x
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Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2016
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OR
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¨
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Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from
to
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Delaware
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20-4898921
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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117 Adams Street, Brooklyn, NY
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11201
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(Address of principal executive offices)
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(Zip code)
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Page
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Part I - Financial Information
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Item 1.
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Consolidated Financial Statements (Unaudited)
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Consolidated Balance Sheets as of December 31, 2015 and June 30, 2016
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Consolidated Statements of Operations for the three and six months ended June 30, 2015 and 2016
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Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 2015 and 2016
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Consolidated Statements of Changes in Stockholders' Equity for the six months ended June 30, 2016
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Consolidated Statements of Cash Flows for the six months ended June 30, 2015 and 2016
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Notes to Consolidated Financial Statements
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Item 2.
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Management's Discussion and Analysis of Financial Condition and Results of Operations
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk
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Item 4.
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Controls and Procedures
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Part II - Other Information
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Item 1.
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Legal Proceedings
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Item 1A.
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Risk Factors
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Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
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Item 3.
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Defaults Upon Senior Securities
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Item 4.
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Mine Safety Disclosures
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Item 5.
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Other Information
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Item 6.
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Exhibits
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Signatures
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Exhibit Index
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As of
December 31, 2015 |
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As of
June 30, 2016 |
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
271,244
|
|
|
$
|
167,482
|
|
Short-term investments
|
21,620
|
|
|
110,718
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $2,071 and $1,772 as of December 31, 2015 and June 30, 2016, respectively
|
20,275
|
|
|
19,507
|
|
||
Prepaid and other current assets
|
9,521
|
|
|
8,972
|
|
||
Deferred tax charge—current
|
17,132
|
|
|
17,132
|
|
||
Funds receivable and seller accounts
|
19,262
|
|
|
22,966
|
|
||
Total current assets
|
359,054
|
|
|
346,777
|
|
||
Restricted cash
|
5,341
|
|
|
5,341
|
|
||
Property and equipment, net
|
105,021
|
|
|
125,754
|
|
||
Goodwill
|
27,752
|
|
|
28,147
|
|
||
Intangible assets, net
|
2,871
|
|
|
1,877
|
|
||
Deferred tax charge—net of current portion
|
51,396
|
|
|
42,128
|
|
||
Other assets
|
1,626
|
|
|
932
|
|
||
Total assets
|
$
|
553,061
|
|
|
$
|
550,956
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
14,382
|
|
|
$
|
7,574
|
|
Accrued expenses
|
31,253
|
|
|
29,448
|
|
||
Capital lease obligations—current
|
5,610
|
|
|
6,347
|
|
||
Funds payable and amounts due to sellers
|
19,262
|
|
|
22,966
|
|
||
Deferred revenue
|
4,712
|
|
|
5,199
|
|
||
Other current liabilities
|
4,903
|
|
|
2,977
|
|
||
Total current liabilities
|
80,122
|
|
|
74,511
|
|
||
Capital lease obligations—net of current portion
|
7,571
|
|
|
6,098
|
|
||
Deferred tax liabilities
|
61,420
|
|
|
61,420
|
|
||
Facility financing obligation
|
51,804
|
|
|
53,145
|
|
||
Other liabilities
|
21,646
|
|
|
22,761
|
|
||
Total liabilities
|
222,563
|
|
|
217,935
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Common stock ($0.001 par value, 1,400,000,000 shares authorized as of December 31, 2015 and June 30, 2016; 112,563,354 and 113,672,931 shares issued and outstanding as of December 31, 2015 and June 30, 2016, respectively)
|
113
|
|
|
114
|
|
||
Additional paid-in capital
|
406,020
|
|
|
417,981
|
|
||
Accumulated deficit
|
(86,440
|
)
|
|
(92,559
|
)
|
||
Accumulated other comprehensive income
|
10,805
|
|
|
7,485
|
|
||
Total stockholders’ equity
|
330,498
|
|
|
333,021
|
|
||
Total liabilities and stockholders’ equity
|
$
|
553,061
|
|
|
$
|
550,956
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Revenue
|
$
|
61,365
|
|
|
$
|
85,349
|
|
|
$
|
119,908
|
|
|
$
|
167,196
|
|
Cost of revenue
|
21,909
|
|
|
29,098
|
|
|
42,618
|
|
|
57,009
|
|
||||
Gross profit
|
39,456
|
|
|
56,251
|
|
|
77,290
|
|
|
110,187
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Marketing
|
15,543
|
|
|
17,205
|
|
|
27,753
|
|
|
33,052
|
|
||||
Product development
|
10,072
|
|
|
11,840
|
|
|
20,081
|
|
|
24,070
|
|
||||
General and administrative
|
17,632
|
|
|
22,537
|
|
|
38,089
|
|
|
41,613
|
|
||||
Total operating expenses
|
43,247
|
|
|
51,582
|
|
|
85,923
|
|
|
98,735
|
|
||||
(Loss) income from operations
|
(3,791
|
)
|
|
4,669
|
|
|
(8,633
|
)
|
|
11,452
|
|
||||
Other (expense) income:
|
|
|
|
|
|
|
|
||||||||
Interest expense and amortization of deferred financing costs
|
(351
|
)
|
|
(1,803
|
)
|
|
(544
|
)
|
|
(2,341
|
)
|
||||
Interest and other income
|
43
|
|
|
470
|
|
|
58
|
|
|
911
|
|
||||
Net unrealized loss on warrant and other liabilities
|
(3,151
|
)
|
|
—
|
|
|
(3,139
|
)
|
|
—
|
|
||||
Foreign exchange gain (loss)
|
5,805
|
|
|
(6,386
|
)
|
|
(15,048
|
)
|
|
1,734
|
|
||||
Total other income (loss)
|
2,346
|
|
|
(7,719
|
)
|
|
(18,673
|
)
|
|
304
|
|
||||
(Loss) income before income taxes
|
(1,445
|
)
|
|
(3,050
|
)
|
|
(27,306
|
)
|
|
11,756
|
|
||||
Provision for income taxes
|
(4,909
|
)
|
|
(4,261
|
)
|
|
(15,634
|
)
|
|
(17,875
|
)
|
||||
Net loss
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Net loss per share:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
$
|
(0.07
|
)
|
|
$
|
(0.06
|
)
|
|
$
|
(0.61
|
)
|
|
$
|
(0.05
|
)
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted
|
96,503,149
|
|
|
113,045,888
|
|
|
70,403,009
|
|
|
112,760,531
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Net loss
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||||||
Cumulative translation adjustment
|
(4,644
|
)
|
|
4,011
|
|
|
10,412
|
|
|
(3,428
|
)
|
||||
Unrealized gains on marketable securities, net of tax
|
1
|
|
|
16
|
|
|
5
|
|
|
108
|
|
||||
Total other comprehensive (loss) income
|
(4,643
|
)
|
|
4,027
|
|
|
10,417
|
|
|
(3,320
|
)
|
||||
Comprehensive loss
|
$
|
(10,997
|
)
|
|
$
|
(3,284
|
)
|
|
$
|
(32,523
|
)
|
|
$
|
(9,439
|
)
|
|
Common Stock
|
|
Additional
Paid-in Capital |
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Income
|
|
Total
|
|||||||||||||
|
||||||||||||||||||||||
|
Shares
|
|
Amount
|
|||||||||||||||||||
Balance as of December 31, 2015
|
112,563,354
|
|
|
$
|
113
|
|
|
$
|
406,020
|
|
|
$
|
(86,440
|
)
|
|
$
|
10,805
|
|
|
$
|
330,498
|
|
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
6,301
|
|
|
—
|
|
|
—
|
|
|
6,301
|
|
|||||
Exercise of vested options
|
1,035,963
|
|
|
1
|
|
|
2,893
|
|
|
—
|
|
|
—
|
|
|
2,894
|
|
|||||
Vesting of restricted stock units, net of shares withheld
|
29,949
|
|
|
—
|
|
|
(180
|
)
|
|
—
|
|
|
—
|
|
|
(180
|
)
|
|||||
Exercise of warrants
|
97,931
|
|
|
—
|
|
|
159
|
|
|
—
|
|
|
—
|
|
|
159
|
|
|||||
Shares withheld in net exercise of warrants
|
(17,920
|
)
|
|
—
|
|
|
(159
|
)
|
|
—
|
|
|
—
|
|
|
(159
|
)
|
|||||
Retirement of restricted shares
|
(36,346
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Stock expense
—
acquisitions
|
—
|
|
|
—
|
|
|
459
|
|
|
—
|
|
|
—
|
|
|
459
|
|
|||||
Conversion of liability-classified restricted shares upon vesting
|
—
|
|
|
—
|
|
|
1,942
|
|
|
—
|
|
|
—
|
|
|
1,942
|
|
|||||
Excess tax benefit from the exercise of options
|
—
|
|
|
—
|
|
|
546
|
|
|
—
|
|
|
—
|
|
|
546
|
|
|||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,320
|
)
|
|
(3,320
|
)
|
|||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,119
|
)
|
|
—
|
|
|
(6,119
|
)
|
|||||
Balance as of June 30, 2016
|
113,672,931
|
|
|
$
|
114
|
|
|
$
|
417,981
|
|
|
$
|
(92,559
|
)
|
|
$
|
7,485
|
|
|
$
|
333,021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
June 30, |
||||||
|
2015
|
|
2016
|
||||
Cash flows from operating activities
|
|
|
|
||||
Net loss
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
||||
Stock-based compensation expense
|
4,355
|
|
|
6,033
|
|
||
Stock-based compensation expense—acquisitions
|
2,439
|
|
|
1,472
|
|
||
Contribution of stock to Etsy.org
|
3,200
|
|
|
—
|
|
||
Depreciation and amortization expense
|
9,073
|
|
|
9,834
|
|
||
Bad debt expense
|
1,642
|
|
|
681
|
|
||
Foreign exchange loss (gain)
|
15,048
|
|
|
(1,734
|
)
|
||
Amortization of debt issuance costs
|
73
|
|
|
91
|
|
||
Non-cash interest expense
|
—
|
|
|
1,287
|
|
||
Interest income on marketable securities
|
—
|
|
|
(573
|
)
|
||
Net unrealized loss on warrant and other liabilities
|
3,139
|
|
|
—
|
|
||
Loss on disposal of assets
|
411
|
|
|
766
|
|
||
Amortization of deferred tax charge
|
9,883
|
|
|
9,267
|
|
||
Excess tax benefit from exercise of stock options
|
(1,382
|
)
|
|
(546
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(210
|
)
|
|
135
|
|
||
Funds receivable and seller accounts
|
(585
|
)
|
|
(3,630
|
)
|
||
Prepaid expenses and other current assets
|
1,373
|
|
|
453
|
|
||
Other assets
|
(81
|
)
|
|
593
|
|
||
Accounts payable
|
(929
|
)
|
|
(5,804
|
)
|
||
Accrued liabilities
|
8,233
|
|
|
1,288
|
|
||
Funds payable and amounts due to sellers
|
585
|
|
|
3,630
|
|
||
Deferred revenue
|
529
|
|
|
469
|
|
||
Other liabilities
|
(224
|
)
|
|
1,442
|
|
||
Net cash provided by operating activities
|
13,632
|
|
|
19,035
|
|
||
Cash flows from investing activities
|
|
|
|
||||
Purchases of property and equipment
|
(4,544
|
)
|
|
(26,278
|
)
|
||
Development of internal-use software
|
(5,123
|
)
|
|
(5,611
|
)
|
||
Purchases of marketable securities
|
(13,236
|
)
|
|
(108,216
|
)
|
||
Sales of marketable securities
|
10,883
|
|
|
19,799
|
|
||
Net cash used in investing activities
|
(12,020
|
)
|
|
(120,306
|
)
|
||
Cash flows from financing activities
|
|
|
|
||||
Repurchase of stock
|
—
|
|
|
(180
|
)
|
||
Proceeds from public offering
|
199,467
|
|
|
—
|
|
||
Proceeds from exercise of stock options
|
2,058
|
|
|
2,894
|
|
||
Excess tax benefit from the exercise of stock options
|
1,382
|
|
|
546
|
|
||
Payments on capitalized lease obligations
|
(1,254
|
)
|
|
(2,810
|
)
|
||
Deferred payments on acquisition of business
|
—
|
|
|
(649
|
)
|
||
Payments relating to public offering
|
(2,491
|
)
|
|
—
|
|
||
Net cash provided by (used in) financing activities
|
199,162
|
|
|
(199
|
)
|
||
Effect of exchange rate changes on cash
|
(2,278
|
)
|
|
(2,292
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
198,496
|
|
|
(103,762
|
)
|
||
Cash and cash equivalents at beginning of period
|
69,659
|
|
|
271,244
|
|
||
Cash and cash equivalents at end of period
|
$
|
268,155
|
|
|
$
|
167,482
|
|
|
Six Months Ended
June 30, |
||||||
|
2015
|
|
2016
|
||||
Supplemental non-cash disclosures
|
|
|
|
||||
Equipment acquired under capital lease obligations
|
$
|
7,356
|
|
|
$
|
2,074
|
|
Stock-based compensation capitalized in development of capitalized software
|
$
|
223
|
|
|
$
|
267
|
|
Non-cash additions to development of internal-use software and property and equipment
|
$
|
798
|
|
|
$
|
9,800
|
|
Non-cash addition to construction in progress related to build-to-suit lease and facility financing obligation
|
$
|
1,915
|
|
|
$
|
—
|
|
Non-cash addition to capitalized public offering costs
|
$
|
1,630
|
|
|
$
|
—
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
Volatility
|
40.4% - 45.0%
|
|
44.3% - 44.6%
|
|
40.4% - 45.0%
|
|
44.2% - 44.6%
|
Risk-free interest rate
|
1.4% - 1.7%
|
|
1.2% - 1.5%
|
|
1.3% - 1.7%
|
|
1.2% - 1.9%
|
Expected term (in years)
|
5.5 - 6.1
|
|
5.5 - 6.3
|
|
5.5 - 6.1
|
|
5.5 - 6.3
|
Dividend rate
|
—%
|
|
—%
|
|
—%
|
|
—%
|
|
Shares
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contract Term (in years)
|
|
Aggregate Intrinsic Value
|
|||||
Outstanding at December 31, 2015
|
11,068,859
|
|
|
$
|
6.94
|
|
|
|
|
|
||
Granted
|
1,322,157
|
|
|
8.57
|
|
|
|
|
|
|||
Exercised
|
(1,035,963
|
)
|
|
2.79
|
|
|
|
|
|
|||
Forfeited/Cancelled
|
(636,414
|
)
|
|
10.07
|
|
|
|
|
|
|||
Outstanding at June 30, 2016
|
10,718,639
|
|
|
7.36
|
|
|
6.78
|
|
$
|
36,195,028
|
|
|
Total exercisable at June 30, 2016
|
7,105,222
|
|
|
5.67
|
|
|
5.84
|
|
32,475,823
|
|
||
Total vested and expected to vest at June 30, 2016
|
10,512,831
|
|
|
7.28
|
|
|
6.74
|
|
36,075,287
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Weighted average grant date fair value of options granted
|
$
|
6.95
|
|
|
$
|
4.09
|
|
|
$
|
7.10
|
|
|
$
|
3.78
|
|
Intrinsic value of options exercised
|
3,961,415
|
|
|
3,722,306
|
|
|
10,679,283
|
|
|
6,110,175
|
|
||||
Fair value of awards vested
|
1,543,309
|
|
|
2,873,120
|
|
|
3,592,891
|
|
|
6,208,730
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Cost of revenue
|
$
|
124
|
|
|
$
|
250
|
|
|
$
|
532
|
|
|
$
|
451
|
|
Marketing
|
126
|
|
|
221
|
|
|
229
|
|
|
402
|
|
||||
Product development
|
681
|
|
|
1,026
|
|
|
1,225
|
|
|
1,883
|
|
||||
General and administrative
|
1,889
|
|
|
2,771
|
|
|
4,808
|
|
|
4,769
|
|
||||
Total stock-based compensation expense
|
$
|
2,820
|
|
|
$
|
4,268
|
|
|
$
|
6,794
|
|
|
$
|
7,505
|
|
|
As of December 31, 2015
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Asset
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
212,390
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
212,390
|
|
U.S. Government bills
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
||||
|
212,393
|
|
|
—
|
|
|
—
|
|
|
212,393
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
U.S. Government and agency bills
|
21,620
|
|
|
—
|
|
|
—
|
|
|
21,620
|
|
||||
|
$
|
234,013
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
234,013
|
|
Liability
|
|
|
|
|
|
|
|
||||||||
Acquisition–related contingent consideration classified as liability
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,357
|
|
|
$
|
2,357
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,357
|
|
|
$
|
2,357
|
|
|
As of June 30, 2016
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Asset
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
86,675
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
86,675
|
|
U.S. Government bills
|
11,215
|
|
|
—
|
|
|
—
|
|
|
11,215
|
|
||||
|
97,890
|
|
|
—
|
|
|
—
|
|
|
97,890
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
—
|
|
|
14,974
|
|
|
—
|
|
|
14,974
|
|
||||
Corporate bonds
|
—
|
|
|
57,019
|
|
|
—
|
|
|
57,019
|
|
||||
U.S. Government and agency bills
|
34,664
|
|
|
—
|
|
|
—
|
|
|
34,664
|
|
||||
Yankee bonds
|
—
|
|
|
4,061
|
|
|
—
|
|
|
4,061
|
|
||||
|
34,664
|
|
|
76,054
|
|
|
—
|
|
|
110,718
|
|
||||
|
$
|
132,554
|
|
|
$
|
76,054
|
|
|
$
|
—
|
|
|
$
|
208,608
|
|
Liability
|
|
|
|
|
|
|
|
||||||||
Acquisition–related contingent consideration classified as liability
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,428
|
|
|
$
|
1,428
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,428
|
|
|
$
|
1,428
|
|
|
Six Months Ended
June 30, 2016 |
||
Balance at beginning of period
|
$
|
2,357
|
|
Acquired
|
—
|
|
|
Changes to liability-classified stock awards
|
1,013
|
|
|
Settled
|
—
|
|
|
Conversion of liability-classified restricted shares upon vesting
|
(1,942
|
)
|
|
Balance at end of period
|
$
|
1,428
|
|
|
Cost
|
|
Gross
Unrealized Holding Loss |
|
Gross
Unrealized Holding Gain |
|
Fair Value
|
||||||||
December 31, 2015
|
|
|
|
|
|
|
|
||||||||
U.S. Government and agency bills
|
$
|
21,636
|
|
|
$
|
(16
|
)
|
|
$
|
—
|
|
|
$
|
21,620
|
|
|
$
|
21,636
|
|
|
$
|
(16
|
)
|
|
$
|
—
|
|
|
$
|
21,620
|
|
June 30, 2016
|
|
|
|
|
|
|
|
||||||||
Commercial paper
|
$
|
14,974
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,974
|
|
Corporate bonds
|
56,959
|
|
|
(2
|
)
|
|
62
|
|
|
57,019
|
|
||||
U.S. Government and agency bills
|
34,632
|
|
|
(1
|
)
|
|
33
|
|
|
34,664
|
|
||||
Yankee bonds
|
4,061
|
|
|
—
|
|
|
—
|
|
|
4,061
|
|
||||
|
$
|
110,626
|
|
|
$
|
(3
|
)
|
|
$
|
95
|
|
|
$
|
110,718
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Net loss
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Basic and diluted shares:
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding
|
96,503,149
|
|
|
113,045,888
|
|
|
70,403,009
|
|
|
112,760,531
|
|
||||
Net loss per share attributable to common stockholders:
|
|
|
|
|
|
|
|
||||||||
Basic and diluted net loss per share applicable to common stockholders
|
$
|
(0.07
|
)
|
|
$
|
(0.06
|
)
|
|
$
|
(0.61
|
)
|
|
$
|
(0.05
|
)
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
United States
|
$
|
47,981
|
|
|
$
|
64,773
|
|
|
$
|
93,733
|
|
|
$
|
127,814
|
|
International
|
13,384
|
|
|
20,576
|
|
|
26,175
|
|
|
39,382
|
|
||||
Revenue
|
$
|
61,365
|
|
|
$
|
85,349
|
|
|
$
|
119,908
|
|
|
$
|
167,196
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands, except percentages)
|
||||||||||||||
GMS
|
$
|
546,197
|
|
|
$
|
669,704
|
|
|
$
|
1,078,112
|
|
|
$
|
1,298,871
|
|
Revenue
|
$
|
61,365
|
|
|
$
|
85,349
|
|
|
$
|
119,908
|
|
|
$
|
167,196
|
|
Marketplace revenue
|
$
|
30,469
|
|
|
$
|
37,405
|
|
|
$
|
60,620
|
|
|
$
|
73,135
|
|
Seller Services revenue
|
$
|
29,770
|
|
|
$
|
47,069
|
|
|
$
|
57,049
|
|
|
$
|
90,602
|
|
Net loss
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Adjusted EBITDA
|
$
|
4,061
|
|
|
$
|
14,040
|
|
|
$
|
10,734
|
|
|
$
|
28,791
|
|
|
|
|
|
|
|
|
|
||||||||
Active sellers
|
1,484
|
|
|
1,654
|
|
|
1,484
|
|
|
1,654
|
|
||||
Active buyers
|
21,697
|
|
|
26,104
|
|
|
21,697
|
|
|
26,104
|
|
||||
Percent mobile visits
|
60
|
%
|
|
64
|
%
|
|
60
|
%
|
|
63
|
%
|
||||
Percent mobile GMS
|
43
|
%
|
|
47
|
%
|
|
43
|
%
|
|
47
|
%
|
||||
Percent international GMS
|
30.2
|
%
|
|
30.7
|
%
|
|
30.4
|
%
|
|
30.5
|
%
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
|
(in thousands)
|
|
(in thousands)
|
||||||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Marketplace
|
$
|
30,469
|
|
|
$
|
37,405
|
|
|
$
|
60,620
|
|
|
$
|
73,135
|
|
Seller Services
|
29,770
|
|
|
47,069
|
|
|
57,049
|
|
|
90,602
|
|
||||
Other
|
1,126
|
|
|
875
|
|
|
2,239
|
|
|
3,459
|
|
||||
Total revenue
|
61,365
|
|
|
85,349
|
|
|
119,908
|
|
|
167,196
|
|
||||
Cost of revenue
|
21,909
|
|
|
29,098
|
|
|
42,618
|
|
|
57,009
|
|
||||
Gross profit
|
39,456
|
|
|
56,251
|
|
|
77,290
|
|
|
110,187
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Marketing
|
15,543
|
|
|
17,205
|
|
|
27,753
|
|
|
33,052
|
|
||||
Product development
|
10,072
|
|
|
11,840
|
|
|
20,081
|
|
|
24,070
|
|
||||
General and administrative
|
17,632
|
|
|
22,537
|
|
|
38,089
|
|
|
41,613
|
|
||||
Total operating expenses
|
43,247
|
|
|
51,582
|
|
|
85,923
|
|
|
98,735
|
|
||||
(Loss) income from operations
|
(3,791
|
)
|
|
4,669
|
|
|
(8,633
|
)
|
|
11,452
|
|
||||
Other income (expense), net
|
2,346
|
|
|
(7,719
|
)
|
|
(18,673
|
)
|
|
304
|
|
||||
(Loss) income before income taxes
|
(1,445
|
)
|
|
(3,050
|
)
|
|
(27,306
|
)
|
|
11,756
|
|
||||
Provision for income taxes
|
(4,909
|
)
|
|
(4,261
|
)
|
|
(15,634
|
)
|
|
(17,875
|
)
|
||||
Net loss
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
Marketplace
|
49.7
|
%
|
|
43.8
|
%
|
|
50.6
|
%
|
|
43.7
|
%
|
||||
Seller Services
|
48.5
|
|
|
55.1
|
|
|
47.6
|
|
|
54.2
|
|
||||
Other
|
1.8
|
|
|
1.0
|
|
|
1.9
|
|
|
2.1
|
|
||||
Total revenue
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
|
100.0
|
|
||||
Cost of revenue
|
35.7
|
|
|
34.1
|
|
|
35.5
|
|
|
34.1
|
|
||||
Gross profit
|
64.3
|
|
|
65.9
|
|
|
64.5
|
|
|
65.9
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Marketing
|
25.3
|
|
|
20.2
|
|
|
23.1
|
|
|
19.8
|
|
||||
Product development
|
16.4
|
|
|
13.9
|
|
|
16.7
|
|
|
14.4
|
|
||||
General and administrative
|
28.7
|
|
|
26.4
|
|
|
31.8
|
|
|
24.9
|
|
||||
Total operating expenses
|
70.5
|
|
|
60.4
|
|
|
71.7
|
|
|
59.1
|
|
||||
(Loss) income from operations
|
(6.2
|
)
|
|
5.5
|
|
|
(7.2
|
)
|
|
6.8
|
|
||||
Other income (expense), net
|
3.8
|
|
|
(9.0
|
)
|
|
(15.6
|
)
|
|
0.2
|
|
||||
(Loss) income before income taxes
|
(2.4
|
)
|
|
(3.6
|
)
|
|
(22.8
|
)
|
|
7.0
|
|
||||
Provision for income taxes
|
(8.0
|
)
|
|
(5.0
|
)
|
|
(13.0
|
)
|
|
(10.7
|
)
|
||||
Net loss
|
(10.4
|
)
|
|
(8.6
|
)
|
|
(35.8
|
)
|
|
(3.7
|
)
|
|
|
Three Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Marketplace
|
|
$
|
30,469
|
|
|
$
|
37,405
|
|
|
$
|
6,936
|
|
|
22.8
|
%
|
Percentage of total revenue
|
|
49.7
|
%
|
|
43.8
|
%
|
|
|
|
|
|||||
Seller Services
|
|
$
|
29,770
|
|
|
$
|
47,069
|
|
|
$
|
17,299
|
|
|
58.1
|
%
|
Percentage of total revenue
|
|
48.5
|
%
|
|
55.1
|
%
|
|
|
|
|
|||||
Other
|
|
$
|
1,126
|
|
|
$
|
875
|
|
|
$
|
(251
|
)
|
|
(22.3
|
)%
|
Percentage of total revenue
|
|
1.8
|
%
|
|
1.0
|
%
|
|
|
|
|
|||||
Total revenue
|
|
$
|
61,365
|
|
|
$
|
85,349
|
|
|
$
|
23,984
|
|
|
39.1
|
%
|
|
|
Three Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Cost of revenue
|
|
$
|
21,909
|
|
|
$
|
29,098
|
|
|
$
|
7,189
|
|
|
32.8
|
%
|
Percentage of total revenue
|
|
35.7
|
%
|
|
34.1
|
%
|
|
|
|
|
|
|
Three Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Provision for income taxes
|
|
$
|
(4,909
|
)
|
|
$
|
(4,261
|
)
|
|
$
|
648
|
|
|
(13.2
|
)%
|
Percentage of total revenue
|
|
(8.0
|
)%
|
|
(5.0
|
)%
|
|
|
|
|
|
|
Six Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Marketplace
|
|
$
|
60,620
|
|
|
$
|
73,135
|
|
|
$
|
12,515
|
|
|
20.6
|
%
|
Percentage of total revenue
|
|
50.6
|
%
|
|
43.7
|
%
|
|
|
|
|
|||||
Seller Services
|
|
$
|
57,049
|
|
|
$
|
90,602
|
|
|
$
|
33,553
|
|
|
58.8
|
%
|
Percentage of total revenue
|
|
47.6
|
%
|
|
54.2
|
%
|
|
|
|
|
|||||
Other
|
|
$
|
2,239
|
|
|
$
|
3,459
|
|
|
$
|
1,220
|
|
|
54.5
|
%
|
Percentage of total revenue
|
|
1.9
|
%
|
|
2.1
|
%
|
|
|
|
|
|||||
Total revenue
|
|
$
|
119,908
|
|
|
$
|
167,196
|
|
|
$
|
47,288
|
|
|
39.4
|
%
|
|
|
Six Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Cost of revenue
|
|
$
|
42,618
|
|
|
$
|
57,009
|
|
|
$
|
14,391
|
|
|
33.8
|
%
|
Percentage of total revenue
|
|
35.5
|
%
|
|
34.1
|
%
|
|
|
|
|
|
|
Six Months Ended
June 30, |
|
Change
|
|||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
|||||||
|
|
|
|
|
|
|
|
|
|||||||
|
|
(in thousands, except percentages)
|
|||||||||||||
Marketing
|
|
$
|
27,753
|
|
|
$
|
33,052
|
|
|
$
|
5,299
|
|
|
19.1
|
%
|
Percentage of total revenue
|
|
23.1
|
%
|
|
19.8
|
%
|
|
|
|
|
|
|
Six Months Ended
June 30, |
|
Change
|
||||||||||
|
|
2015
|
|
2016
|
|
$
|
|
%
|
||||||
|
|
|
|
|
|
|
|
|
||||||
|
|
(in thousands, except percentages)
|
||||||||||||
Other expense (income), net
|
|
$
|
(18,673
|
)
|
|
$
|
304
|
|
|
$
|
18,977
|
|
|
NM
|
Percentage of total revenue
|
|
(15.6
|
)%
|
|
0.2
|
%
|
|
|
|
|
•
|
although depreciation and amortization are non-cash charges, the assets being depreciated and amortized may have to be replaced in the future, and Adjusted EBITDA does not reflect cash capital expenditure requirements for such replacements or for new capital expenditure requirements;
|
•
|
Adjusted EBITDA does not consider the impact of stock-based compensation expense or changes in the fair value of warrants;
|
•
|
Adjusted EBITDA does not reflect tax payments that may represent a reduction in cash available to us;
|
•
|
Adjusted EBITDA does not consider the impact of foreign exchange (gain) loss;
|
•
|
Adjusted EBITDA does not reflect other non-operating expenses, net of other non-operating income, including net interest expense;
|
•
|
Adjusted EBITDA does not reflect the impact of our contributions to Etsy.org; and
|
•
|
other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure.
|
|
|
Three Months Ended
June 30, |
|
Six Months Ended
June 30, |
||||||||||||
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
|
(in thousands)
|
|
(in thousands)
|
||||||||||||
Net loss
|
|
$
|
(6,354
|
)
|
|
$
|
(7,311
|
)
|
|
$
|
(42,940
|
)
|
|
$
|
(6,119
|
)
|
Excluding:
|
|
|
|
|
|
|
|
|
||||||||
Interest and other non-operating expense, net (1)
|
|
308
|
|
|
1,333
|
|
|
486
|
|
|
1,430
|
|
||||
Provision for income taxes
|
|
4,909
|
|
|
4,261
|
|
|
15,634
|
|
|
17,875
|
|
||||
Depreciation and amortization (1)
|
|
4,732
|
|
|
5,103
|
|
|
9,073
|
|
|
9,834
|
|
||||
Stock-based compensation expense
|
|
2,222
|
|
|
3,452
|
|
|
4,355
|
|
|
6,033
|
|
||||
Stock-based compensation expense—acquisitions
|
|
598
|
|
|
816
|
|
|
2,439
|
|
|
1,472
|
|
||||
Net unrealized loss on warrant and other liabilities
|
|
3,151
|
|
|
—
|
|
|
3,139
|
|
|
—
|
|
||||
Foreign exchange (gain) loss
|
|
(5,805
|
)
|
|
6,386
|
|
|
15,048
|
|
|
(1,734
|
)
|
||||
Contribution to Etsy.org (2)
|
|
300
|
|
|
—
|
|
|
3,500
|
|
|
—
|
|
||||
Adjusted EBITDA
|
|
$
|
4,061
|
|
|
$
|
14,040
|
|
|
$
|
10,734
|
|
|
$
|
28,791
|
|
|
As of
June 30, 2016 |
||
|
(in thousands)
|
||
Cash and cash equivalents
|
$
|
167,482
|
|
Short-term investments
|
110,718
|
|
|
Accounts receivable, net
|
19,507
|
|
|
Working capital
|
272,266
|
|
|
Six Months Ended
June 30, |
||||||
|
2015
|
|
2016
|
||||
|
|
|
|
||||
|
(in thousands)
|
||||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
13,632
|
|
|
$
|
19,035
|
|
Investing activities
|
(12,020
|
)
|
|
(120,306
|
)
|
||
Financing activities
|
199,162
|
|
|
(199
|
)
|
•
|
fluctuations in revenue generated from Etsy sellers on our platform, including as a result of the seasonality of marketplace transactions and Etsy sellers’ use of Seller Services;
|
•
|
our success in attracting and retaining Etsy sellers and Etsy buyers;
|
•
|
the amount and timing of our operating expenses;
|
•
|
the timing and success of new services and features we introduce;
|
•
|
our success in executing on our four key strategies;
|
•
|
the impact of competitive developments and our response to those developments;
|
•
|
our ability to manage our existing business and future growth;
|
•
|
disruptions or defects in our marketplace, such as privacy or data security breaches or other incidents that impact the reliability of our platform;
|
•
|
the impact of our revised global corporate structure that was implemented on January 1, 2015; and
|
•
|
economic and market conditions, such as currency fluctuations and global events.
|
•
|
complaints or negative publicity about us, our platform, or our policies and guidelines, even if factually incorrect or based on isolated incidents;
|
•
|
an inability to gain the trust of prospective buyers;
|
•
|
disruptions or defects in our marketplace, such as privacy or data security breaches or other incidents that impact the reliability of our platform;
|
•
|
lack of awareness of our policies;
|
•
|
changes to our policies that members of our community perceive as inconsistent with our values or that are not clearly articulated;
|
•
|
a failure to enforce our policies effectively, fairly and transparently, including, for example, by allowing the widespread listing of prohibited items in our marketplace;
|
•
|
a failure to respond to feedback from our community; or
|
•
|
a failure to operate our business in a way that is consistent with our values.
|
•
|
we may choose to prohibit the sale of items in our marketplace that we believe are inconsistent with our values even though we could benefit financially from the sale of those items;
|
•
|
we may choose to revise our policies in ways that we believe will be beneficial to our community and our ecosystem in the long term even though the changes may be perceived unfavorably; or
|
•
|
we may take actions, such as investing in alternative forms of shipping or locating our servers in low-impact data centers, that reduce our environmental footprint even though these actions may be more costly than other alternatives.
|
•
|
complying with different regulatory standards (particularly including those related to the use of personal information, payment processing, intellectual property, consumer protection and taxation of goods and services);
|
•
|
fluctuations of foreign exchange rates;
|
•
|
potentially heightened risk of fraudulent transactions;
|
•
|
limitations on the repatriation of funds;
|
•
|
exposure to liabilities under anti-corruption, anti-money laundering and export control laws, including the U.S. Foreign Corrupt Practices Act of 1977, as amended, the UK Bribery Act of 2010, trade controls and sanctions administered by the U.S. Office of Foreign Assets Control, and similar laws and regulations in other jurisdictions;
|
•
|
varying levels of Internet, e-commerce and mobile technology adoption and infrastructure;
|
•
|
our ability to enforce contracts and intellectual property rights in jurisdictions outside the United States; and
|
•
|
barriers to international trade, such as tariffs or other taxes.
|
•
|
actions taken by providers of mobile operating systems or mobile app download stores;
|
•
|
unfavorable treatment received by our mobile apps, especially as compared to competing apps, such as the placement of our mobile apps in a mobile app download store;
|
•
|
increased costs to distribute or use our mobile apps; or
|
•
|
changes in mobile operating systems, such as iOS and Android, that degrade the functionality of our mobile website or mobile apps or that give preferential treatment to competitive products.
|
•
|
our brand awareness;
|
•
|
the global scale of our marketplace and the breadth of our online presence;
|
•
|
the number and engagement of Etsy buyers;
|
•
|
the extent to which our Seller Services can ease the administrative tasks that an Etsy seller might encounter in running her business, including through mobile apps;
|
•
|
our seller education resources and tools;
|
•
|
our policies and fees;
|
•
|
the ability to scale her business through our manufacturing program;
|
•
|
our mobile apps;
|
•
|
the strength of our community; and
|
•
|
our values.
|
•
|
the unique goods that Etsy sellers list in our marketplace;
|
•
|
our brand awareness;
|
•
|
the person-to-person commerce experience;
|
•
|
our reputation for trustworthiness;
|
•
|
our mobile apps;
|
•
|
ease of payment; and
|
•
|
the availability and reliability of our platform.
|
•
|
preserving our company culture as we grow;
|
•
|
continuing to attract and retain employees who share our values;
|
•
|
promoting existing employees into leadership positions to help sustain and grow our culture;
|
•
|
hiring employees in multiple locations globally;
|
•
|
responding to competitive pressures and changing business conditions in ways that do not divert us from our values; and
|
•
|
integrating new personnel and businesses from acquisitions.
|
•
|
incorporating new businesses and technologies into our infrastructure;
|
•
|
consolidating operational and administrative functions;
|
•
|
coordinating outreach to our community;
|
•
|
maintaining morale and culture and retaining and integrating key employees;
|
•
|
maintaining or developing controls, procedures and policies (including effective internal control over financial reporting and disclosure controls and procedures); and
|
•
|
assuming liabilities related to the activities of the acquired business before the acquisition, including liabilities for violations of laws and regulations, commercial disputes, taxes and other matters.
|
•
|
disposing of assets;
|
•
|
completing mergers or acquisitions;
|
•
|
incurring additional indebtedness;
|
•
|
encumbering our properties or assets;
|
•
|
paying dividends or making other distributions;
|
•
|
making specified investments; and
|
•
|
engaging in transactions with our affiliates.
|
•
|
variations in our operating results and other financial and operational metrics, including the key financial and operating metrics disclosed in this Quarterly Report, as well as how those results and metrics compare to analyst and investor expectations;
|
•
|
forward-looking statements related to our financial projections, our failure to meet or exceed our financial projections or changes in our financial projections;
|
•
|
failure of analysts to initiate or maintain coverage of our company, changes in their estimates of our operating results or changes in recommendations by analysts that follow our common stock or a negative view of our financial projections;
|
•
|
announcements of new services or enhancements, strategic alliances or significant agreements or other developments by us or our competitors;
|
•
|
announcements by us or our competitors of mergers or acquisitions or rumors of such transactions involving us or our competitors;
|
•
|
changes in our board of directors, management or other key personnel;
|
•
|
disruptions in our marketplace due to hardware, software or network problems, security breaches or other issues;
|
•
|
the strength of the global economy or the economy in the jurisdictions in which we operate, currency fluctuations, and market conditions in our industry and those affecting members of our community;
|
•
|
trading activity by our principal stockholders, including upon the expiration of contractual lock-up agreements, and sales of large blocks of our common stock;
|
•
|
the number of shares of our common stock that are available for public trading;
|
•
|
litigation or other claims against us;
|
•
|
the performance of the equity markets in general and in our industry;
|
•
|
the operating performance of other similar companies;
|
•
|
changes in legal requirements relating to our business; and
|
•
|
any other factors discussed in this report.
|
•
|
provide for a classified board of directors so that not all members of our board of directors are elected at one time;
|
•
|
permit our board of directors to establish the number of directors and fill any vacancies and newly created directorships;
|
•
|
provide that directors may only be removed for cause;
|
•
|
require super-majority voting to amend some provisions in our certificate of incorporation and bylaws;
|
•
|
authorize the issuance of “blank check” preferred stock that our board of directors could use to implement a stockholder rights plan;
|
•
|
eliminate the ability of our stockholders to call special meetings of stockholders;
|
•
|
prohibit stockholder action by written consent, which means all stockholder actions must be taken at a meeting of our stockholders;
|
•
|
provide that our board of directors is expressly authorized to amend or repeal any provision of our bylaws;
|
•
|
restrict the forum for certain litigation against us to Delaware; and
|
•
|
require advance notice for nominations for election to our board of directors or for proposing matters that can be acted upon by stockholders at annual stockholder meetings.
|
Period
|
(a) Total Number of Shares (or Units) Purchased
|
|
(b) Average Price Paid per Share
|
|
(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs
|
|
(d) Maximum Number of Shares (of Units) that May Yet Be Purchased Under the Plans or Programs
|
|||||
April 1 - 30, 2016 (1)
|
4,958
|
|
|
$
|
8.67
|
|
|
—
|
|
|
—
|
|
May 1 - 31, 2016 (1)
|
15,081
|
|
|
8.22
|
|
|
—
|
|
|
—
|
|
|
June 1 - 30, 2016 (1)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
20,039
|
|
|
$
|
8.45
|
|
|
—
|
|
|
—
|
|
ETSY, INC.
|
|
Date: August 4, 2016
|
/s/ Kristina Salen
|
|
Kristina Salen
Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|
|
|
Exhibit No.
|
Description
|
10.1
|
Amendment No. 1 to the Etsy, Inc. Management Cash Incentive Plan, dated April 4, 2016.
|
10.2
|
Lease Amendment for Partial Surrender & Termination Agreement, dated June 16, 2016, between Etsy, Inc. and 55 Washington Street LLC.
|
31.1
|
Certification of Principal Executive Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.
|
31.2
|
Certification of Principal Financial Officer Required Under Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.
|
32.1
|
Certification of Chief Executive Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.
|
32.2
|
Certification of Chief Financial Officer Required Under Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. §1350.
|
101.INS
|
XBRL Instance Document.
|
101.SCH
|
XBRL Taxonomy Schema Linkbase Document.
|
101.CAL
|
XBRL Taxonomy Calculation Linkbase Document.
|
101.DEF
|
XBRL Taxonomy Definition Linkbase Document.
|
101.LAB
|
XBRL Taxonomy Labels Linkbase Document.
|
101.PRE
|
XBRL Taxonomy Presentation Linkbase Document.
|
1)
|
Section 3.7 is amended by adding the language shown in italics below:
|
2)
|
Section 4.2 is amended by adding the language shown in italics below:
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Etsy, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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1.
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I have reviewed this Quarterly Report on Form 10-Q of Etsy, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:
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