UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2018
or
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number: 001-38017
SNAP INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 45-5452795 |
(State or other jurisdiction of incorporation or organizations) |
| (I.R.S. Employer Identification Number) |
2772 Donald Douglas Loop North, Santa Monica, California 90405
(Address of principal executive offices, including zip code)
(310) 399-3339
(Registrant's telephone, including area code)
63 Market Street, Venice, California 90291
(Former address of principal executive offices, including zip code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 (Exchange Act) during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
☐ | Large accelerated filer | ☐ | Accelerated filer |
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☒ | Non-accelerated filer (Do not check if a smaller reporting company) | ☐ | Smaller reporting company |
☒ | Emerging growth company | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class |
| Number of Shares Outstanding |
Class A common stock, $0.00001 par value |
| 962,983,090 shares outstanding as of July 31, 2018 |
Class B common stock, $0.00001 par value |
| 94,479,066 shares outstanding as of July 31, 2018 |
Class C common stock, $0.00001 par value |
| 219,890,702 shares outstanding as of July 31, 2018 |
SNAP INC.
TABLE OF CONTENTS
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Note Regarding Forward-Looking Statements |
| 3 | ||
Note Regarding User Metrics and Other Data |
| 4 | ||
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| PART I - FINANCIAL INFORMATION |
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Item 1. |
| Consolidated Financial Statements (unaudited) |
| 5 |
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| Consolidated Statements of Cash Flows |
| 5 |
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| Consolidated Statements of Operations |
| 6 |
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| Consolidated Statements of Comprehensive Income (Loss) |
| 7 |
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| Consolidated Balance Sheets |
| 8 |
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| Notes to Consolidated Financial Statements |
| 9 |
Item 2. |
| Management's Discussion and Analysis of Financial Condition and Results of Operations |
| 20 |
Item 3. |
| Quantitative and Qualitative Disclosures About Market Risk |
| 34 |
Item 4. |
| Controls and Procedures |
| 35 |
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| PART II - OTHER INFORMATION |
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Item 1. |
| Legal Proceedings |
| 36 |
Item 1A. |
| Risk Factors |
| 36 |
Item 2. |
| Unregistered Sales of Equity Securities and Use of Proceeds |
| 63 |
Item 3. |
| Defaults Upon Senior Securities |
| 63 |
Item 4. |
| Mine Safety Disclosures |
| 63 |
Item 5. |
| Other Information |
| 63 |
Item 6. |
| Exhibits |
| 65 |
Signatures |
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| 66 |
Snap Inc., "Snapchat," and our other registered and common-law trade names, trademarks, and service marks appearing in this Quarterly Report on Form 10-Q are the property of Snap Inc. or our subsidiaries.
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