income for the first quarter of 2024 and 2023 included a gain of $233.4 million and $96.1 million, respectively, from the remeasurement of our bitcoin investment.
Current wording
In the second quarter of 2024, operating income was $306.6 million and Adjusted Operating Income was $399.1 million, compared to an operating loss of $132.1 million and Adjusted Operating Income of $25.5 million in the second quarter of 2023. For the same period, net income attributable to common stockholders was $195.3 million, compared to a net loss attributable to common stockholders of $102.0 million, and Adjusted EBITDA was $759.5 million, compared to $384.4 million. Net income for the second quarter of 2024 and net loss for the second quarter of 2023 included a loss of $70.1 million and gain of $16.0 million, respectively, from the remeasurement of our bitcoin investment.
Previous wording
In 2023, we sharpened our focus on our organizational structure and expenditures with a view to identifying areas where we can be more cost efficient as we focus on disciplined growth and pursuing cost efficiencies. In November 2023, we announced we would implement an absolute cap of 12,000 on the number of employees we have at our company. We plan to operate below this cap through a combination of performance management, the centralization of teams and functions to reduce duplication, and prioritization of our scope. In the first quarter of 2024, we continued to make progress on these goals. We expect to continue these efforts through the remainder of 2024, including implementing greater expense discipline and reassessing certain contractual vendor arrangements. To date, we have recorded $121.6 million of severance and other related expenses, of which $17.6 million was recorded in the quarter ended March 31, 2024. We may continue to incur expenses, including restructuring costs, in the short term to implement these initiatives, but we expect to benefit from these actions in future periods.
Current wording
In 2023, we sharpened our focus on our organizational structure and expenditures with a view to identifying areas where we can be more cost efficient as we focus on disciplined growth and pursuing cost efficiencies. In the second quarter of 2024, we continued to make progress on these goals and we expect to continue these efforts through the remainder of 2024, including implementing greater expense discipline and reassessing certain contractual vendor arrangements. In November 2023, we announced we would implement an absolute cap of 12,000 on the number of employees we have at our company, which we have achieved, and plan to continue to operate below this cap, through a combination of performance management, centralization of teams and functions to reduce duplication, and prioritization of our scope. As of June 30, 2024, we have recorded $125.5 million of severance and other related expenses, of which $3.9 million was recorded in the quarter ended June 30, 2024. We may continue to incur expenses, including restructuring costs, in the short term to implement these initiatives. In the second quarter of 2024, we have begun to realize benefits related to our focus on disciplined growth and cost efficiencies and we expect to continue to benefit from these actions in future periods.
Previous wording
We ended the first quarter of 2024 with $8.0 billion in available liquidity, with $7.2 billion in cash, cash equivalents, restricted cash, and investments in marketable debt securities, as well as an undrawn amount of $775.0 million available under our revolving credit facility. This represents an increase of $304.8 million from the end of 2023.
Current wording
During the second quarter of 2024, we issued an aggregate principal amount of $2.0 billion of senior unsecured notes due 2032 ("2032 Senior Notes"). Including the net proceeds from this debt offering after issuance costs, we ended the second quarter of 2024 with $10.3 billion in available liquidity, with $9.5 billion in cash, cash equivalents, restricted cash, and investments in marketable debt securities, as well as an undrawn amount of $775.0 million available under our revolving credit facility. This represents an increase of $2.5 billion from the end of 2023.
Previous wording
On October 26, 2023, the board of directors of the Company authorized the repurchase of up to $1 billion of our Class A common stock. The goal of the program is to offset a portion of the dilution associated with share-based compensation issued to employees as part of the Company’s overall compensation program. The timing and amount of shares repurchased will depend on a variety of factors, including the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors. To date, we have purchased $408.9 million of our Class A common stock under this program, of which $252.1 million was purchased in the first quarter of 2024.
Current wording
On July 25, 2024, our board of directors authorized an increase to this share repurchase program to repurchase up to an additional $3 billion of our Class A common stock. The goal of the program is to return capital to shareholders. The timing and number of shares repurchased will depend on a variety of factors, including the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors.
Previous wording
Total net revenue for the three months ended March 31, 2024 increased by $967.0 million, or 19%, compared to the three months ended March 31, 2023. Bitcoin revenue increased by $567.4 million for the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Excluding bitcoin revenue, total net revenue increased by $399.6 million, or 14%, in the three months ended March 31, 2024 compared to the three months ended March 31, 2023.
Current wording
Total net revenue for the three and six months ended June 30, 2024 increased by $620.6 million, or 11%, and $1.6 billion, or 15%, compared to the three and six months ended June 30, 2023, respectively. Bitcoin revenue increased by $220.9 million and $788.2 million for the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023, respectively. Excluding bitcoin revenue, total net revenue increased by $399.7 million, or 13%, and $799.4 million, or 13%, in the three and six months ended June 30, 2024 compared to the three and six months ended June 30, 2023, respectively.
Previous wording
Transaction-based revenue for the three months ended March 31, 2024 increased by $88.5 million, or 6%, compared to the three months ended March 31, 2023, driven primarily by growth in Gross Payment Volume ("GPV"), which grew by 6% in the same period. The growth in Square GPV was driven by improvements in both card-present and card-not-present volumes as a result of growth from in-person and online channels, as well as growth in our international markets. See below in Key Operating Metrics and Non-GAAP Financial Measuresfor further discussion of GPV.
Current wording
Transaction-based revenue for the three and six months ended June 30, 2024 increased by $75.3 million, or 5%, and $163.8 million, or 5%, compared to the three and six months ended June 30, 2023, respectively, driven primarily by growth in Gross Payment Volume ("GPV"), which grew by 5% and 6% in the same periods. The growth in Square GPV was driven by improvements in both card-present and card-not-present volumes including strength in online channels. See below in Key Operating Metrics and Non-GAAP Financial Measuresfor further discussion of GPV.
Previous wording
Subscription and services-based revenue for the three months ended March 31, 2024 increased by $316.1 million, or 23%, compared to the three months ended March 31, 2023. This increase was primarily due to growth in Cash App's financial service-related products, including Cash App Card, BNPL platform, and Cash App Borrow, as well as revenue from Square banking products, which primarily include Square Loans, Instant Transfer, and Square Debit Card. Revenue generated from the BNPL platform was $283.5 million and $223.7 million for the three months ended March 31, 2024 and March 31, 2023, respectively.
Current wording
Subscription and services-based revenue for the three and six months ended June 30, 2024 increased by $326.4 million, or 22%, and $642.5 million, or 23%, compared to the three and six months ended June 30, 2023, respectively. This increase was primarily due to growth in Cash App's financial service-related products, including Cash App Card, BNPL platform, Cash App Borrow, Instant Deposit, and Cash App Pay, as well as revenue from Square banking products. Revenue generated from the BNPL platform was $294.0 million and $577.5 million for the three and six months ended June 30, 2024, respectively. Revenue generated from the BNPL platform was $235.4 million and $459.2 million for the three and six months ended June 30, 2023, respectively.
Previous wording
Bitcoin revenue for the three months ended March 31, 2024 increased by $567.4 million, or 26%, compared to the three months ended March 31, 2023. As bitcoin revenue is the total sale amount of bitcoin to customers, the amount of bitcoin revenue recognized will fluctuate depending on customer demand as well as changes in the market price of bitcoin. The increase in the three months ended March 31, 2024 was driven by an increase in the average market price of bitcoin, partially offset by a decrease in the quantity of bitcoin sold to customers, compared to the three months ended March 31, 2023. While bitcoin contributed 46% and 43% of the total revenue for the three months ended March 31, 2024 and March 31, 2023, respectively, gross profit generated from bitcoin was only 4% and 3%, respectively, of the total gross profit for both the three months ended March 31, 2024 and 2023.
Current wording
Bitcoin revenue for the three and six months ended June 30, 2024 increased by $220.9 million, or 9%, and $788.2 million, or 17%, compared to the three and six months ended June 30, 2023, respectively. As bitcoin revenue is the total sale amount of bitcoin to customers, the amount of bitcoin revenue recognized will fluctuate depending on customer demand as well as changes in the market price of bitcoin. The increase in the three and six months ended June 30, 2024 was driven by an increase in the average market price of bitcoin, partially offset by a decrease in the quantity of bitcoin sold to customers, compared to the three and six months ended June 30, 2023. While bitcoin contributed 42% and 44% of the total revenue for the three and six months ended June 30, 2024, respectively, gross profit generated from bitcoin was only 3% of the total gross profit for both the three and six months ended June 30, 2024, compared to 2% and 3% of total gross profit in the three and six months ended June 30, 2023, respectively.
Previous wording
Total cost of revenue for the three months ended March 31, 2024 increased by $587.1 million, or 18%, compared to the three months ended March 31, 2023. Bitcoin costs of revenue, which increased by $537.6 million in the three months ended March 31, 2024, compared to the three months ended March 31, 2023, was the primary driver of the increase in total cost of revenue, with the remaining increase related to an increase in Square GPV. Excluding bitcoin costs of revenue, total cost of revenue increased by approximately $49.5 million, or 4%, in the three months ended March 31, 2024, compared to the three months ended March 31, 2023.
Current wording
Total cost of revenue for the three and six months ended June 30, 2024 increased by $253.2 million, or 7%, and $840.3 million, or 12%, compared to the three and six months ended June 30, 2023, respectively. Bitcoin costs of revenue, which increased by $197.7 million and $735.3 million in the three and six months ended June 30, 2024, compared to the three and six months ended June 30, 2023, respectively, was the primary driver of the increase in total cost of revenue, with the remaining increase related to an increase in Square GPV. Excluding bitcoin costs of revenue, total cost of revenue increased by approximately $55.5 million, or 4%, and $105.0 million, or 4%, in the three and six months ended June 30, 2024, compared to the three and six months ended June 30, 2023, respectively.
Previous wording
Transaction-based costs for the three months ended March 31, 2024 increased by $52.4 million, or 6%, compared to the three months ended March 31, 2023, in line with GPV growth of 6% in the same periods.
Current wording
Transaction-based costs for the three and six months ended June 30, 2024 increased by $49.5 million, or 5%, and $101.9 million, or 6%, compared to the three and six months ended June 30, 2023, respectively, in line with GPV growth of 5% and 6% in the same periods.
Previous wording
Subscription and services-based costs for the three months ended March 31, 2024 increased by $5.6 million, or 2%, compared to the three months ended March 31, 2023. The increase in the three months ended March 31, 2024 was driven by growth in Cash App's financial service-related products, including Cash App Card and related processing costs and fees, which was more than offset by favorable terms on such processing costs due to a contract renewal executed during the third quarter of 2023.
Current wording
Subscription and services-based costs for the three and six months ended June 30, 2024 increased by $12.6 million, or 5%, and $18.2 million, or 3%, compared to the three and six months ended June 30, 2023, respectively. The increase in the three and six months ended June 30, 2024 was driven by growth in Cash App's financial service-related products, including Cash App Card and related processing costs and fees, which was partially offset by favorable terms on such processing costs due to a contract renewal executed during the third quarter of 2023.
Previous wording
Bitcoin costs for the three months ended March 31, 2024 increased by $537.6 million, or 25%, compared to the three months ended March 31, 2023. Bitcoin costs are comprised of the total amount we pay to purchase bitcoin, which fluctuates in line with bitcoin revenue.
Current wording
Bitcoin costs for the three and six months ended June 30, 2024 increased by $197.7 million, or 8%, and $735.3 million, or 16%, compared to the three and six months ended June 30, 2023, respectively. Bitcoin costs are comprised of the total amount we pay to purchase bitcoin, which fluctuates in line with bitcoin revenue.
Previous wording
•an increase of $43.5 million in software and cloud computing infrastructure fees for the three months ended March 31, 2024, as a result of increased capacity needs and expansion of our cloud-based services.
Current wording
Product development expenses for the three and six months ended June 30, 2024 increased by $18.5 million, or 3%, and $112.1 million, or 8%, compared to the three and six months ended June 30, 2023, respectively, primarily due to an increase of $44.7 million and $88.2 million in software and cloud computing infrastructure fees for the three and six months ended June 30, 2024, respectively, as a result of increased capacity needs and expansion of our cloud-based services. Expenses for the three months ended June 30, 2024 were partially offset by a decrease in personnel costs of $15.5 million arising from cost efficiencies realized from the ongoing efforts to reduce headcount and expenditures.
Previous wording
Sales and marketing expenses for the three months ended March 31, 2024 decreased by $52.1 million, or 11%, compared to the three months ended March 31, 2023, primarily due to a release of chargeback losses of $27.3 million and a decrease in both Cash App marketing and other advertising efforts as we have continued to focus on expense discipline.
Current wording
Sales and marketing expenses for the three and six months ended June 30, 2024 decreased by $30.0 million, or 6%, and $82.2 million, or 8%, compared to the three and six months ended June 30, 2023, respectively, primarily due to a decrease in marketing and other advertising costs. The decrease for the six months ended June 30, 2024 was also impacted by a release of estimated chargeback losses of $27.3 million in the first quarter of 2024.
Previous wording
General and administrative expenses for the three months ended March 31, 2024 increased by $38.4 million, or 9%, compared to the three months ended March 31, 2023, primarily due to a charge of $32.2 million recognized during the first quarter of 2024 related to certain purchase considerations related to the TIDAL acquisition that had been previously withheld for post-acquisition activities.
Current wording
General and administrative expenses for the three and six months ended June 30, 2024 decreased by $75.7 million, or 14%, and $37.3 million, or 4%, compared to the three and six months ended June 30, 2023, respectively. The decrease was primarily due to headcount related reductions in personnel costs of $69.7 million and $69.1 million for the three and six months ended June 30, 2024, respectively, as well as a reduction of facilities expenses of $5.7 million and $12.7 million, respectively, for the same periods. The decrease in expenses for the six months ended June 30, 2024 was partially offset by a charge of $32.2 million recognized during the first quarter of 2024 related to adjustments of certain TIDAL acquisition deferred purchase consideration. Additionally, in the second quarter of 2024, we derecognized $15.1 million of certain indemnification assets related to the TIDAL acquisition that was deemed no longer recoverable.
Previous wording
Transaction, loan, and consumer receivable losses for the three months ended March 31, 2024 increased by $37.8 million, or 30%, compared to the three months ended March 31, 2023, primarily due to:
Current wording
Transaction, loan, and consumer receivable losses for the three and six months ended June 30, 2024 increased by $12.0 million, or 7%, and $49.9 million, or 16%, compared to the three and six months ended June 30, 2023, respectively, primarily due to:
Previous wording
•an increase in loan losses of $53.5 million for the three months ended March 31, 2024, primarily due to increased loan volumes; partially offset by
Current wording
•an increase in loan losses of $47.7 million and $101.2 million for the three and six months ended June 30, 2024, respectively, primarily due to increased loan volumes; partially offset by
Previous wording
•a decrease in transaction losses of $15.7 million for the three months ended March 31, 2024, primarily due to a release of previously established risk loss provisions related to prior periods.
Current wording
•a decrease in transaction losses of $35.6 million and $51.3 million for the three and six months ended June 30, 2024, respectively, primarily due to a release of previously established risk loss provisions related to prior periods.
Previous wording
Interest income, net, for the three months ended March 31, 2024 increased by $15.6 million, compared to the three months ended March 31, 2023, driven by an increase in interest income received as a result of both higher interest rates and investment balances.
Current wording
Interest income, net, for the three months ended June 30, 2024 decreased by $2.1 million compared to the three months ended June 30, 2023, primarily due to an increase in interest expense related to our 2032 Senior Notes issued in the second quarter of 2024, which more than offset an increase in interest income received as a result of higher interest rates and investment balances. Interest income, net, for the six months ended June 30, 2024 increased by $13.5 million compared to the six months ended June 30, 2023, driven by an increase in interest income received as discussed above, partially offset by interest expense related to our 2032 Senior Notes. Refer to Note 12, Indebtedness within Notes to the Condensed Consolidated Financial Statements for further details.
Previous wording
Other income, net, of $237.8 million for the three months ended March 31, 2024 was primarily driven by a gain of $233.4 million from the remeasurement of our bitcoin investment. Refer to Note 11, Bitcoin within Notes to the Condensed Consolidated Financial Statements for further details. Other income, net, of $77.7 million for the three months ended March 31, 2023 was primarily due to a gain of $96.1 million from the remeasurement of our bitcoin investment, partially offset by unrealized losses on certain marketable and non-marketable investments.
Current wording
Other expense, net, of $59.5 million and other income, net, of $178.3 million for the three and six months ended June 30, 2024, respectively, was primarily driven by a loss of $70.1 million and a gain of $163.3 million from the remeasurement of our bitcoin investment in the respective periods. Refer to Note 11, Bitcoin within Notes to the Condensed Consolidated Financial Statements for further details. Other income, net, of $14.6 million and $92.4 million for the three and six months ended June 30, 2023, respectively, was primarily due to a gain of $16.0 million and $112.1 million, respectively, from the remeasurement of our bitcoin investment in the respective periods, partially offset by unrealized losses on certain marketable and non-marketable investments.
Previous wording
The following table provides a summary of the revenue and gross profit for our Square segment for the three months ended March 31, 2024 and March 31, 2023 (in thousands, except for percentages):
Current wording
The following table provides a summary of the revenue and gross profit for our Square segment for the three and six months ended June 30, 2024 and June 30, 2023 (in thousands, except for percentages):
Previous wording
Revenue for the Square segment for the three months ended March 31, 2024 increased by $174.7 million, or 11%, compared to the three months ended March 31, 2023. The increase was primarily due to growth in Square GPV as well as growth in Square Banking products, which primarily include Square Loans, Instant Transfer, and Square Debit Card.
Current wording
Revenue for the Square segment for the three and six months ended June 30, 2024 increased by $167.8 million, or 9%, and $342.4 million, or 10%, compared to the three and six months ended June 30, 2023, respectively. The increase was primarily due to growth in Square GPV as well as growth in Square Banking products, which primarily include Square Loans, Instant Transfer, and Square Debit Card.
Previous wording
Cost of revenue for the Square segment for the three months ended March 31, 2024 increased by $46.0 million, or 5%, compared to the three months ended March 31, 2023. The increase was primarily due to an increase in Square GPV and an increase in Square Banking services.
Current wording
Cost of revenue for the Square segment for the three and six months ended June 30, 2024 increased by $49.2 million, or 5%, and $95.2 million, or 5%, compared to the three and six months ended June 30, 2023, respectively. The increase was primarily due to an increase in Square GPV.
Previous wording
The following table provides a summary of the revenue and gross profit for our Cash App segment for the three months ended March 31, 2024 and March 31, 2023 (in thousands, except for percentages):
Current wording
The following table provides a summary of the revenue and gross profit for our Cash App segment for the three and six months ended June 30, 2024 and June 30, 2023 (in thousands, except for percentages):
Previous wording
Revenue for the Cash App segment for the three months ended March 31, 2024 increased by $788.7 million, or 23%, compared to the three months ended March 31, 2023. The increase was due to the Cash App items referenced within the Company's overall revenue discussion. While bitcoin revenue contributed 65% and 64% of Cash App revenue for three months ended March 31, 2024 and 2023, respectively, gross profit generated from bitcoin was only 6% and 5% of Cash App gross profit for the three months ended March 31, 2024 and 2023, respectively.
Current wording
Revenue for the Cash App segment for the three and six months ended June 30, 2024 increased by $455.7 million, or 12%, and $1.2 billion, or 18%, compared to the three and six months ended June 30, 2023, respectively. The increase was due to the Cash App items referenced within the Company's overall revenue discussion. While bitcoin revenue contributed 63% and 64% of Cash App revenue for three and six months ended June 30, 2024, respectively, gross profit generated from bitcoin was only 5% and 6% of Cash App gross profit for the three and six months ended June 30, 2024, respectively.
Previous wording
Excluding $2.7 billion in bitcoin revenue for the three months ended March 31, 2024, Cash App revenue increased by $221.4 million, or 18%, compared to the three months ended March 31, 2023.
Current wording
Excluding $2.6 billion and $5.3 billion in bitcoin revenue for the three and six months ended June 30, 2024, respectively, Cash App revenue increased by $234.8 million, or 18%, and $456.2 million, or 18%, compared to the three and six months ended June 30, 2023, respectively.
Previous wording
Cost of revenue for the Cash App segment for the three months ended March 31, 2024 increased by $540.2 million, or 23%, compared to the three months ended March 31, 2023. The increase was due to the items referenced within the Company's overall cost of revenue discussion. Excluding $2.7 billion in bitcoin cost of revenue for the three months ended March 31, 2024, Cash App cost of revenue increased by approximately $2.5 million, or 1%, compared to the three months ended March 31, 2023.
Current wording
Cost of revenue for the Cash App segment for the three and six months ended June 30, 2024 increased by $209.0 million, or 8%, and $749.2 million, or 15%, compared to the three and six months ended June 30, 2023, respectively. The increase was due to the items referenced within the Company's overall cost of revenue discussion. Excluding $2.5 billion and $5.2 billion in bitcoin cost of revenue for the three and six months ended June 30, 2024, respectively, Cash App cost of revenue increased by approximately $11.3 million, or 4%, and $13.8 million, or 3%, compared to the three and six months ended June 30, 2023, respectively.
Previous wording
•We exclude the following from non-GAAP financial measures because we do not believe that these items are reflective of our ongoing business operations: gain or loss on the disposal of property and equipment; gain or loss on revaluation of equity investments; gain or loss from the remeasurement of our bitcoin investment, and bitcoin impairment losses on our bitcoin investment (prior to the adoption of ASU 2023-08), as applicable.
Current wording
•We exclude the following from non-GAAP financial measures because we do not believe that these items are reflective of our ongoing business operations: gain or loss on the disposal of property and equipment; gain or loss on revaluation of equity investments; and gain or loss from the remeasurement of our bitcoin investment.
Previous wording
In view of the limitations associated with Adjusted EBITDA, we also present Adjusted Operating Income (Loss), which is a non-GAAP financial measure that excludes certain expenses that we believe are not reflective of our core operating performance, including amortization of intangible assets, bitcoin investment impairment losses (prior to the adoption of ASU 2023-08), acquisition-related accelerated share-based compensation expenses, and acquisition-related, integration, and other costs, and goodwill impairment charges. Adjusted Operating Income (Loss) does however include the effect of share-based compensation expense, which is a significant recurring expense in our business and an important part of our compensation strategy, as well as depreciation expense.
Current wording
In view of the limitations associated with Adjusted EBITDA, we also present Adjusted Operating Income (Loss), which is a non-GAAP financial measure that excludes certain expenses that we believe are not reflective of our core operating performance, including amortization of intangible assets, acquisition-related accelerated share-based compensation expenses, and acquisition-related, integration, and other costs, and goodwill impairment charges. Adjusted Operating Income (Loss) does however include the effect of share-based compensation expense, which is a significant recurring expense in our business and an important part of our compensation strategy, as well as depreciation expense.
Previous wording
As of March 31, 2024, we had approximately $8.0 billion in available liquidity, with $7.2 billion in cash, cash equivalents, restricted cash, and investments in marketable debt securities, as well as an undrawn amount of $775.0 million available under our revolving credit facility subject to compliance with our covenants. Additionally, wehad $0.6 billion available to be withdrawn under our warehouse funding facilities. Refer to Note 12, Indebtedness within Notes to the Condensed Consolidated Financial Statements for more details. We intend to continue focusing on our long-term business initiatives and believe that our available funds are sufficient to meet our liquidity needs for the foreseeable future, including the remaining $591.1 million related to our share repurchase program. As of March 31, 2024, we were in compliance with all financial covenants associated with our revolving credit facility and senior notes. None of our warehouse funding facilities contain financial covenants.
Current wording
As of June 30, 2024, we had approximately $10.3 billion in available liquidity, with $9.5 billion in cash, cash equivalents, restricted cash, and investments in marketable debt securities, which includes net proceeds of approximately $2.0 billion related to the issuance of our 2032 Senior Notes in the second quarter of 2024, as well as an undrawn amount of $775.0 million available under our revolving credit facility subject to compliance with our covenants. Additionally, wehad $507.9 million available to be withdrawn under our warehouse funding facilities. Refer to Note 12, Indebtedness within Notes to the Condensed Consolidated Financial Statements for more details. We intend to continue focusing on our long-term business initiatives and believe that our available funds are sufficient to meet our liquidity needs for the foreseeable future, including the additional $3 billion related to the share repurchase program. As of June 30, 2024, we were in compliance with all financial covenants associated with our revolving credit facility and senior notes. None of our warehouse funding facilities contain financial covenants.
Previous wording
(i) As of March 31, 2024, the Company has invested $292.2 million of restricted cash into a money market fund. See Note 5, Fair Value Measurements.
Current wording
(i) As of June 30, 2024, the Company has invested $149.2 million of restricted cash into a money market fund. See Note 5, Fair Value Measurements.
Previous wording
Our principal sources of liquidity are our cash and cash equivalents, and investments in marketable debt securities. Customer funds cash and cash equivalents are excluded from our liquidity as these are funds we hold on behalf of customers that are separate from our corporate funds and are not available for corporate purposes. Investments in marketable debt securities were held primarily in cash deposits, money market funds, reverse repurchase agreements, U.S. government and agency securities, commercial paper, and corporate bonds. We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Our investments in marketable debt securities are classified as available-for-sale.
Current wording
Our principal sources of liquidity are our cash and cash equivalents, and investments in marketable debt securities. Customer funds cash and cash equivalents are excluded from our liquidity as these are funds we hold on behalf of customers that are separate from our corporate funds and are not available for corporate purposes. Investments in marketable debt securities were held primarily in certificates of deposits, money market funds, reverse repurchase agreements, U.S. government and agency securities, commercial paper, and corporate bonds. We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Our investments in marketable debt securities are classified as available-for-sale.
Previous wording
As of March 31, 2024, we held approximately 8,038 bitcoins for investment purposes ("bitcoin investment") with a fair value of $573.3 million based on observable market prices, which is included within “Other non-current assets” on the condensed consolidated balance sheets. We believe cryptocurrency is an instrument of economic empowerment that aligns with our corporate purpose. We expect to hold these investments for the long term but will continue to reassess our bitcoin investment relative to our balance sheet. Bitcoin is considered an indefinite-lived intangible asset, and upon adoption of Accounting Standards Update No. 2023-08, Accounting for and Disclosure of Crypto Assets, effective January 1, 2023, our bitcoin investment is remeasured at fair value at each reporting date with changes recognized in net income through “Other expense (income), net” in the condensed consolidated statements of operations. We did not purchase or sell any of our bitcoin investment during the three months ended March 31, 2024. We recognized a gain of $233.4 million from the remeasurement of our bitcoin investment during the first quarter of 2024.
Current wording
As of June 30, 2024, we held approximately 8,211 bitcoins for investment purposes ("bitcoin investment") with a fair value of $514.6 million based on observable market prices, which is included within “Other non-current assets” on the condensed consolidated balance sheets. We believe cryptocurrency is an instrument of economic empowerment that aligns with our corporate purpose. We expect to hold these investments for the long term but will continue to reassess our bitcoin investment relative to our balance sheet. Bitcoin is considered an indefinite-lived intangible asset, and upon adoption of Accounting Standards Update No. 2023-08, Accounting for and Disclosure of Crypto Assets, effective January 1, 2023, our bitcoin investment is remeasured at fair value at each reporting date with changes recognized in net income through “Other expense (income), net” in the condensed consolidated statements of operations. We purchased approximately 173 bitcoins with a cost basis of $11.4 million during the three and six months ended June 30, 2024 for investment purposes. We did not sell any of our bitcoin investment during the three and six months ended June 30, 2024. We recognized a loss of $70.1 million and a gain of $163.3 million from the remeasurement of our bitcoin investment during the three and six months ended June 30, 2024.
Previous wording
As of March 31, 2024, we held over $4.2 billion in aggregate principal amount of debt, comprised of $1.0 billion in aggregate amount of convertible senior notes that mature on March 1, 2025 ("2025 Convertible Notes"), $575.0 million in aggregate amount of convertible senior notes that mature on May 1, 2026 ("2026 Convertible Notes"), and $575.0 million in aggregate amount of convertible senior notes that mature on November 1, 2027 ("2027 Convertible Notes," collectively referred to as the “Convertible Notes”). Additionally, on May 20, 2021, we issued $1.0 billion in aggregate principal amount of outstanding senior unsecured notes that mature on June 1, 2026 ("2026 Senior Notes") and $1.0 billion in aggregate principal amount of outstanding senior unsecured notes that mature on June 1, 2031 ("2031 Senior Notes" and, together with the 2026 Senior Notes, the “Senior Notes” and, together with the Convertible Notes, the “Notes”). Refer to Note 12, Indebtedness within Notes to the Condensed Consolidated Financial Statements for further details.
Current wording
As of June 30, 2024, we held over $6.2 billion in aggregate principal amount of debt, comprised of $1.0 billion in aggregate amount of convertible senior notes that mature on March 1, 2025 ("2025 Convertible Notes"), $575.0 million in aggregate amount of convertible senior notes that mature on May 1, 2026 ("2026 Convertible Notes"), and $575.0 million in aggregate amount of convertible senior notes that mature on November 1, 2027 ("2027 Convertible Notes," collectively referred to as the “Convertible Notes”), as well as an outstanding $1.0 billion in aggregate principal amount of senior unsecured notes that mature on June 1, 2026 ("2026 Senior Notes"), $1.0 billion in aggregate principal amount of senior unsecured notes that mature on June 1, 2031 ("2031 Senior Notes"), and $2.0 billion in aggregate principal amount of senior unsecured notes that mature on May 15, 2032 ("2032 Senior Notes" and, together with the 2026 Senior Notes and 2031 Senior Notes, the “Senior Notes” and, together with the Convertible Notes, the “Notes”). Refer to Note 12, Indebtedness within Notes to the Condensed Consolidated Financial Statements for further details.
Previous wording
We have warehouse funding facilities ("Warehouse Facilities") with an aggregate amount of$1.5 billion on a revolving basis, of which $0.9 billion was drawn as of March 31, 2024. The Warehouse Facilities have been arranged utilizing wholly-owned and consolidated entities (collectively, the "Warehouse Special Purpose Entities (SPEs)") formed for the sole purpose of financing the origination of consumer receivables to partly fund our BNPL platform. Borrowings under the Warehouse Facilities are secured against the respective consumer receivables. While the Warehouse SPEs are included in our condensed consolidated financial statements, they are separate legal entities that maintain legal ownership of the receivables they hold. The assets of the Warehouse SPEs are not available to satisfy our claims or those of our creditors.
Current wording
We have warehouse funding facilities ("Warehouse Facilities") with an aggregate amount of$1.5 billion on a revolving basis, of which $945.8 million was drawn as of June 30, 2024. The Warehouse Facilities have been arranged utilizing wholly-owned and consolidated entities (collectively, the "Warehouse Special Purpose Entities (SPEs)") formed for the sole purpose of financing the origination of consumer receivables to partly fund our BNPL platform. Borrowings under the Warehouse Facilities are secured against the respective consumer receivables. While the Warehouse SPEs are included in our condensed consolidated financial statements, they are separate legal entities that maintain legal ownership of the receivables they hold. The assets of the Warehouse SPEs are not available to satisfy our claims or those of our creditors.
Previous wording
When we were last rated, in the second half of 2023, we received a non-investment grade rating by S&P Global Ratings (BB+), Fitch Ratings, Inc. (BB+), and Moody's Corporation (Ba2). We expect that these credit rating agencies will continue to monitor our performance, including our capital structure and results of operations. Our liquidity, access to capital, and borrowing costs could be adversely impacted by declines in our credit rating.
Current wording
When we were last rated, in the second half of 2023, we received a non-investment grade rating by S&P Global Ratings (BB+), Fitch Ratings, Inc. (BB+), and Moody's Corporation (Ba2), and the agencies re-affirmed our rating in the second quarter of 2024. We expect that these credit rating agencies will continue to monitor our performance, including our capital structure and results of operations. Our liquidity, access to capital, and borrowing costs could be adversely impacted by declines in our credit rating.
Previous wording
Short-term restricted cash of $660.2 million as of March 31, 2024 primarily includes cash held by the Warehouse SPEs used in the Warehouse Facilities funding arrangements that will be used to pay the borrowings under the Warehouse Facilities or will be distributed to us. It also includes pledged cash deposits in accounts at the financial institutions that process our sellers' payment transactions and collateral pursuant to various agreements with banks relating to our products. We use restricted cash to secure letters of credit with the related financial institutions to provide collateral for cash flow timing differences in the processing of payments. We have recorded these amounts as current assets on our condensed consolidated balance sheet given the short-term nature of these cash flow timing differences and that there is no minimum time frame during which the cash must remain restricted.
Current wording
Short-term restricted cash of $597.9 million as of June 30, 2024 primarily includes cash held by the Warehouse SPEs used in the Warehouse Facilities funding arrangements that will be used to pay the borrowings under the Warehouse Facilities or will be distributed to us. It also includes pledged cash deposits in accounts at the financial institutions that process our sellers' payment transactions and collateral pursuant to various agreements with banks relating to our products. We use restricted cash to secure letters of credit with the related financial institutions to provide collateral for cash flow timing differences in the processing of payments. We have recorded these amounts as current assets on our condensed consolidated balance sheet given the short-term nature of these cash flow timing differences and that there is no minimum time frame during which the cash must remain restricted.
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Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
In October 2023, our board of directors authorized the repurchase of up to $1 billion of our Class A common stock. As of June 30, 2024, we have purchased $798.4 million of our Class A common stock under this program, of which $389.5 million was purchased in the second quarter of 2024. The program was completed as of July 31, 2024.