Subsequent Events

Dual Class Structure

Immediately prior to the closing of our IPO on April 23, 2019, we filed an amended certificate of incorporation, which created Class A common stock and Class B common stock. All shares of our common stock outstanding immediately prior to the completion of our IPO, including shares of our common stock issued upon conversion of our redeemable convertible preferred stock and redeemable convertible preferred stock warrants and shares of our common stock underlying stock options and RSUs granted under our 2009 Plan, were converted into shares of Class B common stock. The rights of holders of our Class A common stock and Class B common stock are identical, except with respect to voting, conversion and transfer rights. Each share of Class A common stock is entitled to one vote and each share of Class B common stock is entitled to twenty votes.

Initial Public Offering

On April 23, 2019, we closed our IPO in which we issued and sold 75,000,000 shares of Class A common stock at $19.00 per share. We received net proceeds of $1,368.0 million after deducting underwriting discounts and commissions and before deducting estimated offering costs of $8.7 million, of which $5.6 million was included in other assets as of March 31, 2019. Immediately prior to the completion of our IPO, all shares of our outstanding redeemable convertible preferred stock and redeemable convertible preferred stock warrants automatically converted into 308,621,636 shares of Class B common stock on a one-for-one basis, and immediately thereafter but still prior to the completion of our IPO all of our outstanding common stock were reclassified into 456,213,756 shares of Class B common stock on a one-for-one basis.

On April 29, 2019, we issued and sold an additional 11,250,000 shares of Class A common stock at $19.00 per share pursuant to the underwriters’ option to purchase additional shares. We received additional net proceeds of $205.2 million after deducting underwriting discounts and commissions.

The shares and proceeds from our IPO and the underwriters’ exercise of their option to purchase additional shares are not reflected in the condensed consolidated financial statements as of and for the three months ended March 31, 2019. The pro forma condensed consolidated balance sheet data below reflects the aforementioned conversions as well as:


i.	An increase to additional paid-in capital related to our receipt of total net proceeds of $1,573.2 million after deducting total underwriting discounts and commissions of $65.6 million and before deducting estimated offering costs of $8.7 million.

ii.

An increase to additional paid-in capital and accumulated deficit related to the recognition of $974.9 million of share-based compensation expense related to RSUs granted prior to our IPO, which were subject to both a service condition, which is typically satisfied over four years, and a performance condition, which was satisfied upon completion of our IPO. Upon satisfaction of the performance condition, we released 20,221,114 shares of Class B common stock, net, and made cash payments of $303.3 million to satisfy the related tax withholding and remittance obligations. These payments are reflected as a decrease to additional paid-in capital.

The table below presents our pro forma condensed consolidated balance sheet data (in thousands except per share amounts):



	March 31, 2019
	Actual			Pro Forma Adjustments			Pro Forma
Other liabilities	$	23,945		$	(5,005	)	$	18,940

Redeemable convertible preferred stock, $0.00001 par value, 928,676 shares authorized; 308,373 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively; no shares authorized, issued and outstanding, pro forma	1,465,399			(1,465,399		)	—
Stockholders’ equity (deficit):
Common stock, $0.00001 par value, 1,932,500 shares authorized; 127,371 and 127,298 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively; no shares issued and outstanding, pro forma	1			(1		)	—
Class A common stock, $0.00001 par value, no shares authorized, issued and outstanding as of March 31, 2019 and December 31, 2018; 6,666,667 shares authorized, 86,250 shares issued and outstanding, pro forma; Class B common stock, $0.00001 par value, no shares authorized, issued and outstanding as of March 31, 2019 and December 31, 2018; 1,333,333 shares authorized, 456,214 shares issued and outstanding, pro forma	—			5			5
Additional paid-in capital	253,016			3,706,496			3,959,512
Accumulated other comprehensive loss	(231		)	—			(231		)
Accumulated deficit	(886,775		)	(974,851		)	(1,861,626		)
Total stockholders’ equity (deficit)	$	(633,989	)	$	2,731,649		$	2,097,660