For the month of | February | 2018 | |
Commission File Number | 001-37400 | ||
Shopify Inc. | |||
(Translation of registrant’s name into English) | |||
150 Elgin Street, 8th Floor Ottawa, Ontario, Canada K2P 1L4 | |||
(Address of principal executive offices) |
Form 20-F | Form 40-F | x |
Shopify Inc. | |||||
(Registrant) | |||||
Date: | February 15, 2018 | By: | /s/ Joseph A. Frasca | ||
Name: Joseph A. Frasca Title: SVP, General Counsel and Corporate Secretary |
• | Total revenue in the fourth quarter was $222.8 million, a 71% increase from the comparable quarter in 2016. Within this, Subscription Solutions revenue grew 67% to $93.9 million, driven by rapid growth in Monthly Recurring Revenue1 (“MRR”). Merchant Solutions revenue grew 74% to $128.9 million, driven primarily by the growth of Gross Merchandise Volume2 (“GMV”). |
• | MRR as of December 31, 2017 was $29.9 million, up 62% compared with $18.5 million as of December 31, 2016. Shopify Plus contributed $6.3 million, or 21%, of MRR compared with 17% of MRR as of December 31, 2016. |
• | GMV for the fourth quarter was $9.1 billion, an increase of $3.6 billion, or 65% over the fourth quarter of 2016. Gross Payments Volume3 (“GPV”) grew to $3.5 billion, which accounted for 39% of GMV processed in the quarter, versus $2.2 billion, or 39%, for the fourth quarter of 2016. |
• | Gross profit grew 78% to $121.1 million as compared with the $68.1 million recorded for the fourth quarter of 2016. |
• | Operating loss for the fourth quarter of 2017 was $6.1 million, or 3% of revenue, versus $9.3 million, or 7% of revenue, for the comparable period a year ago. |
• | Adjusted operating income4 for the fourth quarter of 2017 was 5% of revenue, or $11.6 million; adjusted operating loss for the fourth quarter of 2016 was 1% of revenue, or $0.8 million. |
• | Net loss for the fourth quarter of 2017 was $3.0 million, or $0.03 per share, compared with $8.9 million, or $0.10 per share, for the fourth quarter of 2016. |
• | Adjusted net income4 for the fourth quarter of 2017 was $14.7 million, or $0.15 per share, compared with an adjusted net loss of $0.4 million, or $0.00 per share, for the fourth quarter of 2016. |
• | At December 31, 2017, Shopify had $938.0 million in cash, cash equivalents and marketable securities, compared with $392.4 million on December 31, 2016. |
• | Merchants using Shopify’s platform achieved their biggest holiday season yet, with the four days comprising the Black Friday Cyber Monday weekend accounting for $1 billion of GMV with a peak of $1 million of orders processed per minute. |
• | In November, Shopify made UPS premium services available as part of Shopify Shipping. Competitive, pre-negotiated domestic and international rates from UPS are now available to all U.S. merchants directly within the Shopify platform. |
• | The majority of purchasing from merchants’ stores came from mobile devices in the quarter, accounting for 73% of traffic and 61% of orders for the three months ended December 31, versus 69% and 55%, respectively, for the fourth quarter of 2016. |
• | Shopify Capital issued $39.7 million in merchant cash advances in the fourth quarter of 2017, more than twice the $14.7 million issued in the fourth quarter of last year. Shopify Capital grew to over $170 million in cumulative cash advanced since its launch in April 2016 through December 31, 2017. |
• | Total revenue for the full year 2017 was $673.3 million, a 73% increase over 2016. Within this, Subscription Solutions revenue grew 64% to $310.0 million, while Merchant Solutions revenue grew 81% to $363.3 million. |
• | GMV2 for 2017 was $26.3 billion, an increase of 71% over 2016. GPV3 grew to $10.0 billion, which accounted for 38% of GMV processed versus $5.9 billion, or 38%, for 2016. |
• | Gross profit grew 82% to $380.3 million as compared with $209.5 million for 2016. |
• | Operating loss for 2017 was $49.2 million, or 7% of revenue, versus $37.2 million, or 10% of revenue, for 2016. |
• | Adjusted operating income4 for 2017 was 1% of revenue, or $6.0 million; adjusted operating loss for 2016 was 3% of revenue, or $12.1 million. |
• | Net loss for 2017 was $40.0 million, or $0.42 per share, compared with $35.4 million, or $0.42 per share, for 2016. |
• | Adjusted net income4 for 2017 was $15.2 million, or $0.16 per share, compared with an adjusted net loss of $10.3 million, or $0.12 per share, for 2016. |
• | Added new channels: Instagram, Lyst, BuzzFeed, and eBay joined Facebook, Pinterest, and Amazon in offering Shopify merchants multiple selling venues from one integrated back office, and a wholesale channel was launched for Shopify Plus merchants. More importantly, merchants continued to expand their use of channels beyond the online store to grow their sales. |
• | Improved existing channels: Shopify’s point-of-sale solution was enhanced with the launch of our own Chip and Swipe card reader, designed specifically for the needs of Shopify’s merchants. We also expanded the number of categories available for merchants to sell on Amazon. |
• | Added new shipping partners and features: DHL and UPS both joined USPS and Canada Post as options available directly from within the Shopify platform, and functionality evolved to meet the needs of more merchants with the launch of bulk label printing and carrier-calculated rates. |
• | Explored new frontiers: Augmented reality for shopping, in-game purchases of physical products, and bridging online and in-person purchasing were a few areas where Shopify tested the possibilities ahead for commerce. |
• | Expanded our global footprint: Shopify grew its share of merchants outside its core English-speaking geographies; launched Shopify Payments in New Zealand and Singapore; began work on additional space in all four of the Canadian cities where it currently has offices: Toronto, Ottawa, Montreal and Waterloo, as well as in its San Francisco office; added offices in Vilnius and Berlin, with the acquisition of Oberlo; and began exploring product/market fit in certain emerging geographies. |
• | Increased our value to merchants: Shopify expanded its share of wallet as merchants adopted new offerings and expanded their use of existing offerings in 2017. Shopify Capital quadrupled the amount of cash advanced to merchants in 2017; penetration rates for shipping expanded to 30% and 20% for eligible merchants shipping from the U.S. and Canada, respectively; Shopify Pay facilitated 4.8 million transactions from 2.1 million consumers since its launch in the second quarter of 2017; and app spend per user continued to increase, demonstrating the growing value of our app ecosystem. |
• | Revenues in the range of $970 million to $990 million |
• | GAAP operating loss in the range of $95 million to $105 million |
• | Adjusted operating income4 in the range of $(5) million to $5 million, which excludes stock-based compensation expenses and related payroll taxes of $100 million |
• | Revenues in the range of $198 million to $202 million |
• | GAAP operating loss in the range of $25 million to $27 million |
• | Adjusted operating loss4 in the range of $6 million to $8 million, which excludes stock-based compensation expenses and related payroll taxes of $19 million |
CONTACT: | ||
INVESTORS: | MEDIA: | |
Katie Keita | Sheryl So | |
Director, Investor Relations | Public Relations Manager | |
613-241-2828 x 1024 | 416-238-6705 x 302 | |
IR@shopify.com | press@shopify.com | |
SOURCE: Shopify |
Three months ended | Years ended | ||||||||||
December 31, 2017 | December 31, 2016 | December 31, 2017 | December 31, 2016 | ||||||||
$ | $ | $ | $ | ||||||||
Revenues | |||||||||||
Subscription solutions | 93,918 | 56,387 | 310,031 | 188,606 | |||||||
Merchant solutions | 128,896 | 73,996 | 363,273 | 200,724 | |||||||
222,814 | 130,383 | 673,304 | 389,330 | ||||||||
Cost of revenues | |||||||||||
Subscription solutions | 19,867 | 11,593 | 61,267 | 39,478 | |||||||
Merchant solutions | 81,802 | 50,655 | 231,784 | 140,357 | |||||||
101,669 | 62,248 | 293,051 | 179,835 | ||||||||
Gross profit | 121,145 | 68,135 | 380,253 | 209,495 | |||||||
Operating expenses | |||||||||||
Sales and marketing | 67,174 | 39,016 | 225,694 | 129,214 | |||||||
Research and development | 40,339 | 24,472 | 135,997 | 74,336 | |||||||
General and administrative | 19,745 | 13,952 | 67,719 | 43,110 | |||||||
Total operating expenses | 127,258 | 77,440 | 429,410 | 246,660 | |||||||
Loss from operations | (6,113 | ) | (9,305 | ) | (49,157) | (37,165) | |||||
Other income | 3,126 | 438 | 9,162 | 1,810 | |||||||
Net loss | (2,987 | ) | (8,867 | ) | (39,995) | (35,355) | |||||
Other comprehensive income (loss), net of tax | (3,419 | ) | (1,342 | ) | 5,253 | (1,818 | ) | ||||
Comprehensive loss | (6,406 | ) | (10,209 | ) | (34,742) | (37,173) | |||||
Basic and diluted net loss per share attributable to shareholders | (0.03 | ) | (0.10 | ) | (0.42 | ) | (0.42 | ) | |||
Weighted average shares used to compute basic and diluted net loss per share attributable to shareholders | 99,551,791 | 89,137,155 | 95,774,897 | 83,988,597 |
As at | |||||
December 31, 2017 | December 31, 2016 | ||||
$ | $ | ||||
Assets | |||||
Current assets | |||||
Cash and cash equivalents | 141,677 | 84,013 | |||
Marketable securities | 796,362 | 308,401 | |||
Trade and other receivables | 21,939 | 9,599 | |||
Merchant cash advances receivable, net | 47,101 | 11,896 | |||
Other current assets | 18,598 | 8,989 | |||
1,025,677 | 422,898 | ||||
Long-term assets | |||||
Property and equipment, net | 50,360 | 45,719 | |||
Intangible assets, net | 17,210 | 6,437 | |||
Goodwill | 20,317 | 15,504 | |||
87,887 | 67,660 | ||||
Total assets | 1,113,564 | 490,558 | |||
Liabilities and shareholders’ equity | |||||
Current liabilities | |||||
Accounts payable and accrued liabilities | 62,576 | 45,057 | |||
Current portion of deferred revenue | 30,694 | 20,164 | |||
Current portion of lease incentives | 1,484 | 1,311 | |||
94,754 | 66,532 | ||||
Long-term liabilities | |||||
Deferred revenue | 1,352 | 922 | |||
Lease incentives | 14,970 | 12,628 | |||
Deferred tax liability | 1,388 | — | |||
17,710 | 13,550 | ||||
Shareholders’ equity | |||||
Common stock, unlimited Class A subordinate voting shares authorized, 87,067,604 and 77,030,952 issued and outstanding; unlimited Class B multiple voting shares authorized, 12,810,084 and 12,374,528 issued and outstanding | 1,077,477 | 468,494 | |||
Additional paid-in capital | 43,392 | 27,009 | |||
Accumulated other comprehensive income (loss) | 3,435 | (1,818 | ) | ||
Accumulated deficit | (123,204 | ) | (83,209 | ) | |
Total shareholders’ equity | 1,001,100 | 410,476 | |||
Total liabilities and shareholders’ equity | 1,113,564 | 490,558 |
Years ended | |||||
December 31, 2017 | December 31, 2016 | ||||
$ | $ | ||||
Cash flows from operating activities | |||||
Net loss for the year | (39,995) | (35,355) | |||
Adjustments to reconcile net loss to net cash provided by operating activities: | |||||
Amortization and depreciation | 23,382 | 13,967 | |||
Stock-based compensation | 49,163 | 22,896 | |||
Provision for uncollectible receivables related to merchant cash advances | 2,606 | 1,028 | |||
Vesting of restricted shares | — | 202 | |||
Unrealized foreign exchange gain | (1,604) | (969) | |||
Changes in operating assets and liabilities: | |||||
Trade and other receivables | (13,037) | (2,356) | |||
Merchant cash advances receivable | (37,811) | (12,924) | |||
Other current assets | (3,706) | (2,604) | |||
Accounts payable and accrued liabilities | 15,428 | 19,813 | |||
Deferred revenue | 10,960 | 7,699 | |||
Lease incentives | 2,515 | 2,620 | |||
Net cash provided by operating activities | 7,901 | 14,017 | |||
Cash flows from investing activities | |||||
Purchase of marketable securities | (1,129,263) | (369,208) | |||
Maturity of marketable securities | 642,073 | 139,872 | |||
Acquisitions of property and equipment | (20,043) | (23,773) | |||
Acquisitions of intangible assets | (4,219) | (2,463) | |||
Acquisition of businesses, net of cash acquired | (15,718) | (14,114) | |||
Net cash used in investing activities | (527,170) | (269,686) | |||
Cash flows from financing activities | |||||
Proceeds from the exercise of stock options | 14,774 | 4,162 | |||
Proceeds from public offering, net of issuance costs | 560,057 | 224,423 | |||
Net cash provided by financing activities | 574,831 | 228,585 | |||
Effect of foreign exchange on cash and cash equivalents | 2,102 | 1,027 | |||
Net increase (decrease) in cash and cash equivalents | 57,664 | (26,057) | |||
Cash and cash equivalents – Beginning of Year | 84,013 | 110,070 | |||
Cash and cash equivalents – End of Year | 141,677 | 84,013 |
Three months ended | Years ended | ||||||||||
December 31, 2017 | December 31, 2016 | December 31, 2017 | December 31, 2016 | ||||||||
$ | $ | $ | $ | ||||||||
GAAP Gross profit | 121,145 | 68,135 | 380,253 | 209,495 | |||||||
% of Revenue | 54 | % | 52 | % | 56 | % | 54 | % | |||
add: stock-based compensation | 309 | 206 | 1,102 | 629 | |||||||
add: payroll taxes related to stock-based compensation | 61 | 10 | 179 | 89 | |||||||
Non-GAAP Gross profit | 121,515 | 68,351 | 381,534 | 210,213 | |||||||
% of Revenue | 55 | % | 52 | % | 57 | % | 54 | % | |||
GAAP Sales and marketing | 67,174 | 39,016 | 225,694 | 129,214 | |||||||
% of Revenue | 30 | % | 30 | % | 34 | % | 33 | % | |||
less: stock-based compensation | 2,936 | 1,300 | 8,986 | 3,951 | |||||||
less: payroll taxes related to stock-based compensation | 246 | 124 | 890 | 493 | |||||||
Non-GAAP Sales and marketing | 63,992 | 37,592 | 215,818 | 124,770 | |||||||
% of Revenue | 29 | % | 29 | % | 32 | % | 32 | % | |||
GAAP Research and development | 40,339 | 24,472 | 135,997 | 74,336 | |||||||
% of Revenue | 18 | % | 19 | % | 20 | % | 19 | % | |||
less: stock-based compensation | 9,653 | 5,232 | 31,338 | 14,318 | |||||||
less: payroll taxes related to stock-based compensation | 1,190 | 230 | 3,222 | 1,046 | |||||||
Non-GAAP Research and development | 29,496 | 19,010 | 101,437 | 58,972 | |||||||
% of Revenue | 13 | % | 15 | % | 15 | % | 15 | % | |||
GAAP General and administrative | 19,745 | 13,952 | 67,719 | 43,110 | |||||||
% of Revenue | 9 | % | 11 | % | 10 | % | 11 | % | |||
less: stock-based compensation | 2,080 | 1,324 | 7,737 | 4,200 | |||||||
less: payroll taxes related to stock-based compensation | 1,222 | 72 | 1,748 | 295 | |||||||
Non-GAAP General and administrative | 16,443 | 12,556 | 58,234 | 38,615 | |||||||
% of Revenue | 7 | % | 10 | % | 9 | % | 10 | % | |||
GAAP Operating expenses | 127,258 | 77,440 | 429,410 | 246,660 | |||||||
% of Revenue | 57 | % | 59 | % | 64 | % | 63 | % | |||
less: stock-based compensation | 14,669 | 7,856 | 48,061 | 22,469 | |||||||
less: payroll taxes related to stock-based compensation | 2,658 | 426 | 5,860 | 1,834 | |||||||
Non-GAAP Operating Expenses | 109,931 | 69,158 | 375,489 | 222,357 | |||||||
% of Revenue | 49 | % | 53 | % | 56 | % | 57 | % |
Three months ended | Years ended | ||||||||||
December 31, 2017 | December 31, 2016 | December 31, 2017 | December 31, 2016 | ||||||||
$ | $ | $ | $ | ||||||||
GAAP Operating loss | (6,113 | ) | (9,305 | ) | (49,157 | ) | (37,165 | ) | |||
% of Revenue | (3 | )% | (7 | )% | (7 | )% | (10 | )% | |||
add: stock-based compensation | 14,978 | 8,062 | 49,163 | 23,098 | |||||||
add: payroll taxes related to stock-based compensation | 2,719 | 436 | 6,039 | 1,923 | |||||||
Adjusted Operating Income (Loss) | 11,584 | (807 | ) | 6,045 | (12,144 | ) | |||||
% of Revenue | 5 | % | (1 | )% | 1 | % | (3 | )% | |||
GAAP Net loss | (2,987 | ) | (8,867 | ) | (39,995 | ) | (35,355 | ) | |||
% of Revenue | (1 | )% | (7 | )% | (6 | )% | (9 | )% | |||
add: stock-based compensation | 14,978 | 8,062 | 49,163 | 23,098 | |||||||
add: payroll taxes related to stock-based compensation | 2,719 | 436 | 6,039 | 1,923 | |||||||
Adjusted Net Income (Loss) | 14,710 | (369 | ) | 15,207 | (10,334 | ) | |||||
% of Revenue | 7 | % | — | % | 2 | % | (3 | )% | |||
GAAP net loss per share attributable to shareholders | (0.03 | ) | (0.10 | ) | (0.42 | ) | (0.42 | ) | |||
add: stock-based compensation | 0.15 | 0.09 | 0.51 | 0.28 | |||||||
add: payroll taxes related to stock-based compensation | 0.03 | — | 0.06 | 0.02 | |||||||
Adjusted net income (loss) per share attributable to shareholders(1) | 0.15 | — | 0.16 | (0.12 | ) | ||||||
Weighted average shares used to compute GAAP and non-GAAP net income (loss) per share attributable to shareholders | 99,551,791 | 89,137,155 | 95,774,897 | 83,988,597 |