10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________________________________________

FORM 10-Q

____________________________________________________________________________

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

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: 001-38658

_______________________________________________________________________________

EVENTBRITE, INC.

(Exact name of registrant as specified in its charter)

________________________________________________________________________________

Delaware	14-1888467
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
155 5th Street, 7th Floor San Francisco, CA 94103 (415) 692-7779 (Address, including zip code and telephone number, including area code, of Registrant’s principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Class A common stock, $0.00001 par value	EB	The New York Stock Exchange

_________________________________________________________________

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 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 every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions 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	☐
Non-accelerated filer	☒	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  ☒

As of July 15, 2019, 49,662,496 shares of Registrant's Class A common stock and 33,170,832 shares of Registrant's Class B common stock were outstanding.

EVENTBRITE, INC.

TABLE OF CONTENTS

		Page
	Special Note Regarding Forward-Looking Statements
PART I. FINANCIAL INFORMATION
Item 1.	Unaudited Interim Condensed Consolidated Financial Statements	4
	Condensed Consolidated Balance Sheets as of June 30, 2019 and December 31, 2018	4
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2019 and 2018	5
	Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) for the Three and Six Months Ended June 30, 2019 and 2018	6
	Condensed Consolidated Statements of Cash Flows for the Three and Six Months Ended June 30, 2019 and 2018	8
	Notes to Unaudited Interim Condensed Consolidated Financial Statements	10
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	43
Item 4.	Controls and Procedures	43
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	44
Item 1A.	Risk Factors	44
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47
Item 6.	Exhibits	48
Signatures		49

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, that involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "appears," "shall," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential," or "continue," or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about our future financial performance, including our revenue, costs of revenue and operating expenses; our anticipated growth and growth strategies and our ability to effectively manage that growth; our ability to achieve and grow profitability; the sufficiency of our cash, cash equivalents and investments to meet our liquidity needs; our ability to maintain the security and availability of our platform; our predictions about industry and market trends; our ability to attract and retain creators; our ability to successfully expand internationally; our ability to maintain, protect and enhance our intellectual property; our ability to comply with modified or new laws and regulations applying to our business; our ability to successfully defend litigation brought against us; the increased expenses associated with being a public company; and our outstanding debt under our term loan facility. The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties, and other factors described in the section titled "Risk Factors" and elsewhere in this Quarterly Report on Form 10-Q. We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q. You should not rely upon forward-looking statements as predictions of future events.

All forward-looking statements are based on information and estimates available to us at the time of this Quarterly Report on Form 10-Q and are not guarantees of future performance. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law.

PART I. FINANCIAL INFORMATION

Item 1. Unaudited Condensed Consolidated Financial Statements

EVENTBRITE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and par value data)

(Unaudited)

	June 30, 2019			December 31, 2018
Assets
Current assets
Cash and cash equivalents	$	500,454		$	437,892
Funds receivable	46,582			58,697
Accounts receivable, net	4,368			4,069
Creator signing fees, net	8,245			7,324
Creator advances, net	26,182			21,255
Prepaid expenses and other current assets	14,735			16,467
Total current assets	600,566			545,704
Property, plant and equipment, net	46,251			44,219
Goodwill	170,560			170,560
Acquired intangible assets, net	54,490			59,973
Restricted cash	508			1,508
Creator signing fees, noncurrent	12,518			9,681
Creator advances, noncurrent	2,534			1,887
Other assets	3,244			3,352
Total assets	$	890,671		$	836,884
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable, creators	$	322,982		$	272,201
Accounts payable, trade	2,063			1,028
Accrued compensation and benefits	5,278			5,586
Accrued taxes	4,503			8,028
Current portion of term loan	5,650			5,635
Other accrued liabilities	18,519			15,726
Total current liabilities	358,995			308,204
Build-to-suit lease financing obligation	27,916			28,510
Accrued taxes, noncurrent	13,612			15,691
Term loan	55,794			67,087
Other liabilities	2,521			2,170
Total liabilities	458,838			421,662
Commitments and contingencies (Note 12)
Stockholders' equity:
Preferred stock, $0.00001 par value; 100,000,000 shares authorized, no shares issued or outstanding as of June 30, 2019 and December 31, 2018	—			—
Common stock, $0.00001 par value; 1,100,000,000 shares authorized, 82,449,552 shares issued and outstanding as of June 30, 2019; 1,100,000,000 shares authorized, 78,546,874 shares issued and 78,358,394 shares outstanding as of December 31, 2018	—			—
Treasury stock at cost; no shares as of June 30, 2019 and 188,480 shares as of December 31, 2018	—			(488		)
Additional paid-in capital	759,959			718,405
Accumulated deficit	(328,126		)	(302,695		)
Total stockholders’ equity	431,833			415,222
Total liabilities and stockholders’ equity	$	890,671		$	836,884

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

4

EVENTBRITE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net revenue	$	80,758		$	67,542		$	162,084		$	142,068
Cost of net revenue(1)	31,073			29,863			61,591			57,947
Gross profit	49,685			37,679			100,493			84,121
Operating expenses(1):
Product development	16,295			10,981			30,559			19,815
Sales, marketing and support	25,872			21,513			47,434			42,229
General and administrative	22,051			18,405			47,178			38,388
Total operating expenses	64,218			50,899			125,171			100,432
Loss from operations	(14,533		)	(13,220		)	(24,678		)	(16,311		)
Interest expense	(1,868		)	(3,190		)	(3,801		)	(6,099		)
Change in fair value of redeemable convertible preferred stock warrant liability	—			(4,750		)	—			(6,071		)
Gain on debt extinguishment	—			—			—			16,995
Other income (expense), net	375			(3,013		)	2,555			(3,294		)
Loss before income taxes	(16,026		)	(24,173		)	(25,924		)	(14,780		)
Income tax provision (benefit)	(1,193		)	430			(1,093		)	800
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Net loss per share, basic and diluted	$	(0.18	)	$	(1.12	)	$	(0.31	)	$	(0.73	)
Weighted-average number of shares outstanding used to compute net loss per share, basic and diluted	81,369			21,886			80,049			21,289
(1) Includes stock-based compensation as follows:
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Cost of net revenue	$	325		$	71		$	569		$	124
Product development	2,187			747			4,225			1,348
Sales, marketing and support	1,246			864			2,469			1,578
General and administrative	4,948			3,566			9,570			5,058
Total	$	8,706		$	5,248		$	16,833		$	8,108

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

5

EVENTBRITE, INC.

Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(in thousands, except share data)

(Unaudited)

	Common Stock-Class A				Common Stock-Class B				Treasury Stock					Additional Paid-In Capital			Accumulated Deficit			Total Stockholders' Equity
	Shares		Amount		Shares		Amount		Shares		Amount
Balance at December 31, 2018	11,502,993		$	—	66,855,401		$	—	(188,480	)	$	(488	)	$	718,405		$	(302,695	)	$	415,222
Issuance of common stock upon exercise of stock options	1,785,106		—		249,207		—		—		—			12,427			—			12,427
Issuance of restricted stock awards	4,402		—		—		—		—		—			—			—			—
Issuance of common stock for settlement of RSUs	62,263		—		—		—		—		—			—			—			—
Shares withheld related to net share settlement	(24,249	)	—		—		—		—		—			(560		)	—			(560		)
Conversion of common stock from Class B to A	21,095,075		—		(21,095,075	)	—		—		—			—			—			—
Retirement of treasury stock	—		—		—		—		188,480		488			(488		)	—			—
Vesting of early exercised stock options	—		—		—		—		—		—			92			—			92
Stock-based compensation	—		—		—		—		—		—			8,330			—			8,330
Cumulative effect adjustment upon adoption of ASU 2014-09	—		—		—		—		—		—			—			(600		)	(600		)
Net loss	—		—		—		—		—		—			—			(9,998		)	(9,998		)
Balance at March 31, 2019	34,425,590		—		46,009,533		—		—		—			738,206			(313,293		)	424,913
Issuance of common stock upon exercise of stock options	1,785,361		—		—		—		—		—			10,526			—			10,526
Issuance of restricted stock awards	21,016		—		—		—		—		—			—			—			—
Issuance of common stock for settlement of RSUs	52,204		—		—		—		—		—			—			—			—
Issuance of common stock for ESPP Purchase	167,706		—		—		—		—		—			2,234			—			2,234
Shares withheld related to net share settlement	(11,858	)	—				—		—		—			(253		)	—			(253		)
Conversion of common stock from Class B to A	11,491,455		—		(11,491,455	)	—		—		—			—			—			—
Vesting of early exercised stock options	—		—		—		—		—		—			92			—			92
Stock-based compensation	—		—		—		—		—		—			9,154			—			9,154
Net loss	—		—		—		—		—		—			—			(14,833		)	(14,833		)
Balance at June 30, 2019	47,931,474		$	—	34,518,078		$	—	—		$	—		$	759,959		$	(328,126	)	$	431,833

6

	Redeemable Convertible Preferred Stock			Common Stock-Class A			Common Stock-Class B			Treasury Stock					Additional Paid-In Capital		Accumulated Deficit			Total Stockholders’ Equity (Deficit)
	Shares	Amount		Shares	Amount		Shares	Amount		Shares		Amount
Balance at December 31, 2017	41,628,207	$	334,018	—	$	—	20,773,441	$	—	(188,480	)	$	(488	)	$	83,291	$	(238,617	)	$	(155,814	)
Issuance of common stock upon exercise of stock options	—	—		—	—		124,258	—		—		—			588		—			588
Vesting of early exercised stock options	—	—		—	—		—	—		—		—			92		—			92
Stock-based compensation	—	—		—	—		—	—		—		—			3,016		—			3,016
Net income	—	—		—	—		—	—		—		—			—		9,023			9,023
Balance at March 31, 2018	41,628,207	334,018		—	—		20,897,699	—		(188,480	)	(488		)	86,987		(229,594		)	(143,095		)
Issuance of common stock upon exercise of stock options	—	—		—	—		963,297	—		—		—			3,620		—			3,620
Issuance of common stock, acquisitions	—	—		—	—		676,060	—		—		—			7,439		—			7,439
Vesting of early exercised stock options	—	—		—	—		—	—		—		—			91					91
Stock-based compensation	—	—		—	—		—	—		—		—			5,365		—			5,365
Net loss	—	—		—	—		—	—		—		—			—		(24,603		)	(24,603		)
Balance at June 30, 2018	41,628,207	$	334,018	—	$	—	22,537,056	$	—	(188,480	)	$	(488	)	$	103,502	$	(254,197	)	$	(151,183	)

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

7

EVENTBRITE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited)
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Cash flows from operating activities
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	6,082			8,580			12,219			16,782
Amortization of creator signing fees	2,522			1,713			4,915			3,077
Accretion of term loan	119			882			223			1,412
Gain on debt extinguishment	—			—			—			(16,995		)
Change in fair value of redeemable convertible preferred stock warrant liability	—			4,750			—			6,071
Stock-based compensation	8,706			5,248			16,833			8,108
Impairment of long-lived assets	1,436			686			1,899			1,064
Provision for bad debt and creator advances	1,800			914			2,380			1,533
Loss on disposal of equipment	36			—			58			1
Deferred income taxes	(571		)	341			(745		)	617
Changes in operating assets and liabilities, net of impact of acquisitions:
Accounts receivable	446			78			(1,061		)	(946		)
Funds receivable	7,813			8,892			12,115			14,778
Creator signing fees, net	(4,630		)	(2,626		)	(9,251		)	(6,277		)
Creator advances, net	(4,393		)	30			(8,513		)	(2,517		)
Prepaid expenses and other current assets	1,033			(2,102		)	1,732			(3,430		)
Other assets	(119		)	(788		)	(2		)	(694		)
Accounts payable, creators	(30,407		)	(42,245		)	50,781			29,946
Accounts payable, trade	671			(597		)	956			411
Accrued compensation and benefits	(1,879		)	(80		)	(308		)	(596		)
Accrued taxes	(2,194		)	746			(3,525		)	2,243
Other accrued liabilities	501			4,741			2,712			9,385
Accrued taxes, non-current	(1,361		)	(1,853		)	(1,334		)	640
Other liabilities	220			(14		)	479			(34		)
Net cash provided by (used in) operating activities	(29,002		)	(37,307		)	57,732			48,999
Cash flows from investing activities
Purchases of property and equipment	(2,281		)	(2,035		)	(3,566		)	(2,688		)
Capitalized internal-use software development costs	(2,166		)	(1,992		)	(4,271		)	(4,331		)
Acquisitions, net of cash acquired	—			13,853			—			13,853
Net cash provided by (used in) investing activities	(4,447		)	9,826			(7,837		)	6,834

8

EVENTBRITE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued) (in thousands) (Unaudited)
	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Cash flows from financing activities
Proceeds from issuance of common stock under ESPP	2,234			—			2,234			—
Proceeds from exercise of stock options	10,526			3,620			22,954			4,208
Taxes paid related to net share settlement of equity awards	(531		)	—			(706		)	—
Proceeds from term loans	—			15,000			—			45,000
Principal payments on debt obligations	(11,406		)	(165		)	(11,406		)	(35,455		)
Payment of debt issuance costs	—			—			(457		)	—
Payments on capital lease obligations	(68		)	(30		)	(138		)	(76		)
Payments on lease financing obligations	(217		)	(155		)	(401		)	(279		)
Payments of deferred offering costs	—			(183		)	(413		)	(183		)
Net cash provided by financing activities	538			18,087			11,667			13,215
Net increase (decrease) in cash, cash equivalents and restricted cash	(32,911		)	(9,394		)	61,562			69,048
Cash, cash equivalents and restricted cash
Beginning of period	$	533,873		$	270,663		$	439,400		$	192,221
End of period	$	500,962		$	261,269		$	500,962		$	261,269
Supplemental cash flow data
Interest paid	$	1,866		$	1,686		$	1,876		$	3,622
Income taxes paid, net of refunds	183			100			367			143
Non-cash investing and financing activities
Vesting of early exercised stock options	$	92		$	91		$	184		$	183
Purchases of property and equipment, accrued but unpaid	338			8			338			8
Issuance of shares of common stock for acquisitions	—			7,439			—			7,439
Issuance of redeemable convertible preferred stock warrants in connection with loan facilities and term loan	—			1,890			—			4,603
Deferred offering costs included in accounts payable, trade and other accrued liabilities	—			1,071			—			1,128

(See accompanying Notes to Unaudited Condensed Consolidated Financial Statements)

9

EVENTBRITE, INC.

Notes to Unaudited Interim Condensed Consolidated Financial Statements

1. Organization

Description of Business

Eventbrite, Inc. (Eventbrite or the Company) has built a powerful, broad technology platform to enable creators to solve many challenges associated with creating live experiences. The Company’s platform integrates components needed to seamlessly plan, promote and produce live events, thereby allowing creators to reduce friction and costs, increase reach and drive ticket sales.

Initial Public Offering

In September 2018, the Company completed its initial public offering (IPO) in which the Company issued and sold 11,500,000 shares of Class A common stock at a public offering price of $23.00 per share, which included 1,500,000 shares sold pursuant to the exercise by the underwriters' option to purchase additional shares. The Company received aggregate net proceeds of $246.0 million from the IPO, net of underwriter discounts and commissions, before deducting additional offering costs of $5.5 million, net of reimbursements.

Immediately prior to the closing of the IPO, (i) all shares of common stock then outstanding were reclassified as Class B common stock, (ii) 41,628,207 shares of redeemable convertible preferred stock outstanding converted into 42,188,624 shares of Class B common stock (including additional shares issued upon conversion of our Series G redeemable convertible preferred stock based on the IPO price of $23.00 per share) and (iii) warrants to purchase 933,269 shares of our Series G redeemable convertible preferred stock automatically exercised into 997,193 shares of Class B common stock.

2. Significant Accounting Policies

Basis of Presentation

The accompanying interim condensed consolidated financial statements of the Company are unaudited. The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The condensed consolidated balance sheet as of December 31, 2018 included herein was derived from the audited financial statements as of that date.

The accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal and recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations and cash flows for the interim periods. All intercompany transactions and balances have been eliminated. The interim results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or for any other future annual or interim period.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Quantitative and Qualitative Disclosures About Market Risk" and the Consolidated Financial Statements and notes thereto included in Items 7, 7A and 8, respectively, in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (2018 Form 10-K).

10

Prior Period Reclassification

Beginning in the first quarter of 2019, the Company classified the amortization of acquired customer relationship intangible assets and certain other costs as sales, marketing and support expenses. Previously, these expenses were classified as general and administrative expenses. The Company has reclassified $3.4 million and $6.6 million of expenses for the three and six months ended June 30, 2018, respectively, and $0.4 million for the three months ended March 31, 2019 which is included in the six months ended June 30, 2019, to make the presentation consistent with the current period. There was no change to total operating expenses, loss from operations, loss before provision for income taxes or net loss for the three or six months ended June 30, 2018 or the three months ended March 31, 2019 as a result of these reclassifications.

Use of Estimates

In order to conform with U.S. GAAP, the Company is required to make certain estimates, judgments and assumptions when preparing its condensed consolidated financial statements. These estimates, judgments and assumptions affect the reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported periods. These estimates include, but are not limited to, the recoverability of creator signing fees and creator advances, the capitalization and estimated useful life of internal-use software, certain assumptions used in the valuation of equity awards, assumptions used in determining the fair value of the redeemable convertible preferred stock warrant liability and term loan derivative asset, assumptions used in determining the fair value of business combinations, the allowance for doubtful accounts, indirect tax reserves and contra revenue amounts related to fraudulent events, customer disputed transactions and refunds. The Company evaluates these estimates on an ongoing basis. Actual results could differ from those estimates and such differences could be material to the Company’s consolidated financial statements.

Comprehensive Loss

For all periods presented, comprehensive loss equaled net loss. Therefore, the condensed consolidated statements of comprehensive loss have been omitted from the interim unaudited condensed consolidated financial statements.

Emerging Growth Company Status

As an emerging growth company (EGC), the Jump-start Our Business Start-ups Act (JOBS Act) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. As a result, the Company's financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards that are applicable to public companies. Based on the market value of our Class A common stock held by non-affiliates as of June 30, 2019, we will become a large accelerated filer as of December 31, 2019 and cease to be an emerging growth company, and, therefore, will no longer be able to take advantage of this extended transition period.

Recently Adopted Accounting Pronouncements

The Company adopted ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business beginning January 1, 2019. This standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The adoption of this standard has had no material impact on the Company's interim condensed consolidated financial statements.

In May 2014, and in subsequent updates, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs—Contracts with Customers (Subtopic 340-40) (ASC Topic 606), which supersedes nearly all existing revenue recognition guidance. ASC Topic 606 establishes a five-step revenue recognition process in which an entity will recognize revenue when or as it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC Topic 606 also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. ASC Topic 606 was effective for and adopted by the Company beginning January 1, 2019. The Company applied the modified retrospective approach to contracts which were not completed as of the adoption date.

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The adoption of ASC Topic 606 primarily had the following impact on the Company's financial statements:

▪ Beginning January 1, 2019, the Company recognizes revenue allocated to its customer service and account management performance obligations over time as the Company has a stand-ready obligation to provide these services to certain customers. The Company recorded a cumulative-effect adjustment to opening accumulated deficit as of January 1, 2019 of $0.6 million and a corresponding increase to contract liabilities, included within other accrued liabilities on the interim condensed consolidated balance sheet.

▪ The adoption of ASC Topic 606 had no material impact to the Company's net revenues recorded in the three or six months ended June 30, 2019.

▪ The accounting treatment of incremental costs of obtaining contracts under ASC Topic 606 had no material impact to the Company's interim unaudited condensed consolidated financial statements.

▪ The adoption of ASC Topic 606 had no impact to the Company's total net cash provided by or used in operating, investing or financing activities within the Company's interim condensed consolidated statement of cash flows for the three or six months ended June 30, 2019.

Refer to Revenue Recognition below for additional discussion of the Company's revenue recognition policies under ASC Topic 606.

Recently Issued Accounting Pronouncements Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. This standard is effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. This standard will apply to the Company’s reporting requirements in performing goodwill impairment testing, however, the Company does not anticipate the adoption of this standard will have a material impact on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (ASU 2016-02) which requires lessees to put most leases on their balance sheets but recognize expenses on their income statement and eliminates the real estate-specific provisions for all entities. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the effect that implementation of this standard will have on its consolidated financial statements upon adoption.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents includes bank deposits held by financial institutions. Cash and cash equivalents balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such balances were $279.5 million and $217.4 million as of June 30, 2019 and December 31, 2018, respectively. Although creator cash is legally unrestricted, the Company does not utilize creator cash for its own financing or investing activities as the amounts are payable to creators on a regular basis. These amounts due to creators are included in accounts payable, creators on the condensed consolidated balance sheets.

The Company has issued letters of credit under lease agreements and other agreements, which have been collateralized with cash. This cash is classified as noncurrent restricted cash on the condensed consolidated balance sheets. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

	June 30, 2019		December 31, 2018
Cash and cash equivalents	$	500,454	$	437,892
Restricted cash	508		1,508
Total cash, cash equivalents and restricted cash	$	500,962	$	439,400

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Funds Receivable

Funds receivable represents cash-in-transit from third-party payment processors that is received by the Company within approximately five business days from the date of the underlying ticketing transaction. The funds receivable balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such amounts were $43.5 million and $54.8 million as of June 30, 2019 and December 31, 2018, respectively.

Revenue Recognition

The Company determines revenue recognition through the following steps:

i.    Identification of the contract, or contracts, with a customer

ii.     Identification of the performance obligations in the contract

iii.    Determination of the transaction price

iv.     Allocation of the transaction price to the performance obligations in the contract

v.     Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company derives its revenues primarily from service fees and payment processing fees charged at the time a ticket for an event is sold. The Company also derives revenues from providing certain creators with account management services and customer support. The Company's customers are event creators who are selling tickets for events using the Company's platform. Tickets are sold by creators to attendees. Revenue is recognized when or as control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. The Company allocates the transaction price by estimating a standalone selling price for each performance obligation using an expected cost plus a margin approach. For service fees and payment processing fees, revenue is recognized when the ticket is sold. For account management services and customer support, revenue is recognized over the period from the date of the sale of the ticket to the date of the event.

The event creator has the choice of whether to use Eventbrite Payment Processing (EPP) or to use a third-party payment processor, referred to as Facilitated Payment Processing (FPP). Under the EPP option, the Company is the merchant of record and is responsible for processing the transaction and collecting the face value of the ticket and all associated fees at the time the ticket is sold. The Company is also responsible for remitting these amounts collected, less the Company's fees, to the event creator. Under the FPP option, Eventbrite is not responsible for processing the transaction or collecting the face value of the ticket and associated fees. In this case, the Company invoices the creator for all of the Company's fees.

The Company evaluates whether it is appropriate to recognize revenue on a gross or net basis based upon its evaluation of whether the Company obtains control of the specified goods or services by considering if it is primarily responsible for fulfillment of the promise, has inventory risk, and has the latitude in establishing pricing and selecting suppliers, among other factors. The Company determined the event creator is the party responsible for fulfilling the promise to the attendee, as the creator is responsible for providing the event for which a ticket is sold, determines the price of the ticket and is responsible for providing a refund if the event is canceled. The Company's service provides a platform for the creator and event attendee to transact and the Company's performance obligation is to facilitate and process that transaction and issue the ticket. The amount that the Company earns for its services is fixed. For the payment processing service, the Company determined that it is the principal in providing the service as the Company is responsible for fulfilling the promise to process the payment and has discretion and latitude in establishing the price of its service. Based on management's assessment, the Company records revenue on a net basis related to its ticketing service and on a gross basis related to its payment processing service. As a result, costs incurred for processing the transactions are included in cost of net revenues in the condensed consolidated statements of operations.

Revenue is presented net of indirect taxes, value-added taxes, creator royalties and reserves for customer refunds, payment chargebacks and estimated uncollectible amounts. If an event is cancelled by a creator, then any obligations to provide refunds to event attendees are the responsibility of that creator. If a creator is unwilling or unable to fulfill their refund obligations, the Company may, at its discretion, provide attendee refunds. Revenue is also presented net of the amortization of creator signing fees. The benefit the Company receives by securing exclusive ticketing and payment processing rights with certain creators from creator signing fees is inseparable from the customer relationship with the creator and accordingly these fees are recorded as a reduction of revenue.

Significant Accounting Policies

Other than as discussed above with respect to the Company's adoption of ASC Topic 606, there have been no material changes to the Company's significant accounting policies as described in the Company's 2018 Form 10-K.

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3. Fair Value Measurement

The Company measures its financial assets and liabilities at fair value at each reporting date using a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs that are supported by little or no market activity.

The Company’s funds receivable, accounts receivable, accounts payable, other current liabilities and debt approximate their fair value. All of these financial assets and liabilities are Level 1, except for debt, which is Level 2. There are no other Level 1 or Level 2 assets or liabilities recorded at June 30, 2019 and December 31, 2018.

The Company measures the redeemable convertible preferred stock warrant liability (as discussed in Note 11) and term loan derivative asset (as discussed in Note 10) at fair value on a recurring basis and determined these are Level 3 financial assets and liabilities, respectively, in the fair value hierarchy.

The fair value of the redeemable convertible preferred stock warrants was estimated using a hybrid between a probability-weighted expected return method (PWERM) and option pricing model (OPM), estimating the probability weighted value across multiple scenarios, while using an OPM to estimate the allocation of value within one or more of these scenarios. Under a PWERM, the value of the Company’s various equity securities was estimated based upon an analysis of future values for the Company assuming various future outcomes, including two IPO scenarios and two scenarios contemplating the continued operation of the Company as a privately held enterprise. Guideline public company multiples were used to value the Company under the IPO scenarios. The discounted cash flow method was used to value the Company under the staying private scenarios. Share value for each class of security was based upon the probability-weighted present value of expected future investment returns, considering each of these possible future outcomes, as well as the rights of each share class.

The significant unobservable inputs into the valuation model used to estimate the fair value of the redeemable convertible preferred stock warrants include the timing of potential events (primarily the IPO) and their probability of occurring, the selection of guideline public company multiples, a discount for the lack of marketability of the preferred and common stock, the projected future cash flows, and the discount rate used to calculate the present-value of the estimated equity value allocated to each share class. Generally, changes in the fair value of the underlying redeemable convertible preferred stock would result in a directionally similar impact to the fair value of the redeemable convertible preferred stock warrant liability.

The significant unobservable inputs into the valuation model used to estimate the fair value of the term loan derivative asset include the timing of potential events (primarily the IPO), probability of exercise and the discount rate used to calculate the present value of discounted cash flows.

There were no transfers of financial assets or liabilities into or out of Level 1, Level 2 or Level 3 for the three and six months ended June 30, 2019 or the year ended December 31, 2018.

4. Acquisitions

In April 2018, the Company acquired Ticketea S.L. (Ticketea), a leading Spanish ticketing provider. The Company acquired Ticketea in order to enhance its ticketing solutions and expand in the Spanish market. The acquisition of Ticketea has been accounted for as a business combination. The acquisition date fair value of the consideration transferred was $11.4 million, which consisted of $3.9 million in cash and 0.7 million shares of the Company’s common stock. Of the 0.7 million shares, 0.1 million shares are being held in escrow for adjustments related to working capital requirements and breaches of representations, warranties and covenants. These escrowed shares will be released approximately 18 months from the acquisition date, net of any adjustments. Acquisition costs related to the Ticketea transaction were $0.5 million and are included in general and administrative expenses in the condensed consolidated statement of operations for the six months ended June 30, 2018.

The total purchase price of the Ticketea acquisition was allocated to the assets acquired and liabilities assumed based on their fair value as of the acquisition date. The excess of the purchase price over the net assets acquired was recorded as goodwill. The goodwill recorded in connection with the Ticketea acquisition is not deductible for tax purposes and is attributable to the assembled workforce and synergies from the future growth and strategic advantages in the ticketing industry.

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The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the respective acquisition dates (in thousands):

	Ticketea
Cash and restricted cash	$	17,852
Funds and accounts receivable	1,058
Creator advances	532
Prepaid expenses and other current assets	94
Property and equipment	42
Other noncurrent assets	28
Accounts payable, creators	(19,671		)
Other current liabilities	(529		)
Intangible assets	3,094
Goodwill	8,937
Total purchase price	$	11,437

The following table sets forth the components of identifiable intangible assets acquired (in thousands) and their estimated useful lives as of the date of acquisition (in years):

	Ticketea		Estimated useful life
Customer relationships	$	2,475	5.0
Developed technology	619		1.0
Total acquired intangible assets	$	3,094

5. Accounts Receivable, Net

Accounts receivable, net is comprised of invoiced amounts to customers who use FPP for payment processing as well as other invoiced amounts. The following table summarizes the Company’s accounts receivable balance (in thousands):

	June 30, 2019			December 31, 2018
Accounts receivable, customers	$	6,706		$	5,651
Allowance for doubtful accounts	(2,338		)	(1,582		)
Accounts receivable, net	$	4,368		$	4,069

6. Creator Signing Fees, Net

Creator signing fees are additional incentives paid by the Company to secure exclusive ticketing and payment processing rights with certain creators. Amortization of creator signing fees is recorded as a reduction of revenue in the condensed consolidated statements of operations. As of June 30, 2019, these payments are being amortized over a weighted-average remaining contract life of 3.4 years on a straight-line basis. Creator signing fees that are expected to be amortized within 12 months of the balance sheet date are classified as creator signing fees, net and the remainder is classified as noncurrent on the condensed consolidated balance sheets. The following table summarizes the activity in creator signing fees for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	19,120		$	12,571
Creator signing fees paid	4,630			2,626
Amortization of creator signing fees	(2,522		)	(1,713		)
Write-offs and other adjustments	(465		)	(206		)
Balance, end of period	$	20,763		$	13,278

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	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	17,005		$	10,421
Creator signing fees paid	9,188			6,279
Amortization of creator signing fees	(4,915		)	(3,077		)
Write-offs and other adjustments	(515		)	(345		)
Balance, end of period	$	20,763		$	13,278

Creator signing fees are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator signing fees, net	$	8,245	$	7,324
Creator signing fees, noncurrent	12,518		9,681

7. Creator Advances, Net

Creator advances provide the creator with funds in advance of the event and are subsequently recovered by withholding amounts due to the Company from the sale of tickets for the event until the creator payment has been fully recovered. Creator advances that are expected to be recovered within 12 months of the balance sheet date are classified as creator advances, net and the remainder is classified as noncurrent on the condensed consolidated balance sheets. The following table summarizes the activity in creator advances for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	26,734		$	22,129
Acquired with Ticketea transaction	—			532
Creator advances paid	9,316			3,659
Creator advances recouped	(4,914		)	(3,874		)
Write-offs and other adjustments	(2,420		)	(845		)
Balance, end of period	$	28,716		$	21,601

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	23,142		$	20,076
Acquired with Ticketea transaction	—			532
Creator advances paid	19,084			10,248
Creator advances recouped	(10,663		)	(7,917		)
Write-offs and other adjustments	(2,847		)	(1,338		)
Balance, end of period	$	28,716		$	21,601

Creator advances are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator advances, net	$	26,182	$	21,255
Creator advances, noncurrent	2,534		1,887

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8. Property, Plant and Equipment, Net

Property, plant and equipment, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Building and improvements	$	33,277		$	33,277
Capitalized internal-use software development costs	40,123			35,201
Furniture and fixtures	3,512			3,557
Computers and computer equipment	14,163			11,676
Leasehold improvements	6,161			5,084
	97,236			88,795
Less: Accumulated depreciation and amortization	(50,985		)	(44,576		)
Property, plant and equipment, net	$	46,251		$	44,219

The Company recorded the following amounts related to depreciation expense and capitalized internal-use software development costs during the periods indicated (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Depreciation expense	1,599	1,221	3,236	2,363
Capitalized internal-use software development costs	2,614	2,115	4,922	4,562
Stock-based compensation costs included in capitalized internal-use software development costs	448	123	651	279
Amortization of capitalized internal-use software development costs	1,799	1,570	3,499	3,046

9. Goodwill and Acquired Intangible Assets, Net

The carrying value of goodwill was $170.6 million as of June 30, 2019 and December 31, 2018.

Acquired intangible assets, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,952	$	144	0.7
Customer relationships	74,484		20,138		54,346		5.7
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	40,690	$	54,490

	December 31, 2018
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,628	$	468	0.8
Customer relationships	74,484		14,979		59,505		6.2
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	35,207	$	59,973

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The Company recorded amortization expense related to acquired intangible assets as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Cost of net revenue	$	95	$	2,949	$	324	$	5,821
Sales, marketing and support	2,588		2,539		5,159		4,973
General and administrative	—		301		—		577
Total amortization of acquired intangible assets	$	2,683	$	5,789	$	5,483	$	11,371

As of June 30, 2019, the total expected future amortization expense for acquired intangible assets is as follows (in thousands):

The remainder of 2019	$	5,342
2020	10,443
2021	10,197
2022	8,202
2023	7,709
Thereafter	12,597
Acquired intangible assets, net	$	54,490

10. Term Loans and Promissory Note

The Company entered into a loan and security agreement with, and issued warrants to purchase shares of redeemable convertible preferred stock to Western Technology Investments (WTI) in June 2017 (First WTI Loan Facility), which provided for a secured credit facility of up to $60.0 million of term debt. The First WTI Loan Facility contained customary events of default. In September 2017, the Company borrowed $30.0 million as a term loan under the facility with a maturity date of February 2022 which bore interest at 11.5% annually (effective interest rate of 15.9%). Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter. The loan could be prepaid at any time for an amount equal to the outstanding balance plus accrued interest, plus an amount equal to all scheduled but unpaid payments of interest that would have accrued and been payable through the maturity date.

In March 2018, the Company borrowed an additional $30.0 million under the First WTI Loan Facility with a maturity date of September 2022, which bore interest at 11.75% annually (effective interest rate of 14.8%). Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter.

In May 2018, the Company entered into a second loan and security agreement with WTI (Second WTI Loan Facility, and together with the First WTI Loan Facility, the WTI Loan Facilities) and issued additional warrants to purchase shares of Series G redeemable convertible preferred stock. The secured credit facility provided up to $15.0 million of term debt, which the Company borrowed in full as a term loan under the facility in May 2018. This debt bore interest at 12.0% annually (effective interest rate of 14.7%) and had a maturity date of November 2022. Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter. The WTI Loan Facilities were collateralized by substantially all of the Company's assets and intellectual property rights.

The Second WTI Loan Facility included a contingent prepayment feature under which if the Company consummated a qualified public offering within the first 24 months of the term loan and the Company prepaid the term loan in conjunction with the qualified public offering, the Company would be required to prepay the outstanding contractual balance plus accrued interest within 15 days of the consummation of a qualified public offering plus an additional amount equal to 50% of all interest that would have been incurred through the end of first 24 months of the loan. In connection with the Second WTI Loan Facility, the Company modified the terms of the First WTI Loan Facility so that the $30.0 million borrowed in March 2018 under the First WTI Loan Facility would be subject to the same contingent prepayment feature in the event of a qualified public offering that is included in the Second WTI Loan Facility.

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The Company determined that these contingent prepayment features under the WTI term loans are embedded derivative assets, requiring bifurcation and separate accounting. The fair value of these term loan derivatives was $2.1 million as of June 30, 2018. The change in fair value of the term loan derivatives was not material to the condensed consolidated statement of operations for the three or six months ended June 30, 2018.

In September 2018, five days after the completion of the IPO, the Company exercised its prepayment option and fully repaid all amounts outstanding under the WTI Loan Facilities. As of December 31, 2018, there were no amounts outstanding under the WTI Loan Facilities and all underlying agreements had been terminated.

In September 2018, the Company entered into a senior secured credit facility with a syndicate of banks consisting of $75.0 million aggregate principal amount of term loans (the New Term Loans) and a $75.0 million revolving credit facility (the New Revolving Credit Facility, and together with the New Term Loans, the New Credit Facilities). The New Term Loans were fully funded in September 2018 and the Company received cash proceeds of $73.6 million, net of arrangement fees of $1.1 million and upfront fees of $0.3 million.

The New Term Loans amortize at a rate of 7.5% per annum for the first two years of the New Credit Facilities, 10.0% per annum for the third and fourth years and the first three quarters of the fifth year of the New Credit Facilities, with the balance due at maturity. The New Term Loans and the New Revolving Credit Facility are each expected to mature on the fifth anniversary of the effectiveness of the New Credit Facilities. The New Revolving Credit Facility has a commitment fee, which currently accrues at 0.40% on the daily unused amount of the aggregate revolving commitments of the lenders.

All outstanding amounts under the New Credit Facilities bear interest, at the Company's options, at (i) a reserve adjusted LIBO Rate plus a margin between 2.25% and 2.75% or (ii) a base rate plus a margin between 1.25% and 1.75%, in each case determined on a quarterly basis based on the Company's consolidated total leverage ratio. The current annual interest rate for the New Term Loans is 4.83% as of June 30, 2019.

The New Credit Facilities contain customary conditions to borrowing, events of default, and covenants. Financial covenants include maintaining a (i) maximum consolidated total leverage ratio; (ii) minimum consolidated interest coverage ratio; and (iii) minimum liquidity ratio. As of June 30, 2019, the Company was in compliance with all financial covenants.

In June 2019, the Company elected to make a principal payment of $10.0 million towards the New Term Loans and made total principal payments of $11.4 million during the three and six months ended June 30, 2019.

Term loans consisted of the following at the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Outstanding principal balance	$	62,187		$	73,594
Accrued but unpaid interest	25			—
Less: Unamortized discount and debt issuance costs	(768		)	(872		)
Total term loan, net	$	61,444		$	72,722
Current portion of term loans	$	5,650		$	5,635
Term loans	55,794			67,087

As of June 30, 2019, the contractual principal payments for the New Term Loans for the next five years are as follows (in thousands):

The remainder of 2019	$	2,812
2020	6,094
2021	7,500
2022	7,500
2023	38,281
Total	$	62,187

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Promissory Note

In September 2017, the Company acquired 100% of the outstanding equity of Ticketfly, LLC (Ticketfly), a San Francisco based subsidiary of a publicly-held company. The acquisition of Ticketfly was accounted for as a business combination and the acquisition date fair value of the consideration transferred was $201.1 million, which consisted of $151.1 million in cash and $50.0 million in Convertible Promissory Notes (Promissory Note), which were paid and issued, respectively, at the closing of the transaction. The Promissory Note had a five year maturity from the date of issuance and bore interest at a rate of 6.5% per annum.

In March 2018, the Company reached an agreement with the seller of Ticketfly to repay the Promissory Note. The face value of $50.0 million was settled in full for $34.7 million which represented $33.0 million of principal and $1.7 million of accrued interest. The Company recognized a gain of $17.0 million resulting from the extinguishment of the Promissory Note in the condensed consolidated statements of operations for the six months ended June 30, 2018.

11. Redeemable Convertible Preferred Stock Warrants

In connection with the WTI Loan Facilities discussed in Note 10, the Company issued warrants to WTI to purchase shares of Series G redeemable convertible preferred stock. The redeemable convertible preferred stock warrants became exercisable into 411,991 shares of Series G redeemable convertible preferred stock when the First WTI Loan Facility was executed in June 2017. In September 2017, the redeemable convertible preferred stock warrants became exercisable into an additional 205,995 shares of Series G redeemable convertible preferred stock when the Company borrowed $30.0 million under the First WTI Loan Facility. In March 2018, as a result of the Company borrowing the remaining $30.0 million under the First WTI Loan Facility, the Series G redeemable convertible preferred stock warrants became exercisable into an additional 205,995 shares of Series G redeemable convertible preferred stock. In May 2018, the Company issued additional warrants which were exercisable into 109,288 shares of Series G redeemable convertible preferred stock. The exercise price of all of the Series G redeemable convertible preferred stock warrants was $16.3836 per share and the redeemable convertible preferred stock warrants had an expiration date ten years from the date of issuance. In September 2018, in connection with the IPO, the redeemable convertible preferred stock warrants were automatically exercised into shares of Class B common stock and the related liability was reclassified to additional paid-in capital.

The Company recorded an increase in the fair value of the redeemable convertible preferred stock warrant liability of $4.8 million and $6.1 million during the three and six months ended June 30, 2018, respectively. There was no activity during the three or six months ended June 30, 2019. Refer to Note 3 for discussion of the significant inputs used to determine the fair value of the redeemable convertible preferred stock warrant liability.

12. Commitments and Contingencies

Operating Leases

The Company leases office space under various noncancelable operating leases that expire at various dates through 2028. Rent expense from operating leases totaled $1.0 million and $0.6 million for the three months ended June 30, 2019 and 2018, respectively, and $2.1 million and $1.1 million for the six months ended June 30, 2019 and 2018, respectively. The Company also recognized sublease income of $1.0 million and $0.8 million for the three months ended June 30, 2019 and 2018, respectively, and $1.9 million and $1.6 million for the six months ended June 30, 2019 and 2018, respectively.

Build-to-Suit Lease

In December 2013, the Company executed a lease for 97,624 square feet of office space in San Francisco, California. The initial lease term is seven years with an option to renew for an additional three years, and the leased space represents two floors in a seven-floor building. The lease provided for a $6.4 million tenant improvement reimbursement allowance, which the Company utilized in 2014. In order for the facility to meet the Company’s operating specifications, both the landlord and the Company made structural changes as part of the improvement of the building, and as a result, the Company has concluded that it is the deemed partial owner of the building (for accounting purposes only) during the construction period. Accordingly, at lease inception, the Company recorded an asset of $22.3 million, representing its estimate of the fair market value of the leased space, and a corresponding lease financing obligation on the consolidated balance sheets.

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Upon completion of construction, the Company evaluated the derecognition of the asset and liability as a sale-leaseback transaction. The Company concluded it did not meet the provisions needed for sale-leaseback accounting, and thus the lease is being accounted for as a financing obligation. Lease payments are allocated to (1) a reduction of the principal financing obligation; (2) imputed interest expense; and (3) land lease expense (which is considered an operating lease) representing an imputed cost to lease the underlying land of the facility. In addition, the underlying building asset is being depreciated over the building’s estimated useful life of 30 years. The Company is evaluating the accounting treatment of the build-to-suit lease in connection with the adoption of ASU 2016-02.

Land lease expense was $0.2 million for each of the three months ended June 30, 2019 and 2018 and $0.5 million for each of the six months ended June 30, 2019 and 2018. Interest expense related to the Company’s build-to-suit lease was $0.8 million and $0.9 million for the three months ended June 30, 2019 and 2018, respectively, and $1.7 million for each of the six months ended June 30, 2019 and 2018.

As of June 30, 2019, the future minimum lease payments and sublease rental payments under noncancelable leases are as follows (in thousands):

	Capital Leases		Build-to-Suit Lease			Operating Leases		Sublease Income			Total
The remainder of 2019	144		$	2,829		$	1,955	$	(2,061	)	$	2,867
2020	230		5,772			3,844		(4,205		)	5,641
2021	172		1,943			3,440		(1,239		)	4,316
2022	86		—			3,185		—			3,271
2023	—		—			2,836		—			2,836
Thereafter	—		—			4,392		—			4,392
Total minimum lease payments	632		10,544			19,652		(7,505		)	23,323
Less: Amount representing interest and taxes	—		(5,888		)	—		—			(5,888		)
Total	$	632	$	4,656		$	19,652	$	(7,505	)	$	17,435

Letters of Credit

The Company has issued letters of credit under lease and other agreements, which have been collateralized with cash. This cash is classified as noncurrent restricted cash on the condensed consolidated balance sheets based on the term of the underlying agreements. During the six months ended June 30, 2019, the Company was released from a letter of credit for $1.0 million related to its leased office space in San Francisco, California. This amount was reclassified from restricted cash to cash and cash equivalents on the condensed consolidated balance sheets as of June 30, 2019.

Creator Signing Fees and Creator Advances

Creator signing fees and creator advances represent contractual amounts paid in advance to customers pursuant to event ticketing and payment processing agreements. Certain of the Company’s contracts include terms where future payments to creators are committed to as part of the overall ticketing arrangement. The following table presents, by year, the future creator payments committed to under contract but not yet paid as of June 30, 2019 (in thousands):

The remainder of 2019	$	6,153
2020	12,265
2021	5,024
2022	2,042
2023	1,313
Thereafter	—
Total	$	26,797

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Litigation and Loss Contingencies

The Company accrues estimates for resolution of legal and other contingencies when losses are probable and estimable. From time to time, the Company may become a party to litigation and subject to claims incident to the ordinary course of business, including intellectual property claims, labor and employment claims, and threatened claims, breach of contract claims, tax and other matters.

On April 15, 2019, a purported stockholder of the Company filed a class action complaint against the Company, certain officers and members of the Company's board of directors and the underwriters for the Company's IPO (the Initial Complaint). On May 24, 2019 and June 3, 3019, additionally purported stockholders filed similar claims (together with the Initial Complaint, the Complaints). Among other things, the Complaints allege that defendants misrepresented and/or omitted material information in the Company's IPO registration statement in violation of the Securities Act. The Complaints allege that the Company and certain officers misrepresented and/or omitted material information in the Company's earnings release and Form 10-Q for the third quarter of 2018. The Complaints seek compensatory damages, costs and expenses, including attorneys' and expert fees, and other relief.

The Company believes that the Complaints are without merit and the Company intends to vigorously defend the actions. The Company cannot predict the outcome of or estimate the possible loss or range of loss from the Complaints and therefore no amounts have been accrued for the contingency.

The Company currently has no other material pending litigation.

The Company is currently under audit in certain domestic jurisdictions with regard to indirect tax matters. The Company establishes reserves for indirect tax matters when it determines that the likelihood of a loss is probable, and the loss is reasonably estimable. Accordingly, the Company has established a reserve for the potential settlement of issues related to sales and other indirect taxes in the amount of $14.7 million and $19.2 million as of June 30, 2019 and December 31, 2018, respectively. These amounts, which represent management’s best estimates of its potential liability, include potential interest and penalties of $1.3 million and $1.2 million as of June 30, 2019 and December 31, 2018, respectively.

In June 2018, a criminal was able to penetrate the Ticketfly website and steal certain consumer data, including names, email addresses, shipping addresses, billing addresses and phone numbers. For a short time, the Company disabled the Ticketfly platform to contain the risk of the cyber incident, which disabled ticket sales through Ticketfly during that period. Because of this incident, the Company incurred costs related to responding to and remediating the incident and suffered a loss of revenue for the period during which the Ticketfly platform was disabled. During the six months ended June 30, 2018, the Company recorded an amount of $6.6 million for potential costs associated with this incident, of which $6.3 million was recorded as contra revenue and $0.3 million was recorded as an operating expense. This amount represented the Company’s best estimate of the total amount of creator accommodations to be made as a result of the incident at that time. During the three and six months ended June 30, 2019, the Company recorded $2.7 million and $3.0 million, respectively, as a reduction to general and administrative expenses related to business interruption insurance proceeds to be received as a result of the Ticketfly cyber incident. As of June 30, 2019, the Company's remaining liability balance related to the Ticketfly cyber incident was not material.

The Company does not believe that any ultimate liability resulting from any of these matters will have a material adverse effect on its business, consolidated financial position, results of operations or liquidity. However, the outcome of these matters is inherently uncertain. Therefore, if one or more of these matters were resolved against the Company for amounts in excess of management’s expectations, the Company’s financial statements, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected.

Indemnifications

In the ordinary course of business, the Company enters into contractual arrangements under which the Company agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities relating to or arising from the Company’s online ticketing platform or the Company’s acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments. In addition, the Company has indemnification agreements with its directors and executive officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The terms of such obligations vary.

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13. Stockholders' Equity

Common Stock

2004 and 2010 Stock Option Plans

In 2004, the board of directors and stockholders of the Company authorized and ratified the 2004 Stock Plan (2004 Plan), as amended. The 2004 Plan allows for the issuance of incentive stock options (ISOs), non-statutory stock options (NSOs) and stock purchase rights. The 2004 Plan states the maximum aggregate number of shares that may be subject to options or stock purchase rights and sold under the plan is 6,000,000 shares.

In 2010, the board of directors and stockholders of the Company authorized and ratified the 2010 Stock Plan (2010 Plan), as amended. The 2010 Plan replaced the 2004 Plan as the board of directors determined to cease granting awards under the 2004 Plan. The 2004 Plan will continue to govern outstanding equity awards granted thereunder. The 2010 Plan allows for the issuance of ISOs, NSOs and stock purchase rights. The 2010 Plan states the maximum aggregate number of shares that may be subject to options or stock purchase rights and sold under the plan is 29,963,761 shares.

2018 Stock Option and Incentive Plan

In August 2018, the 2018 Stock Option and Incentive Plan (2018 Plan) was adopted by the board of directors and approved by the stockholders and became effective in connection with the IPO. The 2018 Plan replaces the 2010 Plan as the board of directors has determined not to make additional awards under the 2010 Plan. The 2010 Plan will continue to govern outstanding equity awards granted thereunder. As of June 30, 2019, we have 7,745,819 shares of Class A common stock reserved for the issuance of awards under the 2018 Plan.

The Company has two classes of common stock, Class A and Class B. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. The Company’s common stock has no preferences or privileges and is not redeemable. Holders of Class A and Class B common stock are entitled to dividends, if and when declared by the Company’s board of directors. The 2018 Plan allows for the granting of ISOs, NSOs, stock appreciation rights, restricted stock, restricted stock units (RSUs), unrestricted stock awards, dividend equivalent rights and cash-based awards.

As of June 30, 2019, there were 18,622,464 options issued and outstanding and 12,101,221 shares available for issuance under the 2004 Plan, 2010 Plan and 2018 Plan (collectively, the Plans).

Stock options typically vest over a four-year period from the date of grant. Options awarded under the Plans may be granted at an exercise price per share not less than the fair value at the date of grant and are exercisable up to 10 years.

Stock option activity under the Plans is as follows:

	Outstanding options		Weighted- average exercise price	Weighted- average remaining contractual term (years)	Aggregate intrinsic value (thousands)
Balance as of December 31, 2018	22,012,597		$7.85	7.1	$439,382
Granted	1,174,160		$17.96
Exercised	(3,819,674	)	$6.01		$23,869
Cancelled	(744,619	)	$12.74
Balance as of June 30, 2019	18,622,464		$8.67	6.7	$140,970
Vested and exercisable as of December 31, 2018	12,462,693		$5.75	5.6	$274,883
Vested and expected to vest as of December 31, 2018	20,926,797		$7.69	7.0	$421,047
Vested and exercisable as of June 30, 2019	10,860,362		$6.51	5.3	$105,536
Vested and expected to vest as of June 30, 2019	17,844,757		$8.53	6.6	$137,576

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2018 Employee Stock Purchase Plan

In August 2018, the board of directors adopted, and stockholders approved, the 2018 Employee Stock Purchase Plan (ESPP). Subject to any plan limitations, the ESPP allows eligible employees to contribute, through payroll deductions, up to 15% of their earnings for the purchase of the Company's Class A common stock at a discounted price per share. Except for the initial offering period, the ESPP provides for separate six-month offering periods. The initial offering period was from September 20, 2018 through May 31, 2019 and the second offering period is from June 1, 2019 through November 30, 2019. Unless otherwise determined by the Company's board of directors, the Company's Class A common stock will be purchased for the accounts of employees participating in the ESPP at a price per share that is the lesser of (1) 85% the fair market value of the Company's Class A common stock on the first trading day of the offering period, which for the initial offering period is the price at which shares of the Company's Class A common stock were first sold to the public, or (2) 85% the fair market value of the Company's Class A common stock on the last trading day of the offering period.

In January 2019, the board of directors approved the reservation of an additional 783,583 shares of Class A common stock for a total of 2,318,083 shares reserved for issuance under the ESPP. On May 31, 2019, 167,706 shares were purchased under the ESPP, and as of June 30, 2019, 2,150,377 shares of Class A common stock were available for future issuance under the ESPP.

The Company recorded $0.2 million and $0.5 million of stock-based compensation expense related to the ESPP during the three and six months ended June 30, 2019, respectively. No expense was recorded in connection with the ESPP during the three or six months ended June 30, 2018 as the ESPP was established in September 2018.

Common Stock Subject to Repurchase

The Plans and the Company’s stock option agreement allow for the early exercise of stock options for certain individuals, as determined by the board of directors. Common stock purchased pursuant to an early exercise of stock options is not deemed to be outstanding for accounting purposes until those shares vest. The consideration received for an exercise of an option is considered to be a deposit of the exercise price and the related dollar amount is recorded as a liability. Upon termination of service, the Company may, at their discretion, repurchase unvested shares acquired through early exercise of stock options at a price equal to the price per share paid upon the exercise of such options. The Company includes unvested shares subject to repurchase in the number of shares of common stock outstanding.

At June 30, 2019 and December 31, 2018, outstanding common stock included 42,463 and 55,537 shares, respectively, subject to repurchase related to stock options that have been early exercised and remain unvested. The Company had a liability of $0.4 million as of June 30, 2019 and December 31, 2018 related to early exercises of stock options. The liability is reclassified into stockholders’ equity as the awards vest.

Stock-based Compensation Expense

All stock-based awards to employees and members of the Company’s board of directors are measured based on the grant date fair value of the awards and recognized in the consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (the vesting period of the award). The Company estimates the fair value of stock options granted using the Black-Scholes option pricing model and records stock-based compensation expense for service-based equity awards using the straight-line attribution method.

The following range of assumptions were used to estimate the fair value of stock options granted to employees:

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Expected dividend yield	—	—	—	—
Expected volatility	49.2-49.4%	52.9%	49.2-49.7%	48.3-52.9%
Risk-free interest rate	1.85-1.95%	2.55%	1.85-2.58%	2.32-2.61%
Expected term (years)	5.13-6.08	6.08	5.13-6.08	6.08

The weighted-average per share fair value of stock options granted was $8.02 and $6.61 for the three months ended June 30, 2019 and 2018, respectively, and $8.84 and $5.88 for the six months ended June 30, 2019 and 2018, respectively.

As of June 30, 2019 and December 31, 2018, the total unrecognized stock-based compensation related to unvested options outstanding was $46.9 million and $51.3 million, respectively, to be recognized over a weighted-average period of 2.55 years and 2.73 years, respectively.

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Restricted Stock Units

Restricted stock unit activity under the Plans was as follows for the six months ended June 30, 2019:

	Outstanding RSUs		Weighted-average grant date fair value per share
Balance as of December 31, 2018	670,606		$	24.71
Awarded	2,524,441		21.60
Released	(140,022	)	20.40
Cancelled	(230,136	)	28.93
Balance as of June 30, 2019	2,824,889		$	21.79
Vested and expected to vest as of June 30, 2019	2,277,893		$	21.77

The Company recognized $3.7 million and $6.1 million of stock-based compensation expense related to RSUs during the three and six months ended June 30, 2019, respectively, and as of that date, the total unrecognized stock-based compensation related to RSUs outstanding was $49.1 million, which is expected to be recognized over a weighted-average period of 3.65 years. The Company recognized no expense related to RSUs during the three or six months ended June 30, 2018 as all outstanding RSUs had a performance vesting condition that had not been met.

Sales of the Company’s Stock

In May 2018, employees and former employees of the Company sold an aggregate of 1.3 million shares of the Company’s common stock to entities affiliated with an existing investor at a purchase price of $13.12 per share, for an aggregate purchase price of $17.2 million. The purchase price was in excess of the fair value of such shares. As a result, during the three months ended June 30, 2018, the Company recorded the excess of the purchase price above fair value of $2.2 million as compensation expense, of which $2.0 million is included within general and administrative expense and $0.2 million is included within sales, marketing and support expense on the condensed consolidated statements of operations.

14. Net Loss Per Share

Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. In periods of net loss, basic net loss per share and diluted net loss per share are equal as including the potentially dilutive securities has an anti-dilutive effect.

The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data):

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Weighted-average shares used in computing net loss per share, basic and diluted	81,369			21,886			80,049			21,289
Net loss per share, basic and diluted	$	(0.18	)	$	(1.12	)	$	(0.31	)	$	(0.73	)

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect (in thousands):

	June 30,
	2019	2018
Redeemable convertible preferred stock (on an if-converted basis)	—	41,628
Options to purchase common stock	18,622	18,483
Redeemable convertible preferred stock warrants	—	933
Restricted stock units	2,784	1,033
Early exercised options	42	79
Total	21,448	62,156

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15. Income Taxes

The Company recorded an income tax benefit of $1.2 million and $1.1 million for the three and six months ended June 30, 2019, respectively, compared to an income tax provision of $0.4 million and $0.8 million for the three and six months ended June 30, 2018, respectively. The income tax benefit increase in the three and six months ended June 30, 2019 was primarily attributable to changes in our year over year taxable earnings mix and the recognition of tax attributes in our non-U.S. subsidiaries.

The differences in the tax provision for the periods presented and the United States federal statutory rate is primarily due to foreign taxes in profitable jurisdictions and the recording of a full valuation allowance on our net deferred tax assets and certain foreign losses which benefit from rates lower than the U.S. federal statutory rate.

The Company applies the discrete method provided in ASC 740 to calculate its interim tax provision.

16. Geographic Information

The Company operates as a single reportable and operating segment. The following table presents the Company's total net revenue by geography based on the currency of the underlying transaction for the periods indicated (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
United States	$	58,687	$	47,206	$	118,471	$	104,491
International	22,071		20,336		43,613		37,577
Total net revenue	$	80,758	$	67,542	$	162,084	$	142,068

No individual country included in the International line above represents more than 10% of the total consolidated net revenue for any of the periods presented. Substantially all of the Company's long-lived assets are located in the United States.

In the three months ended June 30, 2018, the Company recorded a $6.3 million contra-revenue charge related to liabilities incurred in connection with the Ticketfly cyber incident. This amount is reflected as a reduction in net revenue in the United States caption shown in the table above for the three and six months ended June 30, 2018.

17. Subsequent Events

In July 2019, a Canadian event creator cancelled an event for which the Company provided ticketing and payment processing services. In July 2019, while not legally obligated, the Company issued refunds for the face value of tickets totaling $4.0 million. This amount will be recorded as an operating expense in the three months ended September 30, 2019 and could be partially offset by any amounts that are determined to be recoverable from the event creator or a third party. The revenue recognized related to this event was not material to the Company’s condensed consolidated statements of operations for the three or six months ended June 30, 2019.

On July 16, 2019, we filed two complaints in the United States District Court for the Northern District of California, entitled Eventbrite, Inc. v. MF Live, Inc., et al., 3:19-CV-04084 (the MF Live Complaint) and Eventbrite, Inc. v. Fab Loranger et al., 3:19-CV-04083 (the Fab Loranger Complaint), related to a cancelled event for which we provided ticketing and payment processing services and for which, while not legally obligated, we issued refunds for the face value of tickets totaling $4.0 million. Among other things, the complaints allege that MF Live, Inc. (MF Live) is in breach of its written contract with us (the Services Agreement) whereby MF Live committed (i) to refund customers in the event their music festival was cancelled and (ii) if MF Live failed to issue refunds, we were authorized to issue refunds on MF Live’s behalf, in which event MF Live would promptly repay us in full. On July 12, 2019, MF Live filed for bankruptcy in the City of Wasaga Beach, in the Province of Ontario.

We cannot predict the outcome of or estimate the possible recovery or range of recovery from the above described matter.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

References herein to "Eventbrite", "the Company", "we", "us" or "our" refer to Eventbrite, Inc. and its subsidiaries, unless the context requires otherwise.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and with the audited financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (2018 Form 10-K) filed with the United States Securities and Exchange Commission (SEC) on March 7, 2019. In addition to historical condensed consolidated financial information, the following discussion and analysis contains forward-looking statements that are based upon current plans, expectations and beliefs that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under “Risk Factors” in this Quarterly Report on Form 10-Q and in our 2018 Form 10-K.

Our Business

We built a powerful, broad technology platform to enable creators to solve the challenges associated with creating live experiences. Our platform integrates components needed to seamlessly plan, promote and produce live events, thereby allowing creators to reduce friction and costs, increase reach and drive ticket sales. By reducing risk and complexity, we allow creators to focus their energy on producing compelling and successful events.

We charge creators on a per-ticket basis when an attendee purchases a paid ticket for an event. We grow with creators as their attendance grows and as they plan, promote and produce more events. In 2018, we helped more than 790,000 creators issue approximately 265 million tickets across 3.8 million events in over 170 countries.

We derive our revenue primarily from fees associated with the sale of tickets on our platform, inclusive of payment processing. Our fee structure typically consists of a fixed fee and a percentage of the price of each ticket sold by a creator. Fees associated with the sale of tickets on our platform are gross ticket fees, which we define as the total fees generated from paid ticket sales, before adjustments for refunds, credits and amortization of non-recoupable creator signing fees. We also derive revenue from providing certain creators with account management services and customer service support, as well as complementary solutions on our platform.

Quarterly Key Business Metrics

We monitor paid tickets on a quarterly basis as a key metric to help us evaluate our business, identify trends affecting our business, formulate business plans and make strategic decisions. We calculate our retention rate on an annual basis only.

Paid Tickets

Our success in serving creators is measured in large part by the number of tickets that generate ticket fees. We consider this an important indicator of the underlying health of the business. We refer to these tickets as paid tickets. The below table sets forth the number of paid tickets for the periods indicated:

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
	(in thousands)
Paid Tickets	26,538	23,099	53,564	46,697

Our paid tickets for events outside of the United States represented 36.4% and 32.3% of our total paid tickets in the three months ended June 30, 2019 and 2018, respectively, and 35.7% and 31.5% of our total paid tickets in the six months ended June 30, 2019 and 2018, respectively.

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Non-GAAP Financial Measures

We believe that the use of Adjusted EBITDA and Free cash flow is helpful to our investors as they are metrics used by management in assessing the health of our business and our operating performance. These measures, which we refer to as our non-GAAP financial measures, are not prepared in accordance with U.S. GAAP and have limitations as analytical tools, and you should not consider them in isolation or as substitutes for analysis of our results of operations as reported under U.S. GAAP. In addition, other companies may not calculate non-GAAP financial measures in the same manner as we calculate them, limiting their usefulness as comparative measures. You are encouraged to evaluate the adjustments and the reasons we consider them appropriate.

Adjusted EBITDA

Adjusted EBITDA is a key performance measure that our management uses to assess our operating performance. Because Adjusted EBITDA facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes and in evaluating acquisition opportunities.

We calculate Adjusted EBITDA as net loss adjusted to exclude depreciation and amortization, stock-based compensation expense, interest expense, the change in fair value of our redeemable convertible preferred stock warrant liability, gain on debt extinguishment, direct and indirect acquisition-related costs, employer taxes related to employee equity transactions, other income (expense), net, which consisted of interest income and foreign exchange rate gains and losses, and income tax provision (benefit). Adjusted EBITDA should not be considered as an alternative to our net loss or any other measure of financial performance calculated and presented in accordance with U.S. GAAP.

The following table presents a reconciliation of our Adjusted EBITDA to the most comparable GAAP measure, net loss, for each of the periods indicated:

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
	(in thousands)
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Depreciation and amortization	6,082			8,580			12,219			16,782
Stock-based compensation	8,706			5,248			16,833			8,108
Interest expense	1,868			3,190			3,801			6,099
Change in fair value of redeemable convertible preferred stock warrant liability	—			4,750			—			6,071
Gain on debt extinguishment	—			—			—			(16,995		)
Direct and indirect acquisition related costs(1)	130			622			803			1,445
Employer taxes related to employee equity transactions	524			—			711			—
Other (income) expense, net	(375		)	3,013			(2,555		)	3,294
Income tax provision (benefit)	(1,193		)	430			(1,093		)	800
Adjusted EBITDA	$	909		$	1,230		$	5,888		$	10,024

(1) Direct and indirect acquisition-related costs consist primarily of transaction-related fees and expenses incurred within one year of the transaction date, including legal, accounting, tax and other professional fees as well as personnel-related costs such as severance and retention bonuses for completed, pending and attempted acquisitions.

Some of the limitations of Adjusted EBITDA include (i) Adjusted EBITDA does not properly reflect capital spending that occurs off of the income statement or account for future contractual commitments, (ii) although depreciation and amortization are non-cash charges, the underlying assets may need to be replaced and Adjusted EBITDA does not reflect these capital expenditures and (iii) Adjusted EBITDA does not reflect the interest and principal required to service our indebtedness. In evaluating Adjusted EBITDA, you should be aware that in the future we will incur expenses similar to the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these expenses or any unusual or non-recurring items. When evaluating our performance, you should consider Adjusted EBITDA alongside other financial performance measures, including our net loss and other U.S. GAAP results.

Free Cash Flow

Free cash flow is a key performance measure that our management uses to assess our overall performance. We consider free cash flow to be a liquidity measure that provides useful information to management and investors about the amount of cash generated by our business that can be used for strategic opportunities, including investing in our business, making strategic acquisitions and strengthening our financial position.

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We calculate free cash flow as cash flow from operating activities less purchases of property and equipment and capitalized internal-use software development costs, over a trailing twelve-month period. Because quarters are not uniform in terms of cash usage, we believe a trailing twelve-month view provides the best understanding of the underlying trends of the business.

The following table presents a reconciliation of our free cash flow to the most comparable U.S. GAAP measure, net cash provided by operating activities, for each of the periods indicated:

	Twelve Months Ended June 30,
	2019			2018
	(in thousands)
Net cash provided by operating activities	$	15,780		$	24,554
Purchases of property and equipment and capitalized internal-use software development costs	(13,353		)	(11,392		)
Free cash flow	$	2,427		$	13,162

Although we believe free cash flow provides another important lens into the business, free cash flow is presented for supplemental informational purposes only and should not be considered a substitute for financial information presented in accordance with U.S. GAAP. Free cash flow has limitations as an analytical tool, and it should not be considered in isolation or as a substitute for analysis of other U.S. GAAP financial measures, such as net cash provided by operating activities. Some of the limitations of free cash flow is that it may not properly reflect capital commitments to creators that need to be paid in the future or future contractual commitments that have not been realized in the current period.

Components of Results of Operations

Net Revenue

On January 1, 2019, we adopted ASC Topic 606 using the modified retrospective method applied to contracts which were not completed as of the adoption date. Results for reporting periods beginning on or after January 1, 2019 are presented under ASC Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with historical accounting guidance. See Part I, Item 1, Note 2, "Summary of Significant Accounting Policies" included in this Quarterly Report on Form 10-Q for additional details, including a description of our revenue recognition policies under ASC Topic 606. The adoption of ASC Topic 606 did not have a material impact on our results of operations, financial position or cash flows.

We generate revenues primarily from service fees and payment processing fees from the sale of paid tickets on our platform. We also provide certain creators with account management services and customer support. Our fee structure typically consists of a fixed fee and a percentage of the price of each ticket sold by a creator. Revenue is recognized when control of promised goods or services is transferred to the creator, which for service fees and payment processing fees is when the ticket is sold. For account management services and customer support, revenue is recognized over the period from the date of the sale of the ticket to the date of the event. Net revenue excludes sales taxes and value added taxes (VAT) and is presented net of estimated customer refunds, chargebacks and amortization of creator signing fees. 

We also generate a small portion of our net revenue from complementary solutions, such as day-of-event on-site product and services, web presence development and branding, software solutions to manage event venue administration and marketing services that we provide to creators. These complementary solutions represented less than five percent of our total net revenue in each of the three and six months ended June 30, 2019 and 2018.

Cost of Net Revenue

Cost of net revenue consists primarily of payment processing fees, expenses associated with the operation and maintenance of our platform, including website hosting fees and platform infrastructure costs, amortization of capitalized software development costs, onsite operations costs and allocated customer support costs. Cost of net revenue also includes the amortization expense related to our acquired developed technology assets. We expect cost of revenue as a percentage of revenue to fluctuate in the near- to mid-term primarily as a result of our geographical revenue mix. Our payment processing costs for credit and debit card payments are generally lower outside of the United States due to a number of factors, including lower card network fees and lower cost alternative payment networks. Consequently, if we grow more rapidly internationally than in the United States, we expect that our payment processing costs will decline as a percentage of revenue. Thus, in the long-term, we expect cost of revenue to grow in absolute dollars but decrease as a percentage of revenue.

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Operating Expenses

Operating expenses consist of product development, sales, marketing and support and general and administrative expenses. Direct and indirect personnel costs, including stock-based compensation expense, are the most significant component of operating expenses. Our operating expenses include the investment we make in the development and promotion of complementary solutions that we offer. Our investment in these complementary solutions was $5.5 million and $4.1 million during the three months ended June 30, 2019 and 2018, respectively, and $10.6 million and $9.0 million during the six months ended June 30, 2019 and 2018, respectively. We also include sublease income as a reduction of our operating expenses.

Product development. Product development expenses consist primarily of costs associated with our employees in product development and product engineering activities. We expect our product development expenses to continue to increase in absolute dollars over time. In the near-term, we anticipate our product development expenses will increase as a percentage of net revenue as we focus our efforts on enhancing, improving and expanding the capabilities of our platform. We expect that we will continue to invest in building employee and system infrastructure to enhance and support development of new technologies and to integrate acquired businesses and technologies. We expect that the addition of our Madrid and Vancouver creative hubs in 2018, resulting from the Ticketea and Picatic acquisitions, respectively, will contribute to higher product development expenses in absolute dollars and as a percentage of net revenue in the near-term, but over the long-term, we anticipate that product development expenses will decrease as a percentage of net revenue as our revenue grows and as we continue to grow our development staff in lower cost markets.

Sales, marketing and support. Sales, marketing and support expenses consist primarily of costs associated with our employees involved in selling and marketing our products, public relations and communication activities, marketing programs, travel and customer support costs associated with free events on our platform. For our sales teams, this also includes commissions. We also classify certain creator related expenses as sales, marketing and support expenses. Our sales, marketing and support expenses also includes the amortization of acquired customer relationship intangible assets, which was $2.6 million and $2.5 million for the three months ended June 30, 2019 and 2018, and $5.2 million and $5.0 million for the six months ended June 30, 2019 and 2018, respectively. Sales, marketing and support expenses are driven by investments to grow and retain creators and attendees on our platform. We expect sales, marketing and support expenses to increase in absolute dollars over time. In the near-term, we anticipate sales, marketing and support expenses will fluctuate as a percentage of net revenue, but over the long-term we anticipate that it will decrease as a percentage of net revenue as we expect to see continued growth in net revenue generated from creators that signed up with us through our efficient customer acquisition channels, such as word of mouth referrals, converting free creators to paid creators and converting attendees into creators. We spend a comparatively small portion of our sales, marketing and support costs on these customer acquisition channels.

In July 2019, an event creator cancelled an event for which the Company provided ticketing and payment processing services. In July 2019, while not legally obligated, the Company issued refunds for the face value of tickets totaling $4.0 million. This amount will be recorded as an operating expense in the three months ended September 30, 2019 and could be partially offset by any amounts that are determined to be recoverable from the event creator or a third party. The revenue recognized related to this event was not material to the Company’s condensed consolidated statements of operations for the three or six months ended June 30, 2019.

General and administrative. General and administrative expenses consist of personnel costs for finance, accounting, legal, risk, human resources and administrative personnel. It also includes professional fees for legal, accounting, finance, human resources and other corporate matters. Our general and administrative expenses also include reserves for sales tax and VAT, as well as impairment charges related to creator upfront payments. Our general and administrative expenses have increased on an actual dollar basis over time and we expect general and administrative expenses to continue to increase in absolute dollars over time. However, we do anticipate general and administrative expenses will fluctuate as a percentage of net revenue as we expect to incur additional general and administrative expenses to support our growth as we continue to mature as a publicly-traded company and as we scale our business. These increases may be partially offset by reductions in sales tax and VAT accruals as a result of our increased certainty as to the amounts we may owe in certain jurisdictions and our increased clarity into how certain tax regulators interpret tax legislation in the various jurisdictions in which we operate.

Interest Expense

Interest expense relates to our build-to-suit lease financing obligation and outstanding debt.

As a result of our build-to-suit lease accounting, a portion of our cash rent payments related to our San Francisco office are classified as interest expense for GAAP reporting purposes. We reported interest expense of $0.8 million and $0.9 million during the three months ended June 30, 2019 and 2018, respectively and $1.7 million for each of the six months ended June 30, 2019 and 2018 related to build-to-suit accounting.

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Our outstanding debt has been historically related to acquisitions, either as part of deal consideration or to help finance cash consideration for an acquisition. In September 2017, we issued $50.0 million subordinated convertible notes in connection with the Ticketfly acquisition, which were repaid in March 2018. In September 2017, we borrowed $30.0 million under the First WTI Loan Facility. The subordinated convertible notes were repaid in March 2018 at a discount to issuance, funded in part by an additional draw of $30.0 million against our First WTI Loan Facility. We drew an additional $15.0 million under the Second WTI Loan Facility in May 2018. The amounts borrowed under the WTI Loan Facilities were fully repaid in September 2018 and the underlying agreements were terminated.

In September 2018, we borrowed $75.0 million in New Term Loans under our Credit Agreement and as of June 30, 2019, the outstanding principal balance of the New Term Loans was $62.2 million.

Change in Fair Value of Redeemable Convertible Preferred Stock Warrant Liability

The redeemable convertible preferred stock warrant was classified as a liability on our condensed consolidated balance sheet and remeasured to fair value at each balance sheet date, with the corresponding charge recorded as a change in fair value of redeemable convertible preferred stock warrant liability on the condensed consolidated statements of operations. In connection with our IPO, all warrants were automatically exercised for no consideration, and, as such, we do not have any redeemable convertible preferred stock warrant liability at December 31, 2018 or June 30, 2019.

Gain on debt extinguishment

Gain on debt extinguishment consists of amounts recorded related to our accounting for the retirement of our debt obligations.

Other Income (Expense), Net

Other income (expense), net consists of interest income, foreign exchange rate remeasurement gains and losses recorded from consolidating our subsidiaries each period-end.

Income Tax Provision (Benefit)

The income tax provision (benefit) consists primarily of U.S. federal and state income taxes and income taxes in certain foreign jurisdictions in which we conduct business. The differences in the income tax provision (benefit) for the periods presented and the U.S. federal statutory rate is primarily due to foreign taxes in profitable jurisdictions and the recording of a full valuation allowance on our net deferred tax assets and certain foreign losses which benefit from rates lower than the U.S. statutory rate. We apply the discrete method provided in ASC 740 to calculate our interim tax provision.

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Results of Operations

The results of operations presented below should be reviewed in conjunction with the consolidated financial statements and notes included elsewhere in this Quarterly Report on Form 10-Q. The following tables set forth our consolidated results of operations data and such data as a percentage of net revenue for the periods presented:

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
	(in thousands)
Consolidated Statements of Operations
Net revenue	$	80,758		$	67,542		$	162,084		$	142,068
Cost of net revenue	31,073			29,863			61,591			57,947
Gross profit	49,685			37,679			100,493			84,121
Operating expenses:
Product development	16,295			10,981			30,559			19,815
Sales, marketing and support	25,872			21,513			47,434			42,229
General and administrative	22,051			18,405			47,178			38,388
Total operating expenses	64,218			50,899			125,171			100,432
Loss from operations	(14,533		)	(13,220		)	(24,678		)	(16,311		)
Interest expense	(1,868		)	(3,190		)	(3,801		)	(6,099		)
Change in fair value of redeemable convertible preferred stock warrant liability	—			(4,750		)	—			(6,071		)
Gain on debt extinguishment	—			—			—			16,995
Other income (expense), net	375			(3,013		)	2,555			(3,294		)
Loss before income taxes	(16,026		)	(24,173		)	(25,924		)	(14,780		)
Income tax provision (benefit)	(1,193		)	430			(1,093		)	800
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Consolidated Statements of Operations, as a percentage of net revenue
Net revenue	100.0	%	100.0	%	100.0	%	100.0	%
Cost of net revenue	38.5		44.2		38.0		40.8
Gross profit	61.5		55.8		62.0		59.2
Operating expenses:
Product development	20.2		16.3		18.9		13.9
Sales, marketing and support	32.0		31.9		29.3		29.7
General and administrative	27.3		27.2		29.1		27.0
Total operating expenses	79.5		75.4		77.2		70.7
Loss from operations	(18.0	)	(19.6	)	(15.2	)	(11.5	)
Interest expense	(2.3	)	(4.7	)	(2.3	)	(4.3	)
Change in fair value of redeemable convertible preferred stock warrant liability	—		(7.0	)	—		(4.3	)
Gain on debt extinguishment	—		—		—		12.0
Other income (expense), net	0.5		(4.5	)	1.6		(2.3	)
Loss before income taxes	(19.8	)	(35.8	)	(16.0	)	(10.4	)
Income tax provision (benefit)	(1.4	)	0.6		(0.7	)	0.6
Net loss	(18.4	)%	(36.4	)%	(15.3	)%	(11.0	)%

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Comparison of Three Months Ended June 30, 2019 and 2018

Net revenue

	Three Months Ended June 30,				Change
	2019		2018		$		%
	(in thousands, except percentages)
Net revenue	$	80,758	$	67,542	$	13,216	19.6	%

The increase in net revenue during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 was driven primarily by growth in paid ticket volume, which increased by 14.9% during the three months ended June 30, 2019 compared to the three months ended June 30, 2018, from 23.1 million to 26.5 million. During the three months ended June 30, 2018, we recorded a contra-revenue charge of $6.3 million as a result of the Ticketfly cyber incident. Without this item, our revenue growth would have been $6.9 million or 9.3% in the three months ended June 30, 2019 compared to the same period in 2018.

Net revenue per paid ticket increased during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 from $2.92 to $3.04.

Cost of net revenue

	Three Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Cost of net revenue	$	31,073		$	29,863		$	1,210	4.1	%
Percentage of total net revenue	38.5		%	44.2		%
Gross margin	61.5		%	55.8		%

The increase in cost of net revenue during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 was primarily due to an increase in payment processing costs of $2.0 million driven by paid ticket growth on our platform. In addition, platform operating costs and hosting fees increased $1.0 million and allocated customer support costs increased $0.6 million. These increases were partially offset by decreased amortization of acquired developed technology of $2.8 million, as the Ticketfly acquired developed technology asset became fully amortized in the fourth quarter of 2018.

Operating expense

Product development

	Three Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Product development	$	16,295		$	10,981		$	5,314	48.4	%
Percentage of total net revenue	20.2		%	16.3		%

Product development expense increased during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 primarily due to increased personnel costs of $4.8 million, including $1.4 million of stock-based compensation, resulting from organic hiring efforts and an increase in headcount as a result of the Picatic acquisition.

Sales, marketing and support

	Three Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Sales, marketing and support	$	25,872		$	21,513		$	4,359	20.3	%
Percentage of total net revenue	32.0		%	31.9		%

Sales, marketing and support expenses increased during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 primarily due to increased creator-related expenses of $2.4 million and increased direct and discretionary marketing expenses of $1.0 million.

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General and administrative

	Three Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
General and administrative	$	22,051		$	18,405		$	3,646	19.8	%
Percentage of total net revenue	27.3		%	27.2		%

The increase in general and administrative expenses during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 was a result of several factors. Personnel costs increased by $3.6 million, including $1.3 million of stock-based compensation, driven by increased headcount during the three months ended June 30, 2019 compared to the three months ended June 30, 2018. We also recorded increased impairment charges of $2.0 million related to creator advances and creator signing fees during the three months ended June 30, 2019 compared to the same period in 2018. These increases were partially offset by a contra-expense item in the amount of $2.7 million related to business interruption insurance proceeds stemming from the Ticketfly cyber incident recorded in the three months ended June 30, 2019.

Interest expense

	Three Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Interest expense	$	(1,868	)	$	(3,190	)	$	(1,322	)	(41.4	)%
Percentage of total net revenue	(2.3		)%	(4.7		)%

The decrease in interest expense during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 was driven by lower interest rates on our outstanding debt during the three months ended June 30, 2019. The WTI Loan Facilities which were outstanding in the three months ended June 30, 2018 bore interest at a rate higher than the New Term Loans, which were outstanding during the three months ended June 30, 2019. Refer to Note 10 included in Part 1. Item 1. and Liquidity and Capital Resources included in this Quarterly Report on Form 10-Q for further information regarding our debt and interest rates.

We also continue to record interest expense related to our build-to-suit lease accounting for our office lease in San Francisco, California, but those amounts are consistent in the periods presented.

Change in fair value of redeemable convertible preferred stock warrant liability

	Three Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Change in fair value of redeemable convertible preferred stock warrant liability	$	—		$	(4,750	)	$	(4,750	)	(100.0	)%
Percentage of total net revenue	—		%	(7.0		)%

The change in fair value of our redeemable convertible preferred stock warrant liability during the three months ended June 30, 2018 was due to an increase in the underlying fair value of our redeemable convertible preferred stock from April 1, 2018 to June 30, 2018. In connection with our IPO, the redeemable convertible preferred stock warrants were automatically exercised into shares of Class B common stock following which the warrants ceased to be outstanding. As a result, there was no change in fair value recorded during the three months ended June 30, 2019.

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Other income (expense), net

	Three Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Other income (expense), net	$	375		$	(3,013	)	$	3,388	112.4	%
Percentage of total net revenue	0.5		%	(4.5		)%

The increase in other income (expense), net during the three months ended June 30, 2019 compared to the three months ended June 30, 2018 was driven by foreign currency rate measurement fluctuations. We recognized foreign currency rate measurement gains during the three months ended June 30, 2019 as a result of the weakening of the U.S. dollar compared to the currencies with which we operate and process transactions. We recognized foreign currency rate measurement losses during the three months ended June 30, 2018 as a result of the overall strengthening of the U.S. dollar compared to the currencies with which we operate and process transactions. Additionally, we recorded interest income of $1.3 million in the three months ended June 30, 2019 compared to $0.1 million in the same period in 2018.

Income tax provision (benefit)

	Three Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Income tax provision (benefit)	$	(1,193	)	$	430		$	(1,623	)	(377.4	)%
Percentage of total net revenue	(1.4		)%	0.6		%

The benefit from income taxes increased $1.6 million in the three months ended June 30, 2019 compared to the three months ended June 30, 2018. The increase was primarily attributable to the change in our year over year taxable earnings mix and the recognition of tax attributes in our non-U.S. subsidiaries.

Comparison of Six Months Ended June 30, 2019 and 2018

Net revenue

	Six Months Ended June 30,				Change
	2019		2018		$		%
	(in thousands, except percentages)
Net revenue	$	162,084	$	142,068	$	20,016	14.1	%

The increase in net revenue during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 was driven primarily by growth in paid ticket volume, which increased by 14.7% from 46.7 million to 53.6 million. During the six months ended June 30, 2018, we recorded a contra-revenue charge of $6.3 million as a result of the Ticketfly cyber incident. Without this item, our revenue growth would have been $13.7 million or 9.2% in the six months ended June 30, 2019 compared to the same period in 2018.

Net revenue per paid ticket remained consistent at $3.03 in the six months ended June 30, 2019 compared to $3.04 in the six months ended June 30, 2018.

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Cost of net revenue

	Six Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Cost of net revenue	$	61,591		$	57,947		$	3,644	6.3	%
Percentage of total net revenue	38.0		%	40.8		%
Gross margin	62.0		%	59.2		%

The increase in cost of net revenue during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 was primarily due to an increase in payment processing costs of $4.4 million driven by paid ticket growth and smaller increases in platform operations and hosting costs, allocated customer support costs. These increases were offset by a decrease in the amortization of acquired developed technology of $5.5 million, as a result of the Ticketfly acquired developed technology becoming fully amortized in the fourth quarter of 2018.

Operating expenses

Product development

	Six Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Product development	$	30,559		$	19,815		$	10,744	54.2	%
Percentage of total net revenue	18.9		%	13.9		%

Product development expense increased during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 primarily due to increased personnel costs of $9.2 million, including $2.9 million of stock-based compensation, resulting from organic hiring efforts and an increase in headcount as a result of the Ticketea and Picatic acquisitions.

Sales, marketing and support

	Six Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Sales, marketing and support	$	47,434		$	42,229		$	5,205	12.3	%
Percentage of total net revenue	29.3		%	29.7		%

Sales, marketing and support expenses increased during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 primarily due to increased creator-related expenses of $3.3 million and increased direct and discretionary marketing expenses of $1.2 million.

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General and administrative

	Six Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
General and administrative	$	47,178		$	38,388		$	8,790	22.9	%
Percentage of total net revenue	29.1		%	27.0		%

General and administrative expenses increased during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 as a result of several factors. Personnel-related costs increased by $9.6 million, including $4.5 million of stock-based compensation. The increase was also attributable to higher impairment charges of creator upfront payments of $2.2 million in the six months ended June 30, 2019 compared to the same period in 2018, as well as several smaller increases in insurance costs, contractor expenses, rent and utilities expenses which are required to support the growth of our company. These increases were offset by a decrease of $2.3 million from the release and remeasurement of sales tax reserves in the six months ended June 30, 2019 compared to the corresponding period in 2018. We also recorded $3.0 million as a contra-expense in the six months ended June 30, 2019 related to insurance proceeds from the Ticketfly cyber incident and related business interruption.

Interest expense

	Six Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Interest expense	$	(3,801	)	$	(6,099	)	$	(2,298	)	(37.7	)%
Percentage of total net revenue	(2.3		)%	(4.3		)%

The decrease in interest expense during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 was driven by lower interest rates on our outstanding debt during the six months ended June 30, 2019. The WTI Loan Facilities which were outstanding in the six months ended June 30, 2018 bore interest at a rate higher than the New Term Loans, which were outstanding during the six months ended June 30, 2019. Refer to Note 10 included in Part 1. Item 1. and Liquidity and Capital Resources included in this Quarterly Report on Form 10-Q for further information regarding our debt and interest rates.

We also continue to record interest expense related to our build-to-suit lease accounting for our office lease in San Francisco, California, but those amounts are consistent in the periods presented.

Change in fair value of redeemable convertible preferred stock warrant liability

	Six Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Change in fair value of redeemable convertible preferred stock warrant liability	$	—		$	(6,071	)	$	(6,071	)	(100.0	)%
Percentage of total net revenue	—		%	(4.3		)%

The change in fair value of our redeemable convertible preferred stock warrant liability during the six months ended June 30, 2018 was due to an increase in the underlying fair value of our redeemable convertible preferred stock from January 1, 2018 to June 30, 2018. In connection with our IPO, the redeemable convertible preferred stock warrants were automatically exercised into shares of Class B common stock following which the warrants ceased to be outstanding. As a result, there was no change in fair value recorded during the six months ended June 30, 2019.

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Gain on debt extinguishment

	Six Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Gain on debt extinguishment	$	—		$	16,995		$	(16,995	)	(100.0	)%
Percentage of total net revenue	—		%	12.0		%

The gain on debt extinguishment recorded in the six months ended June 30, 2018 was due to the retirement of promissory notes that were issued in connection with the Ticketfly acquisition. An agreement was reached with the holder of the notes to retire them in full for $34.7 million, resulting in a gain on debt extinguishment of $17.0 million. While we did make $11.4 million in principal payments against our New Term Loans, we did not retire any debt in the six months ended June 30, 2019.

Other income (expense), net

	Six Months Ended June 30,						Change
	2019			2018			$		%
	(in thousands, except percentages)
Other income (expense), net	$	2,555		$	(3,294	)	$	5,849	177.6	%
Percentage of total net revenue	1.6		%	(2.3		)%

The increase in other income (expense), net during the six months ended June 30, 2019 compared to the six months ended June 30, 2018 was driven primarily by foreign currency rate measurement fluctuations and interest income. We recorded $2.6 million of interest income in the six months ended June 30, 2019 and the effect of foreign currency rates was not material in the period. In the six months ended June 30, 2018, we recognized foreign currency rate remeasurement losses as a result of an overall strengthening U.S. dollar compared to the currencies with which we operate and process transactions. We recognized minimal interest income in the six months ended June 30, 2018.

Income tax provision (benefit)

	Six Months Ended June 30,						Change
	2019			2018			$			%
	(in thousands, except percentages)
Income tax provision (benefit)	$	(1,093	)	$	800		$	(1,893	)	(236.6	)%
Percentage of total net revenue	(0.7		)%	0.6		%

The benefit from income taxes increased $1.9 million in the six months ended June 30, 2019 compared to the six months ended June 30, 2018. The increase was primarily attributable to the change in our year over year taxable earnings mix and the recognition of tax attributes in our non-U.S. subsidiaries.

Liquidity and Capital Resources

As of June 30, 2019, we had cash and cash equivalents of $500.5 million and funds receivable of $46.6 million. Our cash and cash equivalents includes bank deposits and money market funds held by financial institutions and is held for working capital purposes. Our funds receivable represents cash-in-transit from credit card processors that is received to our bank accounts within five business days of the underlying ticket transaction. Collectively, our cash and cash equivalents and funds receivable balances represent a mix of cash that belongs to us and cash that is due to the creator. The amount due to creators, which was $323.0 million as of June 30, 2019, is captioned on our condensed consolidated balance sheets as accounts payable, creators.

We also make payments to creators to provide the creator with short-term liquidity in advance of ticket sales. These amounts are recovered by us as tickets are sold by the respective creator, and are typically expected to be recovered within 12 months of the payment date. Amounts expected to be recovered within 12 months of the balance sheet date are classified as creator advances, net, and any remaining amounts are classified as creator advances, noncurrent. We maintain an allowance for estimated creator advances that are not recoverable and present the creator advances balance net on our condensed consolidated balance sheets. Creator advances, net was $26.2 million and $21.3 million as of June 30, 2019 and December 31, 2018,

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respectively and creator advances, noncurrent was $2.5 million and $1.9 million as of June 30, 2019 and December 31, 2018, respectively.

Since our inception, and prior to our IPO, we financed our operations and capital expenditures primarily through the issuance of unregistered redeemable convertible preferred stock and common stock, cash flows generated by operations and issuances of debt.

In September 2018, upon the completion of our IPO, we received aggregate proceeds of $246.0 million, net of underwriter discounts and commissions, before deducting offering costs of $5.5 million, net of reimbursements.

Also in September 2018, we entered into a senior secured credit facility with a syndicate of banks consisting of $75.0 million aggregate principal amount of term loans (the New Term Loans) and a $75.0 million revolving credit facility (the New Revolving Credit Facility, and together with the New Term Loans, the New Credit Facilities).The New Term Loans were fully funded in September 2018 and we received cash proceeds of $73.6 million, net of arrangement fees of $1.1 million and upfront fees of $0.3 million. We made principal payments of $11.4 million during the three and six months ended June 30, 2019, respectively, related to our New Term Loans and as of June 30, 2019, the balance of Term Loans on the condensed consolidated balance sheet is $61.4 million.

The New Term Loans amortize at a rate of 7.5% per annum for the first two years of the New Credit Facilities, 10.0% per annum for the third and fourth years and the first three quarters of the fifth year of the New Credit Facilities, with the balance due at maturity. The New Term Loans and the New Revolving Credit Facility are each expected to mature on the fifth anniversary of the effectiveness of the New Credit Facilities. The New Revolving Credit Facility has a commitment fee, which currently accrues at 0.40% on the daily unused amount of the aggregate revolving commitments of the lenders. We have made no draw on the revolving credit line as of June 30, 2019.

Borrowings under the New Credit Facilities bear interest at a rate equal to an applicable margin between 2.25% and 2.75% in the case of eurocurrency loans or between 1.25% and 1.75% in the case of base rate loans, in each case determined on a quarterly basis based on our consolidated total leverage ratio, plus, at our option, either a base rate or a eurocurrency rate calculated in a customary manner. 

The New Credit Facilities contain customary conditions to borrowing, events of default, and covenants. Financial covenants include maintaining a (i) maximum total leverage ratio; (ii) minimum consolidated interest coverage ratio; and (iii) minimum liquidity ratio. We were in compliance with all financial covenants as of June 30, 2019.

We believe that our existing cash, together with cash generated from operations and amounts available under our New Revolving Credit Facility, will be sufficient to meet our anticipated cash needs for at least the next 12 months. However, our liquidity assumptions may prove to be incorrect, and we could exhaust our available financial resources sooner than we currently expect. We may seek to raise additional funds at any time through debt, equity and equity-linked arrangements.

As of June 30, 2019, approximately 50.8% of our cash was held outside of the United States, which was held primarily on behalf of, and to be remitted to, creators and to fund our foreign operations. We do not expect to incur significant taxes related to these amounts.

Cash Flows

Our cash flow activities were as follows for the periods presented (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net cash provided by (used in):
Operating activities	$	(29,002	)	$	(37,307	)	$	57,732		$	48,999
Investing activities	(4,447		)	9,826			(7,837		)	6,834
Financing activities	538			18,087			11,667			13,215
Net increase (decrease) in cash, cash equivalents and restricted cash	$	(32,911	)	$	(9,394	)	$	61,562		$	69,048

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Comparison of Three Months Ended June 30, 2019 and 2018

Cash Flows from Operating Activities

The net cash used in operating activities of $29.0 million for the three months ended June 30, 2019 was due primarily to a net loss of $14.8 million with adjustments for depreciation and amortization of $6.1 million, stock-based compensation expense of $8.7 million, amortization of creator signing fees of $2.5 million, impairment of creator advances and creator signing fees of $1.4 million and provision for bad debt and creator advances of $1.8 million. Additionally, there was a decrease in accounts payable to creators of $30.4 million, an increase in creator signing fees net of $4.6 million, an increase in creator advances, net of $4.4 million, a decrease in accrued taxes of $3.6 million and a decrease in accrued compensation and benefits of $1.9 million. These items were partially offset by a decrease in funds receivable of $7.8 million.

The net cash used in operating activities of $37.3 million for the three months ended June 30, 2018 was due primarily to a net loss of $24.6 million with adjustments for depreciation and amortization of $8.6 million, stock-based compensation expense of $5.2 million, amortization of creator signing fees of $1.7 million and a change in fair value of redeemable convertible preferred stock warrant liability of $4.8 million. Additionally, there was a decrease in accounts payable to creators of $42.2 million, a decrease in accrued taxes of $1.1 million, an increase in creator signing fees net of $2.6 million and an increase in prepaid expenses and other current assets of $2.1 million. These items were partially offset by a decrease in funds receivable of $8.9 million and an increase in other accrued liabilities of $4.7 million.

Cash Flows from Investing Activities

The net cash used in investing activities of $4.4 million for the three months ended June 30, 2019 was due to capitalized software development costs of $2.2 million and purchases of property and equipment of $2.3 million.

The net cash provided by investing activities of $9.8 million for the three months ended June 30, 2018 was due to $13.9 million net cash provided through our acquisition of Ticketea in April 2018, partially offset by capitalized software development costs of $2.0 million and $2.0 million paid for purchases of property and equipment.

Cash Flows from Financing Activities

The net cash provided by financing activities of $0.5 million during the three months ended June 30, 2019 was primarily due to $10.5 million in proceeds from exercise of stock options and $2.2 million in aggregate proceeds from the purchase of common stock under the ESPP. These inflows were offset by $11.4 million in principal payments on our New Term Loans.

The net cash provided by financing activities totaled $18.1 million during the three months ended June 30, 2018 and was driven by $15.0 million in proceeds from drawing funds under our WTI Loan Facility and $3.6 million cash proceeds from stock option exercises.

Comparison of Six Months Ended June 30, 2019 and 2018

Cash Flows from Operating Activities

The net cash provided by operating activities of $57.7 million for the six months ended June 30, 2019 was due primarily to a net loss of $24.8 million with adjustments for depreciation and amortization of $12.2 million, stock-based compensation expense of $16.8 million, amortization of creator signing fees of $4.9 million, impairment of creator advances and creator signing fees of $1.9 million and provision for bad debt and creator advances of $2.4 million. Additionally, there was an increase in accounts payable to creators of $50.8 million, an increase in other accrued liabilities of $2.7 million and a decrease in funds receivable of $12.1 million. These items were partially offset by a decrease in accrued taxes of $4.9 million, an increase in creator signing fees, net of $9.3 million and an increase in creator advances, net of $8.5 million. The increases in creator signing fees and creator advances are due to increases in our sales contracting with creators.

The net cash provided by operating activities of $49.0 million for the six months ended June 30, 2018 was due primarily to a net loss of $15.6 million with adjustments for depreciation and amortization of $16.8 million, stock-based compensation expense of $8.1 million, amortization of creator signing fees of $3.1 million, gain on debt extinguishment of $17.0 million and a change in fair value of redeemable convertible preferred stock warrant liability of $6.1 million. Additionally, there was an increase in accounts payable to creators of $29.9 million, an increase in accrued taxes of $2.9 million, an increase in other accrued liabilities of $9.4 million and a decrease in funds receivable of $14.8 million. These items were partially offset by an increase in prepaid expenses and other current assets of $3.4 million and increases in creator signing fees, net of $6.3 million and creator advances, net of $2.5 million. The increases in creator signing fees and creator advances are due to increases in our sales contracting with creators.

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Cash Flows from Investing Activities

The net cash used in investing activities of $7.8 million for the six months ended June 30, 2019 was due to capitalized software development costs of $4.3 million and purchases of property and equipment of $3.6 million.

The net cash provided by investing activities of $6.8 million for the six months ended June 30, 2018 was due to $13.9 million net cash provided from the Ticketea acquisition in April 2018, partially offset by capitalized software development costs of $4.3 million and $2.7 million paid for purchases of property and equipment.

Cash Flows from Financing Activities

The net cash provided by financing activities of $11.7 million during the six months ended June 30, 2019 was primarily due to $23.0 million in proceeds from exercise of stock options and $2.2 million in proceeds from issuance of common stock under the ESPP. These inflows were offset by $11.4 million in principal payments on our New Term Loans and several other smaller items.

The net cash provided by financing activities of $13.2 million during the six months ended June 30, 2018 was driven by $45.0 million in proceeds from drawing funds under our WTI Loan Facility and $4.2 million in cash proceeds from exercise of stock options, partially offset by principal payments on debt obligations of $35.5 million.

Concentrations of Credit Risk

As of June 30, 2019 and December 31, 2018, there were no customers that represented 10% or more of our accounts receivable balance. There were no customers that individually exceeded 10% of our net revenue during the three or six month periods ended June 30, 2019 and 2018.

Contractual Obligations and Commitments

Our principal commitments consist of debt, capital commitments to creators, rental payments under our build-to-suit lease, operating leases, purchase commitments and capital leases. The following table summarizes our commitments to settle contractual obligations as of June 30, 2019 (in thousands):

	Payments due by Period
	Total			Less than 1 year			Between 1-3 years			Between 3-5 years		More than 5 years
Term loan	$	62,187		$	5,625		$	14,531		$	42,031	—
Future creator signing fees and creator advances	26,797			12,286			12,178			2,333		—
Build-to-suit lease obligation	10,544			5,687			4,857			—		—
Operating leases	19,652			3,905			6,983			5,476		3,288
Sublease income	(7,505		)	(4,143		)	(3,362		)	—		—
Capital Leases	632			289			343			—		—
Purchase commitments	5,750			3,750			2,000			—		—
Total	$	118,057		$	27,399		$	37,530		$	49,840	$	3,288

Term Loans

In September 2018, we entered into the New Credit Facilities. The New Term Loans were fully funded in September 2018 and we received cash proceeds of $73.6 million, net of arrangement fees of $1.1 million and upfront fees of $0.3 million. In June 2019, we elected to make a principal payment of $10.0 million toward our New Term Loans and we made total principal payments of $11.4 million in the three and six months ended June 30, 2019.

The New Term Loans amortize at a rate of 7.5% per annum for the first two years of the New Credit Facilities, 10.0% per annum for the third and fourth years and the first three quarters of the fifth year of the New Credit Facilities, with the balance due at maturity. The New Term Loans and the New Revolving Credit Facility are each expected to mature on the fifth anniversary of the effectiveness of the New Credit Facilities. We have made no draw on the revolving credit line as of June 30, 2019.

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Future Creator Signing Fees and Creator Advances

Creator signing fees and creator advances represent contractual amounts paid in advance to customers pursuant to event ticketing and payment processing agreements. Certain of our contracts include terms where future payments to creators are committed to as part of the overall ticketing arrangement.

Lease Commitments

We have entered into various non-cancelable leases for certain offices with contractual lease periods expiring between 2019 and 2029. In 2014, we undertook a series of structural improvements to the floors that we occupied in our corporate headquarters in San Francisco. As a result of the requirement to fund construction costs and due to certain structural improvements that were made by us, we were considered the deemed owner of the leased floors for accounting purposes. Due to the presence of a standby letter of credit as a security deposit, we were deemed to have continuing involvement after the construction period. As such, we accounted for this arrangement as owned real estate. Legally, we do not own the floors that we have leased in the building, the property owner owns the floors. However, accounting rules require that we record an imputed financing obligation for our obligation to the legal owners as well as an asset for the fair value of the leased floors. Under these accounting rules, our monthly rental payments are allocated to (1) interest expense, (2) ground rent expense and (3) a reduction of the principal of the imputed financing obligation. We recorded interest expense related to this financing obligation of $0.8 million and $0.9 million for each of the three months ended June 30, 2019 and 2018 and $1.7 million for each of the six months ended June 30, 2019 and 2018. The lease financing obligation was $27.9 million and $28.5 million as of June 30, 2019 and December 31, 2018, respectively, and the net book value of the asset as of those dates was $27.5 million and $28.1 million, respectively. See Note 12 to our unaudited condensed consolidated financial statements for additional details.

Purchase Commitments

Purchase commitments represent future minimum contractual amounts due under a non-cancelable agreement related to Amazon Web Services cloud computing services.

Off-Balance Sheet Arrangements

We do not currently have any off-balance sheet arrangements and did not have any such arrangements during 2018 or during the six months ended June 30, 2019.

Critical Accounting Policies and Estimates

Our discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with U.S. GAAP. U.S. GAAP requires us to make certain estimates and judgments that affect the amounts reported in our condensed consolidated financial statements related disclosures. Our estimates are based on historical experience and various other assumptions that we believe to be reasonable under the circumstances. We evaluate our estimates and assumptions on an ongoing basis and our actual results could differ from these estimates.

Other than the adoption of ASC Topic 606, there have been no material changes to our critical accounting policies and significant judgments as compared to the critical accounting policies and estimates disclosed in the 2018 Form 10-K.

Recent Accounting Pronouncements

See Note 2, "Summary of Significant Accounting Policies" in our Notes to Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for a discussion of recent accounting pronouncements.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Sensitivity

Interest expense related to our outstanding debt as of June 30, 2019 is related to fixed rate debt and interest expense related to the build-to-suit lease and is not sensitive to movements in interest rates. A 10% increase or decrease in interest rates would not have a material effect on our interest expense.

Foreign Currency Risk

Many of our event organizers live or operate outside the United States, and therefore we have significant ticket sales denominated in foreign currencies, most notably the British Pound, Euro, Canadian Dollar, Australian Dollar, Brazilian Real and Argentinian Peso. Currency exchange rates could negatively affect net revenue growth for events that are not listed in U.S. dollars and could also reduce the demand for U.S. dollar denominated events from attendees outside of the United States. Because the functional currency of our foreign subsidiaries is the U.S. dollar, fluctuations due to changes in currency exchange rates cause us to recognize transaction gains and losses in our statement of operations. A 10% increase or decrease in current exchange rates would not have a material impact on our consolidated results of operations.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our principal executive officer and principal financial officer have concluded that as of such date, our disclosure controls and procedures were effective at a reasonable assurance level.

Changes in Internal Control Over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(d) and 15d-15(d) under the Exchange Act) that occurred during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 

Inherent Limitations on Effectiveness of Disclosure Controls and Procedures

Our management, including our principal executive officer and principal financial officer, do not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of the controls. The design of any system of controls is also based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Due to inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

On April 15, 2019, a purported stockholder of our company filed a putative class action complaint in the United States District Court for the Northern District of California, entitled Gomes v. Eventbrite, Inc., et al., 5:19-cv-02019-EJD (the Gomes Complaint) against Eventbrite, Inc., certain of our officers (the Officer Defendants), certain current and former members of our board of directors (the Director Defendants), and the underwriters for our IPO. Among other things, the Gomes Complaint alleges that defendants misrepresented and/or omitted material information in our IPO registration statement in violation of the Securities Act. The Gomes Complaint also alleges that Eventbrite, Inc. and the Officer Defendants misrepresented and/or omitted material information in our earnings release and Form 10-Q for the third quarter of 2018, rendering statements therein allegedly false and misleading and in violation of the Exchange Act and related regulations. In addition, the Gomes Complaint alleges that the Officer Defendants and Director Defendants acted as controlling persons within the meaning and in violation of Section 15 of the Securities Act, and that the Officer Defendants acted as controlling persons within the meaning and in violation of Section 20(a) of the Exchange Act, to allegedly influence and control the dissemination of the IPO registration statement and subsequent statements, respectively. The Gomes Complaint seeks compensatory damages, costs and expenses, including attorneys' and expert fees, and such other relief as the court may deem just and proper. On June 14, 2019, three purported stockholders of our company filed a motion to be appointed as lead plaintiff. On June 17, 2019 another purported stockholder of our company filed a competing motion for appointment as lead plaintiff, but subsequently withdrew the motion. Accordingly, there is one motion for lead plaintiff currently pending before the court. Following appointment of lead plaintiff, we expect that the lead plaintiff will file a consolidated amended complaint.

On May 24, 2019, a purported stockholder of our company filed a putative class action complaint in the Superior Court of California for the County of San Mateo, entitled Long v. Eventbrite, Inc., et al., 19-CIV-02798 (the Long Complaint), against Eventbrite, Inc., the Officer Defendants, the Director Defendants, Sequoia Capital, and the underwriters for our IPO. Among other things, the Long Complaint alleges that defendants misrepresented and/or omitted material information in our IPO registration statement in violation of the Securities Act. On June 3, 2019, another purported stockholder of our company filed a substantially similar putative class action complaint in the Superior Court of California for the County of San Mateo, entitled Clemons v. Eventbrite, Inc., et al., 19-CIV-02911 (the Clemons Complaint) against Eventbrite, Inc., the Officer Defendants, the Director Defendants, Sequoia Capital, Tiger Global Management, and the underwriters for our IPO. On June 24, 2019, the court consolidated the Long and Clemons actions, entitled In re Eventbrite, Inc. Securities Litigation, Lead Case No, 19-CIV-02798. The consolidated complaint is due on or before July 24, 2019. On July 12, 2019, Eventbrite, the Officer Defendants, the Director Defendants, and Sequoia filed a motion to stay the proceedings pending resolution of the Gomes action. The hearing on this motion is set for August 8, 2019.

We believe that these actions are without merit and intend to vigorously defend them. We cannot predict the outcome of or estimate the possible loss or range of loss from the above described matters.

In addition to the litigation discussed above, from time to time, we may be subject to legal actions and claims in the ordinary course of business. We have received, and may in the future continue to receive, claims from third parties. Future litigation may be necessary to defend ourselves or our creators. The results of any current or future litigation cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors.

Item 1A. Risk Factors

You should carefully consider the risks described in Part I, Item 1A, Risk Factors in the 2018 Form 10-K. These risks and uncertainties are not the only ones we face. Additional risks and uncertainties that we are unaware of, or that we currently believe are not material, also may become important factors that affect us. If any such risks materialize, our business, financial condition and results of operations could be materially harmed and the trading price of our Class A common stock could decline. Other than the risk factors set forth below, there have been no material changes to the risk factors described in the 2018 Form 10-K.

Factors adversely affecting the live event market could impact our results of operations.

We help creators organize, promote and sell tickets and registrations to a broad range of events. Our business is directly affected by the success of such events and our revenue is impacted by the number of events, type of events and ticket prices of events produced by creators. Adverse trends in one or more event industries could adversely affect our business. A decline in attendance at or reduction in the number of events may have an adverse effect on our revenue and operating income.

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During periods of economic slowdown and recession, consumers have historically reduced their discretionary spending. The impact of economic slowdowns on our business is difficult to predict, but they may result in reductions in ticket and registration sales and our ability to generate revenue. Our business depends on discretionary consumer and corporate spending. Many factors related to discretionary consumer and corporate spending, including employment, fuel prices, interest and tax rates and inflation can adversely impact our results of operations.

In addition, the occurrence and threat of extraordinary events, such as terrorist attacks, mass-casualty incidents, public health concerns, natural disasters or similar events, or loss or restriction of individuals’ rights to assemble may deter creators from producing large events and substantially decrease the attendance at live events. For example, in January 2017, five people were killed at a music festival in Mexico ticketed by us, and in July 2019, four people were killed at a community festival in Gilory, California, which was ticketed by us. Terrorism and security incidents, military actions in foreign locations and periodic elevated terrorism alerts have increased public concerns regarding air travel, military actions and national or local catastrophic incidents. These concerns have led to numerous challenging operating factors at live events, including additional logistics for event safety and increased costs of security. These challenges may impact the creator and attendee experience, lead to fewer events by creators and as a result may harm our results of operations.

Furthermore, adverse weather and climate conditions could impact the success of an event and disrupt our operations in any of our offices or the operations of creators, third-party providers, vendors or partners. If an event is cancelled due to weather, attendees expect a refund, which harms our results of operations and those of creators.

Accordingly, any adverse condition could lead to unsatisfied attendees that require refunds or chargebacks or increase the complexity and costs for creators and us, which will have a negative effect on our business, results of operations and financial condition.

Our business may be subject to chargebacks and other losses for various reasons, including due to fraud, unsuccessful or cancelled events. These chargebacks and other losses may harm our results of operations and business.

We have experienced, and may in the future experience, claims from attendees that creators have not performed their obligations or that events did not match their descriptions. These claims could arise from creator fraud or misuse, an unintentional failure of the event or from fraudulent claims by an attendee. We have experienced fraudulent activity on our platform in the past, including fake events in which a person sells tickets to an event but does not intend to hold an event or fulfill the ticket, email spam being sent through our platform, a third party taking over the account of a creator to receive payments owed to such creator or orders placed with fraudulent or stolen credit card data and other erroneous transmissions. Although we have measures in place to detect and reduce the occurrence of fraudulent activity on our platform, those measures may not always be effective. These measures must be continually improved and may not be effective against evolving methods of fraud or in connection with new platform offerings. If we cannot adequately control the risk of fraudulent activity on our platform, it could harm our business, results of operations and financial condition.

We also may experience chargebacks and losses as a result of advance payment of ticket fees to creators. Under our standard terms for creators using EPP, Eventbrite passes the creator’s share of ticket sales to the creator within five business days after the successful completion of the creator’s event. However, we face growing pressure from creators to advance some or most of their event funds prior to completion of their events because creators need these funds to pay for event related costs such as the venue, marketing, talent and vendors. For qualified creators who apply for such advance payments, we pass proceeds from ticket sales to the creators prior to the event as we receive the ticket proceeds, subject to certain limitations. We refer to these payments as advance payouts. In 2018, approximately 15.3% of creators received advance payouts. When we advance funds, we assume some risk that the event may be cancelled, fraudulent, materially not as described or removed from our platform due to its failure to comply with our terms of service or merchant agreement or the event has significant chargebacks, refund requests and/or disputes. The terms of our standard merchant agreement obligates creators to repay us for ticket sales advanced under such circumstances. However, we may not be able to recover our losses from these events and such unrecoverable amounts could equal up to the value of the transaction or transactions passed to the creator prior to the event that is disputed. This amount could be many multiples of the fees we collect from such transaction. For example, in July 2019, an event creator cancelled an event for which we provided ticketing and payment processing services. While not legally obligated, we issued refunds to ticket holders for the face value of tickets totaling $4.0 million. We have filed complaints against the creator and its investors for, among other things, breach of the creator’s written contract with us. We cannot predict the outcome of or estimate the possible recovery or range of recovery from these matters, and we may not be able to recover our losses related to the refunds we made to consumers. 

In the case of failure of an entire event or series of events, the volume of transactions charged back or disputed could have an adverse impact on our financial position. We have established processes and risk mitigation measures around these advance payouts. However, these advance payments pose a challenging financial risk, and our standard fraud and risk controls may be ineffective in addressing this risk. Furthermore, we must also strike a balance between these protective measures and the needs of creators for access to ticket sales through a convenient and easy process, which many of our competitors provide.

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If these measures do not succeed, or if we fail to strike the right balance between protective measures and creator needs, our business and results of operations may be harmed.

The total write-off from all lost advance payouts and other chargebacks was $6.1 million and $3.6 million for the years ended December 31, 2018 and 2017, respectively. Our failure to manage the risk of advance payouts to creators and to mitigate chargebacks and disputes due to fraud of a creator or otherwise or to recover the resulting losses from creators could have an adverse effect on our business, results of operations and financial condition.

Unfavorable outcomes in legal proceedings may harm our business and results of operations.

Our results of operations may be affected by the outcome of pending and future litigation, claims, investigations, legal and administrative cases and proceedings, whether civil or criminal, or lawsuits by governmental agencies or private parties. For example, on April 15, 2019, a purported stockholder of our company filed a putative class action against Eventbrite, Inc., certain of our current and former officers, and the underwriters for our IPO, on behalf of a putative class of persons who purchased or acquired Eventbrite securities traceable to our IPO and/or who purchased or acquired Eventbrite securities between September 20, 2018 and March 7, 2019. Such action alleges violations of Sections 11 and 15 of the Securities Act and Sections 10(b) and 20(a) of the Exchange Act based on alleged material misrepresentations and/or omissions in our IPO registration statement and subsequent statements. The action seeks to recover unspecified damages, and costs and expenses, including attorneys' and expert fees. Regardless of whether or not there is merit to the claims underlying this class action, any similar future litigation, or any other legal proceedings to which we are subject, and regardless of whether or not we are found as a result of such proceedings to have violated any applicable laws, such proceedings can be expensive to defend or respond to, could result in substantial costs and diversion of management's attention and resources, which could harm our business, and potentially could cause substantial and irreparable harm to our public reputation. Moreover, if the results of these legal proceedings are unfavorable to us or if we are unable to successfully defend against third-party lawsuits, we may be required to pay monetary damages or may be subject to fines, penalties, injunctions or other censure that could have an adverse effect on our business, results of operations and financial condition. Further, our liability insurance coverage may not be sufficient to satisfy, or may not cover, any expenses or liabilities that may arise. Even if we adequately address the issues raised by an investigation or proceeding or successfully defend a third-party lawsuit or counterclaim, we may have to devote significant financial and management resources to address these issues, which could harm our business, results of operations and financial condition.

Sales of substantial amounts of our Class A common stock in the public markets, or the perception that sales might occur, could cause the market price of our Class A common stock to decline.

Sales of a substantial number of shares of our Class A common stock into the public market, particularly sales by our directors, executive officers, and principal stockholders, or the perception that these sales might occur, could cause the market price of our Class A common stock to decline. As of June 30, 2019, we had 47,931,474 shares of Class A common stock outstanding and 34,518,078 shares of Class B common stock outstanding.

Sales of our common stock may make it more difficult for us to sell equity securities in the future at a time and at a price that we deem appropriate. These sales also could cause our stock price to fall and make it more difficult for you to sell shares of our common stock.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Unregistered Sales of Equity Securities

There were no sales of unregistered equity securities during the three months ended June 30, 2019.

Use of Proceedsfrom Initial Public Offering of Class A Common Stock

On September 19, 2018, our registration statement on Form S-1 (File No. 333-226978) was declared effective by the SEC for our IPO of Class A common stock. There has been no material change in the planned use of proceeds from our IPO from that described in the final prospectus filed pursuant to Rule 424(b) under the Securities Act and other periodic reports previously filed with the SEC.

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Item 6. Exhibits

The exhibits listed on the accompanying Exhibit Index are filed or incorporated by reference as part of this Quarterly Report on Form 10-Q.

Exhibit Index

Exhibit Number	Description of Exhibits	Incorporated by Reference fromForm	Incorporated by Reference from Exhibit Number	Date Filed
3.1	Amended and Restated Certificate of Incorporation.	S-1/A	3.2	August 28, 2018
3.2	Amended and Restated Bylaws.	S-1/A	3.4	August 28, 2018
4.1	Form of Class A Common Stock Certificate.	S-1/A	4.1	September 7, 2018
10.1	Strategic Advisory Agreement between the Registrant and Andrew Dreskin	Filed herewith
10.2	Independent Contractor Agreement between the Registrant and Lorrie Norrington, as amended	Filed herewith
31.1	Certification of the Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith
31.2	Certification of the Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Filed herewith
32.1*	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Filed herewith
101.INS	XBRL Instance Document	Filed herewith
101.SCH	XBRL Taxonomy Extension Schema Document	Filed herewith
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith
101.LAB	XBRL Taxonomy Extension Label Linkbase Document	Filed herewith
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith

* The certifications furnished in Exhibit 32.1 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.

48

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Eventbrite, Inc.
	By:	/s/ Julia Hartz
August 7, 2019		Julia Hartz
		Chief Executive Officer
		(Principal Executive Officer)
	By:	/s/ Randy Befumo
August 7, 2019		Randy Befumo
		Chief Financial Officer
		(Principal Financial Officer)
	By:	/s/ Shane Crehan
August 7, 2019		Shane Crehan
		Chief Accounting Officer
		(Principal Accounting Officer)

49

EX-10.1

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 STRATEGIC ADVISORY AGREEMENT This STRATEGIC ADVISORY AGREEMENT (this “Agreement”) is entered into between Andrew Dreskin (“Advisor”), and Eventbrite, Inc., a Delaware corporation (“Eventbrite”), (collectively referred to as the “Parties”) and is effective as of the later of the dates set forth beneath the signatures below (“Effective Date”). WITNESSETH: WHEREAS, Advisor hereby agrees to provide to Eventbrite, an events technology platform, services related to sales for the Music Business Unit, as described in Appendix A (the “Services”), and in return for the Services, Eventbrite will pay Advisor at the negotiated rate set forth in Appendix A; NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Relationship of the Parties. A. Eventbrite desires to enter into this Agreement with Advisor for the performance of Services. Advisor is not an employee, agent, partner or joint venture of Eventbrite. Advisor may negotiate but not sign agreements on behalf of Eventbrite. From time to time upon request of Eventbrite, Advisor will provide evidence of self-employment and tax registration as Eventbrite may request and such delivery shall be a condition precedent to the payment of fees hereunder. B. Advisor is not eligible to participate in any of Eventbrite’s employee benefit plans, fringe benefit programs, group insurance arrangements or similar programs, except Eventbrite’s 2010 Stock Purchase Plan. Eventbrite shall not provide workers’ compensation, disability insurance, Social Security or unemployment compensation coverage, or any other statutory benefit to Advisor. It is further expressly understood that Advisor’s compensation under this Agreement shall consist, in its entirety, of fees outlined in Appendix A. C. Advisor has the sole right to control the manner, method, mode, and means of performing Services under this Agreement and is free to ignore any and all suggestions that Eventbrite may offer to Advisor. Advisor has the right to determine all equipment and supplies needed to perform the Services and Advisor shall bear all expenses associated with the purchase, operation and maintenance of equipment and supplies that Advisor deems necessary. D. Advisor will not be required to attend any meetings or group meetings of any kind, will not be subject to rules applicable only to Eventbrite employees, and will not be required to submit any time reports. 2. Representations and Warranties. A. Advisor represents and warrants to Eventbrite that Advisor shall comply at Advisor’s expense with all applicable provisions of workers’ compensation laws, unemployment compensation laws, national insurance and social security laws, foreign, US federal, state and local income tax laws, and all other applicable laws, regulations and codes in performing Services under this Agreement. Advisor will be solely responsible to pay any and all state and/or federal income, social security and unemployment taxes for Advisor and Advisor’s employees and will indemnify and hold harmless Eventbrite from and against all claims, damages, losses, liabilities, settlements, attorneys’ fees, costs and expenses arising out of or in connection with Advisor’s failure to pay any such income, social security and unemployment taxes. B. Advisor further represents and warrants to Eventbrite that the Services by Advisor will not intentionally violate or infringe any copyright, patent, trade secret or other legal obligation or right, and that use of the Services by Eventbrite will not require a license and/or payment of any additional fee and Advisor has obtained all licenses, permits and other authorizations required to perform the Services. Advisor shall make a best effort to ensure that such licenses, permits and/or other authorizations remain in force during the Term of the Agreement. C. Eventbrite will indemnify, defend and hold harmless Advisor and Advisor’s employees, contractors, agents, or 1 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 representatives from and against all claims, damages, losses, liabilities, settlements, attorneys’ fees, costs and expenses arising out of or in connection with Advisor’s ordinary performance of the Services under this Agreement except to the extent caused by Advisor’s willful gross misconduct. 3. Assignment. A. Although this Agreement is executed solely with Advisor, it is not a personal services contract. Advisor, without prior notice or approval of Eventbrite, may employ or contract with any other person to assist in the performance of this Agreement. Advisor shall be solely responsible for the performance of this Agreement and for all legal obligations, liabilities, and expenses arising therefrom. Any contractor shall be under the exclusive control of Advisor and Advisor shall be responsible for each contractor, or for any act or omission of any contractor. Advisor will ensure that Advisor’s contractors, employees and others involved in the Services, if any, are bound in writing to the foregoing, and to all of Advisor’s obligations under this Agreement. B. Notwithstanding the foregoing, this Agreement is not assignable by Advisor. Consistent with Advisor's right to hire employees and contract with contractors when Advisor deems it necessary, Advisor agrees that Advisor’s attention to fulfilling Advisor’s contractual obligations was a substantial inducement to Eventbrite to sign this Agreement; therefore, Advisor agrees to devote such time as Advisor deems necessary to fulfill Advisor’s obligations under this Agreement. Eventbrite may fully assign and transfer this Agreement in whole or part. This Agreement shall inure to the benefit of the successors and assigns of Eventbrite, and is binding upon Advisor’s heirs, executors and legal representatives. Eventbrite will require any successors or assigns to expressly assume and agree to perform this Agreement in the same manner and to the same extent that Eventbrite would be required to perform it if no such succession or assignment had taken place. 4. Fee. A. In exchange for the Services, Eventbrite will compensate Advisor at the negotiated rate stated in Appendix A. B. If Advisor believes any payment of fees is not accurate, Advisor agrees to notify Eventbrite in writing within fourteen (14) days of the payment provided Advisor. Failure to timely notify Eventbrite in writing waives any claim that the amount paid was inaccurate. Eventbrite agrees to remedy the error within fourteen (14) days following receipt of written notification of a claimed error, or will notify Advisor within that time that it disputes the claim of error. 5. Risk of Loss. Advisor bears the risk of loss incurred as a result of Advisor’s obligations under this Agreement, including, but not limited to, indemnification obligations, damages for breach of this Agreement, and obligations and liabilities incurred to Eventbrite, contractors and third parties. Eventbrite makes no guarantee that Advisor will make a profit as a result of performing its obligations under this Agreement. Whether Advisor incurs a loss or makes a profit will be determined by Advisor’s business judgment in managing the manner, method, mode, and means of operations chosen by Advisor. 6. Confidential Information. A. Definition. “Confidential Information” means any information applicable or relevant to the business of Eventbrite or applicable or relevant to the business of any third party, which may be made known to Advisor by Eventbrite or by any third party or learned by Advisor in the context of the relationship between the Parties, whether prior to or following the execution of this Agreement. By way of illustration, but not limitation, Confidential Information includes any and all Eventbrite Inventions (as defined below), technical and non-technical information including patent, copyright, trade secret, and proprietary information, techniques, sketches, drawings, models, inventions, know-how, processes, apparatus, equipment, algorithms, software programs, software source documents, and formulae related to the current, future and proposed products and services of Eventbrite, and includes, without limitation, information concerning research, experimental work, development, design details and specifications, engineering, financial information, procurement requirements, purchasing, manufacturing, customer lists, business forecasts, sales and merchandising, marketing plans and information, and information regarding other Advisors. Confidential Information shall not include any information that: (i) is or becomes generally used in the industry or publicly available through lawful means and absent any wrongful conduct by Advisor or others; (ii) was known by Advisor or lawfully in his possession prior to disclosure to him by Eventbrite; (iii) is independently developed or lawfully disclosed to Advisor by a third party that is unrelated to Eventbrite and is not bound by obligations of confidentiality to Eventbrite with respect thereto; or (iv) is independently developed by Advisor outside the course and scope of providing the Services to Eventbrite, without the use of Eventbrite’s proprietary information or resources, and unrelated to Eventbrite’s business. B. Duties Regarding Non-Disclosure. Advisor warrants and agrees to keep all Confidential Information in strict confidence and shall not disclose such Confidential Information to any third party, except as necessary in providing the Services, and shall use reasonable best efforts to protect such Confidential Information (including, without limitation, reasonable precautions Advisor employs with respect to Advisor’s own confidential materials). Advisor shall use Confidential Information in a legal and proper manner consistent with the terms of this Agreement and only as may be necessary in the ordinary course of performing Advisor’s duties under 2 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 this Agreement. Advisor’s internal disclosure of Confidential Information shall be only to those employees, contractors or agents having a need to know such information in connection with this Agreement and only insofar as such persons are bound by a nondisclosure agreement consistent with this Agreement. Advisor shall promptly notify Eventbrite of any unauthorized disclosure or use of Confidential Information by any person and/or entity. This Agreement imposes no obligation upon Advisor with respect to Confidential Information that Advisor can establish by legally sufficient evidence that such information is or becomes generally known to the public without violation of this Agreement or without a violation of an obligation of confidentiality owed to Eventbrite or a third party. In addition, Advisor may disclose Confidential Information that is specifically required by law, subpoena, court order or other legal process or in any legal dispute between the parties, provided that Advisor shall have given Eventbrite reasonable notice and opportunity to object prior to such disclosure, except where requiring such prior notice is contrary to applicable law. Notwithstanding any other provision in this Agreement, nothing prohibits Advisor from disclosing his role as an Advisor to Eventbrite, the general nature of the Services provided under this Agreement or the terms of this Agreement. C. Ownership Interest in Confidential Information. All Confidential Information is provided “as-is” and Eventbrite makes no representation or warranty of any kind express or implied, with respect to the suitability, accuracy or non-infringement of third party rights. Eventbrite shall at all times retain sole and exclusive title to, ownership of, and all right in and control over the use of all Confidential Information. Nothing in this Agreement is intended to grant any rights or license to Advisor under any intellectual property rights of Eventbrite, nor shall this Agreement grant Advisor any rights in or to any Confidential Information, except the limited right to use such information in accordance with this Agreement. Upon termination of this Agreement or at the request of Eventbrite from time to time before termination, Advisor will deliver to Eventbrite all written and tangible material in Advisor’s possession incorporating any Confidential Information or otherwise relating to Eventbrite’s business; provided, however, that, subject to Advisor’s continuing confidentiality obligations under this Agreement, Advisor may retain any communications, information or documents exchanged by email or other form of electronic communication. D. Non-Solicit. As additional protection for the Confidential Information, during the term of this Agreement and for a period of one (1) year thereafter, Advisor will not, directly or indirectly, solicit, encourage, or cause others to solicit or encourage any employees, contractors or customers of Eventbrite to terminate or otherwise materially change their relationship with Eventbrite. E. No Competition. Advisor agrees that, during the term of this Agreement, Advisor will not engage in any activity that is in any way competitive with the business or demonstrably anticipated business of the Company, assist any other person or organization in competing with any business or demonstrably anticipated business of the Company, or engage in any other activities that could reasonably be determined to conflict with or undermine Advisor’s obligations to the Company. Notwithstanding the above, nothing in this Agreement prohibits Advisor from making any personal investments, entering into other business relationships with third-parties, or providing any non-competing consulting, employment or other services, either during or after the term of this Agreement. F. No Solicitation of Customers. Advisor agrees that for a period of twelve (12) months following the term of this Agreement, he will not use any Confidential Information of the Company to negatively influence any of the Company’s clients or customers from purchasing Company products or services, or to solicit or influence or attempt to influence any client, customer or other person either directly or indirectly to any purchase of products and/or services to any person, firm, corporation, institution or other entity in competition with the business of the Company. 6. Inventions. “Inventions” means any and all new or useful art, discovery, improvement, technical development, or invention whether or not patentable, know-how, designs, works of authorship, maskworks, trademarks, formulae, processes, manufacturing techniques, trade secrets, ideas, artwork, software or other copyrightable or patentable works related to Eventbrite’s business or the reasonably anticipated future business of Eventbrite, created in the course of providing the Services under this Agreement. To the extent allowed by applicable law, for the purposes of this Agreement, the term “Inventions” (and the assignments and licenses under this Section 7) shall include (and Advisor hereby expressly waives) all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like (collectively “Moral Rights”). To the extent Advisor retains any such Moral Rights under applicable law, Advisor hereby ratifies and consents to any action that may be taken with respect to such Moral Rights by or authorized by Eventbrite and agrees not to assert any Moral Rights with respect thereto. Advisor will confirm any such ratifications, consents and agreements from time to time as requested by Eventbrite. A. Disclosure of Prior Inventions. Advisor has identified on Appendix B attached hereto all Inventions relating in any way to Eventbrite’s business or proposed business which were made by Advisor prior to providing Services to Eventbrite (“Prior Inventions”). Advisor represents that such list is complete and that Advisor has no rights in any such Inventions other than those Prior Inventions specified in Appendix B. If no Prior Inventions are listed on Appendix B, Advisor thereby represents that there are no such Prior Inventions at the time of signing this Agreement. B. Ownership of Eventbrite Inventions. Advisor hereby agrees to promptly to disclose and describe to Eventbrite and agrees that Eventbrite shall own the entire right, title, and interest (including patent rights, copyrights, trade secret rights, maskwork rights, sui generis database rights and all other intellectual property rights of any sort throughout the world) in and to all Inventions and 3 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 any associated intellectual property rights which Advisor may solely or jointly conceive, develop or reduce to practice during the period of Advisor’s Services with Eventbrite, whether prior to or following the execution of this Agreement, that relate to the subject matter of or arise out of or in connection with the Services or any Confidential Information, including, without limitation, any creative assets to be delivered pursuant to Appendix A (“Eventbrite Inventions”). All Eventbrite Inventions are works made for hire for Eventbrite to the extent allowed by law, and, if at any time for any reason any Eventbrite Invention is deemed not to be a work made for hire, Advisor hereby irrevocably transfers and assigns, and agrees to transfer and assign, to Eventbrite or its designee, all right, title and interest therein, including all copyrights and all renewals and extensions thereto. Without limiting the generality of the foregoing, Eventbrite will have exclusive worldwide royalty free rights to modify, adapt, and prepare derivative works based upon the Eventbrite Inventions and to use, reproduce, distribute, publicly perform, and display the Eventbrite Inventions in any manner and in any and all media now or hereafter known. Advisor will cooperate with Eventbrite and will execute and cause to be executed any assignments, instruments, and documents reasonably requested by Eventbrite to evidence Eventbrite’s interest or rights hereunder. C. Assignment and License of Prior Inventions. Advisor agrees to grant Eventbrite or its designees a royalty free, perpetual, irrevocable, transferable, sublicensable (with rights to sublicense through multiple tiers of distribution), worldwide license to practice all applicable patent, copyright and other intellectual property rights relating to any Prior Inventions which Advisor incorporates, or permits to be incorporated, in any Eventbrite Inventions, products or services, or which is necessary for the use, reproduction, distribution or other exploitation of any Eventbrite Inventions. Notwithstanding the foregoing, Advisor agrees that Advisor will not incorporate, or permit to be incorporated, such Prior Inventions in any Eventbrite Inventions, products or services without Eventbrite’s prior written consent. D. Cooperation in Perfecting Rights to Inventions. Advisor will perform, during and after the term of this Agreement, all acts deemed necessary or desirable by Eventbrite to permit and assist it, at its expense, in obtaining and enforcing the full benefits, enjoyment, rights and title throughout the world in the Inventions hereby assigned or licensed to Eventbrite. Such acts may include, but are not limited to, execution of documents and assistance or cooperation in the registration and enforcement of applicable patents, copyrights, maskworks or other legal proceedings. In the event that Eventbrite is unable for any reason to secure Advisor’s signature to any document required to apply for or execute any patent, copyright, mask work or other applications with respect to any Inventions (including improvements, renewals, extensions, continuations, divisions or continuations in part thereof), Advisor hereby irrevocably designates and appoints Eventbrite and its duly authorized officers and agents as Advisor’s agents and attorneys-in-fact to act for and on Advisor’s behalf and instead of Advisor, to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, copyrights, maskworks or other rights with the same legal force and effect as if executed by Advisor. If any other person is in any way involved in any Services, Advisor will obtain the foregoing ratifications, agreements, licenses, assignments, consents and authorizations from each such person for Eventbrite’s exclusive benefit. 7. Expectation of Privacy. Advisor recognizes and agrees that Advisor has no expectation of privacy with respect to Eventbrite’s telecommunications, networking or information processing systems (including, without limitation, stored computer files, email messages and voice messages) and that Advisor’s activity, and any files or messages, on or using any of those systems may be monitored at any time without notice. 8. Notices. Any notice required or permitted under this Agreement shall be deemed to have been effectively made or given if in writing and personally delivered or sent by confirmed email to the email addresses listed with the parties’ signatures. 9. Arbitration. Advisor agrees to execute the Arbitration Agreement attached as Appendix C. Except for claims by Eventbrite as described in Section 10, the Parties agree that any disagreement or controversy arising out of or relating to this Agreement shall be resolved pursuant to the Parties’ Arbitration Agreement. 10. Injunctive Relief. A breach by Advisor of any of the promises or agreements contained in Section 5 or Section 6 will result in irreparable and continuing damage to Eventbrite for which there will be no adequate remedy at law, and Eventbrite shall be entitled to seek injunctive relief and/or a decree for specific performance, and such other relief as may be proper (including monetary damages if appropriate) from any court of competent jurisdiction and without any requirement to post a bond. 11. Complete Agreement. This Agreement, including its Appendices and any referenced documents, contains the entire agreement and understanding of the Parties and fully supersedes all prior and contemporaneous agreements, correspondence, discussions and understandings between the Parties hereto pertaining to the subject matter hereof. Notwithstanding the above, Eventbrite’s obligations to Advisor under section 14 of his prior employment offer letter, dated September 14, 2017, relating to indemnification and D&O insurance shall remain in full force and effect according to its terms, including, without limitation, in connection with any legal actions pending as of the date of this Agreement to which Advisor is named as a party. This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. If a Party to this Agreement signs the signature page and faxes (or scans and emails) the signature page to the other Party, then such signature page shall be deemed an original signature page to this Agreement and shall constitute the execution and delivery of this Agreement by the sending Party. There have been no representations, inducements, promises or agreements of any kind that have been made by any 4 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 Party, or by any person acting on behalf of any Party, which are not embodied within this Agreement. This Agreement may not be changed or altered except in writing duly executed by Eventbrite and the Advisor, or their duly authorized representatives. The waiver by either Party of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach. The headings in this Agreement are inserted for convenience of reference only and are not intended to define, limit or in any way describe the scope of this Agreement or the intent of any provisions hereof. The failure of either Party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights. In the event that any provision of this Agreement shall be determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement shall be governed by, construed and enforced under the laws of the State of California, without regard to its conflict of law rules. 12. Term and Termination. A. Advisor will provide the Services to Eventbrite for the time period stated in Appendix A. B. Either Party may terminate this Agreement at any time in its sole and absolute discretion, with or without Cause upon giving the other Party at least 7 days’ prior written notice. Sections 1-3 and 5-11 (inclusive) of this Agreement shall survive the termination hereof. C. Either party may terminate this Agreement immediately for Cause by providing written notice to the opposite party. As used in this Agreement, “Cause” shall mean a breach of this Agreement which is not cured, if curable, within 7 days after receipt of written notice specifying the facts and circumstances claimed to constitute Cause . D. Eventbrite may terminate this Agreement or suspend its performance hereunder, without prior notice, in the event that Eventbrite’s facilities are damaged or destroyed or Eventbrite’s performance hereunder is prevented or hindered by labor disturbances (including but not limited to strikes and picketing), acts of God, the elements, order of governmental, civil or military authority, or any other cause (whether similar or dissimilar to the above mentioned) not within the reasonable control of Eventbrite. E. In the event of any termination of this Agreement, by Eventbrite or Advisor, Eventbrite shall pay Advisor all amounts due through the date the Agreement terminates. F. In the event Eventbrite terminates this Agreement without Cause, as defined in Paragraph 12(C) above, within 60 days after such termination Eventbrite shall provide a lump sum payment to Advisor equal to 6 months of the Base Fee and the Additional Quarterly Payment due within that quarter, as specified in Appendix A. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date. EVENTBRITE, INC. By: Name: Samantha Harnett Title: General Counsel Date: 2019-05-27 Email: sharnett@eventbrite.com Advisor By: Name: Andrew Dreskin Date: 2019-05-27 Email: amdreskin@gmail.com 5 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 By Advisor’s signature above, Advisor acknowledges that, prior to signing, he or she has read this Agreement in its entirety and was afforded the opportunity to have it reviewed by legal counsel. Specifically, Advisor understands that this contractual relationship is an independent contractor relationship. Advisor also acknowledges that this Agreement is negotiable, including the Fees herein. If Advisor is a company, the signer warrants that he or she has the authority to sign on behalf of the company. 6 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 Appendix A Services TERM: June 3, 2019 through June 3, 2021 PRICE AND PAYMENT SCHEDULE: Base Fee. $300,000 per year, to be paid in semi-monthly installments via ACH transfer throughout the two-year term, subject to the Termination provision of this Agreement. Additional Quarterly Payment. $175,000 per year to be paid in quarterly installments via ACH transfer throughout the two-year term, subject to the Termination provision of this Agreement. Annual Performance Payout. For 2019, Advisor shall also be eligible to earn a cash Annual Performance Payout equal to 30% of the annual Base Fee upon achievement of $16.3M or more of migrated revenue on or before December 31, 2019 for creators not already designated migrated, under contract to migrate or considered lost for purposes of migration as designated by the MBU team as of the Effective Date of this Agreement (“Migrated Revenue”). If Migrated Revenue is below $12.2M, Advisor will not be eligible for an Annual Performance Payout. For Migrated Revenue between $12.2M and $16.3M or more, Advisor will earn a straight-line percentage Annual Performance Payout, between zero and 30% of the annual Base Fee. For example, if Migrated Revenue for 2019 was $14.25M, Advisor would earn an Annual Performance Payout equal to 15% of the annual Base Fee. For calendar years after 2019, Advisor and Eventbrite’s CEO will mutually agree, in writing, on the components to be used for calculation of Advisor’s annual performance payout eligibility within a reasonable period of time following the Board’s approval of the Company’s Bonus Plan for such calendar year, subject to the Termination provision of this Agreement. For 2019 and 2020, any Annual Performance Payouts shall be paid in full within 60 days after the end of the calendar year. For 2021, any Annual Performance Payout shall be paid within 60 days after the end of the Term of this Agreement specified above. Equity Vest. Advisor’s existing equity grant, dated December 1, 2017, will continue to vest in accordance with its original vesting schedule until fully vested. Advisor will have three months after his service to Eventbrite under this Agreement ends to exercise any and all then-vested portion of the existing equity grant. Expenses. Eventbrite shall reimburse Advisor for travel, entertainment and related expenses incurred by Advisor in performing the Services under this Agreement; provided, however, that Advisor will obtain advance approval from Eventbrite’s CFO for any expense items in excess of $2,500. Tax Treatment. Advisor will execute an IRS form W-9 and, as required by law, shall be issued an IRS Form 1099. No taxes of any type will be withheld from Advisor’s fees under this Agreement. SERVICES: Assist in the migration and retention of MBU creator revenue and growing revenue through new creator bookings. Advisor and the CFO will mutually agree on a reasonable number of dedicated Eventbrite employees to support Advisor’s work under this Agreement, in addition to continued support by Melissa Silva. 7 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 Appendix B Prior Inventions ___________ Advisor Initials 8 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 Appendix C ARBITRATION AGREEMENT This Arbitration Agreement covers important issues relating to your Strategic Advisory Agreement with Eventbrite and the settlement of any disputes that may arise from time to time between you and Eventbrite. You are free to seek assistance from independent advisors of your choice outside Eventbrite or to refrain from doing so, if that is your choice. 1. How This Agreement Applies This Arbitration Agreement (the “Agreement”) applies to any dispute arising out of or related to your Strategic Advisory Agreement with Eventbrite, Inc. (the “Strategic Advisory Agreement”) or one of its affiliates, successor, subsidiaries or parent companies (collectively, "Eventbrite") or termination of Services and survives after the Strategic Advisor Agreement terminates. Nothing contained in this Agreement shall be construed to prevent or excuse you (individually or in concert with others) or Eventbrite from utilizing the Parties’ existing procedures for resolution of complaints, and this Agreement is not intended to be a substitute for such procedures. Except as it otherwise provides, this Agreement is intended to apply to the resolution of disputes that otherwise would be resolved in a court of law or before a forum other than arbitration. This Agreement requires all such disputes to be resolved only by an arbitrator through final and binding arbitration and not by a court or jury trial. Such disputes include without limitation disputes arising out of or relating to interpretation or application of this Agreement, including without limitation as to the enforceability, conscionability, revocability, or validity of this Agreement or any portion of this Agreement other than the Class Action Waiver contained in paragraph 6 below and disputes arising out of or related to the independent contractor relationship, including without limitation claims for breach of contract, misclassification and failure to pay. This Agreement is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq. and evidences a transaction involving commerce. 2. Limitations On How This Agreement Applies This Agreement does not apply to: (i) claims for workers compensation, state disability insurance and unemployment insurance benefits, (ii) disputes which may not be subject to pre-dispute arbitration agreements as provided in the Dodd-Frank Wall Street Reform and Consumer Protection Act, and (iii) claims for which applicable law permits access to an administrative agency notwithstanding the existence of this Agreement and which are then brought before such administrative agency, including without limitation claims or charges brought before the Equal Employment Opportunity Commission (www.eeoc.gov), the U.S. Department of Labor (www.dol.gov), the National Labor Relations Board (www.nlrb.gov), or the Office of Federal Contract Compliance Programs (www.dol.gov/esa/ofccp). Nothing in this Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party's obligation to exhaust administrative remedies before making a claim in arbitration. 3. Selecting The Arbitrator The neutral Arbitrator shall be selected by mutual agreement of you and Eventbrite. Unless you and Eventbrite mutually agree otherwise, the Arbitrator shall be an attorney licensed to practice in the location where the arbitration proceeding will be conducted or a retired federal or state judicial officer who presided in the jurisdiction where the arbitration will be conducted. If for any reason the parties cannot agree to an Arbitrator, either party may apply to AAA or a court of competent jurisdiction with authority over the location where the arbitration will be conducted for appointment of a neutral Arbitrator. The court or AAA shall then appoint an arbitrator, who shall act under this Agreement with the same force and effect as if the parties had selected the arbitrator by mutual agreement. The location of the arbitration proceeding shall be San Francisco, California, unless each party to the arbitration agrees in writing otherwise. 4. Starting The Arbitration All claims in arbitration are subject to the same statutes of limitation that would apply in court. The party bringing the claim must demand arbitration in writing and deliver the written demand by hand or first class mail to the other party within the applicable statute of limitations period. The demand for arbitration shall include identification of the parties, a statement of the legal and factual basis of the claim(s), and a specification of the remedy sought. Any demand for arbitration made to Eventbrite shall be provided to Eventbrite’s Legal Department at Eventbrite’s then current registered address for the service of process in California. The arbitrator shall resolve all disputes regarding the timeliness or propriety of the demand for arbitration. A party may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief in connection with an arbitrable controversy, but only upon the ground that the award to which that party may be entitled may be rendered ineffectual without such provisional relief. 9 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 5. How Arbitration Proceedings Are Conducted In arbitration, the parties will have the right to conduct adequate civil discovery, bring dispositive motions, and present witnesses and evidence as needed to present their cases and defenses, and any disputes in this regard shall be resolved by the Arbitrator. At a party’s request or on the Arbitrator’s own initiative, the Arbitrator may subpoena witnesses or documents for discovery purposes or for the arbitration hearing. Any arbitration will be conducted before the American Arbitration Association (“AAA”) under the AAA’s then- existing national rules for the resolution of employment disputes. 6. Class Action Waiver You and Eventbrite agree not to bring any dispute in arbitration on a class basis. Accordingly, there will be no right or authority for any dispute to be brought, heard or arbitrated as a class action ("Class Action Waiver"). The Class Action Waiver shall be severable from this Agreement in the event it is found unenforceable. Notwithstanding any other clause contained in this Agreement, any claim that all or part of the Class Action Waiver is invalid, unenforceable, unconscionable, revocable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. The Class Action Waiver shall be severable in any case in which the dispute is filed as an individual action and severance is necessary to ensure the individual action proceeds in arbitration. 7. Paying For The Arbitration Each party will pay the fees for his, her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. However, you will only pay so much of the arbitration filing fees as you would have paid had you filed a Complaint in a court of law and Eventbrite will pay all remaining administrative and/or hearing fees charged by the Arbitrator and/or AAA. 8. The Arbitration Hearing And Award The parties will arbitrate their dispute before the Arbitrator, who shall confer with the parties regarding the conduct of the hearing and resolve any disputes the parties may have in that regard. Within 30 days of the close of the arbitration hearing, any party will have the right to prepare, serve on the other party and file with the Arbitrator a brief. The Arbitrator may award any party any remedy to which that party is entitled under applicable law, but such remedies shall be limited to those that would be available to a party in his or her individual capacity in a court of law for the claims presented to and decided by the Arbitrator, and no remedies that otherwise would be available to an individual in a court of law will be forfeited by virtue of this Agreement. The Arbitrator shall apply applicable controlling law and will issue a decision or award in writing, stating the essential findings of fact and conclusions of law. In addition to any other relief, the prevailing party in any arbitration shall be entitled to an award of his or its costs and reasonable attorneys’ fees, with the amount of such costs and fees to be determined in accordance with applicable law. A court of competent jurisdiction shall have the authority to enter a judgment upon the award made pursuant to the arbitration. 9. Enforcement Of This Agreement This Agreement is the full and complete agreement relating to the formal resolution of disputes covered by this Agreement. Except as stated in paragraph 6, above, in the event any portion of this Agreement is deemed unenforceable, the remainder of this Agreement will be enforceable. If the Class Action Waiver is deemed to be unenforceable, you and Eventbrite agree that this Agreement is otherwise silent as to any party's ability to bring a class action in arbitration. /// 10 Advisor has read and understands this page: _________________________

DocuSign Envelope ID: 185E8AC0-BC6C-4A7B-A634-894BCF95BA82 I acknowledge that I have received, read, and understood this Dispute Resolution Agreement, including the Class Action Waiver contained herein. Advisor Name (Printed): Andrew Dreskin Advisor Signature: Date: 2019-05-27 11 Advisor has read and understands this page: _________________________

EX-10.2

INDEPENDENT CONTRACTOR AGREEMENT

This INDEPENDENT CONTRACTOR AGREEMENT (this “Agreement”) is entered into between Lorrie Norrington (“Contractor”), and Eventbrite, Inc., a Delaware corporation (“Eventbrite”), (collectively referred to as the “Parties”) and is dated as of the later of the dates set forth beneath the signatures below.

WITNESSETH:

WHEREAS, Contractor hereby agrees to provide to Eventbrite, an events technology platform, services described in Appendix A (the “Services”), and in return for the Services, Eventbrite will pay Contractor at the negotiated rate set forth in Appendix A;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. Relationship of the Parties; Independent Contractor.

A.     Eventbrite desires to enter into this Agreement with Contractor for the performance of Services. Both Contractor and Eventbrite fully and freely intend to create an independent contractor relationship under this Agreement. Contractor is not an employee, agent, partner or joint venture of Eventbrite and shall not bind nor attempt to bind Eventbrite to any contract. Contractor does not have the right to employ or contract with any person on behalf of Eventbrite. From time to time upon request of Eventbrite, Contractor will provide evidence of self-employment, tax registration and certification of foreign status for US tax purposes as Eventbrite may request and such delivery shall be a condition precedent to the payment of fees hereunder.

B.    Contractor is not eligible to participate in any of Eventbrite’s employee benefit plans, fringe benefit programs, group insurance arrangements or similar programs. Eventbrite shall not provide workers’ compensation, disability insurance, Social Security or unemployment compensation coverage, or any other statutory benefit to Contractor. It is further expressly understood that Contractor’s compensation under this Agreement shall consist, in its entirety, of fees outlined in Appendix A.

C.    Contractor has the sole right to control the manner, method, mode, and means of performing Services under this Agreement and is free to ignore any and all suggestions that Eventbrite may offer to Contractor. Contractor has the right to determine all equipment and supplies needed to perform the Services and Contractor shall bear all expenses associated with the purchase, operation and maintenance of equipment and supplies that Contractor deems necessary.

D.    Contractor will not be required to attend any meetings or group meetings of any kind, will not be subject to rules applicable only to Eventbrite employees, and will not be required to submit any time reports.

2. Representations and Warranties.

A.    Contractor represents and warrants to Eventbrite that Contractor shall comply at Contractor’s expense with all applicable provisions of workers’ compensation laws, unemployment compensation laws, national insurance and social security laws, foreign, US federal, state and local income tax laws, and all other applicable laws, regulations and codes in performing Services under this Agreement. Contractor will be solely responsible to pay any and all state and/or federal income, social security and unemployment taxes for Contractor and Contractor’s employees.

B.    Contractor further represents and warrants to Eventbrite that the Services by Contractor will not intentionally violate or infringe any copyright, patent, trade secret or other legal obligation or right, and that use of the Services by Eventbrite will not require a license and/or payment of any additional fee and Contractor has obtained all licenses, permits and other authorizations required to perform the Services.Contractor shall make a best effort to ensure that such licenses, permits and/or other authorizations remain in force during the Term of the Agreement.

C.    Eventbrite agrees to indemnify and hold harmless Contractor against all third-party and Eventbrite claims, damages, losses, liabilities, settlements, attorneys’ fees, costs and expenses arising out of or in connection with any action or inaction of Contractor or related to any of the Services provided by Contractor pursuant to this Agreement except to the extent caused by Contractor’s willful misconduct. Contractor agrees that it will cooperate in the defense of any such claim at Eventbrite’s expense.

3.    Assignment.

A.    Although this Agreement is executed solely with Contractor, it is not a personal services contract. Contractor, without prior notice or approval of Eventbrite, may employ or contract with any other person to assist in the performance of this Agreement. Contractor shall be solely responsible for the performance of this Agreement and for all legal obligations, liabilities, and expenses arising therefrom. Any subcontractor shall be under the exclusive control of Contractor and Contractor shall be responsible for each subcontractor, or for any act or omission of any subcontractor. Contractor will ensure that Contractor’s subcontractors, employees and others involved in the Services, if any, are bound in writing to the foregoing, and to all of Contractor’s obligations under this Agreement.

B.    Notwithstanding the foregoing, this Agreement is not assignable by Contractor. Consistent with Contractor's right to hire employees and contract with subcontractors when Contractor deems it necessary, Contractor agrees that Contractor’s attention to fulfilling Contractor’s contractual obligations was a substantial inducement to Eventbrite to sign this Agreement; therefore, Contractor agrees to devote such time as Contractor deems necessary to fulfill Contractor’s obligations under this Agreement. Eventbrite may fully assign and transfer this Agreement in whole or part. This Agreement shall inure to the benefit of the successors and assigns of Eventbrite, and is binding upon Contractor’s heirs, executors and legal representatives.

4.    Fee.

A.    In exchange for the Services, Eventbrite will compensate Contractor at the negotiated rate stated in Appendix A.

B.    Eventbrite and Contractor shall have the right, upon thirty (30) days’ advance written notice, to institute negotiations for changes in the negotiated rates paid to Contractor under this Agreement.

C.    If Contractor believes any payment of fees is not accurate, Contractor agrees to notify Eventbrite in writing within fourteen (14) days of the payment provided Contractor. Failure to timely notify Eventbrite in writing waives any claim that the amount paid was inaccurate. Eventbrite agrees to remedy the error within fourteen (14) days following receipt of written notification of a claimed error, or will notify Contractor within that time that it disputes the claim of error.

5.    Risk of Loss. Contractor bears the risk of loss incurred as a result of Contractor’s obligations under this Agreement, including, but not limited to, damages for breach of this Agreement, and obligations and liabilities incurred to Eventbrite, subcontractors and third parties. Eventbrite makes no guarantee that Contractor will make a profit as a result of performing its obligations under this Agreement. Whether Contractor incurs a loss or makes a profit will be determined by Contractor’s business judgment in managing the manner, method, mode, and means of operations chosen by Contractor.

6.    Confidential Information.

A.    Definition. “Confidential Information” means any information applicable or relevant to the business of Eventbrite or applicable or relevant to the business of any third party, which may be made known to Contractor by Eventbrite or by any third party or learned by Contractor in the context of the relationship between the Parties, whether prior to or following the execution of this Agreement. By way of illustration, but not limitation, Confidential Information includes any and all Eventbrite Inventions (as defined below), technical and non-technical information including patent, copyright, trade secret, and proprietary information, techniques, sketches, drawings, models, inventions, know-how, processes, apparatus, equipment, algorithms, software programs, software source documents, and formulae related to the current, future and proposed products and services of Eventbrite, and includes, without limitation, information concerning research, experimental work, development, design details and specifications, engineering, financial information, procurement requirements, purchasing, manufacturing, customer lists, business forecasts, sales and merchandising, marketing plans and information, and information regarding other Contractors.

B.    Duties Regarding Non-Disclosure.Contractor warrants and agrees to keep all Confidential Information in strict confidence and shall not disclose such Confidential Information to any third party and shall use best efforts to protect such Confidential Information (including, without limitation, all precautions Contractor employs with respect to Contractor’s own

confidential materials). Contractor shall use Confidential Information in a legal and proper manner consistent with the terms of this Agreement and only as may be necessary in the ordinary course of performing Contractor’s duties under this Agreement. Contractor’s internal disclosure of Confidential Information shall be only to those employees, contractors or agents having a need to know such information in connection with this Agreement and only insofar as such persons are bound by a nondisclosure agreement consistent with this Agreement. Contractor shall promptly notify Eventbrite of any unauthorized disclosure or use of Confidential Information by any person and/or entity. This Agreement imposes no obligation upon Contractor with respect to Confidential Information that Contractor can establish by legally sufficient evidence that such information is or becomes generally known to the public without violation of this Agreement or without a violation of an obligation of confidentiality owed to Eventbrite or a third party. In addition, Contractor may disclose Confidential Information that is specifically required by law or court order to be disclosed, provided that Contractor shall have given Eventbrite reasonable notice and opportunity to object prior to such disclosure.

C.    Ownership Interest in Confidential Information.All Confidential Information is provided “as-is” and Eventbrite makes no representation or warranty of any kind express or implied, with respect to the suitability, accuracy or non-infringement of third party rights. Eventbrite shall at all times retain sole and exclusive title to, ownership of, and all right in and control over the use of all Confidential Information. Nothing in this Agreement is intended to grant any rights or license to Contractor under any intellectual property rights of Eventbrite, nor shall this Agreement grant Contractor any rights in or to any Confidential Information, except the limited right to use such information in accordance with this Agreement. Upon termination of this Agreement or at the request of Eventbrite from time to time before termination, Contractor will deliver to Eventbrite all written and tangible material in Contractor’s possession incorporating any Confidential Information or otherwise relating to Eventbrite’s business.

7.    Inventions. “Inventions” means any and all new or useful art, discovery, improvement, technical development, or invention whether or not patentable, know-how, designs, works of authorship, maskworks, trademarks, formulae, processes, manufacturing techniques, trade secrets, ideas, artwork, software or other copyrightable or patentable works. To the extent allowed by applicable law, for the purposes of this Agreement, the term “Inventions” (and the assignments and licenses under this Section 7) shall include (and Contractor hereby expressly waives) all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like (collectively “Moral Rights”). To the extent Contractor retains any such Moral Rights under applicable law, Contractor hereby ratifies and consents to any action that may be taken with respect to such Moral Rights by or authorized by Eventbrite and agrees not to assert any Moral Rights with respect thereto. Contractor will confirm any such ratifications, consents and agreements from time to time as requested by Eventbrite.

A.    Disclosure of Prior Inventions.Contractor has identified on Appendix B attached hereto all Inventions relating in any way to Eventbrite’s business or proposed business which were made by Contractor prior to providing Services to Eventbrite (“Prior Inventions”). Contractor represents that such list is complete and that Contractor has no rights in any such Inventions other than those Prior Inventions specified in Appendix B. If no Prior Inventions are listed on Appendix B, Contractor thereby represents that there are no such Prior Inventions at the time of signing this Agreement.

B.    Ownership of Eventbrite Inventions.Contractor hereby agrees to promptly disclose and describe to Eventbrite and agrees that Eventbrite shall own the entire right, title, and interest (including patent rights, copyrights, trade secret rights, maskwork rights, sui generisdatabase rights and all other intellectual property rights of any sort throughout the world) in and to, all Inventions and any associated intellectual property rights which Contractor may solely or jointly conceive, develop or reduce to practice during the period of Contractor’s Services with Eventbrite, whether prior to or following the execution of this Agreement, that relate to the subject matter of or arise out of or in connection with the Servicesor any Confidential Information, including, without limitation, any creative assets to be delivered pursuant to Appendix A (“Eventbrite Inventions”). All Eventbrite Inventions are works made for hire for Eventbrite to the extent allowed by law, and, if at any time for any reason any Eventbrite Invention is deemed not to be a work made for hire, Contractor hereby irrevocably transfers and assigns, and agrees to transfer and assign, to Eventbrite or its designee, all right, title and interest therein, including all copyrights and all renewals and extensions thereto. Without limiting the generality of the foregoing, Eventbrite will have exclusive worldwide royalty free rights to modify, adapt, and prepare derivative works based upon the Eventbrite Inventions and to use, reproduce, distribute, publicly perform, and display the Eventbrite Inventions in any manner and in any and all media now or hereafter known. Contractor will cooperate with Eventbrite and will execute and cause to be executed any assignments, instruments, and documents reasonably requested by Eventbrite to evidence Eventbrite’s interest or rights hereunder.

C.    Assignment and License of Prior Inventions. Contractor agrees to grant Eventbrite or its designees a royalty free, perpetual, irrevocable, transferable, sublicensable (with rights to sublicense through multiple tiers of distribution), worldwide license to practice all applicable patent, copyright and other intellectual property rights relating to any Prior Inventions which Contractor incorporates, or permits to be incorporated, in any Eventbrite Inventions, products or services, or which is necessary

for the use, reproduction, distribution or other exploitation of any Eventbrite Inventions. Notwithstanding the foregoing, Contractor agrees that Contractor will not incorporate, or permit to be incorporated, such Prior Inventions in any Eventbrite Inventions, products or services without Eventbrite’s prior written consent.

D.    Cooperation in Perfecting Rights to Inventions. Contractor will perform, during and after the term of this Agreement, all acts deemed necessary or desirable by Eventbrite to permit and assist it, at its expense, in obtaining and enforcing the full benefits, enjoyment, rights and title throughout the world in the Inventions hereby assigned or licensed to Eventbrite. Such acts may include, but are not limited to, execution of documents and assistance or cooperation in the registration and enforcement of applicable patents, copyrights, maskworks or other legal proceedings. In the event that Eventbrite is unable for any reason to secure Contractor’s signature to any document required to apply for or execute any patent, copyright, mask work or other applications with respect to any Inventions (including improvements, renewals, extensions, continuations, divisions or continuations in part thereof), Contractor hereby irrevocably designates and appoints Eventbrite and its duly authorized officers and agents as Contractor’s agents and attorneys-in-fact to act for and on Contractor’s behalf and instead of Contractor, to execute and file any such application and to do all other lawfully permitted acts to further the prosecution and issuance of patents, copyrights, maskworks or other rights with the same legal force and effect as if executed by Contractor. If any other person is in any way involved in any Services, Contractor will obtain the foregoing ratifications, agreements, licenses, assignments, consents and authorizations from each such person for Eventbrite’s exclusive benefit.    

8.    Expectation of Privacy. Contractor recognizes and agrees that Contractor has no expectation of privacy with respect to Eventbrite’s telecommunications, networking or information processing systems (including, without limitation, stored computer files, email messages and voice messages) and that Contractor’s activity, and any files or messages, on or using any of those systems may be monitored at any time without notice.

9.    Notices. Any notice required or permitted under this Agreement shall be deemed to have been effectively made or given if in writing and sent by confirmed email.

10.    Arbitration. Contractor agrees to execute the Arbitration Agreement attached as Appendix C. The Parties agree that any disagreement or controversy arising out of or relating to this Agreement shall be resolved pursuant to the Parties’ Arbitration Agreement.

11.    Complete Agreement. This Agreement contains the entire agreement and understanding of the Parties and fully supersedes all prior and contemporaneous agreements, correspondence, discussions and understandings between the Parties hereto pertaining to the subject matter hereof. In case of conflict between Appendix A and the body of this Agreement, the body of this Agreement shall control. This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. If a Party to this Agreement signs the signature page and faxes (or scans and emails) the signature page to the other Party, then such signature page shall be deemed an original signature page to this Agreement and shall constitute the execution and delivery of this Agreement by the sending Party. There have been no representations, inducements, promises or agreements of any kind that have been made by any Party, or by any person acting on behalf of any Party, which are not embodied within this Agreement. This Agreement may not be changed or altered except in writing duly executed by Eventbrite and the Contractor, or their duly authorized representatives. The waiver by either Party of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach. The headings in this Agreement are inserted for convenience of reference only and are not intended to define, limit or in any way describe the scope of this Agreement or the intent of any provisions hereof. The failure of either Party to enforce its rights under this Agreement at any time for any period shall not be construed as a waiver of such rights. No changes or modifications or waivers to this Agreement will be effective unless in writing and signed by both Parties. In the event that any provision of this Agreement shall be determined to be illegal or unenforceable, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.

12.    Term and Termination.

A.    Contractor will provide the Services to Eventbrite for the time period stated in Appendix A.

B.    Either Party may terminate this Agreement at any time in its sole and absolute discretion and without further liability (other than for obligations that accrued prior to such termination and obligations that survive the termination of this Agreement) upon giving the other Party at least 7 days’ prior written notice. Sections 1-3 and 5-11 (inclusive) of this Agreement shall survive the termination hereof.

C.    Either party may terminate this Agreement immediately for cause by providing written notice to the opposite party. “Cause” shall include, but not be limited to, material breach of this Agreement.

D.    Eventbrite may terminate this Agreement or suspend its performance hereunder, without prior notice, in the event that Eventbrite’s facilities are damaged or destroyed or Eventbrite’s performance hereunder is prevented or hindered by labor disturbances (including but not limited to strikes and picketing), acts of God, the elements, order of governmental, civil or military authority, or any other cause (whether similar or dissimilar to the above mentioned) not within the reasonable control of Eventbrite.

In Witness Whereof, the Parties have executed this Agreement as of the Effective Date.

EVENTBRITE, INC.

By:

Name: Julia Hartz

Title: Chief Executive Officer

Date: June 7, 2019

CONTRACTOR

By:

Name: Lorrie Norrington

Date: June 7, 2019

By Contractor’s signature above, Contractor acknowledges that, prior to signing, he or she has read this Agreement in its entirety and was afforded the opportunity to have it reviewed by legal counsel. Specifically, Contractor understands that this contractual relationship is an independent contractor relationship. Contractor also acknowledges that this Agreement is negotiable, including the Fees herein. If Contractor is a company, the signer warrants that he or she has the authority to sign on behalf of the company.

Appendix A

Services

FEE AND TERM:

The fee for the Services will be $41,250 in Eventbrite stock options (the “Options”) for an initial 3-month term commencing on May 6, 2019 (the “Initial Term”). The Eventbrite Board of Directors (the “Board”) must approve the grant of the Options. The Options will fully vest at the end of the Initial Term. The strike price for the Options will be the closing market price on the date that the Options are approved and granted by the Board. Eventbrite and Contractor agree to review the terms of this Agreement following the Initial Term and determine whether the engagement will continue under a renewal term.

PROJECT SUMMARY:

Contractor will advise and consult with Eventbrite executives on operating efficiencies, planning and sales team refocus. Contractor

will visit the office approximately 1 time per week and work directly with Julia Hartz, Sam Harnett, Phil Silverstone, and other executives as needed. Contractor’s outcomes would be establishing a framework for success to reaccelerate sales performance, track progress in operating reviews, and deliver clarity of H2 Plan.

SERVICE ON BOARD OF DIRECTORS:

Contractor currently serves on the Board, on the Audit Committee of the Board and the Nominating and Corporate Governance Committee of the Board. Contractor’s services pursuant to this Agreement are separate and distinct from Contractor’s role as a member of the Board. Upon entering into this Agreement, Contractor will continue to serve on the Board and the Nominating and Corporate Governance Committee but will resign from the Audit Committee and will not serve on the Audit Committee at any time while Eventbrite is paying Contractor a Fee for her Services.

Appendix B

Prior Inventions

___________

Contractor

Initials

Appendix C

ARBITRATION AGREEMENT

This Arbitration Agreement covers important issues relating to your Independent Contractor Agreement with Eventbrite and the settlement of any disputes that may arise from time to time between you and Eventbrite. You are free to seek assistance from independent advisors of your choice outside Eventbrite or to refrain from doing so, if that is your choice.  

1. How This Agreement Applies         

This Arbitration Agreement applies (the “Agreement”) to any dispute arising out of or related to your Independent Contractor Agreement with Eventbrite, Inc. (the “Independent Contractor Agreement”) or one of its affiliates, successor, subsidiaries or parent companies (collectively, "Eventbrite") or termination of Services and survives after the Independent Contractor Agreement terminates. Nothing contained in this Agreement shall be construed to prevent or excuse you (individually or in concert with others) or Eventbrite from utilizing the Parties’ existing procedures for resolution of complaints, and this Agreement is not intended to be a substitute for such procedures.

Except as it otherwise provides, this Agreement is intended to apply to the resolution of disputes that otherwise would be resolved in a court of law or before a forum other than arbitration. This Agreement requires all such disputes to be resolved only by an arbitrator through final and binding arbitration and not by a court or jury trial. Such disputes include without limitation disputes arising out of or relating to interpretation or application of this Agreement, including without limitation as to the enforceability, conscionability, revocability, or validity of this Agreement or any portion of this Agreement other than the Class Action Waiver contained in paragraph 6 below and disputes arising out of or related to the independent contractor relationship, including without limitation claims for breach of contract, misclassification and failure to pay.

This Agreement is governed by the Federal Arbitration Act, 9 U.S.C. § 1 et seq. and evidences a transaction involving commerce.

2. Limitations On How This Agreement Applies

This Agreement does not apply to: (i) claims for workers compensation, state disability insurance and unemployment insurance benefits, (ii) disputes which may not be subject to pre-dispute arbitration agreements as provided in the Dodd-Frank Wall Street Reform and Consumer Protection Act, and (iii) claims for which applicable law permits access to an administrative agency notwithstanding the existence of this Agreement and which are then brought before such administrative agency, including without limitation claims or charges brought before the Equal Employment Opportunity Commission (www.eeoc.gov), the U.S. Department of Labor (www.dol.gov), the National Labor Relations Board (www.nlrb.gov), or the Office of Federal Contract Compliance Programs (www.dol.gov/esa/ofccp). Nothing in this Agreement shall be deemed to preclude or excuse a party from bringing an administrative claim before any agency in order to fulfill the party's obligation to exhaust administrative remedies before making a claim in arbitration. 

3. Selecting The Arbitrator

The neutral Arbitrator shall be selected by mutual agreement of you and Eventbrite.  Unless you and Eventbrite mutually agree otherwise, the Arbitrator shall be an attorney licensed to practice in the location where the arbitration proceeding will be conducted or a retired federal or state judicial officer who presided in the jurisdiction where the arbitration will be conducted. If for any reason the parties cannot agree to an Arbitrator, either party may apply to a court of competent jurisdiction with authority over the location where the arbitration will be conducted for appointment of a neutral Arbitrator. The court shall then appoint an arbitrator, who shall act under this Agreement with the same force and effect as if the parties had selected the arbitrator by mutual agreement. The location of the arbitration proceeding shall be no more than 45 miles from an Eventbrite office, unless each party to the arbitration agrees in writing otherwise.

4. Starting The Arbitration

All claims in arbitration are subject to the same statutes of limitation that would apply in court. The party bringing the claim must demand arbitration in writing and deliver the written demand by hand or first class mail to the other party within the applicable statute of limitations period. The demand for arbitration shall include identification of the parties, a statement of the legal and factual basis of the claim(s), and a specification of the remedy sought. Any demand for arbitration made to Eventbrite shall be provided to Eventbrite’s Legal Department at Eventbrite’s then current registered address for the service of process in California. The arbitrator shall resolve all disputes regarding the timeliness or propriety of the demand for arbitration. A party may apply to a court of competent jurisdiction for temporary or preliminary injunctive relief in connection with an arbitrable controversy, but only upon the ground that the award to which that party may be entitled may be rendered ineffectual without such provisional relief.

5. How Arbitration Proceedings Are Conducted

In arbitration, the parties will have the right to conduct adequate civil discovery, bring dispositive motions, and present witnesses and evidence as needed to present their cases and defenses, and any disputes in this regard shall be resolved by the Arbitrator.  At a party’s request or on the Arbitrator’s own initiative, the Arbitrator may subpoena witnesses or documents for discovery purposes or for the arbitration hearing.

6.  Class Action Waiver

You and Eventbrite agree not to bring any dispute in arbitration on a class basis. Accordingly, there will be no right or authority for any dispute to be brought, heard or arbitrated as a class action ("Class Action Waiver").  

The Class Action Waiver shall be severable from this Agreement in the event it is found unenforceable. Notwithstanding any other clause contained in this Agreement, any claim that all or part of the Class Action Waiver is invalid, unenforceable, unconscionable, revocable, void or voidable may be determined only by a court of competent jurisdiction and not by an arbitrator. The Class Action Waiver shall be severable in any case in which the dispute is filed as an individual action and severance is necessary to ensure the individual action proceeds in arbitration.

7. Paying For The Arbitration

Each party will pay the fees for his, her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. However, you will only pay so much of the arbitration filing fees as you would have paid had you filed a Complaint in a court of law and Eventbrite will pay all remaining administrative and/or hearing fees charged by the Arbitrator.

8. The Arbitration Hearing And Award

The parties will arbitrate their dispute before the Arbitrator, who shall confer with the parties regarding the conduct of the hearing and resolve any disputes the parties may have in that regard. Within 30 days of the close of the arbitration hearing, any party will have the right to prepare, serve on the other party and file with the Arbitrator a brief. The Arbitrator may award any party any remedy to which that party is entitled under applicable law, but such remedies shall be limited to those that would be available to a party in his or her individual capacity in a court of law for the claims presented to and decided by the Arbitrator, and no remedies that otherwise would be available to an individual in a court of law will be forfeited by virtue of this Agreement. The Arbitrator shall apply applicable controlling law and will issue a decision or award in writing, stating the essential findings of fact and conclusions of law. Except as may be permitted or required by law, as determined by the Arbitrator, neither a party nor an Arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of all parties. A court of competent jurisdiction shall have the authority to enter a judgment upon the award made pursuant to the arbitration.

9. Enforcement Of This Agreement

This Agreement is the full and complete agreement relating to the formal resolution of disputes covered by this Agreement. Except as stated in paragraph 6, above, in the event any portion of this Agreement is deemed unenforceable, the remainder of this Agreement will be enforceable. If the Class Action Waiver is deemed to be unenforceable, you and Eventbrite agree that this Agreement is otherwise silent as to any party's ability to bring a class action in arbitration.  

///

I acknowledge that I have received, read, and understood this Dispute Resolution Agreement, including the Class Action Waiver contained herein.   

CONTRACTOR NAME (PRINTED): Lorrie Norrington

CONTRACTOR SIGNATURE:

DATE:

Amendment #1 to the

Independent Contractor Agreement

This Amendment #1 to the Independent Contractor Agreement dated as of June 7, 2019 (this “Agreement”) is entered into between Lorrie Norrington (“Contractor”), and Eventbrite, Inc., a Delaware corporation (“Eventbrite”) (the “Amendment”), (each a “Party” and collectively the “Parties”) and is dated as of the later of the dates set forth beneath the signatures below.

The Agreement is modified as follows, and in the case of any difference between the Agreement and this Amendment, this Amendment will control. Any capitalized terms set forth herein but not defined shall have the meanings given to them in the Agreement.

1. The following language will be added to the end of the “Fee and Term” Section of Appendix A of the Agreement:

“Following the Initial Term, the Agreement will automatically renew for successive 1-month terms (each a “Renewal Term”) for 3 Renewal Terms, unless a Party provides written notice to the other Party of its intention not to renew. The fee for the Services will be $18,000 in Eventbrite options for each Renewal Term (the “MonthlyOption Grant”). The Monthly Option Grant will fully vest at the end of each Renewal Term. The strike price for the options in the Monthly Option Grant will be the closing market price on the date that the Monthly Option Grant is approved and granted by the Board.”

2. The “Project Summary” Section of Appendix A will be replaced with the following: “Contractor will advise and consult with Eventbrite executives on business drivers, growth, strategy and organization. Contractor will be available for weekly meetings with Julia Hartz as mutually agreed.”

3. Each Party hereby represents and warrants to the other that (i) it has all requisite power and authority to enter into this Amendment and to carry out the transactions contemplated hereby; and (ii) the undersigned for each Party has the full right, legal power and actual authority to bind such Party to the terms and conditions hereof.

4. This Amendment may be executed in several counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. If a Party signs the signature page and faxes (or scans and emails) the signature page to the other Party, then such signature page shall be deemed an original signature page to this Amendment and shall constitute the execution and delivery of this Amendment by the sending Party.

5. Except as modified by this Amendment, all of the terms and conditions of the Agreement shall remain in full force and effect.

EVENTBRITE, INC.

By: /s/ Samantha Harnett

Name: Samantha Harnett

Title: Senior Vice President, General Counsel

Date: August 1, 2019

CONTRACTOR

By: /s/ Lorrie Norrington

Name: Lorrie Norrington

Date: July 31, 2019

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF

THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Julia Hartz, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Eventbrite, 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(s) 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:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 7, 2019

/s/ Julia Hartz

Julia Hartz

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF

THE SECURITIES EXCHANGE ACT OF 1934,

AS ADOPTED PURSUANT TO SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Randy Befumo, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Eventbrite, 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(s) 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:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(c) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 7, 2019

/s/ Randy Befumo

Randy Befumo

Chief Financial Officer

(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Julia Hartz, Chief Executive Officer of Eventbrite, Inc. (the “Company”), and Randy Befumo, Chief Financial Officer of the Company, each hereby certifies that, to the best of his or her knowledge:

1.The Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2019, to which this Certification is attached as Exhibit 32.1 (the “Periodic Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and

2.The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 7, 2019

/s/ Julia Hartz

Julia Hartz

Chief Executive Officer

(Principal Executive Officer)

/s/ Randy Befumo

Randy Befumo

Chief Financial Officer

(Principal Financial Officer)

XML

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Jul. 15, 2019
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Entity Registrant Name	Eventbrite, Inc.
Entity Central Index Key	0001475115
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Small Business	false
Current Fiscal Year End Date	--12-31
Entity Shell Company	false
Entity Current Reporting Status	Yes
Class A Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		49,662,496
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		33,170,832

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 500,454	$ 437,892
Funds receivable	46,582	58,697
Accounts receivable, net	4,368	4,069
Creator signing fees, net	8,245	7,324
Creator advances, net	26,182	21,255
Prepaid expenses and other current assets	14,735	16,467
Total current assets	600,566	545,704
Property, plant and equipment, net	46,251	44,219
Goodwill	170,560	170,560
Acquired intangible assets, net	54,490	59,973
Restricted cash	508	1,508
Creator signing fees, noncurrent	12,518	9,681
Creator advances, noncurrent	2,534	1,887
Other assets	3,244	3,352
Total assets	890,671	836,884
Current liabilities
Accounts payable, creators	322,982	272,201
Accounts payable, trade	2,063	1,028
Accrued compensation and benefits	5,278	5,586
Accrued taxes	4,503	8,028
Current portion of term loan	5,650	5,635
Other accrued liabilities	18,519	15,726
Total current liabilities	358,995	308,204
Build-to-suit lease financing obligation	27,916	28,510
Accrued taxes, noncurrent	13,612	15,691
Term loan	55,794	67,087
Other liabilities	2,521	2,170
Total liabilities	458,838	421,662
Commitments and contingencies (Note 12)
Stockholders' equity:
Preferred stock, $0.00001 par value; 100,000,000 shares authorized, no shares issued or outstanding as of June 30, 2019 and December 31, 2018	0	0
Common stock, $0.00001 par value; 1,100,000,000 shares authorized, 82,449,552 shares issued and outstanding as of June 30, 2019; 1,100,000,000 shares authorized, 78,546,874 shares issued and 78,358,394 shares outstanding as of December 31, 2018	0	0
Treasury stock at cost; no shares as of June 30, 2019 and 188,480 shares as of December 31, 2018	0	(488)
Additional paid-in capital	759,959	718,405
Accumulated deficit	(328,126)	(302,695)
Total stockholders’ equity	431,833	415,222
Total liabilities and stockholders’ equity	$ 890,671	$ 836,884

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized (in shares)	100,000,000	100,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized (in shares)	1,100,000,000	1,100,000,000
Common stock, shares issued (in shares)	82,449,552	78,546,874
Common stock, shares outstanding (in shares)	82,449,552	78,358,394
Treasury stock (in shares)	0	188,480

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands		3 Months Ended		6 Months Ended
		Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Net revenue		$ 80,758,000	$ 67,542,000	$ 162,084,000	$ 142,068,000
Cost of net revenue	[1]	31,073,000	29,863,000	61,591,000	57,947,000
Gross profit		49,685,000	37,679,000	100,493,000	84,121,000
Operating expenses:
Product development	[1]	16,295,000	10,981,000	30,559,000	19,815,000
Sales, marketing and support	[1]	25,872,000	21,513,000	47,434,000	42,229,000
General and administrative	[1]	22,051,000	18,405,000	47,178,000	38,388,000
Total operating expenses	[1]	64,218,000	50,899,000	125,171,000	100,432,000
Loss from operations		(14,533,000)	(13,220,000)	(24,678,000)	(16,311,000)
Interest expense		(1,868,000)	(3,190,000)	(3,801,000)	(6,099,000)
Change in fair value of redeemable convertible preferred stock warrant liability		0	(4,750,000)	0	(6,071,000)
Gain on debt extinguishment		0	0	0	16,995,000
Other income (expense), net		375,000	(3,013,000)	2,555,000	(3,294,000)
Loss before income taxes		(16,026,000)	(24,173,000)	(25,924,000)	(14,780,000)
Income tax provision (benefit)		(1,193,000)	430,000	(1,093,000)	800,000
Net loss		$ (14,833,000)	$ (24,603,000)	$ (24,831,000)	$ (15,580,000)
Net loss per share, basic and diluted (in dollars per share)		$ (0.18)	$ (1.12)	$ (0.31)	$ (0.73)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted (in shares)		81,369	21,886	80,049	21,289
Stock-based compensation expense		$ 8,706,000	$ 5,248,000	$ 16,833,000	$ 8,108,000
Cost of net revenue
Operating expenses:
Stock-based compensation expense		325,000	71,000	569,000	124,000
Product development
Operating expenses:
Stock-based compensation expense		2,187,000	747,000	4,225,000	1,348,000
Sales, marketing and support
Operating expenses:
Stock-based compensation expense		1,246,000	864,000	2,469,000	1,578,000
General and administrative
Operating expenses:
Stock-based compensation expense		$ 4,948,000	$ 3,566,000	$ 9,570,000	$ 5,058,000

[1] (1) Includes stock-based compensation as follows: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017Cost of net revenue$325 $71 $569 $124Product development2,187 747 4,225 1,348Sales, marketing and support1,246 864 2,469 1,578General and administrative4,948 3,566 9,570 5,058

XML

Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Total	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Treasury Stock	Additional Paid-In Capital	Accumulated Deficit
Shares outstanding, beginning of period (in shares) at Dec. 31, 2017		0	20,773,441	(188,480)
Beginning balance at Dec. 31, 2017	$ (155,814)	$ 0	$ 0	$ (488)	$ 83,291	$ (238,617)
Redeemable convertible preferred stock, beginning of period (in shares) at Dec. 31, 2017	41,628,207
Redeemable convertible preferred stock, beginning of period at Dec. 31, 2017	$ 334,018
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			124,258
Issuance of common stock upon exercise of stock options	588				588
Vesting of early exercised stock options	92				92
Stock-based compensation	3,016				3,016
Net loss	9,023					9,023
Shares outstanding, end of period (in shares) at Mar. 31, 2018		0	20,897,699	(188,480)
Ending balance at Mar. 31, 2018	$ (143,095)	$ 0	$ 0	$ (488)	86,987	(229,594)
Redeemable convertible preferred stock, end of period (in shares) at Mar. 31, 2018	41,628,207
Redeemable convertible preferred stock, end of period at Mar. 31, 2018	$ 334,018
Shares outstanding, beginning of period (in shares) at Dec. 31, 2017		0	20,773,441	(188,480)
Beginning balance at Dec. 31, 2017	$ (155,814)	$ 0	$ 0	$ (488)	83,291	(238,617)
Redeemable convertible preferred stock, beginning of period (in shares) at Dec. 31, 2017	41,628,207
Redeemable convertible preferred stock, beginning of period at Dec. 31, 2017	$ 334,018
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(15,580)
Shares outstanding, end of period (in shares) at Jun. 30, 2018		0	22,537,056	(188,480)
Ending balance at Jun. 30, 2018	$ (151,183)	$ 0	$ 0	$ (488)	103,502	(254,197)
Redeemable convertible preferred stock, end of period (in shares) at Jun. 30, 2018	41,628,207
Redeemable convertible preferred stock, end of period at Jun. 30, 2018	$ 334,018
Shares outstanding, beginning of period (in shares) at Mar. 31, 2018		0	20,897,699	(188,480)
Beginning balance at Mar. 31, 2018	$ (143,095)	$ 0	$ 0	$ (488)	86,987	(229,594)
Redeemable convertible preferred stock, beginning of period (in shares) at Mar. 31, 2018	41,628,207
Redeemable convertible preferred stock, beginning of period at Mar. 31, 2018	$ 334,018
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)			963,297
Issuance of common stock upon exercise of stock options	3,620				3,620
Vesting of early exercised stock options	91				91
Stock-based compensation	5,365				5,365
Net loss	(24,603)					(24,603)
Issuance of common stock in acquisitions (in shares)			676,060
Issuance of common stock for acquisitions	7,439				7,439
Shares outstanding, end of period (in shares) at Jun. 30, 2018		0	22,537,056	(188,480)
Ending balance at Jun. 30, 2018	$ (151,183)	$ 0	$ 0	$ (488)	103,502	(254,197)
Redeemable convertible preferred stock, end of period (in shares) at Jun. 30, 2018	41,628,207
Redeemable convertible preferred stock, end of period at Jun. 30, 2018	$ 334,018
Shares outstanding, beginning of period (in shares) at Dec. 31, 2018		11,502,993	66,855,401	(188,480)
Beginning balance at Dec. 31, 2018	415,222	$ 0	$ 0	$ (488)	718,405	(302,695)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		1,785,106	249,207
Issuance of common stock upon exercise of stock options	12,427				12,427
Issuance of restricted stock awards (in shares)		4,402
Issuance of common stock for settlement of RSUs (in shares)		62,263
Shares withheld related to net share settlement (in shares)		(24,249)
Shares withheld related to net share settlement	(560)				(560)
Conversion of common stock from Class B to A (in shares)		21,095,075	(21,095,075)
Conversion of common stock from Class B to A	0
Retirement of treasury stock (in shares)				188,480
Retirement of treasury stock				$ 488	(488)
Vesting of early exercised stock options	92				92
Stock-based compensation	8,330				8,330
Net loss	(9,998)					(9,998)
Shares outstanding, end of period (in shares) at Mar. 31, 2019		34,425,590	46,009,533	0
Ending balance at Mar. 31, 2019	424,913	$ 0	$ 0	$ 0	738,206	(313,293)
Shares outstanding, beginning of period (in shares) at Dec. 31, 2018		11,502,993	66,855,401	(188,480)
Beginning balance at Dec. 31, 2018	$ 415,222	$ 0	$ 0	$ (488)	718,405	(302,695)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)	3,819,674
Net loss	$ (24,831)
Shares outstanding, end of period (in shares) at Jun. 30, 2019		47,931,474	34,518,078	0
Ending balance at Jun. 30, 2019	431,833	$ 0	$ 0	$ 0	759,959	(328,126)
Shares outstanding, beginning of period (in shares) at Mar. 31, 2019		34,425,590	46,009,533	0
Beginning balance at Mar. 31, 2019	424,913	$ 0	$ 0	$ 0	738,206	(313,293)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock upon exercise of stock options (in shares)		1,785,361
Issuance of common stock upon exercise of stock options	10,526				10,526
Issuance of restricted stock awards (in shares)		21,016
Issuance of common stock for settlement of RSUs (in shares)		52,204
Shares withheld related to net share settlement (in shares)		(11,858)
Shares withheld related to net share settlement	(253)				(253)
Conversion of common stock from Class B to A (in shares)		11,491,455	(11,491,455)
Conversion of common stock from Class B to A	0
Vesting of early exercised stock options	92				92
Stock-based compensation	9,154				9,154
Net loss	(14,833)					(14,833)
Issuance of common stock for ESPP Purchase (in shares)		167,706
Issuance of common stock for ESPP Purchase	2,234				2,234
Shares outstanding, end of period (in shares) at Jun. 30, 2019		47,931,474	34,518,078	0
Ending balance at Jun. 30, 2019	$ 431,833	$ 0	$ 0	$ 0	$ 759,959	$ (328,126)

XML

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities
Net loss	$ (14,833,000)	$ (24,603,000)	$ (24,831,000)	$ (15,580,000)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	6,082,000	8,580,000	12,219,000	16,782,000
Amortization of creator signing fees	2,522,000	1,713,000	4,915,000	3,077,000
Accretion of term loan	119,000	882,000	223,000	1,412,000
Gain on debt extinguishment	0	0	0	(16,995,000)
Change in fair value of redeemable convertible preferred stock warrant liability	0	4,750,000	0	6,071,000
Stock-based compensation	8,706,000	5,248,000	16,833,000	8,108,000
Impairment of long-lived assets	1,436,000	686,000	1,899,000	1,064,000
Provision for bad debt and creator advances	1,800,000	914,000	2,380,000	1,533,000
Loss on disposal of equipment	36,000	0	58,000	1,000
Deferred income taxes	(571,000)	341,000	(745,000)	617,000
Changes in operating assets and liabilities, net of impact of acquisitions:
Accounts receivable	446,000	78,000	(1,061,000)	(946,000)
Funds receivable	7,813,000	8,892,000	12,115,000	14,778,000
Creator signing fees, net	(4,630,000)	(2,626,000)	(9,251,000)	(6,277,000)
Creator advances, net	(4,393,000)	30,000	(8,513,000)	(2,517,000)
Prepaid expenses and other current assets	1,033,000	(2,102,000)	1,732,000	(3,430,000)
Other assets	(119,000)	(788,000)	(2,000)	(694,000)
Accounts payable, creators	(30,407,000)	(42,245,000)	50,781,000	29,946,000
Accounts payable, trade	671,000	(597,000)	956,000	411,000
Accrued compensation and benefits	(1,879,000)	(80,000)	(308,000)	(596,000)
Accrued taxes	(2,194,000)	746,000	(3,525,000)	2,243,000
Other accrued liabilities	501,000	4,741,000	2,712,000	9,385,000
Accrued taxes, non-current	(1,361,000)	(1,853,000)	(1,334,000)	640,000
Other liabilities	220,000	(14,000)	479,000	(34,000)
Net cash provided by (used in) operating activities	(29,002,000)	(37,307,000)	57,732,000	48,999,000
Cash flows from investing activities
Purchases of property and equipment	(2,281,000)	(2,035,000)	(3,566,000)	(2,688,000)
Capitalized internal-use software development costs	(2,166,000)	(1,992,000)	(4,271,000)	(4,331,000)
Acquisitions, net of cash acquired	0	13,853,000	0	13,853,000
Net cash provided by (used in) investing activities	(4,447,000)	9,826,000	(7,837,000)	6,834,000
Cash flows from financing activities
Proceeds from issuance of common stock under ESPP	2,234,000	0	2,234,000	0
Proceeds from exercise of stock options	10,526,000	3,620,000	22,954,000	4,208,000
Taxes paid related to net share settlement of equity awards	(531,000)	0	(706,000)	0
Proceeds from term loans	0	15,000,000	0	45,000,000
Principal payments on debt obligations	(11,406,000)	(165,000)	(11,406,000)	(35,455,000)
Payment of debt issuance costs	0	0	(457,000)	0
Payments on capital lease obligations	(68,000)	(30,000)	(138,000)	(76,000)
Payments on lease financing obligations	(217,000)	(155,000)	(401,000)	(279,000)
Payments of deferred offering costs	0	(183,000)	(413,000)	(183,000)
Net cash provided by financing activities	538,000	18,087,000	11,667,000	13,215,000
Net increase (decrease) in cash, cash equivalents and restricted cash	(32,911,000)	(9,394,000)	61,562,000	69,048,000
Cash, cash equivalents and restricted cash
Beginning of period	533,873,000	270,663,000	439,400,000	192,221,000
End of period	500,962,000	261,269,000	500,962,000	261,269,000
Supplemental cash flow data
Interest paid	1,866,000	1,686,000	1,876,000	3,622,000
Income taxes paid, net of refunds	183,000	100,000	367,000	143,000
Non-cash investing and financing activities
Vesting of early exercised stock options	92,000	91,000	184,000	183,000
Purchases of property and equipment, accrued but unpaid	338,000	8,000	338,000	8,000
Issuance of shares of common stock for acquisitions	0	7,439,000	0	7,439,000
Issuance of redeemable convertible preferred stock warrants in connection with loan facilities and term loan	0	1,890,000	0	4,603,000
Deferred offering costs included in accounts payable, trade and other accrued liabilities	$ 0	$ 1,071,000	$ 0	$ 1,128,000

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Organization

6 Months Ended

Jun. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Organization

Description of Business

Eventbrite, Inc. (Eventbrite or the Company) has built a powerful, broad technology platform to enable creators to solve many challenges associated with creating live experiences. The Company’s platform integrates components needed to seamlessly plan, promote and produce live events, thereby allowing creators to reduce friction and costs, increase reach and drive ticket sales.

Initial Public Offering

In September 2018, the Company completed its initial public offering (IPO) in which the Company issued and sold 11,500,000 shares of Class A common stock at a public offering price of $23.00 per share, which included 1,500,000 shares sold pursuant to the exercise by the underwriters' option to purchase additional shares. The Company received aggregate net proceeds of $246.0 million from the IPO, net of underwriter discounts and commissions, before deducting additional offering costs of $5.5 million, net of reimbursements.

Immediately prior to the closing of the IPO, (i) all shares of common stock then outstanding were reclassified as Class B common stock, (ii) 41,628,207 shares of redeemable convertible preferred stock outstanding converted into 42,188,624 shares of Class B common stock (including additional shares issued upon conversion of our Series G redeemable convertible preferred stock based on the IPO price of $23.00 per share) and (iii) warrants to purchase 933,269 shares of our Series G redeemable convertible preferred stock automatically exercised into 997,193 shares of Class B common stock.

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Significant Accounting Policies

6 Months Ended

Jun. 30, 2019

Accounting Policies [Abstract]

Significant Accounting Policies

Significant Accounting Policies

Basis of Presentation

The accompanying interim condensed consolidated financial statements of the Company are unaudited. The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The condensed consolidated balance sheet as of December 31, 2018 included herein was derived from the audited financial statements as of that date.

The accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal and recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations and cash flows for the interim periods. All intercompany transactions and balances have been eliminated. The interim results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or for any other future annual or interim period.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Quantitative and Qualitative Disclosures About Market Risk" and the Consolidated Financial Statements and notes thereto included in Items 7, 7A and 8, respectively, in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (2018 Form 10-K).

Prior Period Reclassification

Beginning in the first quarter of 2019, the Company classified the amortization of acquired customer relationship intangible assets and certain other costs as sales, marketing and support expenses. Previously, these expenses were classified as general and administrative expenses. The Company has reclassified $3.4 million and $6.6 million of expenses for the three and six months ended June 30, 2018, respectively, and $0.4 million for the three months ended March 31, 2019 which is included in the six months ended June 30, 2019, to make the presentation consistent with the current period. There was no change to total operating expenses, loss from operations, loss before provision for income taxes or net loss for the three or six months ended June 30, 2018 or the three months ended March 31, 2019 as a result of these reclassifications.

Use of Estimates

In order to conform with U.S. GAAP, the Company is required to make certain estimates, judgments and assumptions when preparing its condensed consolidated financial statements. These estimates, judgments and assumptions affect the reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported periods. These estimates include, but are not limited to, the recoverability of creator signing fees and creator advances, the capitalization and estimated useful life of internal-use software, certain assumptions used in the valuation of equity awards, assumptions used in determining the fair value of the redeemable convertible preferred stock warrant liability and term loan derivative asset, assumptions used in determining the fair value of business combinations, the allowance for doubtful accounts, indirect tax reserves and contra revenue amounts related to fraudulent events, customer disputed transactions and refunds. The Company evaluates these estimates on an ongoing basis. Actual results could differ from those estimates and such differences could be material to the Company’s consolidated financial statements.

Comprehensive Loss

For all periods presented, comprehensive loss equaled net loss. Therefore, the condensed consolidated statements of comprehensive loss have been omitted from the interim unaudited condensed consolidated financial statements.

Emerging Growth Company Status

As an emerging growth company (EGC), the Jump-start Our Business Start-ups Act (JOBS Act) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. As a result, the Company's financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards that are applicable to public companies. Based on the market value of our Class A common stock held by non-affiliates as of June 30, 2019, we will become a large accelerated filer as of December 31, 2019 and cease to be an emerging growth company, and, therefore, will no longer be able to take advantage of this extended transition period.

Recently Adopted Accounting Pronouncements

The Company adopted ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business beginning January 1, 2019. This standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The adoption of this standard has had no material impact on the Company's interim condensed consolidated financial statements.

In May 2014, and in subsequent updates, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs—Contracts with Customers (Subtopic 340-40) (ASC Topic 606), which supersedes nearly all existing revenue recognition guidance. ASC Topic 606 establishes a five-step revenue recognition process in which an entity will recognize revenue when or as it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC Topic 606 also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. ASC Topic 606 was effective for and adopted by the Company beginning January 1, 2019. The Company applied the modified retrospective approach to contracts which were not completed as of the adoption date.

The adoption of ASC Topic 606 primarily had the following impact on the Company's financial statements:

▪ Beginning January 1, 2019, the Company recognizes revenue allocated to its customer service and account management performance obligations over time as the Company has a stand-ready obligation to provide these services to certain customers. The Company recorded a cumulative-effect adjustment to opening accumulated deficit as of January 1, 2019 of $0.6 million and a corresponding increase to contract liabilities, included within other accrued liabilities on the interim condensed consolidated balance sheet.

▪ The adoption of ASC Topic 606 had no material impact to the Company's net revenues recorded in the three or six months ended June 30, 2019.

▪ The accounting treatment of incremental costs of obtaining contracts under ASC Topic 606 had no material impact to the Company's interim unaudited condensed consolidated financial statements.

▪ The adoption of ASC Topic 606 had no impact to the Company's total net cash provided by or used in operating, investing or financing activities within the Company's interim condensed consolidated statement of cash flows for the three or six months ended June 30, 2019.

Refer to Revenue Recognition below for additional discussion of the Company's revenue recognition policies under ASC Topic 606.

Recently Issued Accounting Pronouncements Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. This standard is effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. This standard will apply to the Company’s reporting requirements in performing goodwill impairment testing, however, the Company does not anticipate the adoption of this standard will have a material impact on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (ASU 2016-02) which requires lessees to put most leases on their balance sheets but recognize expenses on their income statement and eliminates the real estate-specific provisions for all entities. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the effect that implementation of this standard will have on its consolidated financial statements upon adoption.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents includes bank deposits held by financial institutions. Cash and cash equivalents balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such balances were $279.5 million and $217.4 million as of June 30, 2019 and December 31, 2018, respectively. Although creator cash is legally unrestricted, the Company does not utilize creator cash for its own financing or investing activities as the amounts are payable to creators on a regular basis. These amounts due to creators are included in accounts payable, creators on the condensed consolidated balance sheets.

The Company has issued letters of credit under lease agreements and other agreements, which have been collateralized with cash. This cash is classified as noncurrent restricted cash on the condensed consolidated balance sheets. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

	June 30, 2019		December 31, 2018
Cash and cash equivalents	$	500,454	$	437,892
Restricted cash	508		1,508
Total cash, cash equivalents and restricted cash	$	500,962	$	439,400

Funds Receivable

Funds receivable represents cash-in-transit from third-party payment processors that is received by the Company within approximately five business days from the date of the underlying ticketing transaction. The funds receivable balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such amounts were $43.5 million and $54.8 million as of June 30, 2019 and December 31, 2018, respectively.

Revenue Recognition

The Company determines revenue recognition through the following steps:

i.    Identification of the contract, or contracts, with a customer

ii.     Identification of the performance obligations in the contract

iii.    Determination of the transaction price

iv.     Allocation of the transaction price to the performance obligations in the contract

v.     Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company derives its revenues primarily from service fees and payment processing fees charged at the time a ticket for an event is sold. The Company also derives revenues from providing certain creators with account management services and customer support. The Company's customers are event creators who are selling tickets for events using the Company's platform. Tickets are sold by creators to attendees. Revenue is recognized when or as control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. The Company allocates the transaction price by estimating a standalone selling price for each performance obligation using an expected cost plus a margin approach. For service fees and payment processing fees, revenue is recognized when the ticket is sold. For account management services and customer support, revenue is recognized over the period from the date of the sale of the ticket to the date of the event.

The event creator has the choice of whether to use Eventbrite Payment Processing (EPP) or to use a third-party payment processor, referred to as Facilitated Payment Processing (FPP). Under the EPP option, the Company is the merchant of record and is responsible for processing the transaction and collecting the face value of the ticket and all associated fees at the time the ticket is sold. The Company is also responsible for remitting these amounts collected, less the Company's fees, to the event creator. Under the FPP option, Eventbrite is not responsible for processing the transaction or collecting the face value of the ticket and associated fees. In this case, the Company invoices the creator for all of the Company's fees.

The Company evaluates whether it is appropriate to recognize revenue on a gross or net basis based upon its evaluation of whether the Company obtains control of the specified goods or services by considering if it is primarily responsible for fulfillment of the promise, has inventory risk, and has the latitude in establishing pricing and selecting suppliers, among other factors. The Company determined the event creator is the party responsible for fulfilling the promise to the attendee, as the creator is responsible for providing the event for which a ticket is sold, determines the price of the ticket and is responsible for providing a refund if the event is canceled. The Company's service provides a platform for the creator and event attendee to transact and the Company's performance obligation is to facilitate and process that transaction and issue the ticket. The amount that the Company earns for its services is fixed. For the payment processing service, the Company determined that it is the principal in providing the service as the Company is responsible for fulfilling the promise to process the payment and has discretion and latitude in establishing the price of its service. Based on management's assessment, the Company records revenue on a net basis related to its ticketing service and on a gross basis related to its payment processing service. As a result, costs incurred for processing the transactions are included in cost of net revenues in the condensed consolidated statements of operations.

Revenue is presented net of indirect taxes, value-added taxes, creator royalties and reserves for customer refunds, payment chargebacks and estimated uncollectible amounts. If an event is cancelled by a creator, then any obligations to provide refunds to event attendees are the responsibility of that creator. If a creator is unwilling or unable to fulfill their refund obligations, the Company may, at its discretion, provide attendee refunds. Revenue is also presented net of the amortization of creator signing fees. The benefit the Company receives by securing exclusive ticketing and payment processing rights with certain creators from creator signing fees is inseparable from the customer relationship with the creator and accordingly these fees are recorded as a reduction of revenue.

Significant Accounting Policies

Other than as discussed above with respect to the Company's adoption of ASC Topic 606, there have been no material changes to the Company's significant accounting policies as described in the Company's 2018 Form 10-K.

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Fair Value Measurement

6 Months Ended

Jun. 30, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurement

Fair Value Measurement

The Company measures its financial assets and liabilities at fair value at each reporting date using a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs that are supported by little or no market activity.

The Company’s funds receivable, accounts receivable, accounts payable, other current liabilities and debt approximate their fair value. All of these financial assets and liabilities are Level 1, except for debt, which is Level 2. There are no other Level 1 or Level 2 assets or liabilities recorded at June 30, 2019 and December 31, 2018.

The Company measures the redeemable convertible preferred stock warrant liability (as discussed in Note 11) and term loan derivative asset (as discussed in Note 10) at fair value on a recurring basis and determined these are Level 3 financial assets and liabilities, respectively, in the fair value hierarchy.

The fair value of the redeemable convertible preferred stock warrants was estimated using a hybrid between a probability-weighted expected return method (PWERM) and option pricing model (OPM), estimating the probability weighted value across multiple scenarios, while using an OPM to estimate the allocation of value within one or more of these scenarios. Under a PWERM, the value of the Company’s various equity securities was estimated based upon an analysis of future values for the Company assuming various future outcomes, including two IPO scenarios and two scenarios contemplating the continued operation of the Company as a privately held enterprise. Guideline public company multiples were used to value the Company under the IPO scenarios. The discounted cash flow method was used to value the Company under the staying private scenarios. Share value for each class of security was based upon the probability-weighted present value of expected future investment returns, considering each of these possible future outcomes, as well as the rights of each share class.

The significant unobservable inputs into the valuation model used to estimate the fair value of the redeemable convertible preferred stock warrants include the timing of potential events (primarily the IPO) and their probability of occurring, the selection of guideline public company multiples, a discount for the lack of marketability of the preferred and common stock, the projected future cash flows, and the discount rate used to calculate the present-value of the estimated equity value allocated to each share class. Generally, changes in the fair value of the underlying redeemable convertible preferred stock would result in a directionally similar impact to the fair value of the redeemable convertible preferred stock warrant liability.

The significant unobservable inputs into the valuation model used to estimate the fair value of the term loan derivative asset include the timing of potential events (primarily the IPO), probability of exercise and the discount rate used to calculate the present value of discounted cash flows.

There were no transfers of financial assets or liabilities into or out of Level 1, Level 2 or Level 3 for the three and six months ended June 30, 2019 or the year ended December 31, 2018.

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Acquisitions

6 Months Ended

Jun. 30, 2019

Business Combinations [Abstract]

Acquisitions

Acquisitions

In April 2018, the Company acquired Ticketea S.L. (Ticketea), a leading Spanish ticketing provider. The Company acquired Ticketea in order to enhance its ticketing solutions and expand in the Spanish market. The acquisition of Ticketea has been accounted for as a business combination. The acquisition date fair value of the consideration transferred was $11.4 million, which consisted of $3.9 million in cash and 0.7 million shares of the Company’s common stock. Of the 0.7 million shares, 0.1 million shares are being held in escrow for adjustments related to working capital requirements and breaches of representations, warranties and covenants. These escrowed shares will be released approximately 18 months from the acquisition date, net of any adjustments. Acquisition costs related to the Ticketea transaction were $0.5 million and are included in general and administrative expenses in the condensed consolidated statement of operations for the six months ended June 30, 2018.

The total purchase price of the Ticketea acquisition was allocated to the assets acquired and liabilities assumed based on their fair value as of the acquisition date. The excess of the purchase price over the net assets acquired was recorded as goodwill. The goodwill recorded in connection with the Ticketea acquisition is not deductible for tax purposes and is attributable to the assembled workforce and synergies from the future growth and strategic advantages in the ticketing industry.

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the respective acquisition dates (in thousands):

	Ticketea
Cash and restricted cash	$	17,852
Funds and accounts receivable	1,058
Creator advances	532
Prepaid expenses and other current assets	94
Property and equipment	42
Other noncurrent assets	28
Accounts payable, creators	(19,671		)
Other current liabilities	(529		)
Intangible assets	3,094
Goodwill	8,937
Total purchase price	$	11,437

The following table sets forth the components of identifiable intangible assets acquired (in thousands) and their estimated useful lives as of the date of acquisition (in years):

	Ticketea		Estimated useful life
Customer relationships	$	2,475	5.0
Developed technology	619		1.0
Total acquired intangible assets	$	3,094

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Accounts Receivable, Net

6 Months Ended

Jun. 30, 2019

Receivables [Abstract]

Accounts Receivable, Net

Accounts Receivable, Net

Accounts receivable, net is comprised of invoiced amounts to customers who use FPP for payment processing as well as other invoiced amounts. The following table summarizes the Company’s accounts receivable balance (in thousands):

	June 30, 2019			December 31, 2018
Accounts receivable, customers	$	6,706		$	5,651
Allowance for doubtful accounts	(2,338		)	(1,582		)
Accounts receivable, net	$	4,368		$	4,069

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Creator Signing Fees, Net

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

Creator Signing Fees, Net

Creator Signing Fees, Net

Creator signing fees are additional incentives paid by the Company to secure exclusive ticketing and payment processing rights with certain creators. Amortization of creator signing fees is recorded as a reduction of revenue in the condensed consolidated statements of operations. As of June 30, 2019, these payments are being amortized over a weighted-average remaining contract life of 3.4 years on a straight-line basis. Creator signing fees that are expected to be amortized within 12 months of the balance sheet date are classified as creator signing fees, net and the remainder is classified as noncurrent on the condensed consolidated balance sheets. The following table summarizes the activity in creator signing fees for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	19,120		$	12,571
Creator signing fees paid	4,630			2,626
Amortization of creator signing fees	(2,522		)	(1,713		)
Write-offs and other adjustments	(465		)	(206		)
Balance, end of period	$	20,763		$	13,278

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	17,005		$	10,421
Creator signing fees paid	9,188			6,279
Amortization of creator signing fees	(4,915		)	(3,077		)
Write-offs and other adjustments	(515		)	(345		)
Balance, end of period	$	20,763		$	13,278

Creator signing fees are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator signing fees, net	$	8,245	$	7,324
Creator signing fees, noncurrent	12,518		9,681

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Creator Advances, Net

6 Months Ended

Jun. 30, 2019

Receivables [Abstract]

Creator Advances, Net

Creator Advances, Net

Creator advances provide the creator with funds in advance of the event and are subsequently recovered by withholding amounts due to the Company from the sale of tickets for the event until the creator payment has been fully recovered. Creator advances that are expected to be recovered within 12 months of the balance sheet date are classified as creator advances, net and the remainder is classified as noncurrent on the condensed consolidated balance sheets. The following table summarizes the activity in creator advances for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	26,734		$	22,129
Acquired with Ticketea transaction	—			532
Creator advances paid	9,316			3,659
Creator advances recouped	(4,914		)	(3,874		)
Write-offs and other adjustments	(2,420		)	(845		)
Balance, end of period	$	28,716		$	21,601

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	23,142		$	20,076
Acquired with Ticketea transaction	—			532
Creator advances paid	19,084			10,248
Creator advances recouped	(10,663		)	(7,917		)
Write-offs and other adjustments	(2,847		)	(1,338		)
Balance, end of period	$	28,716		$	21,601

Creator advances are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator advances, net	$	26,182	$	21,255
Creator advances, noncurrent	2,534		1,887

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Property, Plant and Equipment, Net

6 Months Ended

Jun. 30, 2019

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, Net

Property, Plant and Equipment, Net

Property, plant and equipment, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Building and improvements	$	33,277		$	33,277
Capitalized internal-use software development costs	40,123			35,201
Furniture and fixtures	3,512			3,557
Computers and computer equipment	14,163			11,676
Leasehold improvements	6,161			5,084
	97,236			88,795
Less: Accumulated depreciation and amortization	(50,985		)	(44,576		)
Property, plant and equipment, net	$	46,251		$	44,219

The Company recorded the following amounts related to depreciation expense and capitalized internal-use software development costs during the periods indicated (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Depreciation expense	1,599	1,221	3,236	2,363
Capitalized internal-use software development costs	2,614	2,115	4,922	4,562
Stock-based compensation costs included in capitalized internal-use software development costs	448	123	651	279
Amortization of capitalized internal-use software development costs	1,799	1,570	3,499	3,046

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Goodwill and Acquired Intangible Assets, Net

6 Months Ended

Jun. 30, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Acquired Intangible Assets, Net

Goodwill and Acquired Intangible Assets, Net

The carrying value of goodwill was $170.6 million as of June 30, 2019 and December 31, 2018.

Acquired intangible assets, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,952	$	144	0.7
Customer relationships	74,484		20,138		54,346		5.7
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	40,690	$	54,490

	December 31, 2018
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,628	$	468	0.8
Customer relationships	74,484		14,979		59,505		6.2
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	35,207	$	59,973

The Company recorded amortization expense related to acquired intangible assets as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Cost of net revenue	$	95	$	2,949	$	324	$	5,821
Sales, marketing and support	2,588		2,539		5,159		4,973
General and administrative	—		301		—		577
Total amortization of acquired intangible assets	$	2,683	$	5,789	$	5,483	$	11,371

As of June 30, 2019, the total expected future amortization expense for acquired intangible assets is as follows (in thousands):

The remainder of 2019	$	5,342
2020	10,443
2021	10,197
2022	8,202
2023	7,709
Thereafter	12,597
Acquired intangible assets, net	$	54,490

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Term Loans and Promissory Note

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

Term Loans and Promissory Note

Term Loans and Promissory Note

The Company entered into a loan and security agreement with, and issued warrants to purchase shares of redeemable convertible preferred stock to Western Technology Investments (WTI) in June 2017 (First WTI Loan Facility), which provided for a secured credit facility of up to $60.0 million of term debt. The First WTI Loan Facility contained customary events of default. In September 2017, the Company borrowed $30.0 million as a term loan under the facility with a maturity date of February 2022 which bore interest at 11.5% annually (effective interest rate of 15.9%). Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter. The loan could be prepaid at any time for an amount equal to the outstanding balance plus accrued interest, plus an amount equal to all scheduled but unpaid payments of interest that would have accrued and been payable through the maturity date.

In March 2018, the Company borrowed an additional $30.0 million under the First WTI Loan Facility with a maturity date of September 2022, which bore interest at 11.75% annually (effective interest rate of 14.8%). Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter.

In May 2018, the Company entered into a second loan and security agreement with WTI (Second WTI Loan Facility, and together with the First WTI Loan Facility, the WTI Loan Facilities) and issued additional warrants to purchase shares of Series G redeemable convertible preferred stock. The secured credit facility provided up to $15.0 million of term debt, which the Company borrowed in full as a term loan under the facility in May 2018. This debt bore interest at 12.0% annually (effective interest rate of 14.7%) and had a maturity date of November 2022. Monthly payments of interest were due for the first 24 months and equal monthly installments of principal and interest were due for 30 months thereafter. The WTI Loan Facilities were collateralized by substantially all of the Company's assets and intellectual property rights.

The Second WTI Loan Facility included a contingent prepayment feature under which if the Company consummated a qualified public offering within the first 24 months of the term loan and the Company prepaid the term loan in conjunction with the qualified public offering, the Company would be required to prepay the outstanding contractual balance plus accrued interest within 15 days of the consummation of a qualified public offering plus an additional amount equal to 50% of all interest that would have been incurred through the end of first 24 months of the loan. In connection with the Second WTI Loan Facility, the Company modified the terms of the First WTI Loan Facility so that the $30.0 million borrowed in March 2018 under the First WTI Loan Facility would be subject to the same contingent prepayment feature in the event of a qualified public offering that is included in the Second WTI Loan Facility.

The Company determined that these contingent prepayment features under the WTI term loans are embedded derivative assets, requiring bifurcation and separate accounting. The fair value of these term loan derivatives was $2.1 million as of June 30, 2018. The change in fair value of the term loan derivatives was not material to the condensed consolidated statement of operations for the three or six months ended June 30, 2018.

In September 2018, five days after the completion of the IPO, the Company exercised its prepayment option and fully repaid all amounts outstanding under the WTI Loan Facilities. As of December 31, 2018, there were no amounts outstanding under the WTI Loan Facilities and all underlying agreements had been terminated.

In September 2018, the Company entered into a senior secured credit facility with a syndicate of banks consisting of $75.0 million aggregate principal amount of term loans (the New Term Loans) and a $75.0 million revolving credit facility (the New Revolving Credit Facility, and together with the New Term Loans, the New Credit Facilities). The New Term Loans were fully funded in September 2018 and the Company received cash proceeds of $73.6 million, net of arrangement fees of $1.1 million and upfront fees of $0.3 million.

The New Term Loans amortize at a rate of 7.5% per annum for the first two years of the New Credit Facilities, 10.0% per annum for the third and fourth years and the first three quarters of the fifth year of the New Credit Facilities, with the balance due at maturity. The New Term Loans and the New Revolving Credit Facility are each expected to mature on the fifth anniversary of the effectiveness of the New Credit Facilities. The New Revolving Credit Facility has a commitment fee, which currently accrues at 0.40% on the daily unused amount of the aggregate revolving commitments of the lenders.

All outstanding amounts under the New Credit Facilities bear interest, at the Company's options, at (i) a reserve adjusted LIBO Rate plus a margin between 2.25% and 2.75% or (ii) a base rate plus a margin between 1.25% and 1.75%, in each case determined on a quarterly basis based on the Company's consolidated total leverage ratio. The current annual interest rate for the New Term Loans is 4.83% as of June 30, 2019.

The New Credit Facilities contain customary conditions to borrowing, events of default, and covenants. Financial covenants include maintaining a (i) maximum consolidated total leverage ratio; (ii) minimum consolidated interest coverage ratio; and (iii) minimum liquidity ratio. As of June 30, 2019, the Company was in compliance with all financial covenants.

In June 2019, the Company elected to make a principal payment of $10.0 million towards the New Term Loans and made total principal payments of $11.4 million during the three and six months ended June 30, 2019.

Term loans consisted of the following at the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Outstanding principal balance	$	62,187		$	73,594
Accrued but unpaid interest	25			—
Less: Unamortized discount and debt issuance costs	(768		)	(872		)
Total term loan, net	$	61,444		$	72,722
Current portion of term loans	$	5,650		$	5,635
Term loans	55,794			67,087

As of June 30, 2019, the contractual principal payments for the New Term Loans for the next five years are as follows (in thousands):

The remainder of 2019	$	2,812
2020	6,094
2021	7,500
2022	7,500
2023	38,281
Total	$	62,187

Promissory Note

In September 2017, the Company acquired 100% of the outstanding equity of Ticketfly, LLC (Ticketfly), a San Francisco based subsidiary of a publicly-held company. The acquisition of Ticketfly was accounted for as a business combination and the acquisition date fair value of the consideration transferred was $201.1 million, which consisted of $151.1 million in cash and $50.0 million in Convertible Promissory Notes (Promissory Note), which were paid and issued, respectively, at the closing of the transaction. The Promissory Note had a five year maturity from the date of issuance and bore interest at a rate of 6.5% per annum.

In March 2018, the Company reached an agreement with the seller of Ticketfly to repay the Promissory Note. The face value of $50.0 million was settled in full for $34.7 million which represented $33.0 million of principal and $1.7 million of accrued interest. The Company recognized a gain of $17.0 million resulting from the extinguishment of the Promissory Note in the condensed consolidated statements of operations for the six months ended June 30, 2018.

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Redeemable Convertible Preferred Stock Warrants

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Redeemable Convertible Preferred Stock Warrants

Redeemable Convertible Preferred Stock Warrants

In connection with the WTI Loan Facilities discussed in Note 10, the Company issued warrants to WTI to purchase shares of Series G redeemable convertible preferred stock. The redeemable convertible preferred stock warrants became exercisable into 411,991 shares of Series G redeemable convertible preferred stock when the First WTI Loan Facility was executed in June 2017. In September 2017, the redeemable convertible preferred stock warrants became exercisable into an additional 205,995 shares of Series G redeemable convertible preferred stock when the Company borrowed $30.0 million under the First WTI Loan Facility. In March 2018, as a result of the Company borrowing the remaining $30.0 million under the First WTI Loan Facility, the Series G redeemable convertible preferred stock warrants became exercisable into an additional 205,995 shares of Series G redeemable convertible preferred stock. In May 2018, the Company issued additional warrants which were exercisable into 109,288 shares of Series G redeemable convertible preferred stock. The exercise price of all of the Series G redeemable convertible preferred stock warrants was $16.3836 per share and the redeemable convertible preferred stock warrants had an expiration date ten years from the date of issuance. In September 2018, in connection with the IPO, the redeemable convertible preferred stock warrants were automatically exercised into shares of Class B common stock and the related liability was reclassified to additional paid-in capital.

The Company recorded an increase in the fair value of the redeemable convertible preferred stock warrant liability of $4.8 million and $6.1 million during the three and six months ended June 30, 2018, respectively. There was no activity during the three or six months ended June 30, 2019. Refer to Note 3 for discussion of the significant inputs used to determine the fair value of the redeemable convertible preferred stock warrant liability.

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Commitments and Contingencies

6 Months Ended

Jun. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Operating Leases

The Company leases office space under various noncancelable operating leases that expire at various dates through 2028. Rent expense from operating leases totaled $1.0 million and $0.6 million for the three months ended June 30, 2019 and 2018, respectively, and $2.1 million and $1.1 million for the six months ended June 30, 2019 and 2018, respectively. The Company also recognized sublease income of $1.0 million and $0.8 million for the three months ended June 30, 2019 and 2018, respectively, and $1.9 million and $1.6 million for the six months ended June 30, 2019 and 2018, respectively.

Build-to-Suit Lease

In December 2013, the Company executed a lease for 97,624 square feet of office space in San Francisco, California. The initial lease term is seven years with an option to renew for an additional three years, and the leased space represents two floors in a seven-floor building. The lease provided for a $6.4 million tenant improvement reimbursement allowance, which the Company utilized in 2014. In order for the facility to meet the Company’s operating specifications, both the landlord and the Company made structural changes as part of the improvement of the building, and as a result, the Company has concluded that it is the deemed partial owner of the building (for accounting purposes only) during the construction period. Accordingly, at lease inception, the Company recorded an asset of $22.3 million, representing its estimate of the fair market value of the leased space, and a corresponding lease financing obligation on the consolidated balance sheets.

Upon completion of construction, the Company evaluated the derecognition of the asset and liability as a sale-leaseback transaction. The Company concluded it did not meet the provisions needed for sale-leaseback accounting, and thus the lease is being accounted for as a financing obligation. Lease payments are allocated to (1) a reduction of the principal financing obligation; (2) imputed interest expense; and (3) land lease expense (which is considered an operating lease) representing an imputed cost to lease the underlying land of the facility. In addition, the underlying building asset is being depreciated over the building’s estimated useful life of 30 years. The Company is evaluating the accounting treatment of the build-to-suit lease in connection with the adoption of ASU 2016-02.

Land lease expense was $0.2 million for each of the three months ended June 30, 2019 and 2018 and $0.5 million for each of the six months ended June 30, 2019 and 2018. Interest expense related to the Company’s build-to-suit lease was $0.8 million and $0.9 million for the three months ended June 30, 2019 and 2018, respectively, and $1.7 million for each of the six months ended June 30, 2019 and 2018.

As of June 30, 2019, the future minimum lease payments and sublease rental payments under noncancelable leases are as follows (in thousands):

	Capital Leases		Build-to-Suit Lease			Operating Leases		Sublease Income			Total
The remainder of 2019	144		$	2,829		$	1,955	$	(2,061	)	$	2,867
2020	230		5,772			3,844		(4,205		)	5,641
2021	172		1,943			3,440		(1,239		)	4,316
2022	86		—			3,185		—			3,271
2023	—		—			2,836		—			2,836
Thereafter	—		—			4,392		—			4,392
Total minimum lease payments	632		10,544			19,652		(7,505		)	23,323
Less: Amount representing interest and taxes	—		(5,888		)	—		—			(5,888		)
Total	$	632	$	4,656		$	19,652	$	(7,505	)	$	17,435

Letters of Credit

The Company has issued letters of credit under lease and other agreements, which have been collateralized with cash. This cash is classified as noncurrent restricted cash on the condensed consolidated balance sheets based on the term of the underlying agreements. During the six months ended June 30, 2019, the Company was released from a letter of credit for $1.0 million related to its leased office space in San Francisco, California. This amount was reclassified from restricted cash to cash and cash equivalents on the condensed consolidated balance sheets as of June 30, 2019.

Creator Signing Fees and Creator Advances

Creator signing fees and creator advances represent contractual amounts paid in advance to customers pursuant to event ticketing and payment processing agreements. Certain of the Company’s contracts include terms where future payments to creators are committed to as part of the overall ticketing arrangement. The following table presents, by year, the future creator payments committed to under contract but not yet paid as of June 30, 2019 (in thousands):

The remainder of 2019	$	6,153
2020	12,265
2021	5,024
2022	2,042
2023	1,313
Thereafter	—
Total	$	26,797

Litigation and Loss Contingencies

The Company accrues estimates for resolution of legal and other contingencies when losses are probable and estimable. From time to time, the Company may become a party to litigation and subject to claims incident to the ordinary course of business, including intellectual property claims, labor and employment claims, and threatened claims, breach of contract claims, tax and other matters.

On April 15, 2019, a purported stockholder of the Company filed a class action complaint against the Company, certain officers and members of the Company's board of directors and the underwriters for the Company's IPO (the Initial Complaint). On May 24, 2019 and June 3, 3019, additionally purported stockholders filed similar claims (together with the Initial Complaint, the Complaints). Among other things, the Complaints allege that defendants misrepresented and/or omitted material information in the Company's IPO registration statement in violation of the Securities Act. The Complaints allege that the Company and certain officers misrepresented and/or omitted material information in the Company's earnings release and Form 10-Q for the third quarter of 2018. The Complaints seek compensatory damages, costs and expenses, including attorneys' and expert fees, and other relief.

The Company believes that the Complaints are without merit and the Company intends to vigorously defend the actions. The Company cannot predict the outcome of or estimate the possible loss or range of loss from the Complaints and therefore no amounts have been accrued for the contingency.

The Company currently has no other material pending litigation.

The Company is currently under audit in certain domestic jurisdictions with regard to indirect tax matters. The Company establishes reserves for indirect tax matters when it determines that the likelihood of a loss is probable, and the loss is reasonably estimable. Accordingly, the Company has established a reserve for the potential settlement of issues related to sales and other indirect taxes in the amount of $14.7 million and $19.2 million as of June 30, 2019 and December 31, 2018, respectively. These amounts, which represent management’s best estimates of its potential liability, include potential interest and penalties of $1.3 million and $1.2 million as of June 30, 2019 and December 31, 2018, respectively.

In June 2018, a criminal was able to penetrate the Ticketfly website and steal certain consumer data, including names, email addresses, shipping addresses, billing addresses and phone numbers. For a short time, the Company disabled the Ticketfly platform to contain the risk of the cyber incident, which disabled ticket sales through Ticketfly during that period. Because of this incident, the Company incurred costs related to responding to and remediating the incident and suffered a loss of revenue for the period during which the Ticketfly platform was disabled. During the six months ended June 30, 2018, the Company recorded an amount of $6.6 million for potential costs associated with this incident, of which $6.3 million was recorded as contra revenue and $0.3 million was recorded as an operating expense. This amount represented the Company’s best estimate of the total amount of creator accommodations to be made as a result of the incident at that time. During the three and six months ended June 30, 2019, the Company recorded $2.7 million and $3.0 million, respectively, as a reduction to general and administrative expenses related to business interruption insurance proceeds to be received as a result of the Ticketfly cyber incident. As of June 30, 2019, the Company's remaining liability balance related to the Ticketfly cyber incident was not material.

The Company does not believe that any ultimate liability resulting from any of these matters will have a material adverse effect on its business, consolidated financial position, results of operations or liquidity. However, the outcome of these matters is inherently uncertain. Therefore, if one or more of these matters were resolved against the Company for amounts in excess of management’s expectations, the Company’s financial statements, including in a particular reporting period in which any such outcome becomes probable and estimable, could be materially adversely affected.

Indemnifications

In the ordinary course of business, the Company enters into contractual arrangements under which the Company agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties, and other liabilities relating to or arising from the Company’s online ticketing platform or the Company’s acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments. In addition, the Company has indemnification agreements with its directors and executive officers that require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The terms of such obligations vary.

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Stockholders' Equity

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Shareholders' Equity

Stockholders' Equity

Common Stock

2004 and 2010 Stock Option Plans

In 2004, the board of directors and stockholders of the Company authorized and ratified the 2004 Stock Plan (2004 Plan), as amended. The 2004 Plan allows for the issuance of incentive stock options (ISOs), non-statutory stock options (NSOs) and stock purchase rights. The 2004 Plan states the maximum aggregate number of shares that may be subject to options or stock purchase rights and sold under the plan is 6,000,000 shares.

In 2010, the board of directors and stockholders of the Company authorized and ratified the 2010 Stock Plan (2010 Plan), as amended. The 2010 Plan replaced the 2004 Plan as the board of directors determined to cease granting awards under the 2004 Plan. The 2004 Plan will continue to govern outstanding equity awards granted thereunder. The 2010 Plan allows for the issuance of ISOs, NSOs and stock purchase rights. The 2010 Plan states the maximum aggregate number of shares that may be subject to options or stock purchase rights and sold under the plan is 29,963,761 shares.

2018 Stock Option and Incentive Plan

In August 2018, the 2018 Stock Option and Incentive Plan (2018 Plan) was adopted by the board of directors and approved by the stockholders and became effective in connection with the IPO. The 2018 Plan replaces the 2010 Plan as the board of directors has determined not to make additional awards under the 2010 Plan. The 2010 Plan will continue to govern outstanding equity awards granted thereunder. As of June 30, 2019, we have 7,745,819 shares of Class A common stock reserved for the issuance of awards under the 2018 Plan.

The Company has two classes of common stock, Class A and Class B. Holders of Class A common stock are entitled to one vote per share and holders of Class B common stock are entitled to ten votes per share. The Company’s common stock has no preferences or privileges and is not redeemable. Holders of Class A and Class B common stock are entitled to dividends, if and when declared by the Company’s board of directors. The 2018 Plan allows for the granting of ISOs, NSOs, stock appreciation rights, restricted stock, restricted stock units (RSUs), unrestricted stock awards, dividend equivalent rights and cash-based awards.

As of June 30, 2019, there were 18,622,464 options issued and outstanding and 12,101,221 shares available for issuance under the 2004 Plan, 2010 Plan and 2018 Plan (collectively, the Plans).

Stock options typically vest over a four-year period from the date of grant. Options awarded under the Plans may be granted at an exercise price per share not less than the fair value at the date of grant and are exercisable up to 10 years.

Stock option activity under the Plans is as follows:

	Outstanding options		Weighted- average exercise price	Weighted- average remaining contractual term (years)	Aggregate intrinsic value (thousands)
Balance as of December 31, 2018	22,012,597		$7.85	7.1	$439,382
Granted	1,174,160		$17.96
Exercised	(3,819,674	)	$6.01		$23,869
Cancelled	(744,619	)	$12.74
Balance as of June 30, 2019	18,622,464		$8.67	6.7	$140,970
Vested and exercisable as of December 31, 2018	12,462,693		$5.75	5.6	$274,883
Vested and expected to vest as of December 31, 2018	20,926,797		$7.69	7.0	$421,047
Vested and exercisable as of June 30, 2019	10,860,362		$6.51	5.3	$105,536
Vested and expected to vest as of June 30, 2019	17,844,757		$8.53	6.6	$137,576

2018 Employee Stock Purchase Plan

In August 2018, the board of directors adopted, and stockholders approved, the 2018 Employee Stock Purchase Plan (ESPP). Subject to any plan limitations, the ESPP allows eligible employees to contribute, through payroll deductions, up to 15% of their earnings for the purchase of the Company's Class A common stock at a discounted price per share. Except for the initial offering period, the ESPP provides for separate six-month offering periods. The initial offering period was from September 20, 2018 through May 31, 2019 and the second offering period is from June 1, 2019 through November 30, 2019. Unless otherwise determined by the Company's board of directors, the Company's Class A common stock will be purchased for the accounts of employees participating in the ESPP at a price per share that is the lesser of (1) 85% the fair market value of the Company's Class A common stock on the first trading day of the offering period, which for the initial offering period is the price at which shares of the Company's Class A common stock were first sold to the public, or (2) 85% the fair market value of the Company's Class A common stock on the last trading day of the offering period.

In January 2019, the board of directors approved the reservation of an additional 783,583 shares of Class A common stock for a total of 2,318,083 shares reserved for issuance under the ESPP. On May 31, 2019, 167,706 shares were purchased under the ESPP, and as of June 30, 2019, 2,150,377 shares of Class A common stock were available for future issuance under the ESPP.

The Company recorded $0.2 million and $0.5 million of stock-based compensation expense related to the ESPP during the three and six months ended June 30, 2019, respectively. No expense was recorded in connection with the ESPP during the three or six months ended June 30, 2018 as the ESPP was established in September 2018.

Common Stock Subject to Repurchase

The Plans and the Company’s stock option agreement allow for the early exercise of stock options for certain individuals, as determined by the board of directors. Common stock purchased pursuant to an early exercise of stock options is not deemed to be outstanding for accounting purposes until those shares vest. The consideration received for an exercise of an option is considered to be a deposit of the exercise price and the related dollar amount is recorded as a liability. Upon termination of service, the Company may, at their discretion, repurchase unvested shares acquired through early exercise of stock options at a price equal to the price per share paid upon the exercise of such options. The Company includes unvested shares subject to repurchase in the number of shares of common stock outstanding.

At June 30, 2019 and December 31, 2018, outstanding common stock included 42,463 and 55,537 shares, respectively, subject to repurchase related to stock options that have been early exercised and remain unvested. The Company had a liability of $0.4 million as of June 30, 2019 and December 31, 2018 related to early exercises of stock options. The liability is reclassified into stockholders’ equity as the awards vest.

Stock-based Compensation Expense

All stock-based awards to employees and members of the Company’s board of directors are measured based on the grant date fair value of the awards and recognized in the consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (the vesting period of the award). The Company estimates the fair value of stock options granted using the Black-Scholes option pricing model and records stock-based compensation expense for service-based equity awards using the straight-line attribution method.

The following range of assumptions were used to estimate the fair value of stock options granted to employees:

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Expected dividend yield	—	—	—	—
Expected volatility	49.2-49.4%	52.9%	49.2-49.7%	48.3-52.9%
Risk-free interest rate	1.85-1.95%	2.55%	1.85-2.58%	2.32-2.61%
Expected term (years)	5.13-6.08	6.08	5.13-6.08	6.08

The weighted-average per share fair value of stock options granted was $8.02 and $6.61 for the three months ended June 30, 2019 and 2018, respectively, and $8.84 and $5.88 for the six months ended June 30, 2019 and 2018, respectively.

As of June 30, 2019 and December 31, 2018, the total unrecognized stock-based compensation related to unvested options outstanding was $46.9 million and $51.3 million, respectively, to be recognized over a weighted-average period of 2.55 years and 2.73 years, respectively.

Restricted Stock Units

Restricted stock unit activity under the Plans was as follows for the six months ended June 30, 2019:

	Outstanding RSUs		Weighted-average grant date fair value per share
Balance as of December 31, 2018	670,606		$	24.71
Awarded	2,524,441		21.60
Released	(140,022	)	20.40
Cancelled	(230,136	)	28.93
Balance as of June 30, 2019	2,824,889		$	21.79
Vested and expected to vest as of June 30, 2019	2,277,893		$	21.77

The Company recognized $3.7 million and $6.1 million of stock-based compensation expense related to RSUs during the three and six months ended June 30, 2019, respectively, and as of that date, the total unrecognized stock-based compensation related to RSUs outstanding was $49.1 million, which is expected to be recognized over a weighted-average period of 3.65 years. The Company recognized no expense related to RSUs during the three or six months ended June 30, 2018 as all outstanding RSUs had a performance vesting condition that had not been met.

Sales of the Company’s Stock

In May 2018, employees and former employees of the Company sold an aggregate of 1.3 million shares of the Company’s common stock to entities affiliated with an existing investor at a purchase price of $13.12 per share, for an aggregate purchase price of $17.2 million. The purchase price was in excess of the fair value of such shares. As a result, during the three months ended June 30, 2018, the Company recorded the excess of the purchase price above fair value of $2.2 million as compensation expense, of which $2.0 million is included within general and administrative expense and $0.2 million is included within sales, marketing and support expense on the condensed consolidated statements of operations.

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Net Loss Per Share

6 Months Ended

Jun. 30, 2019

Earnings Per Share [Abstract]

Net Loss Per Share

Net Loss Per Share

Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. In periods of net loss, basic net loss per share and diluted net loss per share are equal as including the potentially dilutive securities has an anti-dilutive effect.

The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data):

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Weighted-average shares used in computing net loss per share, basic and diluted	81,369			21,886			80,049			21,289
Net loss per share, basic and diluted	$	(0.18	)	$	(1.12	)	$	(0.31	)	$	(0.73	)

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect (in thousands):

	June 30,
	2019	2018
Redeemable convertible preferred stock (on an if-converted basis)	—	41,628
Options to purchase common stock	18,622	18,483
Redeemable convertible preferred stock warrants	—	933
Restricted stock units	2,784	1,033
Early exercised options	42	79
Total	21,448	62,156

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Income Taxes

6 Months Ended

Jun. 30, 2019

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The Company recorded an income tax benefit of $1.2 million and $1.1 million for the three and six months ended June 30, 2019, respectively, compared to an income tax provision of $0.4 million and $0.8 million for the three and six months ended June 30, 2018, respectively. The income tax benefit increase in the three and six months ended June 30, 2019 was primarily attributable to changes in our year over year taxable earnings mix and the recognition of tax attributes in our non-U.S. subsidiaries.

The differences in the tax provision for the periods presented and the United States federal statutory rate is primarily due to foreign taxes in profitable jurisdictions and the recording of a full valuation allowance on our net deferred tax assets and certain foreign losses which benefit from rates lower than the U.S. federal statutory rate.

The Company applies the discrete method provided in ASC 740 to calculate its interim tax provision.

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Geographic Information

6 Months Ended

Jun. 30, 2019

Segment Reporting [Abstract]

Geographic Information

Geographic Information

The Company operates as a single reportable and operating segment. The following table presents the Company's total net revenue by geography based on the currency of the underlying transaction for the periods indicated (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
United States	$	58,687	$	47,206	$	118,471	$	104,491
International	22,071		20,336		43,613		37,577
Total net revenue	$	80,758	$	67,542	$	162,084	$	142,068

No individual country included in the International line above represents more than 10% of the total consolidated net revenue for any of the periods presented. Substantially all of the Company's long-lived assets are located in the United States.

In the three months ended June 30, 2018, the Company recorded a $6.3 million contra-revenue charge related to liabilities incurred in connection with the Ticketfly cyber incident. This amount is reflected as a reduction in net revenue in the United States caption shown in the table above for the three and six months ended June 30, 2018.

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Subsequent Events

6 Months Ended

Jun. 30, 2019

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

In July 2019, a Canadian event creator cancelled an event for which the Company provided ticketing and payment processing services. In July 2019, while not legally obligated, the Company issued refunds for the face value of tickets totaling $4.0 million. This amount will be recorded as an operating expense in the three months ended September 30, 2019 and could be partially offset by any amounts that are determined to be recoverable from the event creator or a third party. The revenue recognized related to this event was not material to the Company’s condensed consolidated statements of operations for the three or six months ended June 30, 2019.

On July 16, 2019, we filed two complaints in the United States District Court for the Northern District of California, entitled Eventbrite, Inc. v. MF Live, Inc., et al., 3:19-CV-04084 (the MF Live Complaint) and Eventbrite, Inc. v. Fab Loranger et al., 3:19-CV-04083 (the Fab Loranger Complaint), related to a cancelled event for which we provided ticketing and payment processing services and for which, while not legally obligated, we issued refunds for the face value of tickets totaling $4.0 million. Among other things, the complaints allege that MF Live, Inc. (MF Live) is in breach of its written contract with us (the Services Agreement) whereby MF Live committed (i) to refund customers in the event their music festival was cancelled and (ii) if MF Live failed to issue refunds, we were authorized to issue refunds on MF Live’s behalf, in which event MF Live would promptly repay us in full. On July 12, 2019, MF Live filed for bankruptcy in the City of Wasaga Beach, in the Province of Ontario.

We cannot predict the outcome of or estimate the possible recovery or range of recovery from the above described matter.

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Significant Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2019

Accounting Policies [Abstract]

Basis of Presentation

The accompanying interim condensed consolidated financial statements of the Company are unaudited. The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and the applicable rules and regulations of the Securities and Exchange Commission (SEC) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The condensed consolidated balance sheet as of December 31, 2018 included herein was derived from the audited financial statements as of that date.

The accompanying interim unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal and recurring nature considered necessary to state fairly the Company's consolidated financial position, results of operations and cash flows for the interim periods. All intercompany transactions and balances have been eliminated. The interim results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 or for any other future annual or interim period.

The information included in this Quarterly Report on Form 10-Q should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Quantitative and Qualitative Disclosures About Market Risk" and the Consolidated Financial Statements and notes thereto included in Items 7, 7A and 8, respectively, in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (2018 Form 10-K).

Use of Estimates

In order to conform with U.S. GAAP, the Company is required to make certain estimates, judgments and assumptions when preparing its condensed consolidated financial statements. These estimates, judgments and assumptions affect the reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reported periods. These estimates include, but are not limited to, the recoverability of creator signing fees and creator advances, the capitalization and estimated useful life of internal-use software, certain assumptions used in the valuation of equity awards, assumptions used in determining the fair value of the redeemable convertible preferred stock warrant liability and term loan derivative asset, assumptions used in determining the fair value of business combinations, the allowance for doubtful accounts, indirect tax reserves and contra revenue amounts related to fraudulent events, customer disputed transactions and refunds. The Company evaluates these estimates on an ongoing basis. Actual results could differ from those estimates and such differences could be material to the Company’s consolidated financial statements.

Comprehensive Loss

For all periods presented, comprehensive loss equaled net loss. Therefore, the condensed consolidated statements of comprehensive loss have been omitted from the interim unaudited condensed consolidated financial statements.

Emerging Growth Company Status

As an emerging growth company (EGC), the Jump-start Our Business Start-ups Act (JOBS Act) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. As a result, the Company's financial statements may not be comparable to the financial statements of issuers who are required to comply with the effective dates for new or revised accounting standards that are applicable to public companies. Based on the market value of our Class A common stock held by non-affiliates as of June 30, 2019, we will become a large accelerated filer as of December 31, 2019 and cease to be an emerging growth company, and, therefore, will no longer be able to take advantage of this extended transition period.

Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted

In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. This standard is effective for the annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. This standard will apply to the Company’s reporting requirements in performing goodwill impairment testing, however, the Company does not anticipate the adoption of this standard will have a material impact on its consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (ASU 2016-02) which requires lessees to put most leases on their balance sheets but recognize expenses on their income statement and eliminates the real estate-specific provisions for all entities. The guidance is effective for public companies for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the effect that implementation of this standard will have on its consolidated financial statements upon adoption.

The Company adopted ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business beginning January 1, 2019. This standard clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The adoption of this standard has had no material impact on the Company's interim condensed consolidated financial statements.

In May 2014, and in subsequent updates, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs—Contracts with Customers (Subtopic 340-40) (ASC Topic 606), which supersedes nearly all existing revenue recognition guidance. ASC Topic 606 establishes a five-step revenue recognition process in which an entity will recognize revenue when or as it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC Topic 606 also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. ASC Topic 606 was effective for and adopted by the Company beginning January 1, 2019. The Company applied the modified retrospective approach to contracts which were not completed as of the adoption date.

The adoption of ASC Topic 606 primarily had the following impact on the Company's financial statements:

▪ Beginning January 1, 2019, the Company recognizes revenue allocated to its customer service and account management performance obligations over time as the Company has a stand-ready obligation to provide these services to certain customers. The Company recorded a cumulative-effect adjustment to opening accumulated deficit as of January 1, 2019 of $0.6 million and a corresponding increase to contract liabilities, included within other accrued liabilities on the interim condensed consolidated balance sheet.

▪ The adoption of ASC Topic 606 had no material impact to the Company's net revenues recorded in the three or six months ended June 30, 2019.

▪ The accounting treatment of incremental costs of obtaining contracts under ASC Topic 606 had no material impact to the Company's interim unaudited condensed consolidated financial statements.

▪ The adoption of ASC Topic 606 had no impact to the Company's total net cash provided by or used in operating, investing or financing activities within the Company's interim condensed consolidated statement of cash flows for the three or six months ended June 30, 2019.

Refer to Revenue Recognition below for additional discussion of the Company's revenue recognition policies under ASC Topic 606.

Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents includes bank deposits held by financial institutions. Cash and cash equivalents balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators. Such balances were $279.5 million and $217.4 million as of June 30, 2019 and December 31, 2018, respectively. Although creator cash is legally unrestricted, the Company does not utilize creator cash for its own financing or investing activities as the amounts are payable to creators on a regular basis. These amounts due to creators are included in accounts payable, creators on the condensed consolidated balance sheets.

The Company has issued letters of credit under lease agreements and other agreements, which have been collateralized with cash. This cash is classified as noncurrent restricted cash on the condensed consolidated balance sheets.

Funds Receivable

Funds receivable represents cash-in-transit from third-party payment processors that is received by the Company within approximately five business days from the date of the underlying ticketing transaction. The funds receivable balances include the face value of tickets sold on behalf of creators and their share of service charges, which amounts are to be remitted to the creators.

Revenue Recognition

The Company determines revenue recognition through the following steps:

i.    Identification of the contract, or contracts, with a customer

ii.     Identification of the performance obligations in the contract

iii.    Determination of the transaction price

iv.     Allocation of the transaction price to the performance obligations in the contract

v.     Recognition of revenue when, or as, the Company satisfies a performance obligation

The Company derives its revenues primarily from service fees and payment processing fees charged at the time a ticket for an event is sold. The Company also derives revenues from providing certain creators with account management services and customer support. The Company's customers are event creators who are selling tickets for events using the Company's platform. Tickets are sold by creators to attendees. Revenue is recognized when or as control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to receive in exchange for those goods or services. The Company allocates the transaction price by estimating a standalone selling price for each performance obligation using an expected cost plus a margin approach. For service fees and payment processing fees, revenue is recognized when the ticket is sold. For account management services and customer support, revenue is recognized over the period from the date of the sale of the ticket to the date of the event.

The event creator has the choice of whether to use Eventbrite Payment Processing (EPP) or to use a third-party payment processor, referred to as Facilitated Payment Processing (FPP). Under the EPP option, the Company is the merchant of record and is responsible for processing the transaction and collecting the face value of the ticket and all associated fees at the time the ticket is sold. The Company is also responsible for remitting these amounts collected, less the Company's fees, to the event creator. Under the FPP option, Eventbrite is not responsible for processing the transaction or collecting the face value of the ticket and associated fees. In this case, the Company invoices the creator for all of the Company's fees.

The Company evaluates whether it is appropriate to recognize revenue on a gross or net basis based upon its evaluation of whether the Company obtains control of the specified goods or services by considering if it is primarily responsible for fulfillment of the promise, has inventory risk, and has the latitude in establishing pricing and selecting suppliers, among other factors. The Company determined the event creator is the party responsible for fulfilling the promise to the attendee, as the creator is responsible for providing the event for which a ticket is sold, determines the price of the ticket and is responsible for providing a refund if the event is canceled. The Company's service provides a platform for the creator and event attendee to transact and the Company's performance obligation is to facilitate and process that transaction and issue the ticket. The amount that the Company earns for its services is fixed. For the payment processing service, the Company determined that it is the principal in providing the service as the Company is responsible for fulfilling the promise to process the payment and has discretion and latitude in establishing the price of its service. Based on management's assessment, the Company records revenue on a net basis related to its ticketing service and on a gross basis related to its payment processing service. As a result, costs incurred for processing the transactions are included in cost of net revenues in the condensed consolidated statements of operations.

Revenue is presented net of indirect taxes, value-added taxes, creator royalties and reserves for customer refunds, payment chargebacks and estimated uncollectible amounts. If an event is cancelled by a creator, then any obligations to provide refunds to event attendees are the responsibility of that creator. If a creator is unwilling or unable to fulfill their refund obligations, the Company may, at its discretion, provide attendee refunds. Revenue is also presented net of the amortization of creator signing fees. The benefit the Company receives by securing exclusive ticketing and payment processing rights with certain creators from creator signing fees is inseparable from the customer relationship with the creator and accordingly these fees are recorded as a reduction of revenue.

Fair Value Measurement

The Company measures its financial assets and liabilities at fair value at each reporting date using a fair value hierarchy that requires the Company to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:

Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 – Other inputs that are directly or indirectly observable in the marketplace.

Level 3 – Unobservable inputs that are supported by little or no market activity.

The Company’s funds receivable, accounts receivable, accounts payable, other current liabilities and debt approximate their fair value. All of these financial assets and liabilities are Level 1, except for debt, which is Level 2. There are no other Level 1 or Level 2 assets or liabilities recorded at June 30, 2019 and December 31, 2018.

The Company measures the redeemable convertible preferred stock warrant liability (as discussed in Note 11) and term loan derivative asset (as discussed in Note 10) at fair value on a recurring basis and determined these are Level 3 financial assets and liabilities, respectively, in the fair value hierarchy.

The fair value of the redeemable convertible preferred stock warrants was estimated using a hybrid between a probability-weighted expected return method (PWERM) and option pricing model (OPM), estimating the probability weighted value across multiple scenarios, while using an OPM to estimate the allocation of value within one or more of these scenarios. Under a PWERM, the value of the Company’s various equity securities was estimated based upon an analysis of future values for the Company assuming various future outcomes, including two IPO scenarios and two scenarios contemplating the continued operation of the Company as a privately held enterprise. Guideline public company multiples were used to value the Company under the IPO scenarios. The discounted cash flow method was used to value the Company under the staying private scenarios. Share value for each class of security was based upon the probability-weighted present value of expected future investment returns, considering each of these possible future outcomes, as well as the rights of each share class.

The significant unobservable inputs into the valuation model used to estimate the fair value of the redeemable convertible preferred stock warrants include the timing of potential events (primarily the IPO) and their probability of occurring, the selection of guideline public company multiples, a discount for the lack of marketability of the preferred and common stock, the projected future cash flows, and the discount rate used to calculate the present-value of the estimated equity value allocated to each share class. Generally, changes in the fair value of the underlying redeemable convertible preferred stock would result in a directionally similar impact to the fair value of the redeemable convertible preferred stock warrant liability.

The significant unobservable inputs into the valuation model used to estimate the fair value of the term loan derivative asset include the timing of potential events (primarily the IPO), probability of exercise and the discount rate used to calculate the present value of discounted cash flows.

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Significant Accounting Policies (Tables)

6 Months Ended

Jun. 30, 2019

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents

The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

	June 30, 2019		December 31, 2018
Cash and cash equivalents	$	500,454	$	437,892
Restricted cash	508		1,508
Total cash, cash equivalents and restricted cash	$	500,962	$	439,400

Schedule of Restricted Cash

The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same amounts shown in the condensed consolidated statements of cash flows (in thousands):

	June 30, 2019		December 31, 2018
Cash and cash equivalents	$	500,454	$	437,892
Restricted cash	508		1,508
Total cash, cash equivalents and restricted cash	$	500,962	$	439,400

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Acquisitions (Tables)

6 Months Ended

Jun. 30, 2019

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the respective acquisition dates (in thousands):

	Ticketea
Cash and restricted cash	$	17,852
Funds and accounts receivable	1,058
Creator advances	532
Prepaid expenses and other current assets	94
Property and equipment	42
Other noncurrent assets	28
Accounts payable, creators	(19,671		)
Other current liabilities	(529		)
Intangible assets	3,094
Goodwill	8,937
Total purchase price	$	11,437

Finite-Lived Intangible Assets Acquired as Part of Business Combination

The following table sets forth the components of identifiable intangible assets acquired (in thousands) and their estimated useful lives as of the date of acquisition (in years):

	Ticketea		Estimated useful life
Customer relationships	$	2,475	5.0
Developed technology	619		1.0
Total acquired intangible assets	$	3,094

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Accounts Receivable, Net (Tables)

6 Months Ended

Jun. 30, 2019

Receivables [Abstract]

Summary of Accounts Receivable

The following table summarizes the Company’s accounts receivable balance (in thousands):

	June 30, 2019			December 31, 2018
Accounts receivable, customers	$	6,706		$	5,651
Allowance for doubtful accounts	(2,338		)	(1,582		)
Accounts receivable, net	$	4,368		$	4,069

The following table summarizes the activity in creator advances for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	26,734		$	22,129
Acquired with Ticketea transaction	—			532
Creator advances paid	9,316			3,659
Creator advances recouped	(4,914		)	(3,874		)
Write-offs and other adjustments	(2,420		)	(845		)
Balance, end of period	$	28,716		$	21,601

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	23,142		$	20,076
Acquired with Ticketea transaction	—			532
Creator advances paid	19,084			10,248
Creator advances recouped	(10,663		)	(7,917		)
Write-offs and other adjustments	(2,847		)	(1,338		)
Balance, end of period	$	28,716		$	21,601

Creator advances are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator advances, net	$	26,182	$	21,255
Creator advances, noncurrent	2,534		1,887

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Creator Signing Fees, Net (Tables)

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

Schedule of Creator Signing Fees, Net

The following table summarizes the activity in creator signing fees for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	19,120		$	12,571
Creator signing fees paid	4,630			2,626
Amortization of creator signing fees	(2,522		)	(1,713		)
Write-offs and other adjustments	(465		)	(206		)
Balance, end of period	$	20,763		$	13,278

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	17,005		$	10,421
Creator signing fees paid	9,188			6,279
Amortization of creator signing fees	(4,915		)	(3,077		)
Write-offs and other adjustments	(515		)	(345		)
Balance, end of period	$	20,763		$	13,278

Creator signing fees are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator signing fees, net	$	8,245	$	7,324
Creator signing fees, noncurrent	12,518		9,681

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Creator Advances, Net (Tables)

6 Months Ended

Jun. 30, 2019

Receivables [Abstract]

Summary of Activity in Creator Advances

The following table summarizes the Company’s accounts receivable balance (in thousands):

	June 30, 2019			December 31, 2018
Accounts receivable, customers	$	6,706		$	5,651
Allowance for doubtful accounts	(2,338		)	(1,582		)
Accounts receivable, net	$	4,368		$	4,069

The following table summarizes the activity in creator advances for the periods indicated (in thousands):

	Three Months Ended June 30,
	2019			2018
Balance, beginning of period	$	26,734		$	22,129
Acquired with Ticketea transaction	—			532
Creator advances paid	9,316			3,659
Creator advances recouped	(4,914		)	(3,874		)
Write-offs and other adjustments	(2,420		)	(845		)
Balance, end of period	$	28,716		$	21,601

	Six Months Ended June 30,
	2019			2018
Balance, beginning of period	$	23,142		$	20,076
Acquired with Ticketea transaction	—			532
Creator advances paid	19,084			10,248
Creator advances recouped	(10,663		)	(7,917		)
Write-offs and other adjustments	(2,847		)	(1,338		)
Balance, end of period	$	28,716		$	21,601

Creator advances are classified as follows on the condensed consolidated balance sheet as of the dates indicated (in thousands):

	June 30, 2019		December 31, 2018
Creator advances, net	$	26,182	$	21,255
Creator advances, noncurrent	2,534		1,887

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Property, Plant and Equipment, Net (Tables)

6 Months Ended

Jun. 30, 2019

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment, Net

Property, plant and equipment, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Building and improvements	$	33,277		$	33,277
Capitalized internal-use software development costs	40,123			35,201
Furniture and fixtures	3,512			3,557
Computers and computer equipment	14,163			11,676
Leasehold improvements	6,161			5,084
	97,236			88,795
Less: Accumulated depreciation and amortization	(50,985		)	(44,576		)
Property, plant and equipment, net	$	46,251		$	44,219

Capitalized Internal-Use Software Development Costs

The Company recorded the following amounts related to depreciation expense and capitalized internal-use software development costs during the periods indicated (in thousands):

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Depreciation expense	1,599	1,221	3,236	2,363
Capitalized internal-use software development costs	2,614	2,115	4,922	4,562
Stock-based compensation costs included in capitalized internal-use software development costs	448	123	651	279
Amortization of capitalized internal-use software development costs	1,799	1,570	3,499	3,046

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Goodwill and Acquired Intangible Assets, Net (Tables)

6 Months Ended

Jun. 30, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Acquired Intangible Assets

Acquired intangible assets, net consisted of the following as of the dates indicated (in thousands):

	June 30, 2019
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,952	$	144	0.7
Customer relationships	74,484		20,138		54,346		5.7
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	40,690	$	54,490

	December 31, 2018
	Cost		Accumulated Amortization		Net Book Value		Weighted- average remaining useful life (years)
Developed technology	$	19,096	$	18,628	$	468	0.8
Customer relationships	74,484		14,979		59,505		6.2
Tradenames	1,600		1,600		—
Acquired intangible assets, net	$	95,180	$	35,207	$	59,973

Amortization Expense Related to Acquired Intangible Assets

The Company recorded amortization expense related to acquired intangible assets as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Cost of net revenue	$	95	$	2,949	$	324	$	5,821
Sales, marketing and support	2,588		2,539		5,159		4,973
General and administrative	—		301		—		577
Total amortization of acquired intangible assets	$	2,683	$	5,789	$	5,483	$	11,371

Total Expected Future Amortization Expense for Acquired Intangible Assets

As of June 30, 2019, the total expected future amortization expense for acquired intangible assets is as follows (in thousands):

The remainder of 2019	$	5,342
2020	10,443
2021	10,197
2022	8,202
2023	7,709
Thereafter	12,597
Acquired intangible assets, net	$	54,490

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Term Loans and Promissory Note (Tables)

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

Term Loans

Term loans consisted of the following at the dates indicated (in thousands):

	June 30, 2019			December 31, 2018
Outstanding principal balance	$	62,187		$	73,594
Accrued but unpaid interest	25			—
Less: Unamortized discount and debt issuance costs	(768		)	(872		)
Total term loan, net	$	61,444		$	72,722
Current portion of term loans	$	5,650		$	5,635
Term loans	55,794			67,087

Contractual Principal Payments for the Next Five Years

As of June 30, 2019, the contractual principal payments for the New Term Loans for the next five years are as follows (in thousands):

The remainder of 2019	$	2,812
2020	6,094
2021	7,500
2022	7,500
2023	38,281
Total	$	62,187

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Commitments and Contingencies (Tables)

6 Months Ended

Jun. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Future Minimum Lease Payments and Sublease Rental Payments under Noncancelable Capital Leases

As of June 30, 2019, the future minimum lease payments and sublease rental payments under noncancelable leases are as follows (in thousands):

	Capital Leases		Build-to-Suit Lease			Operating Leases		Sublease Income			Total
The remainder of 2019	144		$	2,829		$	1,955	$	(2,061	)	$	2,867
2020	230		5,772			3,844		(4,205		)	5,641
2021	172		1,943			3,440		(1,239		)	4,316
2022	86		—			3,185		—			3,271
2023	—		—			2,836		—			2,836
Thereafter	—		—			4,392		—			4,392
Total minimum lease payments	632		10,544			19,652		(7,505		)	23,323
Less: Amount representing interest and taxes	—		(5,888		)	—		—			(5,888		)
Total	$	632	$	4,656		$	19,652	$	(7,505	)	$	17,435

Future Minimum Lease Payments and Sublease Rental Payments under Noncancelable Operating Leases

As of June 30, 2019, the future minimum lease payments and sublease rental payments under noncancelable leases are as follows (in thousands):

	Capital Leases		Build-to-Suit Lease			Operating Leases		Sublease Income			Total
The remainder of 2019	144		$	2,829		$	1,955	$	(2,061	)	$	2,867
2020	230		5,772			3,844		(4,205		)	5,641
2021	172		1,943			3,440		(1,239		)	4,316
2022	86		—			3,185		—			3,271
2023	—		—			2,836		—			2,836
Thereafter	—		—			4,392		—			4,392
Total minimum lease payments	632		10,544			19,652		(7,505		)	23,323
Less: Amount representing interest and taxes	—		(5,888		)	—		—			(5,888		)
Total	$	632	$	4,656		$	19,652	$	(7,505	)	$	17,435

Future Creator Payments Committed to under Contract but Not Yet Paid

The following table presents, by year, the future creator payments committed to under contract but not yet paid as of June 30, 2019 (in thousands):

The remainder of 2019	$	6,153
2020	12,265
2021	5,024
2022	2,042
2023	1,313
Thereafter	—
Total	$	26,797

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Stockholders' Equity (Tables)

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Schedule of stock option activity

Stock option activity under the Plans is as follows:

	Outstanding options		Weighted- average exercise price	Weighted- average remaining contractual term (years)	Aggregate intrinsic value (thousands)
Balance as of December 31, 2018	22,012,597		$7.85	7.1	$439,382
Granted	1,174,160		$17.96
Exercised	(3,819,674	)	$6.01		$23,869
Cancelled	(744,619	)	$12.74
Balance as of June 30, 2019	18,622,464		$8.67	6.7	$140,970
Vested and exercisable as of December 31, 2018	12,462,693		$5.75	5.6	$274,883
Vested and expected to vest as of December 31, 2018	20,926,797		$7.69	7.0	$421,047
Vested and exercisable as of June 30, 2019	10,860,362		$6.51	5.3	$105,536
Vested and expected to vest as of June 30, 2019	17,844,757		$8.53	6.6	$137,576

Schedule of assumptions used to estimate fair value of stock options

The following range of assumptions were used to estimate the fair value of stock options granted to employees:

	Three Months Ended June 30,		Six Months Ended June 30,
	2019	2018	2019	2018
Expected dividend yield	—	—	—	—
Expected volatility	49.2-49.4%	52.9%	49.2-49.7%	48.3-52.9%
Risk-free interest rate	1.85-1.95%	2.55%	1.85-2.58%	2.32-2.61%
Expected term (years)	5.13-6.08	6.08	5.13-6.08	6.08

Schedule of nonvested restricted stock unit

Restricted stock unit activity under the Plans was as follows for the six months ended June 30, 2019:

	Outstanding RSUs		Weighted-average grant date fair value per share
Balance as of December 31, 2018	670,606		$	24.71
Awarded	2,524,441		21.60
Released	(140,022	)	20.40
Cancelled	(230,136	)	28.93
Balance as of June 30, 2019	2,824,889		$	21.79
Vested and expected to vest as of June 30, 2019	2,277,893		$	21.77

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Net Loss Per Share (Tables)

6 Months Ended

Jun. 30, 2019

Earnings Per Share [Abstract]

Computation of Basic and Diluted Net Loss Per Share

The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share data):

	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Net loss	$	(14,833	)	$	(24,603	)	$	(24,831	)	$	(15,580	)
Weighted-average shares used in computing net loss per share, basic and diluted	81,369			21,886			80,049			21,289
Net loss per share, basic and diluted	$	(0.18	)	$	(1.12	)	$	(0.31	)	$	(0.73	)

Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss Per Share

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect (in thousands):

	June 30,
	2019	2018
Redeemable convertible preferred stock (on an if-converted basis)	—	41,628
Options to purchase common stock	18,622	18,483
Redeemable convertible preferred stock warrants	—	933
Restricted stock units	2,784	1,033
Early exercised options	42	79
Total	21,448	62,156

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Geographic Information (Tables)

6 Months Ended

Jun. 30, 2019

Segment Reporting [Abstract]

Net Revenue By Geography

The following table presents the Company's total net revenue by geography based on the currency of the underlying transaction for the periods indicated (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
United States	$	58,687	$	47,206	$	118,471	$	104,491
International	22,071		20,336		43,613		37,577
Total net revenue	$	80,758	$	67,542	$	162,084	$	142,068

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Organization (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended			6 Months Ended
	Sep. 30, 2018	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Class of Stock [Line Items]
Offering costs		$ 0		$ 183	$ 413	$ 183
Conversion of redeemable convertible preferred stock in connection with initial public offering (in shares)	41,628,207
Series G Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Outstanding warrants to purchase Series G redeemable preferred stock (in shares)	933,269
IPO
Class of Stock [Line Items]
Offering price (in dollars per share)	$ 23.00
Aggregate net proceeds	$ 246,000
Offering costs	$ 5,500
Class A Common Stock | Common Stock
Class of Stock [Line Items]
Conversion of redeemable convertible preferred stock in connection with initial public offering (in shares)		11,491,455	21,095,075
Class A Common Stock | IPO
Class of Stock [Line Items]
Shares issued in initial public offering (in shares)	11,500,000
Offering price (in dollars per share)	$ 23.00
Class A Common Stock | Over-Allotment Option
Class of Stock [Line Items]
Shares issued in initial public offering (in shares)	1,500,000
Class B Common Stock | Common Stock
Class of Stock [Line Items]
Conversion of redeemable convertible preferred stock in connection with initial public offering (in shares)		(11,491,455)	(21,095,075)
Class B Common Stock | Common Stock | Conversion of Redeemable Convertible Preferred Stock
Class of Stock [Line Items]
Conversion of redeemable convertible preferred stock in connection with initial public offering (in shares)	42,188,624
Class B Common Stock | Common Stock | Conversion of Warrants
Class of Stock [Line Items]
Conversion of redeemable convertible preferred stock in connection with initial public offering (in shares)	997,193

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Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands		3 Months Ended			6 Months Ended
		Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Jan. 01, 2019	Dec. 31, 2018	Mar. 31, 2018	Dec. 31, 2017
Significant Accounting Policies [Line Items]
Sales, marketing and support	[1]	$ 25,872		$ 21,513	$ 47,434	$ 42,229
General and administrative	[1]	22,051		18,405	47,178	38,388
Cumulative effect adjustment upon adoption of ASU 2014-09							$ (600)
Cash and cash equivalents		500,962	$ 533,873	$ 261,269	500,962	$ 261,269		$ 439,400	$ 270,663	$ 192,221
Funds receivable		46,582			46,582			58,697
Tickets Sold on Behalf of Creators
Significant Accounting Policies [Line Items]
Funds receivable		43,500			43,500			54,800
Creator Cash
Significant Accounting Policies [Line Items]
Cash and cash equivalents		279,500			279,500			$ 217,400
Restatement Adjustment
Significant Accounting Policies [Line Items]
Sales, marketing and support		3,400	400		6,600
General and administrative		$ (3,400)	$ (400)		$ (6,600)
Accumulated Deficit
Significant Accounting Policies [Line Items]
Cumulative effect adjustment upon adoption of ASU 2014-09							(600)
Difference between Revenue Guidance in Effect before and after Topic 606 | ASU 2014-09
Significant Accounting Policies [Line Items]
Contract liabilities							600
Difference between Revenue Guidance in Effect before and after Topic 606 | Accumulated Deficit | ASU 2014-09
Significant Accounting Policies [Line Items]
Cumulative effect adjustment upon adoption of ASU 2014-09							$ (600)

[1] (1) Includes stock-based compensation as follows: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017Cost of net revenue$325 $71 $569 $124Product development2,187 747 4,225 1,348Sales, marketing and support1,246 864 2,469 1,578General and administrative4,948 3,566 9,570 5,058

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Significant Accounting Policies - Schedule of Cash and Restricted Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017
Accounting Policies [Abstract]
Cash and cash equivalents	$ 500,454		$ 437,892
Restricted cash	508		1,508
Total cash, cash equivalents and restricted cash	$ 500,962	$ 533,873	$ 439,400	$ 261,269	$ 270,663	$ 192,221

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Acquisitions - Narrative (Details) - Ticketea S.L. - USD ($) shares in Millions, $ in Millions	1 Months Ended	6 Months Ended
	Apr. 30, 2018	Jun. 30, 2018
Business Acquisition [Line Items]
Consideration transferred	$ 11.4
Payments to acquire businesses	$ 3.9
Shares issued as consideration (in shares)	0.7
Number of shares held in escrow (in shares)	0.1
Escrow period	18 months
Acquisition costs		$ 0.5

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Acquisitions - Asset Allocation (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018	Apr. 30, 2018
Business Acquisition [Line Items]
Goodwill	$ 170,560	$ 170,560
Ticketea S.L.
Business Acquisition [Line Items]
Cash and restricted cash			$ 17,852
Funds and accounts receivable			1,058
Creator advances			532
Prepaid expenses and other current assets			94
Property and equipment			42
Other noncurrent assets			28
Accounts payable, creators			(19,671)
Other current liabilities			(529)
Intangible assets			3,094
Goodwill			8,937
Total purchase price			$ 11,437

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Acquisitions - Acquired Intangible Assets (Details) - Ticketea S.L. $ in Thousands	1 Months Ended
	Apr. 30, 2018 USD ($)
Business Acquisition [Line Items]
Acquired intangible assets	$ 3,094
Customer relationships
Business Acquisition [Line Items]
Acquired intangible assets	$ 2,475
Weighted- average remaining useful life (years)	5 years
Developed technology
Business Acquisition [Line Items]
Acquired intangible assets	$ 619
Weighted- average remaining useful life (years)	1 year

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Accounts Receivable, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Receivables [Abstract]
Accounts receivable, customers	$ 6,706	$ 5,651
Allowance for doubtful accounts	(2,338)	(1,582)
Accounts receivable, net	$ 4,368	$ 4,069

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Creator Signing Fees, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Revenue from Contract with Customer [Abstract]
Creator signing fees, amortization period	3 years 4 months 7 days		3 years 4 months 7 days
Activity in creator signing fees:
Beginning balance	$ 19,120	$ 12,571	$ 17,005	$ 10,421
Creator signing fees paid	4,630	2,626	9,188	6,279
Amortization of creator signing fees	(2,522)	(1,713)	(4,915)	(3,077)
Write-offs and other adjustments	(465)	(206)	(515)	(345)
Ending balance	20,763	13,278	20,763	13,278
Creator signing fees, net	8,245	7,324	8,245	7,324	$ 7,324
Creator signing fees, noncurrent	$ 12,518	$ 9,681	$ 12,518	$ 9,681	$ 9,681

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Creator Advances, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Activity In Notes, Loans And Financing Receivable [Roll Forward]
Balance, beginning of period	$ 26,734	$ 22,129	$ 23,142	$ 20,076
Acquired with Ticketea transaction	0	532	0	532
Creator advances paid	9,316	3,659	19,084	10,248
Creator advances recouped	(4,914)	(3,874)	(10,663)	(7,917)
Write-offs and other adjustments	(2,420)	(845)	(2,847)	(1,338)
Balance, end of period	28,716	21,601	28,716	21,601
Creator advances, net	26,182	21,255	26,182	21,255	$ 21,255
Creator advances, noncurrent	$ 2,534	$ 1,887	$ 2,534	$ 1,887	$ 1,887

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Property, Plant and Equipment, Net - Summary of Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 97,236	$ 88,795
Less: Accumulated depreciation and amortization	(50,985)	(44,576)
Property, plant and equipment, net	46,251	44,219
Building and improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	33,277	33,277
Capitalized internal-use software development costs
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	40,123	35,201
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	3,512	3,557
Computers and computer equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	14,163	11,676
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 6,161	$ 5,084

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Property, Plant and Equipment, Net - Capitalized Internal-Use Software Development Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1,599	$ 1,221	$ 3,236	$ 2,363
Capitalized internal-use software development costs	2,614	2,115	4,922	4,562
Stock-based compensation costs included in capitalized internal-use software development costs	448	123	651	279
Amortization of capitalized internal-use software development costs	$ 1,799	$ 1,570	$ 3,499	$ 3,046

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Goodwill and Acquired Intangible Assets, Net - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 170,560	$ 170,560

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Goodwill and Acquired Intangible Assets, Net - Acquired Intangible Assets (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Acquired intangible assets, net:
Cost	$ 95,180	$ 95,180
Accumulated amortization	40,690	35,207
Acquired intangible assets, net	54,490	59,973
Developed technology
Acquired intangible assets, net:
Cost	19,096	19,096
Accumulated amortization	18,952	18,628
Acquired intangible assets, net	$ 144	$ 468
Weighted- average remaining useful life (years)	8 months 24 days	9 months 15 days
Customer relationships
Acquired intangible assets, net:
Cost	$ 74,484	$ 74,484
Accumulated amortization	20,138	14,979
Acquired intangible assets, net	$ 54,346	$ 59,505
Weighted- average remaining useful life (years)	5 years 8 months 24 days	6 years 2 months 12 days
Tradenames
Acquired intangible assets, net:
Cost	$ 1,600	$ 1,600
Accumulated amortization	1,600	1,600
Acquired intangible assets, net	$ 0	$ 0
Weighted- average remaining useful life (years)

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Goodwill and Acquired Intangible Assets, Net - Amortization Expense Related to Acquired Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Finite-Lived Intangible Assets [Line Items]
Amortization of acquired intangible assets	$ 2,683	$ 5,789	$ 5,483	$ 11,371
Cost of net revenue
Finite-Lived Intangible Assets [Line Items]
Amortization of acquired intangible assets	95	2,949	324	5,821
Sales, marketing and support
Finite-Lived Intangible Assets [Line Items]
Amortization of acquired intangible assets	2,588	2,539	5,159	4,973
General and administrative
Finite-Lived Intangible Assets [Line Items]
Amortization of acquired intangible assets	$ 0	$ 301	$ 0	$ 577

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Goodwill and Acquired Intangible Assets, Net - Total Expected Future Amortization Expense for Acquired Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
The remainder of 2019	$ 5,342
2020	10,443
2021	10,197
2022	8,202
2023	7,709
Thereafter	12,597
Acquired intangible assets, net	$ 54,490	$ 59,973

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Term Loans and Promissory Note - Narrative (Details) - USD ($)	1 Months Ended					3 Months Ended		6 Months Ended
	Jun. 30, 2019	Sep. 30, 2018	May 31, 2018	Mar. 31, 2018	Sep. 30, 2017	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2017
Line of Credit Facility [Line Items]
Proceeds from term loans						$ 0	$ 15,000,000	$ 0	$ 45,000,000
Fair value of embedded derivative asset							2,100,000		2,100,000
Total cash repayment of long-term debt						11,406,000	165,000	11,406,000	35,455,000
Gain on debt extinguishment						$ 0	$ 0	$ 0	$ 16,995,000
Line of Credit | Term Loan | First Western Technology Investments Loan Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity														$ 60,000,000
Line of Credit | Term Loan | First Loan Facility Due February 2022
Line of Credit Facility [Line Items]
Proceeds from term loans					$ 30,000,000
Annual interest rate					11.50%
Effective interest rate					15.90%
Line of Credit | Term Loan | First Loan Facility Due September 2022
Line of Credit Facility [Line Items]
Proceeds from term loans				$ 30,000,000
Annual interest rate				11.75%
Effective interest rate				14.80%
Period for which monthly payments of interest due					24 months
Period for which monthly payments of interest and principal due					30 months
Line of Credit | Term Loan | Second Western Technology Investments Loan Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 15,000,000
Annual interest rate			12.00%
Effective interest rate			14.70%
Period for which monthly payments of interest due			24 months
Period for which monthly payments of interest and principal due			30 months
Prepayment covenant period following consummation of IPO			15 days
Prepayment covenant percentage of interest incurred through the end of 24 months due			50.00%
Line of Credit | Term Loan | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Aggregate principal amount		$ 75,000,000.0
Proceeds from issuance of debt		73,600,000
Payment of debt arrangement fees		1,100,000
Payment of debt upfront fees		$ 300,000
Loan amortization rate		7.50%
Annual rate								4.83%
Total cash repayment of long-term debt	$ 10,000,000
Line of Credit | Term Loan | Scenario, Forecast | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Loan amortization rate										10.00%	10.00%	10.00%	7.50%
Line of Credit | Revolving Credit Facility | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 75,000,000.0
Commitment fee rate		0.40%
Convertible Notes Payable | Promissory Note
Line of Credit Facility [Line Items]
Annual interest rate					6.50%
Payments to acquire businesses					$ 151,100,000
Consideration transferred liabilities incurred					$ 50,000,000
Notes Payable, Other Payables | Promissory Note
Line of Credit Facility [Line Items]
Aggregate principal amount				$ 34,700,000
Principal amount of debt settled				33,000,000
Accrued interest of debt settled				1,700,000
Gain on debt extinguishment				$ 17,000,000
Eurodollar | Line of Credit | Revolving Credit Facility | Minimum | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.25%
Eurodollar | Line of Credit | Revolving Credit Facility | Maximum | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.75%
Base Rate | Line of Credit | Revolving Credit Facility | Minimum | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.25%
Base Rate | Line of Credit | Revolving Credit Facility | Maximum | Senior Secured Credit Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.75%
Ticketfly, LLC
Line of Credit Facility [Line Items]
Percentage of interests acquired					100.00%
Consideration transferred					$ 201,100,000

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Term Loans and Promissory Note - Term Loans (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
Outstanding principal balance	$ 62,187	$ 73,594
Accrued but unpaid interest	25	0
Less: Unamortized discount and debt issuance costs	(768)	(872)
Total term loan, net	61,444	72,722
Current portion of term loans	5,650	5,635
Term loans	$ 55,794	$ 67,087

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Term Loans and Promissory Note - Contractual Principal Payments for the Next Five Years (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Total	$ 62,187	$ 73,594
Term Loan | Line of Credit | Senior Secured Credit Facility
Debt Instrument [Line Items]
The remainder of 2019	2,812
2020	6,094
2021	7,500
2022	7,500
2023	38,281
Total	$ 62,187

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Redeemable Convertible Preferred Stock Warrants - Narrative (Details) - USD ($)	1 Months Ended		3 Months Ended		6 Months Ended
	May 31, 2018	Sep. 30, 2017	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2017
Class of Warrant or Right [Line Items]
Proceeds from term loans			$ 0	$ 15,000,000	$ 0	$ 45,000,000
Exercise price of Series G redeemable convertible preferred stock warrants (in dollars per share)	$ 16.3836
Expiration period	10 years
Change in fair value of redeemable convertible preferred stock warrant liability			$ 0	$ 4,750,000	$ 0	$ 6,071,000
Line of Credit | Term Loan | First Loan Facility Due February 2022
Class of Warrant or Right [Line Items]
Proceeds from term loans		$ 30,000,000
June 2017 Preferred Stock Warrants
Class of Warrant or Right [Line Items]
Outstanding warrants to purchase Series G redeemable preferred stock (in shares)								411,991
September 2017 Preferred Stock Warrants
Class of Warrant or Right [Line Items]
Outstanding warrants to purchase Series G redeemable preferred stock (in shares)		205,995
March 2018 Preferred Stock Warrants
Class of Warrant or Right [Line Items]
Outstanding warrants to purchase Series G redeemable preferred stock (in shares)							205,995
May 2018 Preferred Stock Warrants
Class of Warrant or Right [Line Items]
Outstanding warrants to purchase Series G redeemable preferred stock (in shares)	109,288

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Commitments and Contingencies - Operating Leases and Build-to-Suit Lease (Details) $ in Millions	1 Months Ended	3 Months Ended			6 Months Ended
	Dec. 31, 2013 USD ($) ft²	Jun. 30, 2019 USD ($)	Mar. 31, 2019	Jun. 30, 2018 USD ($)	Jun. 30, 2019 USD ($)	Jun. 30, 2018 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Rent expense from operating leases		$ 1.0		$ 0.6	$ 2.1	$ 1.1
Sublease income		1.0		0.8	1.9	1.6
Area of office space (in square feet) | ft²	97,624
Capital Leased Assets [Line Items]
Initial built-to-suit lease term	7 years
Renewal term	3 years
Tenant improvement reimbursement allowance	$ 6.4
Capital lease asset	$ 22.3
Land lease expense		0.2		0.2	0.5	0.5
Interest expense related to build-to-suit lease		$ 0.8		$ 0.9	$ 1.7	$ 1.7
Building
Capital Leased Assets [Line Items]
Estimated useful life			30 years

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Commitments and Contingencies - Future Minimum Lease Payments and Sublease Rental Payments under Noncancelable Operating Leases (Details) $ in Thousands	Jun. 30, 2019 USD ($)
Capital Leases
Remainder of 2019	$ 144
2020	230
2021	172
2022	86
2023	0
Thereafter	0
Total minimum lease payments	632
Total	632
Build-to-Suit Lease
The remainder of 2019	2,829
2020	5,772
2021	1,943
2022	0
2023	0
Thereafter	0
Total minimum lease payments	10,544
Less: Amount representing interest and taxes	(5,888)
Total	4,656
Operating Leases
The remainder of 2019	1,955
2020	3,844
2021	3,440
2022	3,185
2023	2,836
Thereafter	4,392
Total	19,652
Sublease Income
The remainder of 2019	(2,061)
2020	(4,205)
2021	(1,239)
2022	0
2023	0
Thereafter	0
Total	(7,505)
Total
The remainder of 2019	2,867
2020	5,641
2021	4,316
2022	3,271
2023	2,836
Thereafter	4,392
Total minimum lease payments	23,323
Total	$ 17,435

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Commitments and Contingencies - Letters of Credit (Details) $ in Millions	Jun. 30, 2019 USD ($)
San Francisco Office Space Leases
Line of Credit Facility [Line Items]
Collateralizing letter of credit amount	$ 1.0

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Commitments and Contingencies - Future Creator Payments Committed to under Contract but Not Yet Paid (Details) - Future Creator Payments $ in Thousands	Jun. 30, 2019 USD ($)
Other Commitments [Line Items]
Remainder of 2019	$ 6,153
2020	12,265
2021	5,024
2022	2,042
2023	1,313
Thereafter	0
Total	$ 26,797

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Commitments and Contingencies - Litigation and Loss Contingencies (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Loss Contingencies [Line Items]
Loss contingency accrual	$ 14.7		$ 14.7		$ 19.2
Estimate of possible loss attributable to potential interest and penalties	1.3		1.3		$ 1.2
Ticketfly Customer Data Breach
Loss Contingencies [Line Items]
Potential costs associated with incident				$ 6.6
Insurance proceeds	$ 2.7		$ 3.0
Ticketfly Customer Data Breach | Contra Revenue
Loss Contingencies [Line Items]
Potential costs associated with incident		$ 6.3		6.3
Ticketfly Customer Data Breach | Operating Expenses
Loss Contingencies [Line Items]
Potential costs associated with incident				$ 0.3

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Stockholders' Equity - Common Stock (Details)		1 Months Ended		3 Months Ended		6 Months Ended
	May 31, 2019 shares	Jan. 31, 2019 shares	Aug. 31, 2018	Jun. 30, 2019 USD ($) shares	Jun. 30, 2018 USD ($)	Jun. 30, 2019 USD ($) vote shares	Jun. 30, 2018 USD ($)	Dec. 31, 2018 shares	Dec. 31, 2010 shares	Dec. 31, 2004 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued and outstanding (in shares)				18,622,464		18,622,464		22,012,597
Stock-based compensation expense | $				$ 8,706,000	$ 5,248,000	$ 16,833,000	$ 8,108,000
Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of votes per share | vote						1
Class B Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of votes per share | vote						10
Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense | $				$ 200,000	$ 0	$ 500,000	$ 0
2004 Plan, 2010 Plan and 2018 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued and outstanding (in shares)				18,622,464		18,622,464
Number of shares available for grant (in shares)				12,101,221		12,101,221
2004 Plan, 2010 Plan and 2018 Plan | Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period						4 years
Expiration period						10 years
2004 Stock Option Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)										6,000,000
2010 Stock Option Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)									29,963,761
2018 Stock Option and Incentive Plan | Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)				7,745,819		7,745,819
2018 Employee Stock Purchase Plan (ESPP) | Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)				2,318,083		2,318,083
2018 Employee Stock Purchase Plan (ESPP) | Employee Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum annual contribution percentage per employee			15.00%
Fair vale purchase price percentage			85.00%
2018 Employee Stock Purchase Plan (ESPP) | Employee Stock | Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock reserved for future issuance (in shares)				2,150,377		2,150,377
Additional shares reserved for future issuance (in shares)		783,583
Common Stock | Class A Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock for ESPP Purchase (in shares)	167,706			167,706

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Stockholders' Equity - Stock Option Activity (Details) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2019 USD ($) $ / shares shares	Dec. 31, 2018 USD ($) $ / shares shares
Outstanding options
Balance (in shares) | shares	22,012,597
Granted (in shares) | shares	1,174,160
Exercised (in shares) | shares	(3,819,674)
Cancelled (in shares) | shares	(744,619)
Balance (in shares) | shares	18,622,464	22,012,597
Vested and exercisable (in shares) | shares	10,860,362	12,462,693
Vested and expected to vest (in shares) | shares	17,844,757	20,926,797
Weighted- average exercise price
Balance (in dollars per share) | $ / shares	$ 7.85
Granted (in dollars per share) | $ / shares	17.96
Exercised (in dollars per share) | $ / shares	6.01
Cancelled (in dollars per share) | $ / shares	12.74
Balance (in dollars per share) | $ / shares	8.67	$ 7.85
Vested and exercisable (in dollars per share) | $ / shares	6.51	5.75
Vested and expected to vest (in dollars per share) | $ / shares	$ 8.53	$ 7.69
Weighted- average remaining contractual term
Outstanding	6 years 8 months 13 days	7 years 26 days
Vested and exercisable	5 years 3 months 8 days	5 years 7 months 15 days
Vested and expected to vest	6 years 7 months 7 days	6 years 12 months 15 days
Aggregate intrinsic value
Outstanding | $	$ 140,970	$ 439,382
Exercised | $	23,869
Vested and exercisable | $	105,536	274,883
Vested and expected to vest | $	$ 137,576	$ 421,047

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Stockholders' Equity - Common Stock Subject to Repurchase (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 31, 2018
Equity [Abstract]
Common stock subject to repurchase related to stock options (in shares)	42,463	55,537
Liability related to early exercises of stock options	$ 0.4	$ 0.4

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Stockholders' Equity - Assumptions Used to Estimate the Fair Value of Stock Options (Details) - Stock Options	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%	0.00%	0.00%
Expected term		6 years 30 days		6 years 30 days
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	49.20%		49.20%	48.30%
Risk-free interest rate	1.85%		1.85%	2.32%
Expected term	5 years 1 month 16 days		5 years 1 month 16 days
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	49.40%	52.90%	49.70%	52.90%
Risk-free interest rate	1.95%	2.55%	2.58%	2.61%
Expected term	6 years 29 days		6 years 29 days

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Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average fair value of stock options granted (in dollars per share)	$ 8.02	$ 6.61	$ 8.84	$ 5.88
Compensation expense not yet recognized	$ 46.9		$ 46.9		$ 51.3
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average recognition period for unrecognized stock-based compensation			2 years 6 months 17 days		2 years 8 months 23 days

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Stockholders' Equity - Restricted Stock Units (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 8,706,000	$ 5,248,000	$ 16,833,000	$ 8,108,000
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	3,700,000	$ 0	6,100,000	$ 0
Stock-based compensation expense, not yet recognized	$ 49,100,000		$ 49,100,000
Weighted-average recognition period for unrecognized stock-based compensation			3 years 7 months 25 days

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Stockholders' Equity - Restricted Stock Unit Activity (Details) - Restricted Stock Units	6 Months Ended
	Jun. 30, 2019 $ / shares shares
Outstanding RSUs
Balance at December 31, 2018 (in shares) | shares	670,606
Awarded (in shares) | shares	2,524,441
Released (in shares) | shares	(140,022)
Cancelled (in shares) | shares	(230,136)
Balance at June 30, 2019 (in shares) | shares	2,824,889
Vested and expected to vest as of June 30, 2019 (in shares) | shares	2,277,893
Weighted-average grant date fair value per share
Balance at December 31, 2018 (in usd per share) | $ / shares	$ 24.71
Awarded (in usd per share) | $ / shares	21.60
Released (in usd per share) | $ / shares	20.40
Cancelled (in usd per share) | $ / shares	28.93
Balance at June 30, 2019 (in usd per share) | $ / shares	21.79
Vested and expected to vest as of June 30, 2019 (in usd per share) | $ / shares	$ 21.77

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Stockholders' Equity - Sales of the Company's Stock (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	May 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense		$ 8,706	$ 5,248	$ 16,833	$ 8,108
Sale of the Company's Common Stock to Entities Affiliated with Existing Investor
Class of Stock [Line Items]
Common stock sold by employees and former employees (in shares)	1.3
Share price of stock sold by employees (in dollars per shares)	$ 13.12
Aggregate purchase price	$ 17,200
Stock Compensation Plan
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense			2,200
General and administrative
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense		4,948	3,566	9,570	5,058
General and administrative | Stock Compensation Plan
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense			2,000
Sales, marketing and support
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense		$ 1,246	864	$ 2,469	$ 1,578
Sales, marketing and support | Stock Compensation Plan
Class of Stock [Line Items]
Excess of purchase price over fair value recognized as compensation expense			$ 200

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Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018
Earnings Per Share [Abstract]
Net loss	$ (14,833)	$ (9,998)	$ (24,603)	$ 9,023	$ (24,831)	$ (15,580)
Weighted-average shares used in computing net loss per share, basic and diluted (in shares)	81,369		21,886		80,049	21,289
Net loss per share, basic and diluted (in dollars per share)	$ (0.18)		$ (1.12)		$ (0.31)	$ (0.73)

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Net Loss Per Share - Potentially Dilutive Securities Excluded from the Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	21,448	62,156
Redeemable convertible preferred stock (on an if-converted basis)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	0	41,628
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	18,622	18,483
Redeemable convertible preferred stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	0	933
Restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	2,784	1,033
Early exercised options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Potentially dilutive securities excluded from the computation of diluted net loss per share (in shares)	42	79

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Income tax provision (benefit)	$ (1,193)	$ 430	$ (1,093)	$ 800

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Geographic Information - Net Revenue By Geography (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Segment Reporting Information [Line Items]
Net revenue	$ 80,758	$ 67,542	$ 162,084	$ 142,068
United States
Segment Reporting Information [Line Items]
Net revenue	58,687	47,206	118,471	104,491
International
Segment Reporting Information [Line Items]
Net revenue	$ 22,071	$ 20,336	$ 43,613	$ 37,577

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Geographic Information - Narrative (Details) - Ticketfly Customer Data Breach - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018
Loss Contingencies [Line Items]
Potential costs associated with incident		$ 6.6
Contra Revenue
Loss Contingencies [Line Items]
Potential costs associated with incident	$ 6.3	$ 6.3

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Subsequent Events (Details) - Subsequent Event $ in Millions		1 Months Ended
	Jul. 16, 2019 complaint	Jul. 31, 2019 USD ($)
Subsequent Event [Line Items]
Customer refund expense | $		$ 4.0
New complaints filed | complaint	2