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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Yelp Inc | NYSE:YELP | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.01 | -0.03% | 39.99 | 40.57 | 39.80 | 40.46 | 616,590 | 01:00:00 |
☑
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
20-1854266
|
||||
(State or Other Jurisdiction of Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
||||
|
140 New Montgomery Street, 9th Floor
|
|
||||
|
|
San Francisco,
|
CA
|
94105
|
|
|
|
(Address of Principal Executive Offices) (Zip Code)
|
|
Title of Each Class
|
|
Trading Symbol(s)
|
|
Name of Each Exchange on Which Registered
|
Common Stock, par value $0.000001 per share
|
|
YELP
|
|
New York Stock Exchange LLC
|
Large accelerated filer
|
☑
|
Accelerated filer
|
☐
|
Non-accelerated filer
|
☐
|
Smaller reporting company
|
☐
|
|
|
Emerging growth company
|
☐
|
|
|
Page
|
Part I.
|
|
|
Item 1.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Part II.
|
|
|
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
139,464
|
|
|
$
|
332,764
|
|
Short-term marketable securities
|
272,754
|
|
|
423,096
|
|
||
Accounts receivable (net of allowance for doubtful accounts of $6,865 and $8,685 at June 30, 2019 and December 31, 2018, respectively)
|
95,732
|
|
|
87,305
|
|
||
Prepaid expenses and other current assets
|
23,338
|
|
|
17,104
|
|
||
Total current assets
|
531,288
|
|
|
860,269
|
|
||
Long-term marketable securities
|
45,379
|
|
|
—
|
|
||
Property, equipment and software, net
|
114,105
|
|
|
114,800
|
|
||
Operating lease right-of-use assets
|
217,798
|
|
|
—
|
|
||
Goodwill
|
105,313
|
|
|
105,620
|
|
||
Intangibles, net
|
11,588
|
|
|
13,359
|
|
||
Restricted cash
|
22,082
|
|
|
22,071
|
|
||
Other non-current assets
|
35,880
|
|
|
59,444
|
|
||
Total assets
|
$
|
1,083,433
|
|
|
$
|
1,175,563
|
|
Liabilities and Stockholders' Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
2,882
|
|
|
$
|
6,540
|
|
Accrued liabilities
|
71,708
|
|
|
54,522
|
|
||
Operating lease liabilities - current
|
56,500
|
|
|
—
|
|
||
Deferred revenue
|
4,617
|
|
|
3,843
|
|
||
Total current liabilities
|
135,707
|
|
|
64,905
|
|
||
Operating lease liabilities - long-term
|
197,272
|
|
|
—
|
|
||
Other long-term liabilities
|
3,999
|
|
|
35,140
|
|
||
Total liabilities
|
336,978
|
|
|
100,045
|
|
||
|
|
|
|||||
Stockholders' equity:
|
|
|
|
||||
Common stock, $0.000001 par value, 200,000,000 shares authorized – 71,931,789 shares issued and 71,752,011 outstanding at June 30, 2019 and 81,996,839 shares issued and outstanding at December 31, 2018
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
1,194,486
|
|
|
1,139,462
|
|
||
Treasury stock
|
(5,952
|
)
|
|
—
|
|
||
Accumulated other comprehensive loss
|
(11,163
|
)
|
|
(11,021
|
)
|
||
Accumulated deficit
|
(430,916
|
)
|
|
(52,923
|
)
|
||
Total stockholders' equity
|
746,455
|
|
|
1,075,518
|
|
||
Total liabilities and stockholders' equity
|
$
|
1,083,433
|
|
|
$
|
1,175,563
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net revenue
|
$
|
246,955
|
|
|
$
|
234,863
|
|
|
$
|
482,897
|
|
|
$
|
457,937
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of revenue (exclusive of depreciation and amortization shown separately below)
|
14,975
|
|
|
14,708
|
|
|
29,240
|
|
|
29,440
|
|
||||
Sales and marketing
|
122,045
|
|
|
120,653
|
|
|
246,361
|
|
|
240,294
|
|
||||
Product development
|
54,566
|
|
|
52,789
|
|
|
112,641
|
|
|
104,282
|
|
||||
General and administrative
|
30,932
|
|
|
28,583
|
|
|
62,224
|
|
|
60,590
|
|
||||
Depreciation and amortization
|
12,240
|
|
|
10,509
|
|
|
24,116
|
|
|
20,537
|
|
||||
Total costs and expenses
|
234,758
|
|
|
227,242
|
|
|
474,582
|
|
|
455,143
|
|
||||
Income from operations
|
12,197
|
|
|
7,621
|
|
|
8,315
|
|
|
2,794
|
|
||||
Other income, net
|
3,891
|
|
|
3,424
|
|
|
8,582
|
|
|
6,028
|
|
||||
Income before income taxes
|
16,088
|
|
|
11,045
|
|
|
16,897
|
|
|
8,822
|
|
||||
Provision for income taxes
|
(3,785
|
)
|
|
(341
|
)
|
|
(3,229
|
)
|
|
(404
|
)
|
||||
Net income attributable to common stockholders
|
$
|
12,303
|
|
|
$
|
10,704
|
|
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Net income per share attributable to common stockholders
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.16
|
|
|
$
|
0.13
|
|
|
$
|
0.17
|
|
|
$
|
0.10
|
|
Diluted
|
$
|
0.16
|
|
|
$
|
0.12
|
|
|
$
|
0.17
|
|
|
$
|
0.09
|
|
Weighted-average shares used to compute net income per share attributable to common stockholders
|
|
|
|
|
|
|
|
||||||||
Basic
|
75,601
|
|
|
83,769
|
|
|
78,620
|
|
|
83,792
|
|
||||
Diluted
|
78,530
|
|
|
88,651
|
|
|
81,742
|
|
|
89,088
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
12,303
|
|
|
$
|
10,704
|
|
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
569
|
|
|
(3,187
|
)
|
|
(142
|
)
|
|
(1,618
|
)
|
||||
Foreign currency adjustments to net income upon liquidation of investment in foreign entities
|
—
|
|
|
—
|
|
|
—
|
|
|
30
|
|
||||
Other comprehensive income (loss)
|
569
|
|
|
(3,187
|
)
|
|
(142
|
)
|
|
(1,588
|
)
|
||||
Comprehensive income
|
$
|
12,872
|
|
|
$
|
7,517
|
|
|
$
|
13,526
|
|
|
$
|
6,830
|
|
|
|
|
|
|
Additional
|
|
|
|
Accumulated Other
|
|
Retained
|
|
Total
|
|||||||||||||
|
Common Stock
|
|
Paid-In
|
|
Treasury
|
|
Comprehensive
|
|
Earnings
|
|
Stockholders'
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
Capital
|
|
Stock
|
|
Loss
|
|
(Accumulated Deficit)
|
|
Equity
|
|||||||||||||
Balance as of March 31, 2018
|
83,956,890
|
|
|
$
|
—
|
|
|
$
|
1,059,168
|
|
|
$
|
(15,000
|
)
|
|
$
|
(6,845
|
)
|
|
$
|
54,830
|
|
|
$
|
1,092,153
|
|
Issuance of common stock upon exercises of employee stock options
|
186,568
|
|
|
—
|
|
|
3,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,400
|
|
||||||
Issuance of common stock upon vesting of restricted stock units ("RSUs")
|
495,857
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock for employee stock purchase plan
|
195,987
|
|
|
—
|
|
|
7,139
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,139
|
|
||||||
Stock-based compensation (inclusive of capitalized stock-based compensation)
|
—
|
|
|
—
|
|
|
31,279
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,279
|
|
||||||
Shares withheld related to net share settlement of equity awards
|
—
|
|
|
—
|
|
|
(14,259
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,259
|
)
|
||||||
Purchases of treasury stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(28,795
|
)
|
|
—
|
|
|
—
|
|
|
(28,795
|
)
|
||||||
Retirement of common stock
|
(1,042,605
|
)
|
|
—
|
|
|
—
|
|
|
43,795
|
|
|
—
|
|
|
(43,795
|
)
|
|
—
|
|
||||||
Foreign currency adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,187
|
)
|
|
—
|
|
|
(3,187
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,704
|
|
|
10,704
|
|
||||||
Balance as of June 30, 2018
|
83,792,697
|
|
|
$
|
—
|
|
|
$
|
1,086,727
|
|
|
$
|
—
|
|
|
$
|
(10,032
|
)
|
|
$
|
21,739
|
|
|
$
|
1,098,434
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Balance as of March 31, 2019
|
79,689,829
|
|
|
$
|
—
|
|
|
$
|
1,160,254
|
|
|
$
|
—
|
|
|
$
|
(11,732
|
)
|
|
$
|
(153,684
|
)
|
|
$
|
994,838
|
|
Issuance of common stock upon exercises of employee stock options
|
123,174
|
|
|
—
|
|
|
2,516
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,516
|
|
||||||
Issuance of common stock upon vesting of RSUs
|
493,477
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock for employee stock purchase plan
|
288,529
|
|
|
—
|
|
|
7,537
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,537
|
|
||||||
Stock-based compensation (inclusive of capitalized stock-based compensation)
|
—
|
|
|
—
|
|
|
34,196
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34,196
|
|
||||||
Shares withheld related to net share settlement of equity awards
|
—
|
|
|
—
|
|
|
(10,017
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,017
|
)
|
||||||
Purchases of treasury stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(295,487
|
)
|
|
—
|
|
|
—
|
|
|
(295,487
|
)
|
||||||
Retirement of common stock
|
(8,663,220
|
)
|
|
—
|
|
|
—
|
|
|
289,535
|
|
|
—
|
|
|
(289,535
|
)
|
|
—
|
|
||||||
Foreign currency adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
569
|
|
|
—
|
|
|
569
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,303
|
|
|
12,303
|
|
||||||
Balance as of June 30, 2019
|
71,931,789
|
|
|
$
|
—
|
|
|
$
|
1,194,486
|
|
|
$
|
(5,952
|
)
|
|
$
|
(11,163
|
)
|
|
$
|
(430,916
|
)
|
|
$
|
746,455
|
|
|
|
|
|
|
Additional
|
|
|
|
Accumulated Other
|
|
Retained
|
|
Total
|
|||||||||||||
|
Common Stock
|
|
Paid-In
|
|
Treasury
|
|
Comprehensive
|
|
Earnings
|
|
Stockholders'
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
Capital
|
|
Stock
|
|
Loss
|
|
(Accumulated Deficit)
|
|
Equity
|
|||||||||||||
Balance as of December 31, 2017
|
83,724,916
|
|
|
$
|
—
|
|
|
$
|
1,038,017
|
|
|
$
|
(46
|
)
|
|
$
|
(8,444
|
)
|
|
$
|
79,170
|
|
|
$
|
1,108,697
|
|
Issuance of common stock upon exercises of employee stock options
|
500,005
|
|
|
—
|
|
|
9,082
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,082
|
|
||||||
Issuance of common stock upon vesting of RSUs
|
965,446
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock for employee stock purchase plan
|
195,987
|
|
|
—
|
|
|
7,139
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,139
|
|
||||||
Stock-based compensation (inclusive of capitalized stock-based compensation)
|
—
|
|
|
—
|
|
|
60,187
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
60,187
|
|
||||||
Shares withheld related to net share settlement of equity awards
|
—
|
|
|
—
|
|
|
(27,698
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27,698
|
)
|
||||||
Purchases of treasury stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(65,803
|
)
|
|
—
|
|
|
—
|
|
|
(65,803
|
)
|
||||||
Retirement of common stock
|
(1,593,657
|
)
|
|
—
|
|
|
—
|
|
|
65,849
|
|
|
—
|
|
|
(65,849
|
)
|
|
—
|
|
||||||
Foreign currency adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,588
|
)
|
|
—
|
|
|
(1,588
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,418
|
|
|
8,418
|
|
||||||
Balance as of June 30, 2018
|
83,792,697
|
|
|
$
|
—
|
|
|
$
|
1,086,727
|
|
|
$
|
—
|
|
|
$
|
(10,032
|
)
|
|
$
|
21,739
|
|
|
$
|
1,098,434
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Balance as of December 31, 2018
|
81,996,839
|
|
|
$
|
—
|
|
|
$
|
1,139,462
|
|
|
$
|
—
|
|
|
$
|
(11,021
|
)
|
|
$
|
(52,923
|
)
|
|
$
|
1,075,518
|
|
Issuance of common stock upon exercises of employee stock options
|
173,956
|
|
|
—
|
|
|
3,661
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,661
|
|
||||||
Issuance of common stock upon vesting of RSUs
|
982,911
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock for employee stock purchase plan
|
288,529
|
|
|
—
|
|
|
7,537
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,537
|
|
||||||
Stock-based compensation (inclusive of capitalized stock-based compensation)
|
—
|
|
|
—
|
|
|
66,670
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
66,670
|
|
||||||
Shares withheld related to net share settlement of equity awards
|
—
|
|
|
—
|
|
|
(22,844
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22,844
|
)
|
||||||
Purchases of treasury stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(397,613
|
)
|
|
—
|
|
|
—
|
|
|
(397,613
|
)
|
||||||
Retirement of common stock
|
(11,510,446
|
)
|
|
—
|
|
|
—
|
|
|
391,661
|
|
|
—
|
|
|
(391,661
|
)
|
|
—
|
|
||||||
Foreign currency adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(142
|
)
|
|
—
|
|
|
(142
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,668
|
|
|
13,668
|
|
||||||
Balance as of June 30, 2019
|
71,931,789
|
|
|
$
|
—
|
|
|
$
|
1,194,486
|
|
|
$
|
(5,952
|
)
|
|
$
|
(11,163
|
)
|
|
$
|
(430,916
|
)
|
|
$
|
746,455
|
|
|
Six Months Ended June 30,
|
||||||
|
2019
|
|
2018
|
||||
Operating Activities
|
|
|
|
||||
Net income attributable to common stockholders
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
24,116
|
|
|
20,537
|
|
||
Provision for doubtful accounts
|
8,716
|
|
|
12,918
|
|
||
Stock-based compensation
|
61,770
|
|
|
56,539
|
|
||
Noncash lease cost
|
21,433
|
|
|
—
|
|
||
Deferred income taxes
|
(1,912
|
)
|
|
—
|
|
||
Other adjustments
|
(1,632
|
)
|
|
(221
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(17,143
|
)
|
|
(15,208
|
)
|
||
Prepaid expenses and other assets
|
(5,335
|
)
|
|
(6,924
|
)
|
||
Operating lease liabilities
|
(20,299
|
)
|
|
—
|
|
||
Accounts payable, accrued liabilities and other liabilities
|
14,464
|
|
|
(15,122
|
)
|
||
Net cash provided by operating activities
|
97,846
|
|
|
60,937
|
|
||
Investing Activities
|
|
|
|
||||
Purchases of marketable securities
|
(289,100
|
)
|
|
(403,324
|
)
|
||
Maturities of marketable securities
|
397,197
|
|
|
290,000
|
|
||
Release of escrow deposit
|
28,750
|
|
|
—
|
|
||
Purchases of property, equipment and software
|
(19,214
|
)
|
|
(25,157
|
)
|
||
Other investing activities
|
276
|
|
|
34
|
|
||
Net cash provided by (used in) investing activities
|
117,909
|
|
|
(138,447
|
)
|
||
Financing Activities
|
|
|
|
||||
Proceeds from issuance of common stock for employee stock-based plans
|
11,198
|
|
|
16,221
|
|
||
Repurchases of common stock
|
(397,613
|
)
|
|
(65,789
|
)
|
||
Taxes paid related to the net share settlement of equity awards
|
(22,605
|
)
|
|
(27,953
|
)
|
||
Net cash used in financing activities
|
(409,020
|
)
|
|
(77,521
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents and restricted cash
|
(24
|
)
|
|
209
|
|
||
Change in cash, cash equivalents and restricted cash
|
(193,289
|
)
|
|
(154,822
|
)
|
||
Cash, cash equivalents and restricted cash—Beginning of period
|
354,835
|
|
|
566,404
|
|
||
Cash, cash equivalents and restricted cash—End of period
|
$
|
161,546
|
|
|
$
|
411,582
|
|
Supplemental Disclosures of Other Cash Flow Information
|
|
|
|
||||
Cash paid for income taxes, net of refunds
|
$
|
2,843
|
|
|
$
|
28,815
|
|
Supplemental Disclosures of Noncash Investing and Financing Activities
|
|
|
|
||||
Purchases of property, equipment and software recorded in accounts payable and accrued liabilities
|
$
|
2,271
|
|
|
$
|
2,294
|
|
Tax liability related to net share settlement of equity awards included in accrued liabilities
|
$
|
982
|
|
|
$
|
1,088
|
|
Repurchases of common stock recorded in accrued liabilities
|
$
|
2,381
|
|
|
$
|
—
|
|
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities
|
$
|
6,325
|
|
|
$
|
—
|
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Cash
|
$
|
36,092
|
|
|
$
|
81,055
|
|
Cash equivalents
|
103,372
|
|
|
251,709
|
|
||
Total cash and cash equivalents
|
$
|
139,464
|
|
|
$
|
332,764
|
|
Restricted cash
|
22,082
|
|
|
22,071
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
161,546
|
|
|
$
|
354,835
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Money market funds
|
$
|
88,391
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
88,391
|
|
|
$
|
221,173
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
221,173
|
|
Commercial paper
|
—
|
|
|
14,979
|
|
|
—
|
|
|
14,979
|
|
|
—
|
|
|
30,536
|
|
|
—
|
|
|
30,536
|
|
||||||||
Marketable securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Commercial paper
|
—
|
|
|
142,140
|
|
|
—
|
|
|
142,140
|
|
|
—
|
|
|
175,070
|
|
|
—
|
|
|
175,070
|
|
||||||||
Corporate bonds
|
—
|
|
|
111,986
|
|
|
—
|
|
|
111,986
|
|
|
—
|
|
|
131,496
|
|
|
—
|
|
|
131,496
|
|
||||||||
Agency bonds
|
—
|
|
|
64,551
|
|
|
—
|
|
|
64,551
|
|
|
—
|
|
|
50,846
|
|
|
—
|
|
|
50,846
|
|
||||||||
U.S. government bonds
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65,502
|
|
|
—
|
|
|
65,502
|
|
||||||||
Total cash equivalents and marketable securities
|
$
|
88,391
|
|
|
$
|
333,656
|
|
|
$
|
—
|
|
|
$
|
422,047
|
|
|
$
|
221,173
|
|
|
$
|
453,450
|
|
|
$
|
—
|
|
|
$
|
674,623
|
|
|
June 30, 2019
|
||||||||||||||
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Fair
Value |
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
$
|
14,981
|
|
|
$
|
—
|
|
|
$
|
(2
|
)
|
|
$
|
14,979
|
|
Total cash equivalents
|
14,981
|
|
|
—
|
|
|
(2
|
)
|
|
14,979
|
|
||||
Short-term marketable securities:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
142,052
|
|
|
90
|
|
|
(2
|
)
|
|
142,140
|
|
||||
Corporate bonds
|
82,212
|
|
|
157
|
|
|
—
|
|
|
82,369
|
|
||||
Agency bonds
|
48,490
|
|
|
100
|
|
|
—
|
|
|
48,590
|
|
||||
Total short-term marketable securities
|
272,754
|
|
|
347
|
|
|
(2
|
)
|
|
273,099
|
|
||||
Long-term marketable securities:
|
|
||||||||||||||
Corporate bonds
|
29,470
|
|
|
147
|
|
|
—
|
|
|
29,617
|
|
||||
Agency bonds
|
15,909
|
|
|
52
|
|
|
—
|
|
|
15,961
|
|
||||
Total long-term marketable securities
|
45,379
|
|
|
199
|
|
|
—
|
|
|
45,578
|
|
||||
Total marketable securities
|
$
|
333,114
|
|
|
$
|
546
|
|
|
$
|
(4
|
)
|
|
$
|
333,656
|
|
|
December 31, 2018
|
||||||||||||||
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Fair
Value |
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
$
|
30,536
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
30,536
|
|
Total cash equivalents
|
30,536
|
|
|
—
|
|
|
—
|
|
|
30,536
|
|
||||
Short-term marketable securities:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
175,070
|
|
|
—
|
|
|
—
|
|
|
175,070
|
|
||||
Corporate bonds
|
131,626
|
|
|
8
|
|
|
(138
|
)
|
|
131,496
|
|
||||
U.S. government bonds
|
65,513
|
|
|
—
|
|
|
(11
|
)
|
|
65,502
|
|
||||
Agency bonds
|
50,887
|
|
|
—
|
|
|
(41
|
)
|
|
50,846
|
|
||||
Total short-term marketable securities
|
423,096
|
|
|
8
|
|
|
(190
|
)
|
|
422,914
|
|
||||
Total marketable securities
|
$
|
453,632
|
|
|
$
|
8
|
|
|
$
|
(190
|
)
|
|
$
|
453,450
|
|
|
June 30, 2019
|
||||||||||||||||||||||
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
|
Fair
Value
|
|
Unrealized
Loss
|
||||||||||||
Commercial paper
|
$
|
31,460
|
|
|
$
|
(4
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,460
|
|
|
$
|
(4
|
)
|
Total
|
$
|
31,460
|
|
|
$
|
(4
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
31,460
|
|
|
$
|
(4
|
)
|
|
December 31, 2018
|
||||||||||||||||||||||
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
Fair
Value
|
|
Unrealized Loss
|
|
Fair
Value
|
|
Unrealized Loss
|
|
Fair
Value
|
|
Unrealized Loss
|
||||||||||||
Corporate bonds
|
$
|
121,566
|
|
|
$
|
(138
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
121,566
|
|
|
$
|
(138
|
)
|
U.S. government bonds
|
65,502
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
65,502
|
|
|
(11
|
)
|
||||||
Agency bonds
|
50,846
|
|
|
(41
|
)
|
|
—
|
|
|
—
|
|
|
50,846
|
|
|
(41
|
)
|
||||||
Total
|
$
|
237,914
|
|
|
$
|
(190
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
237,914
|
|
|
$
|
(190
|
)
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Prepaid expenses
|
$
|
13,858
|
|
|
$
|
9,436
|
|
Other current assets
|
9,480
|
|
|
7,668
|
|
||
Total prepaid expenses and other current assets
|
$
|
23,338
|
|
|
$
|
17,104
|
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Capitalized website and internal-use software development costs
|
$
|
124,714
|
|
|
$
|
108,590
|
|
Leasehold improvements
|
85,999
|
|
|
83,811
|
|
||
Computer equipment
|
42,368
|
|
|
40,801
|
|
||
Furniture and fixtures
|
18,269
|
|
|
17,839
|
|
||
Telecommunication
|
4,750
|
|
|
4,691
|
|
||
Software
|
1,691
|
|
|
1,651
|
|
||
Total
|
277,791
|
|
|
257,383
|
|
||
Less accumulated depreciation
|
(163,686
|
)
|
|
(142,583
|
)
|
||
Property, equipment and software, net
|
$
|
114,105
|
|
|
$
|
114,800
|
|
Balance as of December 31, 2018
|
$
|
105,620
|
|
Effect of currency translation
|
(307
|
)
|
|
Balance as of June 30, 2019
|
$
|
105,313
|
|
|
June 30, 2019
|
|||||||||||||
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Weighted Average Remaining Life
|
|||||||
Business relationships
|
$
|
9,918
|
|
|
$
|
(2,354
|
)
|
|
$
|
7,564
|
|
|
9.0
|
years
|
Developed technology
|
7,832
|
|
|
(4,321
|
)
|
|
3,511
|
|
|
2.7
|
years
|
|||
Content
|
3,855
|
|
|
(3,787
|
)
|
|
68
|
|
|
0.3
|
years
|
|||
Domains and data licenses
|
2,869
|
|
|
(2,605
|
)
|
|
264
|
|
|
1.4
|
years
|
|||
Trademarks
|
877
|
|
|
(725
|
)
|
|
152
|
|
|
0.7
|
years
|
|||
User relationships
|
146
|
|
|
(117
|
)
|
|
29
|
|
|
0.7
|
years
|
|||
Total
|
$
|
25,497
|
|
|
$
|
(13,909
|
)
|
|
$
|
11,588
|
|
|
|
|
|
December 31, 2018
|
|||||||||||||
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Weighted Average Remaining Life
|
|||||||
Business relationships
|
$
|
9,918
|
|
|
$
|
(1,868
|
)
|
|
$
|
8,050
|
|
|
9.4
|
years
|
Developed technology
|
7,832
|
|
|
(3,562
|
)
|
|
4,270
|
|
|
3.1
|
years
|
|||
Content
|
3,873
|
|
|
(3,696
|
)
|
|
177
|
|
|
0.8
|
years
|
|||
Domain and data licenses
|
2,869
|
|
|
(2,359
|
)
|
|
510
|
|
|
1.5
|
years
|
|||
Trademarks
|
877
|
|
|
(579
|
)
|
|
298
|
|
|
1.2
|
years
|
|||
User relationships
|
146
|
|
|
(92
|
)
|
|
54
|
|
|
1.2
|
years
|
|||
Total
|
$
|
25,515
|
|
|
$
|
(12,156
|
)
|
|
$
|
13,359
|
|
|
|
|
Year Ending December 31,
|
|
Amount
|
||
2019 (from July 1, 2019)
|
|
$
|
1,506
|
|
2020
|
|
2,402
|
|
|
2021
|
|
2,262
|
|
|
2022
|
|
1,045
|
|
|
2023
|
|
714
|
|
|
2024
|
|
708
|
|
|
Thereafter
|
|
2,951
|
|
|
Total amortization
|
|
$
|
11,588
|
|
|
Three Months Ended
June 30, 2019 |
|
Six Months Ended
June 30, 2019 |
||||
Operating lease cost
|
$
|
13,643
|
|
|
$
|
27,334
|
|
Short-term lease cost (12 months or less)
|
348
|
|
|
647
|
|
||
Sublease income
|
(813
|
)
|
|
(1,289
|
)
|
||
Total lease cost, net
|
$
|
13,178
|
|
|
$
|
26,692
|
|
|
June 30, 2019
|
||
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
27,927
|
|
Year Ending December 31,
|
Operating
Leases |
||
2019 (from July 1, 2019)
|
$
|
28,791
|
|
2020
|
59,014
|
|
|
2021
|
52,063
|
|
|
2022
|
44,712
|
|
|
2023
|
41,652
|
|
|
2024
|
39,420
|
|
|
Thereafter
|
37,112
|
|
|
Total minimum lease payments
|
302,764
|
|
|
Less imputed interest
|
48,992
|
|
|
Present value of lease liabilities
|
$
|
253,772
|
|
Year Ending December 31,
|
Operating
Leases |
||
2019
|
$
|
56,703
|
|
2020
|
59,009
|
|
|
2021
|
51,429
|
|
|
2022
|
43,603
|
|
|
2023
|
40,517
|
|
|
Thereafter
|
69,980
|
|
|
Total minimum lease payments
|
$
|
321,241
|
|
|
June 30, 2019
|
|
Weighted-average remaining lease term (years) — operating leases
|
5.97
|
|
Weighted-average discount rate — operating leases
|
6.04
|
%
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Deferred tax assets
|
$
|
20,354
|
|
|
$
|
17,240
|
|
Deferred contract costs
|
12,614
|
|
|
12,345
|
|
||
Escrow deposit
|
—
|
|
|
28,750
|
|
||
Other non-current assets
|
2,912
|
|
|
1,109
|
|
||
Total other non-current assets
|
$
|
35,880
|
|
|
$
|
59,444
|
|
|
Six Months Ended
June 30, 2019 |
||
Balance, beginning of period
|
$
|
12,345
|
|
Add: costs deferred on new contracts
|
5,755
|
|
|
Less: amortization recorded in sales and marketing expenses
|
(5,486
|
)
|
|
Balance, end of period
|
$
|
12,614
|
|
|
Six Months Ended
June 30, |
||||||
|
2019
|
|
2018
|
||||
Balance, beginning of period
|
$
|
8,685
|
|
|
$
|
8,602
|
|
Add: provision for doubtful accounts
|
8,716
|
|
|
12,918
|
|
||
Less: write-offs, net of recoveries
|
(10,536
|
)
|
|
(12,160
|
)
|
||
Balance, end of period
|
$
|
6,865
|
|
|
$
|
9,360
|
|
|
Six Months Ended
June 30, 2019 |
||
Balance, beginning of period
|
$
|
3,843
|
|
Less: recognition of deferred revenue from beginning balance
|
(3,196
|
)
|
|
Add: net increase in current period contract liabilities
|
3,970
|
|
|
Balance, end of period
|
$
|
4,617
|
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Accrued employee compensation and related
|
$
|
41,698
|
|
|
$
|
21,580
|
|
Accrued tax liabilities
|
7,747
|
|
|
5,491
|
|
||
Accrued cost of revenue
|
4,097
|
|
|
5,463
|
|
||
Accrued sales and marketing expenses
|
3,810
|
|
|
4,536
|
|
||
Accrued share repurchases costs
|
2,381
|
|
|
—
|
|
||
Other accrued liabilities
|
11,975
|
|
|
17,452
|
|
||
Total accrued liabilities
|
$
|
71,708
|
|
|
$
|
54,522
|
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
Deferred rent
|
$
|
—
|
|
|
$
|
31,253
|
|
Other long-term liabilities
|
3,999
|
|
|
3,887
|
|
||
Total long-term liabilities
|
$
|
3,999
|
|
|
$
|
35,140
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||||||
|
Shares Authorized
|
|
Shares Issued
|
|
Shares Authorized
|
|
Shares Issued
|
||||
Stockholders’ equity:
|
|
|
|
|
|
|
|
||||
Common stock, $0.000001 par value
|
200,000,000
|
|
|
71,931,789
|
|
|
200,000,000
|
|
|
81,996,839
|
|
Undesignated Preferred Stock
|
10,000,000
|
|
|
—
|
|
|
10,000,000
|
|
|
—
|
|
|
Number of Shares
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contractual Term (in years)
|
|
Aggregate Intrinsic Value (in thousands)
|
|||||
Outstanding at December 31, 2018
|
6,818,682
|
|
|
$
|
24.54
|
|
|
5.11
|
|
$
|
88,983
|
|
Granted
|
662,150
|
|
|
36.06
|
|
|
|
|
|
|||
Exercised
|
(173,956
|
)
|
|
21.08
|
|
|
|
|
|
|||
Canceled
|
(108,803
|
)
|
|
47.03
|
|
|
|
|
|
|||
Outstanding at June 30, 2019
|
7,198,073
|
|
|
$
|
25.38
|
|
|
4.86
|
|
$
|
82,414
|
|
Options vested and exercisable at June 30, 2019
|
5,782,914
|
|
|
$
|
22.55
|
|
|
3.93
|
|
$
|
80,977
|
|
|
Number of Shares
|
|
Weighted-Average Grant Date Fair Value
|
|||
Nonvested at December 31, 2018
|
6,563,863
|
|
|
$
|
38.67
|
|
Granted
|
3,099,719
|
|
|
35.37
|
|
|
Vested
(1)
|
(1,629,984
|
)
|
|
35.95
|
|
|
Canceled
|
(969,826
|
)
|
|
38.41
|
|
|
Nonvested at June 30, 2019
|
7,063,772
|
|
|
$
|
37.89
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Cost of revenue
|
$
|
1,118
|
|
|
$
|
1,153
|
|
|
$
|
2,361
|
|
|
$
|
2,184
|
|
Sales and marketing
|
7,774
|
|
|
8,055
|
|
|
15,461
|
|
|
15,573
|
|
||||
Product development
|
15,247
|
|
|
13,907
|
|
|
31,322
|
|
|
27,342
|
|
||||
General and administrative
|
6,313
|
|
|
5,690
|
|
|
12,626
|
|
|
11,440
|
|
||||
Total stock-based compensation recorded to income before income taxes
|
30,452
|
|
|
28,805
|
|
|
61,770
|
|
|
56,539
|
|
||||
Benefit from income taxes
|
(7,993
|
)
|
|
(160
|
)
|
|
(16,105
|
)
|
|
(309
|
)
|
||||
Total stock-based compensation recorded to net income
|
$
|
22,459
|
|
|
$
|
28,645
|
|
|
$
|
45,665
|
|
|
$
|
56,230
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Interest income
|
$
|
3,743
|
|
|
$
|
3,277
|
|
|
$
|
8,117
|
|
|
$
|
5,901
|
|
Transaction gain (loss) on foreign exchange
|
(3
|
)
|
|
39
|
|
|
113
|
|
|
13
|
|
||||
Other non-operating income, net
|
151
|
|
|
108
|
|
|
352
|
|
|
114
|
|
||||
Other income, net
|
$
|
3,891
|
|
|
$
|
3,424
|
|
|
$
|
8,582
|
|
|
$
|
6,028
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Basic net income per share:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
12,303
|
|
|
$
|
10,704
|
|
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Shares used in computation:
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding
|
75,601
|
|
|
83,769
|
|
|
78,620
|
|
|
83,792
|
|
||||
Basic net income per share attributable to common stockholders
|
$
|
0.16
|
|
|
$
|
0.13
|
|
|
$
|
0.17
|
|
|
$
|
0.10
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Diluted net income per share:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
12,303
|
|
|
$
|
10,704
|
|
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Shares used in computation:
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding
|
75,601
|
|
|
83,769
|
|
|
78,620
|
|
|
83,792
|
|
||||
Stock options
|
2,412
|
|
|
3,071
|
|
|
2,427
|
|
|
3,143
|
|
||||
Restricted stock units
|
510
|
|
|
1,800
|
|
|
691
|
|
|
2,142
|
|
||||
Employee stock purchase program
|
7
|
|
|
11
|
|
|
4
|
|
|
11
|
|
||||
Number of shares used in diluted calculation
|
78,530
|
|
|
88,651
|
|
|
81,742
|
|
|
89,088
|
|
||||
Diluted net income per share attributable to common stockholders
|
$
|
0.16
|
|
|
$
|
0.12
|
|
|
$
|
0.17
|
|
|
$
|
0.09
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
Stock options
|
2,821
|
|
|
1,724
|
|
|
2,726
|
|
|
2,034
|
|
Restricted stock units
|
3,208
|
|
|
659
|
|
|
2,990
|
|
|
604
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net revenue by product:
|
|
|
|
|
|
|
|
||||||||
Advertising
|
$
|
237,842
|
|
|
$
|
226,168
|
|
|
$
|
464,875
|
|
|
$
|
440,211
|
|
Transactions
|
3,147
|
|
|
3,520
|
|
|
6,454
|
|
|
7,359
|
|
||||
Other services
|
5,966
|
|
|
5,175
|
|
|
11,568
|
|
|
10,367
|
|
||||
Total net revenue
|
$
|
246,955
|
|
|
$
|
234,863
|
|
|
$
|
482,897
|
|
|
$
|
457,937
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
United States
|
$
|
243,638
|
|
|
$
|
231,575
|
|
|
$
|
476,349
|
|
|
$
|
451,499
|
|
All other countries
|
3,317
|
|
|
3,288
|
|
|
6,548
|
|
|
6,438
|
|
||||
Total net revenue
|
$
|
246,955
|
|
|
$
|
234,863
|
|
|
$
|
482,897
|
|
|
$
|
457,937
|
|
|
June 30,
2019 |
|
December 31,
2018 |
||||
United States
|
$
|
112,672
|
|
|
$
|
112,984
|
|
All other countries
|
1,433
|
|
|
1,816
|
|
||
Total long-lived assets
|
$
|
114,105
|
|
|
$
|
114,800
|
|
ITEM 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Increasing Our Focus on Advertisers and Business Owners.
Our increased focus on advertisers and business owners and our related 2019 strategic initiatives continued to show encouraging signs of success during the three months ended June 30, 2019:
|
◦
|
Providing More Value to Business Customers
. We provided more value to our business customers by delivering 42% more ad clicks year-over year in the three months ended June 30, 2019, which helped to lower the average cost-per-click ("CPC") by 25% year-over-year as compared to the three months ended June 30, 2018. We believe our continued product improvements and the increased value we are delivering is contributing to customer satisfaction and increasing the lifetime value of advertisers.
|
◦
|
Expanding Our Product Offerings
. Since the start of 2019, we launched Yelp Verified License and Business Highlights, which together attracted more than 25,000 active paying locations by June 30, 2019. During the three months ended June 30, 2019, we introduced Yelp Portfolios, which enables service professionals to highlight projects they have completed with detailed photos, descriptions and pricing. In addition, during the three months ended June 30, 2019, several large restaurant businesses began using limited-time Offer Ads to reach Yelp’s audience of engaged consumers at their time of purchase to promote new or seasonal menu items. Early results from those campaigns have been strong, delivering meaningful incremental store visits at very attractive acquisition costs.
|
◦
|
Winning in Key Categories
. We drove a 15% year-over-year increase in App Unique Devices in the three months ended June 30, 2019 with our continued investment in compelling consumer experiences, including our key Restaurants category. The average number of diners seated via Yelp per month more than doubled in the three months ended June 30, 2019 compared to the three months ended June 30, 2018. Meanwhile, we continued to produce more revenue in the home & local services category than any other, growing paid leads by more than 75% for the three months June 30, 2019 compared to the three months ended June 30, 2018.
|
•
|
Enhancing Our Go-to-Market Strategy.
Revenue from multi-location advertisers in the three months ended June 30, 2019 grew 21% compared to the three months ended June 30, 2018, driven primarily by national advertisers. An increase in our national sales force combined with the continued expansion of our attribution capabilities contributed to this growth.
|
•
|
Pursuing Our Long-Term Growth Targets.
As a result of our ongoing efforts to improve profitability, our operating margin increased in the three months ended June 30, 2019 compared to the three months ended June 30, 2018. We improved our sales force's average productivity without increasing overall sales headcount, reduced our sales footprint in San Francisco, and continued to emphasize advertiser revenue retention in the three months ended June 30, 2019. We remain confident in the long-term potential of our business and repurchased approximately
$398 million
of our outstanding common stock during the six months ended June 30, 2019.
|
|
As of June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
Reviews
|
191,735
|
|
162,969
|
|
18%
|
|
Three Months Ended June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
App Unique Devices
|
36,737
|
|
32,062
|
|
15%
|
|
Three Months Ended June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
Desktop Unique Visitors
|
61,797
|
|
73,939
|
|
(16)%
|
Mobile Website Unique Visitors
|
76,650
|
|
72,328
|
|
6%
|
|
As of June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
Active Claimed Local Business Locations
|
4,628
|
|
4,053
|
|
14%
|
|
Three Months Ended June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
Paying Advertising Locations
|
549
|
|
517
|
|
6%
|
|
Three Months Ended June 30,
|
|
% Change
|
||
|
2019
|
|
2018
|
|
|
Paying Advertising Accounts
|
197
|
|
194
|
|
2%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||||||||||
|
Amount
|
|
% of revenue
|
|
Amount
|
|
% of revenue
|
|
Amount
|
|
% of revenue
|
|
Amount
|
|
% of revenue
|
||||||||||||
|
(in thousands, except percentages)
|
||||||||||||||||||||||||||
Net revenue by product:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Advertising
|
$
|
237,842
|
|
|
96
|
%
|
|
$
|
226,168
|
|
|
96
|
%
|
|
$
|
464,875
|
|
|
96
|
%
|
|
$
|
440,211
|
|
|
96
|
%
|
Transactions
|
3,147
|
|
|
2
|
|
|
3,520
|
|
|
2
|
|
|
6,454
|
|
|
2
|
|
|
7,359
|
|
|
2
|
|
||||
Other services
|
5,966
|
|
|
2
|
|
|
5,175
|
|
|
2
|
|
|
11,568
|
|
|
2
|
|
|
10,367
|
|
|
2
|
|
||||
Total net revenue
|
246,955
|
|
|
100
|
|
|
234,863
|
|
|
100
|
|
|
482,897
|
|
|
100
|
|
|
457,937
|
|
|
100
|
|
||||
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cost of revenue (exclusive of depreciation and amortization shown separately below)
|
14,975
|
|
|
6
|
|
|
14,708
|
|
|
6
|
|
|
29,240
|
|
|
6
|
|
|
29,440
|
|
|
6
|
|
||||
Sales and marketing
|
122,045
|
|
|
49
|
|
|
120,653
|
|
|
51
|
|
|
246,361
|
|
|
51
|
|
|
240,294
|
|
|
52
|
|
||||
Product development
|
54,566
|
|
|
22
|
|
|
52,789
|
|
|
23
|
|
|
112,641
|
|
|
23
|
|
|
104,282
|
|
|
23
|
|
||||
General and administrative
|
30,932
|
|
|
13
|
|
|
28,583
|
|
|
12
|
|
|
62,224
|
|
|
13
|
|
|
60,590
|
|
|
13
|
|
||||
Depreciation and amortization
|
12,240
|
|
|
5
|
|
|
10,509
|
|
|
5
|
|
|
24,116
|
|
|
5
|
|
|
20,537
|
|
|
5
|
|
||||
Total costs and expenses
|
234,758
|
|
|
95
|
|
|
227,242
|
|
|
97
|
|
|
474,582
|
|
|
98
|
|
|
455,143
|
|
|
99
|
|
||||
Income from operations
|
12,197
|
|
|
5
|
|
|
7,621
|
|
|
3
|
|
|
8,315
|
|
|
2
|
|
|
2,794
|
|
|
1
|
|
||||
Other income, net
|
3,891
|
|
|
2
|
|
|
3,424
|
|
|
1
|
|
|
8,582
|
|
|
2
|
|
|
6,028
|
|
|
1
|
|
||||
Income before income taxes
|
16,088
|
|
|
7
|
|
|
11,045
|
|
|
4
|
|
|
16,897
|
|
|
4
|
|
|
8,822
|
|
|
2
|
|
||||
Provision for income taxes
|
(3,785
|
)
|
|
(2
|
)
|
|
(341
|
)
|
|
—
|
|
|
(3,229
|
)
|
|
(1
|
)
|
|
(404
|
)
|
|
—
|
|
||||
Net income attributable to common stockholders
|
$
|
12,303
|
|
|
5
|
%
|
|
$
|
10,704
|
|
|
4
|
%
|
|
$
|
13,668
|
|
|
3
|
%
|
|
$
|
8,418
|
|
|
2
|
%
|
•
|
$6.4 million and $14.6 million, respectively, in additional employee costs resulting from increased salary costs as a result of increased multi-location sales teams headcount, and increases in sales commission expenses as advertising revenue increased; and
|
•
|
increases of $0.8 million and $2.0 million, respectively, in facilities and other overhead allocations as we leased additional office space.
|
•
|
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and EBITDA and adjusted EBITDA do not reflect all cash capital expenditure requirements for such replacements or for new capital expenditure requirements;
|
•
|
EBITDA and adjusted EBITDA do not reflect changes in, or cash requirements for, our working capital needs;
|
•
|
adjusted EBITDA does not consider the potentially dilutive impact of equity-based compensation;
|
•
|
EBITDA and adjusted EBITDA do not reflect the impact of the recording or release of valuation allowances or tax payments that may represent a reduction in cash available to us;
|
•
|
adjusted EBITDA does not take into account any restructuring and integration costs; and
|
•
|
other companies, including companies in our industry, may calculate EBITDA and adjusted EBITDA differently, which reduces their usefulness as comparative measures.
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Reconciliation of net income to EBITDA and adjusted EBITDA:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
12,303
|
|
|
$
|
10,704
|
|
|
$
|
13,668
|
|
|
$
|
8,418
|
|
Provision for income taxes
|
3,785
|
|
|
341
|
|
|
3,229
|
|
|
404
|
|
||||
Other income, net
|
(3,891
|
)
|
|
(3,424
|
)
|
|
(8,582
|
)
|
|
(6,028
|
)
|
||||
Depreciation and amortization
|
12,240
|
|
|
10,509
|
|
|
24,116
|
|
|
20,537
|
|
||||
EBITDA
|
24,437
|
|
|
18,130
|
|
|
32,431
|
|
|
23,331
|
|
||||
Stock-based compensation
|
30,452
|
|
|
28,805
|
|
|
61,770
|
|
|
56,539
|
|
||||
Adjusted EBITDA
|
$
|
54,889
|
|
|
$
|
46,935
|
|
|
$
|
94,201
|
|
|
$
|
79,870
|
|
|
Six Months Ended June 30,
|
||||||
|
2019
|
|
2018
|
||||
Condensed Consolidated Statements of Cash Flows Data:
|
|
|
|
||||
Net cash provided by operating activities
|
$
|
97,846
|
|
|
$
|
60,937
|
|
Net cash provided by (used in) investing activities
|
117,909
|
|
|
(138,447
|
)
|
||
Net cash used in financing activities
|
(409,020
|
)
|
|
(77,521
|
)
|
•
|
depreciation and amortization expenses of
$24.1 million
;
|
•
|
stock-based compensation expense of
$61.8 million
;
|
•
|
noncash lease cost of
$21.4 million
; and
|
•
|
provision for doubtful accounts of
$8.7 million
.
|
•
|
an increase in accounts receivable of
$17.1 million
due to an increase in billings for advertising plans, particularly for customers paying in-arrears, as well as the timing of payments from these customers;
|
•
|
an increase in prepaid expenses and other assets of
$5.3 million
, primarily driven by increases in the purchase of prepaid software licenses and certain other vendor prepayments;
|
•
|
a decrease in operating lease liabilities of
$20.3 million
due to lease payments made during the quarter; and
|
•
|
an increase in accounts payable, accrued liabilities and other liabilities of
$14.5 million
, primarily driven by an increase in accrued employee compensation and related costs due to a change in the frequency of pay cycles. This increase was partially offset by a decrease in accrued expenses related to various operating expenses.
|
•
|
depreciation and amortization expenses of
$20.5 million
;
|
•
|
stock-based compensation expense of
$56.5 million
; and
|
•
|
provision for doubtful accounts of
$12.9 million
.
|
•
|
an increase in accounts receivable of
$15.2 million
due to an increase in billings for advertising plans, particularly for customers paying in-arrears, as well as the timing of payments from these customers;
|
•
|
an increase in prepaid expenses and other assets of
$6.9 million
, primarily driven by an increase in the purchase of prepaid software licenses and deferred costs related to stock repurchases; and
|
•
|
a decrease in accounts payable, accrued liabilities and other liabilities of
$15.1 million
, primarily driven by a decrease in accrued income taxes as a result of income tax payments made on taxable income from the 2017 financial year, which was primarily as a result of the gain on disposal of Eat24. This decrease was offset by higher accrued compensation costs as a result of increased headcount.
|
•
|
•
|
if users engage with other products, services or activities as an alternative to our platform;
|
•
|
•
|
•
|
•
|
our ability to manage and prioritize information to ensure users are presented with content that is relevant and helpful to them, including through the effective operation of our automated recommendation software;
|
•
|
technical or other problems that negatively impact the availability and reliability of our platform or otherwise affect the user experience, including as a result of
infrastructure performance problems
and
security breaches
;
|
•
|
if users have difficulty installing, updating or otherwise accessing our platform as a result of actions by us or third parties that we rely on to distribute our products, such as
application marketplaces
and
device manufacturers
;
|
•
|
if users believe that their experience is diminished as a result of the decisions we make with respect to the frequency, relevance and prominence of the advertising we display;
|
•
|
adverse macroeconomic conditions and their negative impact on consumer spending at local businesses;
|
•
|
the adoption of any laws or regulations that adversely affect the growth, popularity or use of our platform or the Internet in general, such as the repeal of Internet neutrality regulations in the United States;
|
•
|
any actions taken by companies with significant market power in the broadband and Internet marketplace that degrade, disrupt or increase the cost of user access to our products and services; and
|
•
|
•
|
the perceived effectiveness and acceptance of online advertising generally, particularly among SMBs that may have less experience with it;
|
•
|
our ability to increase traffic to our platform and user engagement, including engagement with the ads displayed on our platform;
|
•
|
the effectiveness of our ad targeting technology and tools for advertisers to optimize their campaigns;
|
•
|
our ability to innovate and introduce enhanced products meeting advertiser expectations;
|
•
|
product changes or inventory management decisions we may make that change the size, format, frequency or relative prominence of ads displayed on our platform;
|
•
|
the widespread adoption of any technologies that make it more difficult for us to deliver ads, such as ad-blocking programs;
|
•
|
loss of advertising business to our competitors, including if competitors offer lower priced or more integrated products;
|
•
|
the prevalence of low-quality or invalid traffic on our platform, such as robots and spiders, which we have discovered in the past and expect to discover in the future, and our ability to detect and prevent click fraud or other invalid clicks on ads;
|
•
|
our reputation and perceptions regarding our platform, including of the ratings and reviews that businesses receive from our users — favorable ratings and reviews could be perceived as obviating the need to advertise, while unfavorable ratings and reviews could discourage businesses from advertising to an audience that they perceive as hostile;
|
•
|
our sales force's ability to connect with potential customers' key decision makers, which may be affected by a range of factors, not all of which are within our control, including if such decision makers, their telecommunications carriers or their mobile operating systems increase their use of call blocking technologies, or decision makers answer their phones less frequently to avoid, for example, calls from unknown numbers, telemarketing calls, calls from political campaigns and other solicitations;
|
•
|
the degree to which businesses choose to reach users through our free products in lieu of our paid products and services; and
|
•
|
adverse macroeconomic conditions, which may disproportionately affect the SMBs on which we rely.
|
•
|
integrating review platforms or features into products they control, such as search engines, web browsers or mobile device operating systems;
|
•
|
making acquisitions;
|
•
|
changing their unpaid search result rankings to promote their own products;
|
•
|
refusing to enter into or renew licenses on which we depend;
|
•
|
limiting or denying our access to advertising measurement or delivery systems;
|
•
|
limiting our ability to target or measure the effectiveness of ads; or
|
•
|
making access to our platform more difficult.
|
•
|
integrating operations, strategies, services, sites and technologies of an acquired company;
|
•
|
managing the post-transaction business effectively;
|
•
|
retaining and assimilating the employees of an acquired company;
|
•
|
retaining existing customers and strategic partners, and minimizing disruption to existing relationships, as a result of any integration of new personnel or departure of existing personnel;
|
•
|
difficulties in the assimilation of corporate cultures;
|
•
|
implementing and retaining uniform standards, controls, procedures, policies and information systems; and
|
•
|
addressing risks related to the business of an acquired company that may continue to impact the business following the acquisition.
|
•
|
Infrastructure Changes and Capacity Constraints.
We may experience capacity constraints due to an overwhelming number of users accessing our platform simultaneously. It may become increasingly difficult to maintain and improve the availability of our platform, especially during peak usage times, as our products become more complex and our traffic increases.
|
•
|
Human or Software Errors.
Our products and services are highly technical and complex, and may contain errors or vulnerabilities that could result in unanticipated downtime for our platform. Users may also use our products in unanticipated ways that may cause a disruption in service for other users attempting to access our platform. We may encounter such difficulties more frequently as we acquire companies and incorporate their technologies into our service.
|
•
|
Catastrophic Occurrences.
Our systems are vulnerable to damage or interruption from earthquakes, fires, floods, power losses, telecommunications failures, terrorist attacks and similar events. Our U.S. corporate offices and one of the facilities we lease to house our computer and telecommunications equipment are located in the San Francisco Bay Area, a region known for seismic activity. Acts of terrorism, which may be targeted at metropolitan areas that have higher population densities than rural areas, could cause disruptions in our or our advertisers’ businesses or the economy as a whole.
|
•
|
product and feature development;
|
•
|
sales and marketing;
|
•
|
our technology infrastructure;
|
•
|
market development efforts;
|
•
|
strategic opportunities, including commercial relationships and acquisitions;
|
•
|
our stock repurchase program; and
|
•
|
general administration, including legal and accounting expenses related to being a public company.
|
•
|
attract and retain new advertising clients
, many of which may have limited or no online advertising experience, which may become more difficult as an increasing portion of our advertisers have the ability to cancel their advertising plans at any time;
|
•
|
•
|
forecast revenue and adjusted EBITDA accurately, which is made more difficult by the large percentage of our revenue derived from performance-based CPC advertising and the increasing portion of our advertiser base with non-term contracts, as well as appropriately estimate and plan our expenses;
|
•
|
continue to earn and preserve a reputation for providing meaningful and reliable reviews of local businesses;
|
•
|
effectively adapt our products and services to mobile and other alternative devices
as usage of such devices continues to increase;
|
•
|
•
|
successfully compete with other companies that are currently in, or may in the future enter, the business of providing information regarding local businesses;
|
•
|
•
|
•
|
•
|
•
|
develop a scalable, high-performance technology infrastructure that can efficiently and reliably handle increased usage, as well as the deployment of new features and products;
|
•
|
•
|
effectively manage rapid growth in our personnel and operations; and
|
•
|
•
|
changes in the products we offer, such as our transition to selling our local advertising products pursuant to non-term contracts;
|
•
|
changes or updates to our business strategies;
|
•
|
changes in our pricing policies and terms of contracts, whether initiated by us or as a result of competition;
|
•
|
changes in the markets in which we operate, such as the wind down of our international sales and marketing operations to focus on our core markets of the United States and Canada;
|
•
|
cyclicality and seasonality, which may become more pronounced as our growth rate slows;
|
•
|
the effects of changes in search engine placement and prominence;
|
•
|
the adoption of any laws or regulations that adversely affect the growth, popularity or use of the Internet, such as the repeal of Internet neutrality regulations in the United States;
|
•
|
the success of our sales and marketing efforts;
|
•
|
adverse litigation judgments, settlements or other litigation-related costs, including the costs associated with investigating and defending claims;
|
•
|
interruptions in service and any related impact on our reputation;
|
•
|
changes in advertiser budgets or the market acceptance of online advertising solutions;
|
•
|
changes in consumer behavior with respect to local businesses;
|
•
|
changes in our tax rates or exposure to additional tax liabilities, including as a result of the U.S. Tax Cuts and Jobs Act;
|
•
|
the impact of macroeconomic conditions, including the resulting effect on consumer spending at local businesses and the level of advertising spending by local businesses;
|
•
|
new accounting pronouncements or changes in existing accounting standards and practices; and
|
•
|
the effects of natural or man-made catastrophic events.
|
•
|
actual or anticipated fluctuations in our financial condition and operating results;
|
•
|
changes in projected operating and financial results;
|
•
|
actual or anticipated changes in our growth rate relative to our competitors;
|
•
|
repurchases of our common stock pursuant to our stock repurchase program, which could also cause our stock price to be higher that it would be in the absence of such a program and could potentially reduce the market liquidity for our stock;
|
•
|
announcements of changes in strategy;
|
•
|
announcements of technological innovations or new offerings by us or our competitors;
|
•
|
announcements by us or our competitors of significant acquisitions, strategic partnerships, joint ventures or capital-raising activities or commitments;
|
•
|
additions or departures of key personnel;
|
•
|
actions of securities analysts who cover our company, such as publishing research or forecasts about our business (and our performance against such forecasts), changing the rating of our common stock or ceasing coverage of our company;
|
•
|
investor sentiment with respect to us or our competitors, business partners and industry in general;
|
•
|
any disruption to the proper operation of our network infrastructure or compromise of our security measures;
|
•
|
reporting on our business by the financial media, including television, radio and press reports and blogs;
|
•
|
fluctuations in the value of companies perceived by investors to be comparable to us;
|
•
|
changes in the way we measure our key metrics;
|
•
|
sales of our common stock;
|
•
|
changes in laws or regulations applicable to our solutions;
|
•
|
share price and volume fluctuations attributable to inconsistent trading volume levels of our shares; and
|
•
|
general economic and market conditions such as recessions or interest rate changes.
|
•
|
authorize our board of directors to issue, without further action by the stockholders, up to 10,000,000 shares of undesignated preferred stock;
|
•
|
require that any action to be taken by our stockholders be effected at a duly called annual or special meeting and not by written consent;
|
•
|
specify that special meetings of our stockholders can be called only by our board of directors, the Chair of our board of directors or our Chief Executive Officer;
|
•
|
establish an advance notice procedure for stockholder proposals to be brought before an annual meeting, including proposed nominations of persons for election to our board of directors;
|
•
|
establish that our board of directors is divided into three classes, with directors in each class serving three-year staggered terms;
|
•
|
prohibit cumulative voting in the election of directors;
|
•
|
provide that vacancies on our board of directors may be filled only by a majority of directors then in office, even though less than a quorum; and
|
•
|
require the approval of our board of directors or the holders of a supermajority of our outstanding shares of capital stock to amend our bylaws and certain provisions of our amended and restated certificate of incorporation.
|
•
|
any derivative action or proceeding brought on our behalf;
|
•
|
any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of Yelp to us or our stockholders;
|
•
|
any action asserting a claim against us arising pursuant to any provision of the General Corporation Law of the State of Delaware, our amended and restated certificate of incorporation or our amended and restated bylaws; and
|
•
|
any action asserting a claim against us that is governed by the internal affairs doctrine.
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid per Share
(2)
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Program
|
||||||
April 1 – April 30, 2019
|
|
2,476
|
|
|
$
|
36.09
|
|
|
2,476
|
|
|
$
|
308,514
|
|
May 1 – May 31, 2019
|
|
3,939
|
|
|
$
|
32.94
|
|
|
3,939
|
|
|
$
|
178,746
|
|
June 1 – June 30, 2019
|
|
2,428
|
|
|
$
|
31.45
|
|
|
2,428
|
|
|
$
|
102,387
|
|
Total
|
|
8,843
|
|
|
|
|
8,843
|
|
|
|
(1)
|
On November 27, 2018, our board of directors authorized a stock repurchase program under which we may repurchase up to $250 million of our outstanding common stock. On February 11, 2019, our board of directors authorized us to repurchase an additional $250 million of our outstanding common stock, bringing the total amount of repurchases authorized under our stock repurchase program to $500 million. The timing of repurchases and number of shares repurchased depend on a variety of factors, including liquidity, cash flow and market conditions. See "
Liquidity and Capital Resources—Stock Repurchase Program
" included under Part I, Item 2 in this Quarterly Report for further details.
|
(2)
|
Average price paid per share includes costs associated with the repurchases.
|
|
|
|
YELP INC.
|
Date:
|
August 9, 2019
|
|
/s/ Charles Baker
|
|
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Charles Baker
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Chief Financial Officer
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(Principal Financial and Accounting Officer and Duly Authorized Signatory)
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1 Year Yelp Chart |
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