Block, Inc. 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA BLOCK, INC. INDEX TO THE CONSOLIDATED FINANCIAL STATEMENTS Page No Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) 88 Consolidated Balance Sheets 91 Consolidated Statements of Operations 92 Consolidated Statements of Comprehensive Income (Loss) 93 Consolidated Statements of Stockholders' Equity 94 Consolidated Statements of Cash Flows 95 Notes to the Consolidated Financial Statements 97 87 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of Block, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Block, Inc. (the Company) as of December 31, 2023 and 2022, and the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 22, 2024 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. 88 Allowance for Credit Losses related to Consumer Receivables Description of the Matter The Company’s consumer receivables and the associated allowance for credit losses were $2.6 billion and $185.3 million as of December 31, 2023, respectively. The provision for credit losses was $261.3 million for the year ended December 31, 2023. As discussed in Notes 1 and 6 to the consolidated financial statements, the Company has exposure to expected credit losses from consumer receivables, for which an allowance for credit losses is recorded under ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The Company estimates the allowance for credit losses related to consumer receivables using both quantitative methods, based on historical payment patterns including losses and recoveries, recent and historical trends in delinquencies, past-due receivables and charge-offs, and qualitative methods, which consider consumer behavior, current and historical macroeconomic trends, along with other factors. Auditing management’s estimate of the allowance for credit losses related to consumer receivables was challenging because management’s estimate required a high degree of judgment in evaluating historical trends related to loss rates and an assessment of a need for a qualitative adjustment in the Company’s expected credit loss methodology. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design, and tested the operating effectiveness of the Company’s controls over the process for determining the allowance for credit losses related to consumer receivables. This includes testing controls over management’s review of the methodology to determine estimated losses, the completeness and accuracy of historical losses and recoveries, past-due receivables and charge-offs, and management’s qualitative assumptions on future losses. To test the Company’s allowance for credit losses related to consumer receivables, we involved EY specialists in testing management’s methodology and key assumptions. Our audit procedures included, among others, evaluating the Company’s methodology as well as performing procedures over historical losses incurred by the Company by aging category and testing recoveries. In addition, we evaluated and tested management’s conclusion for the need for a qualitative adjustment in the Company’s expected credit loss methodology including the examination of current macroeconomic conditions such as changes in unemployment and GDP. We also reviewed subsequent events, which included actual collections on current and aged receivables as of December 31, 2023, to consider whether they corroborated the Company’s conclusion related to the overall allowance for credit losses related to consumer receivables. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2019. San Francisco, California February 22, 2024 89 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Stockholders and the Board of Directors of Block, Inc. Opinion on Internal Control Over Financial Reporting We have audited Block, Inc.’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Block, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity and cash flows for each of the three years ended December 31, 2023, and the related notes and our report dated February 22, 2024 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP San Francisco, California February 22, 2024 90 BLOCK, INC. CONSOLIDATED BALANCE SHEETS (In thousands, except per share data) December 31, 2023 2022 Assets Current assets: Cash and cash equivalents $ 4,996,465 $ 4,544,202 Investments in short-term debt securities 851,901 1,081,851 Settlements receivable 3,226,294 2,416,324 Customer funds 3,170,430 3,180,324 Consumer receivables, net 2,444,695 1,871,160 Loans held for sale 775,424 474,036 Safeguarding asset related to bitcoin held for other parties 1,038,585 428,243 Other current assets 2,353,488 1,627,265 Total current assets 18,857,282 15,623,405 Property and equipment, net 296,056 329,302 Goodwill 11,919,720 11,966,761 Acquired intangible assets, net 1,761,521 2,014,034 Investments in long-term debt securities 251,127 573,429 Operating lease right-of-use assets 244,701 373,172 Other non-current assets 739,486 484,237 Total assets $ 34,069,893 $ 31,364,340 Liabilities and Stockholders’ Equity Current liabilities: Customers payable $ 6,795,340 $ 5,548,656 Settlements payable 8,469 462,505 Accrued expenses and other current liabilities 1,326,200 1,073,516 Current portion of long-term debt (Note 15) — 460,356 Warehouse funding facilities, current 753,035 461,240 Safeguarding obligation liability related to bitcoin held for other parties 1,038,585 428,243 Total current liabilities 9,921,629 8,434,516 Deferred tax liabilities 35,695 132,498 Warehouse funding facilities, non-current 854,882 877,066 Long-term debt (Note 15) 4,120,091 4,109,829 Operating lease liabilities, non-current 289,788 357,419 Other non-current liabilities 154,972 201,657 Total liabilities 15,377,057 14,112,985 Commitments and contingencies (Note 20) Stockholders’ equity: Preferred stock, $ 0.0000001 par value: 100,000 shares authorized at December 31, 2023 and December 31, 2022. None issued and outstanding at December 31, 2023 and December 31, 2022. — — Class A common stock, $ 0.0000001 par value: 1,000,000 shares authorized at December 31, 2023 and December 31, 2022; 555,306 and 539,408 issued and outstanding at December 31, 2023 and December 31, 2022, respectively. — — Class B common stock, $ 0.0000001 par value: 500,000 shares authorized at December 31, 2023 and December 31, 2022; 60,515 and 60,652 issued and outstanding at December 31, 2023 and December 31, 2022, respectively. — — Additional paid-in capital 19,601,992 18,314,681 Accumulated other comprehensive loss ( 378,307 ) ( 523,090 ) Accumulated deficit ( 528,429 ) ( 568,712 ) Total stockholders’ equity attributable to common stockholders 18,695,256 17,222,879 Noncontrolling interests ( 2,420 ) 28,476 Total stockholders’ equity 18,692,836 17,251,355 Total liabilities and stockholders’ equity $ 34,069,893 $ 31,364,340 The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 91 BLOCK, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data) Year Ended December 31, 2023 2022 2021 Revenue: Transaction-based revenue $ 6,315,301 $ 5,701,540 $ 4,793,146 Subscription and services-based revenue 5,944,842 4,552,773 2,709,731 Hardware revenue 157,178 164,418 145,679 Bitcoin revenue 9,498,302 7,112,856 10,012,647 Total net revenue 21,915,623 17,531,587 17,661,203 Cost of revenue: Transaction-based costs 3,702,016 3,364,028 2,719,502 Subscription and services-based costs 1,075,129 861,745 483,056 Hardware costs 267,650 286,995 221,185 Bitcoin costs 9,293,113 6,956,733 9,794,992 Amortization of acquired technology assets 72,829 70,194 22,645 Total cost of revenue 14,410,737 11,539,695 13,241,380 Gross profit 7,504,886 5,991,892 4,419,823 Operating expenses: Product development 2,720,819 2,135,612 1,383,841 Sales and marketing 2,019,009 2,057,951 1,617,189 General and administrative 2,209,190 1,686,849 982,817 Transaction, loan, and consumer receivable losses 660,663 550,683 187,991 Bitcoin impairment losses — 46,571 71,126 Amortization of customer and other acquired intangible assets 174,044 138,758 15,747 Total operating expenses 7,783,725 6,616,424 4,258,711 Operating income (loss) ( 278,839 ) ( 624,532 ) 161,112 Interest expense (income), net ( 47,221 ) 36,228 33,124 Other income, net ( 202,475 ) ( 95,443 ) ( 29,474 ) Income (loss) before income tax ( 29,143 ) ( 565,317 ) 157,462 Benefit for income taxes ( 8,019 ) ( 12,312 ) ( 1,364 ) Net income (loss) ( 21,124 ) ( 553,005 ) 158,826 Less: Net loss attributable to noncontrolling interests ( 30,896 ) ( 12,258 ) ( 7,458 ) Net income (loss) attributable to common stockholders $ 9,772 $ ( 540,747 ) $ 166,284 Net income (loss) per share attributable to common stockholders: Basic $ 0.02 $ ( 0.93 ) $ 0.36 Diluted $ 0.02 $ ( 0.93 ) $ 0.33 Weighted-average shares used to compute net income (loss) per share attributable to common stockholders: Basic 608,856 578,949 458,432 Diluted 614,024 578,949 501,779 The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 92 BLOCK, INC. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (In thousands) Year Ended December 31, 2023 2022 2021 Net income (loss) $ ( 21,124 ) $ ( 553,005 ) $ 158,826 Net foreign currency translation adjustments 104,728 ( 471,166 ) ( 24,667 ) Net unrealized gain (loss) on marketable debt securities 40,055 ( 35,489 ) ( 15,096 ) Total comprehensive income (loss) $ 123,659 $ ( 1,059,660 ) $ 119,063 The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 93 BLOCK, INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (In thousands, except for number of shares) Class A and B common stock Common stock and Additional paid-in Accumulated other comprehensive Accumulated Noncontrolling Total stockholders’ Shares capital income (loss) deficit interests equity Balance at December 31, 2020 456,185 $ 2,955,464 $ 23,328 $ ( 297,223 ) $ — $ 2,681,569 Cumulative adjustment due to adoption of ASU 2020-06 — ( 502,707 ) — 102,974 — ( 399,733 ) Net income (loss) — — — 166,284 ( 7,458 ) 158,826 Shares issued in connection with employee stock plans 11,976 126,829 — — — 126,829 Issuance of common stock in connection with business combination 118 28,735 — — — 28,735 Change in other comprehensive loss — — ( 39,763 ) — — ( 39,763 ) Share-based compensation — 623,067 — — — 623,067 Tax withholding related to vesting of restricted stock units ( 1,403 ) ( 323,012 ) — — — ( 323,012 ) Issuance of common stock in conjunction with the conversion of convertible notes 5,515 408,879 — — — 408,879 Exercise of bond hedges in conjunction with the conversion of convertible notes ( 7,447 ) — — — — — Noncontrolling interests in connection with business combination — — — — 48,192 48,192 Balance at December 31, 2021 464,944 $ 3,317,255 $ ( 16,435 ) $ ( 27,965 ) $ 40,734 $ 3,313,589 Net loss — — — ( 540,747 ) ( 12,258 ) ( 553,005 ) Shares issued in connection with employee stock plans 11,824 81,768 — — — 81,768 Issuance of common stock in connection with business combination 113,617 13,827,929 — — — 13,827,929 Change in other comprehensive loss — — ( 506,655 ) — — ( 506,655 ) Share-based compensation — 1,092,010 — — — 1,092,010 Tax withholding related to vesting of restricted stock units ( 37 ) ( 4,735 ) — — — ( 4,735 ) Issuance of common stock in conjunction with the conversion of convertible notes 20 454 — — — 454 Exercise of bond hedges in conjunction with the conversion of convertible notes ( 1,189 ) — — — — — Issuance of common stock in connection with the exercise of common stock warrants 10,881 — — — — — Balance at December 31, 2022 600,060 $ 18,314,681 $ ( 523,090 ) $ ( 568,712 ) $ 28,476 $ 17,251,355 Cumulative adjustment due to adoption of ASU 2023-08 — — — 30,511 — 30,511 Net income (loss) — — — 9,772 ( 30,896 ) ( 21,124 ) Shares issued in connection with employee stock plans 18,055 130,433 — — — 130,433 Repurchases of common stock ( 2,466 ) ( 156,812 ) — — — ( 156,812 ) Change in other comprehensive income — — 144,783 — — 144,783 Share-based compensation — 1,307,032 — — — 1,307,032 Issuance of common stock in connection with business combination 172 6,658 — — — 6,658 Balance at December 31, 2023 615,821 $ 19,601,992 $ ( 378,307 ) $ ( 528,429 ) $ ( 2,420 ) $ 18,692,836 The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 94 BLOCK, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) Year Ended December 31, 2023 2022 2021 Cash flows from operating activities: Net income (loss) $ ( 21,124 ) $ ( 553,005 ) $ 158,826 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 408,560 340,523 134,757 Amortization of discounts and premiums and other non-cash adjustments ( 984,442 ) ( 592,489 ) 31,104 Non-cash lease expense 144,198 129,811 83,137 Share-based compensation 1,276,097 1,071,278 608,040 Loss (gain) on revaluation of equity investments 16,523 ( 73,457 ) ( 35,492 ) Bitcoin remeasurement ( 207,084 ) — — Transaction, loan, and consumer receivable losses 660,663 550,683 187,991 Bitcoin impairment losses — 46,571 71,126 Change in deferred income taxes ( 85,879 ) ( 69,593 ) ( 10,435 ) Goodwill impairment 132,313 — — Changes in operating assets and liabilities: Settlements receivable ( 1,108,529 ) ( 1,499,057 ) ( 346,217 ) Purchases and originations of loans ( 8,586,293 ) ( 6,114,847 ) ( 3,227,172 ) Proceeds from payments and forgiveness of loans 8,032,687 6,040,369 3,067,344 Customers payable 1,256,578 1,060,861 171,555 Settlements payable ( 454,036 ) 207,894 15,249 Other assets and liabilities ( 379,271 ) ( 369,639 ) ( 61,983 ) Net cash provided by operating activities 100,961 175,903 847,830 Cash flows from investing activities: Purchases of marketable debt securities ( 1,126,615 ) ( 755,697 ) ( 2,714,560 ) Proceeds from maturities of marketable debt securities 1,387,830 999,569 831,019 Proceeds from sale of marketable debt securities 339,095 449,723 617,097 Purchases of marketable debt securities from customer funds — — ( 488,851 ) Proceeds from maturities of marketable debt securities from customer funds — 73,000 505,501 Proceeds from sale of marketable debt securities from customer funds — 316,576 35,071 Payments for originations of consumer receivables ( 23,968,787 ) ( 18,361,871 ) — Proceeds from principal repayments and sales of consumer receivables 24,241,651 18,192,470 — Purchases of property and equipment ( 151,151 ) ( 170,815 ) ( 134,320 ) Purchases of bitcoin investments — — ( 170,000 ) Purchases of other investments ( 33,853 ) ( 56,712 ) ( 48,510 ) Proceeds from sale of equity investments — — 420,644 Business combinations, net of cash acquired ( 4,969 ) 539,453 ( 163,970 ) Net cash provided by (used in) investing activities 683,201 1,225,696 ( 1,310,879 ) The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 95 BLOCK, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued (In thousands) Year Ended December 31, 2023 2022 2021 Cash flows from financing activities: Proceeds from issuance of senior notes, net — — 1,971,828 Payments to redeem convertible notes ( 461,761 ) ( 1,071,788 ) — Proceeds from PPP Liquidity Facility advances — — 681,539 Repayments of PPP Liquidity Facility advances ( 16,840 ) ( 480,694 ) ( 648,100 ) Proceeds from warehouse facilities borrowings 1,387,662 1,620,805 — Repayments of warehouse facilities borrowings ( 1,118,083 ) ( 391,463 ) — Proceeds from the exercise of stock options and purchases under the employee stock purchase plan 130,433 81,768 126,719 Payments for tax withholding related to vesting of restricted stock units — ( 4,735 ) ( 323,011 ) Net increase in interest-bearing deposits 25,135 82,049 59,844 Repurchases of common stock ( 156,812 ) — — Other financing activities ( 19,977 ) ( 87,692 ) ( 9,948 ) Change in customer funds, restricted from use in the Company's operations ( 9,894 ) 349,330 793,163 Net cash provided by (used in) financing activities ( 240,137 ) 97,580 2,652,034 Effect of foreign exchange rate on cash and cash equivalents 29,156 ( 38,363 ) ( 7,066 ) Net increase in cash, cash equivalents, restricted cash, and customer funds 573,181 1,460,816 2,181,919 Cash, cash equivalents, restricted cash, and customer funds, beginning of the period 8,435,906 6,975,090 4,793,171 Cash, cash equivalents, restricted cash, and customer funds, end of the period $ 9,009,087 $ 8,435,906 $ 6,975,090 Reconciliation of cash, cash equivalents, restricted cash, and customer funds: Cash and cash equivalents $ 4,996,465 $ 4,544,202 $ 4,443,669 Short-term restricted cash 770,380 639,780 18,778 Long-term restricted cash 71,812 71,600 71,702 Customer funds cash and cash equivalents 3,170,430 3,180,324 2,440,941 Total $ 9,009,087 $ 8,435,906 $ 6,975,090 The accompanying Notes to the Consolidated Financial Statements are an integral part of this statement. 96 BLOCK, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Block, Inc. (together with its subsidiaries, "Block" or the "Company") creates tools that empower businesses, sellers, and individuals to participate in the economy. Block is comprised of two reportable segments, Square and Cash App. Square is a cohesive commerce ecosystem that helps sellers start, run, and grow their businesses, including enabling sellers to accept card payments, provide reporting and analytics, and facilitating next-day settlement. Square’s point-of-sale software and other business services help sellers manage inventory, locations, and employees; access financial services; engage buyers; build a website or online store; and grow sales. Cash App is an ecosystem of financial products and services focused on helping consumers make their money go further by enabling customers to store, send, receive, spend, invest, borrow, or save their money. Cash App seeks to redefine the world’s relationship with money by making it more relatable, instantly available, and universally accessible. On January 31, 2022, the Company completed the acquisition of Afterpay Limited (“Afterpay”), a global buy now, pay later ("BNPL") platform, to strengthen its position to better deliver compelling financial products and services that expand access to more consumers and drive incremental revenue for merchants of all sizes. Refer to Note 9, Acquisitions for further details. Block was founded in 2009 and has offices globally. The Company does not designate a headquarters location as it adopted a distributed work model in 2021. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") and the applicable rules and regulations of the Securities and Exchange Commission ("SEC"). The consolidated financial statements include the financial statements of Block and its wholly-owned and majority-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Minority interests are recorded as a noncontrolling interest, which is reported as a component of stockholders' equity on the consolidated balance sheets. Use of Estimates The preparation of the Company’s consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses, as well as related disclosure of contingent assets and liabilities. Actual results could differ from the Company’s estimates. To the extent that there are material differences between these estimates and actual results, the Company’s financial condition or operating results will be materially affected. The Company bases its estimates on current and past experience, to the extent that historical experience is predictive of future performance and other assumptions that the Company believes are reasonable under the circumstances. The Company evaluates these estimates on an ongoing basis. Estimates, judgments, and assumptions in these consolidated financial statements include, but are not limited to, those related to accrued transaction losses, contingencies, including outcomes from claims and disputes, valuation of loans held for sale and investment, valuation of goodwill and acquired intangible assets, determination of goodwill impairment charges, determination of allowance for loan loss reserves for loans held for investment, determination of allowance for credit losses for consumer receivables, pre-acquisition contingencies associated with business combinations, allocation of acquired goodwill to reporting units, income and other taxes, operating and financing lease right-of-use assets and related liabilities, and share-based compensation. 97 The Company's estimates of valuation of loans held for sale and investment, allowance for credit losses associated with consumer receivables and loans held for investment, and accrued transaction losses are based on historical experience, adjusted for market data relevant to the current economic environment. The Company will continue to update its estimates as developments occur and additional information is obtained. Refer to Note 5, Fair Value Measurements for further details on amortized cost and fair value of the loans; Note 6, Consumer Receivables, net for further details on consumer receivables; and Note 12, Other Consolidated Balance Sheet Components (Current) for further details on transaction losses. Concentration of Credit Risk For the years ended December 31, 2023, 2022, and 2021, the Company had no customer that accounted for greater than 10% of total net revenue. As of December 31, 2023, the Compa ny had two third-party payment processors that represented approximately 46 % and 35 % of settlements receivable. As of December 31, 2022, the company had two third-party payment processors that represented approximately 54 % and 31 % of settlements receivable. In both years, all other third-party processors were insignificant. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, marketable debt securities, settlements receivable, customer funds, consumer receivables, loans held for sale, and loans held for investment. To mitigate the risk of concentration associated with cash and cash equivalents, as well as restricted cash, funds are held with creditworthy institutions and, at certain times, temporarily swept into insured programs overnight to reduce single firm concentration risk. Amounts on deposit may exceed federal deposit insurance limits. The associated risk of concentration for marketable debt securities is mitigated by holding a diversified portfolio of highly rated investments. Settlements receivable are amounts due from well-established payment processing companies and normally take one or two business days to settle which mitigates the associated risk of concentration. The associated risk of concentration for loans and consumer receivables is partially mitigated by credit evaluations that are performed prior to facilitating the offering of loans and receivables and ongoing performance monitoring of the Company’s loan customers. Significant Accounting Policies Principles of Consolidation The accompanying consolidated financial statements reflect our accounts and operations and those of our subsidiaries in which we have a controlling financial interest. In accordance with the provisions of Accounting Standards Codification ("ASC") 810, Consolidation (“ASC 810”), there are two models for determining whether a subsidiary is to be consolidated. Under the voting interest model, we consolidate entities where we are deemed to have a controlling financial interest. We also consolidate any variable interest entity (“VIE”) where we are deemed to be the primary beneficiary. The primary beneficiary is the party that has the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses of the VIE that could potentially be significant to the VIE or the right to receive benefits from the VIE that could potentially be significant to the VIE. As described in Note 15, Indebtedness , we have formed wholly owned "Warehouse Special Purpose Entities ("SPEs"), which qualify as VIEs under ASC 810. We have determined that we are the primary beneficiary of all Warehouse SPEs, which we therefore consolidate. We evaluate our relationships with all the VIEs on an ongoing basis to determine if we continue to be the primary beneficiary. As of December 31, 2023 and 2022, the Company had $ 314.7 million and $ 276.7 million, respectively, in restricted cash related to VIE's. All intercompany transactions and balances have been eliminated upon consolidation. Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. 98 Transaction-based Revenue The Company charges its sellers a transaction fee for managed payments solutions that is generally calculated as a percentage of the total transaction amount processed. The Company selectively offers custom pricing for certain large sellers. The Company collects the transaction amount from the seller's customer's bank, net of acquiring interchange and assessment fees, processing fees, and bank settlement fees paid to third-party payment processors and financial institutions. The Company retains its fees and remits the net amount to the sellers. The Company acts as the merchant of record for its sellers and works directly with payment card networks and banks so that its sellers do not need to manage the complex systems, rules, and requirements of the payments industry. The Company satisfies its performance obligations and therefore recognizes the transaction fees as revenue upon authorization of a transaction by the seller's customer's bank. Revenue is recognized net of refunds, which arise from reversals of transactions initiated by sellers. The transaction fees collected from sellers are recognized as revenue on a gross basis as the Company is the principal in the delivery of the managed payments solutions to the sellers. The Company has concluded it is the principal because as the merchant of record, it controls the services before delivery to the seller, it is primarily responsible for the delivery of the services to its sellers, and it has discretion in setting prices charged to sellers. The Company also has the unilateral ability to accept or reject a transaction based on criteria established by the Company. As the merchant of record, Square is liable for the costs of processing the transactions for its sellers, and records such costs within cost of revenue. The Company also charges certain Cash App customers making peer-to-peer transactions using business accounts, or funding transactions with a credit card, a transaction fee that is generally calculated as a percentage of the total transaction amount processed. The Company collects the transaction amount from the customer's Cash App account, net of incurring interchange and assessment fees, processing fees, and bank settlement fees paid to third-party payment processors and financial institutions. The Company retains its fees and remits the net amount to the customers. Subscription and Services-based Revenue Subscription and services-based revenue is primarily comprised of revenue the Company generates from Cash App Instant Deposit, Cash App Card, interest earned on customer funds, bitcoin withdrawal fees, Square Loans, the Company's BNPL platform, TIDAL, and various other software as a service ("SaaS") products. Instant Deposit is a functionality within the Cash App and the Company's managed payments solution that enables customers, including individuals and sellers, to instantly deposit funds into their bank accounts for a percentage-based fee of the amounts deposited. The Cash App Card offers customers the ability to store funds in the Cash App and subsequently use these funds via a Visa prepaid card that is linked to the balance the customer stores in Cash App. The Company charges the customer a per transaction fee when they instantly deposit funds to their bank account or withdraw funds from an ATM. The Company also earns interchange fees when a Cash App Card is used to make a purchase. These transaction and interchange fees are treated as revenue when charged. While the Company is restricted from using the stored funds in the Company's operations, the Company may invest a portion of these funds in short-term marketable debt securities to generate interest income which is reported as revenue. Interest earned on customer funds was $ 153.5 million for the year ended December 31, 2023 and was immaterial for the years ended December 31, 2022, and 2021, respectively. Bitcoin withdrawal is a functionality within the Cash App that enables customers to withdraw bitcoin stored on Cash App to a third party wallet. The Company charges customers a fee for the option of faster withdrawal speeds. 99 Square Loans facilitates loans to qualified Square sellers through the Company's subsidiary, Square Financial Services, Inc. ("Square Financial Services"), which is an industrial loan company. The loans are either repaid through withholding a percentage of the collections of the seller's receivables processed by the Company ("flex loans") or a specified monthly amount ("term loans"). The Company generally utilizes a pre-qualification process that includes an analysis of the aggregated data of the seller’s business which includes, but is not limited to, the seller’s historical processing volumes, transaction count, chargebacks, growth, and length of time as a Square customer. Generally, the loans have no stated coupon rate but the seller is charged a one-time origination fee based upon their risk rating, which is derived primarily from processing activity. For some of the loans, it is the Company’s intent to sell all of its rights, title, and interest of these loans to third-party investors for an upfront fee when the loans are sold. The Company records the amounts advanced to the customers or the net amounts paid to purchase the loans as cost of the loans. Subsequently, the Company records a gain on sale of the loans to the third-party investors as revenue upon transfer of title. The Company is retained by the third-party investors to service the loans and earns a servicing fee for facilitating the repayment of these receivables through its managed payments solutions. The Company records servicing revenue as servicing is delivered. For the loans which are not immediately sold to third-party investors or for which the Company has the intent and ability to hold through maturity, interest and fees earned are recognized as revenue using the effective interest method. Cash App Borrow, the Company’s first credit product for consumers, allows customers to access short-term loans for a small fee. The loans are repaid at the end of the loan term and customers may elect to prepay all or a part of the outstanding balance. If the outstanding balance is not paid when due, late fees in the form of interest may be charged. The short-term loans are facilitated through a partnership with an industrial bank. The loans are originated by the bank partner, from whom the Company purchases the loans obtaining all rights, title, and interest. Net amounts paid to the bank are recorded as the cost of the loans purchased, and amounts collected in excess of the carrying value are recognized as revenue over the life of the loans. The loan fee and late fees are recorded within subscription and services-based revenue on the consolidated statement of operations. Through the BNPL platform, consumers can pay for their purchases over time by splitting their purchase price into generally three or four installments, typically due in two-week increments, without paying fees (if payments are made on time). The Company generally pays the seller the full order value upfront, less taxes, if applicable, and a merchant fee, which consists of fixed and variable rates as contracted with the sellers. The Company also incurs other costs such as fees paid to third-party partners and processing fees to complete the consumer purchase transaction. The Company generally assumes non-repayment risk from the consumers. The Company initially recognizes a consumer receivable equal to net amounts paid to the seller plus any costs incurred to originate the consumer receivable. The Company recognizes the merchant fee less costs incurred to originate the consumer receivables as revenue using the effective interest method. This revenue is included within subscription and services-based revenue on the consolidated statement of operations. The effective interest rate is determined based on estimated future cash receipts over the expected life of the consumer receivable, having consideration for the historical repayment pattern of the consumer receivables on a portfolio basis. For the majority of the Company's BNPL products, consumers are not charged interest or fees, other than late fees which may be charged in certain regions by the Company as an incentive to encourage consumers to pay their outstanding balances as and when they fall due. The Company also offers the ability for consumers to pay for larger transaction sizes over a six - or twelve-month period using a monthly payment option, which includes no late fees and no compounding interest with a cap on total interest owed. TIDAL primarily generates revenue from subscriptions to its customers, and such subscriptions allow access to the song library, video library, and improved sound quality. Customers can subscribe to services directly from the TIDAL website or through the Apple store. With both offerings, the Company charges customers a monthly fee for those subscription services, which is recognized ratably as revenue as the service is provided. SaaS represents software products and solutions that provide customers with access to various technologies for a fee which is recognized as revenue ratably as the service is provided. The Company's contracts with customers are generally for a term of one month and renew automatically each month. The Company invoices its customers monthly. The Company considers that it satisfies its performance obligations over time each month as it provides the SaaS services to customers and hence recognizes revenue ratably over the month. 100 Hardware Revenue Hardware revenue includes revenue from sales of magstripe readers, contactless and chip readers, Square Stand, Square Register, Square Terminal, and third-party peripherals. Third-party peripherals include cash drawers, receipt printers, scales, and barcode scanners, all of which can be integrated with Square Stand, Square Register, or Square Terminal to provide a comprehensive point-of-sale solution. The Company generates revenue through the sale of hardware through e-commerce and through its retail distribution channels. The Company satisfies its performance obligation upon delivery of hardware to its customers which include end user customers, distributors, and retailers. The Company allows for customer returns which are accounted for as variable consideration. The Company estimates these amounts based on historical experience and reduces revenue recognized. The Company invoices end user customers upon delivery of the products to customers, and payments from such customers are due upon invoicing. Distributors and retailers have payment terms that range from 30 to 90 days after delivery. Bitcoin Revenue The Company offers its Cash App customers the ability to purchase bitcoin, a cryptocurrency denominated asset, from the Company. The Company satisfies its performance obligation and records revenue when bitcoin is transferred to the customer's account. The Company purchases bitcoin from private broker dealers or from Cash App customers and applies a marginal fee before selling it to its customers. The amounts received from customers and exchanges are recorded as revenue on a gross basis and the associated bitcoin cost as cost of revenues, as the Company is the principal in the bitcoin sale transaction. The Company has concluded it is the principal because it controls the bitcoin before delivery to the customers, it is primarily responsible for the delivery of the bitcoin to the customers, it is exposed to risks arising from fluctuations of the market price of bitcoin before delivery to customers, and has discretion in setting prices charged to customers. Cost of Revenue Transaction-based Costs Transaction-based costs consist primarily of interchange and assessment fees, processing fees and bank settlement fees paid to third-party payment processors and financial institutions. Subscription and Services-based Costs Subscriptions and services-based costs consist primarily of processing and partnership fees related to Cash App including Instant Deposit, Cash App Card, as well as costs associated with the Company's BNPL platform, and TIDAL. Hardware Costs Hardware costs consist of all product costs associated with magstripe readers, contactless and chip readers, Square Stand, Square Register, Square Terminal, and third-party peripherals. Product costs include third-party manufacturing-related overhead and personnel-related costs, certain royalties, packaging, and fulfillment costs. Bitcoin Costs Bitcoin costs consist of the total amount the Company pays to purchase bitcoin that is sold to customers. These costs fluctuate in line with bitcoin revenue. Amortization of Acquired Technology Assets Amortization of acquired technology assets is primarily comprised of amortization related to the acquired technology assets from the acquisition of Afterpay. 101 Other Costs Generally, other costs such as personnel-related costs, rent, and occupancy charges are not allocated to cost of revenues and are reflected in operating expenses and are not material. Severance and Other Restructuring Expenses The Company records severance-related expenses once they are both probable and estimable in accordance with the provisions of the applicable accounting guidance for severance provided under an ongoing benefit arrangement. One-time involuntary benefit arrangements and other costs are generally recognized in the period in which the liability is incurred. The Company recorded $ 104.0 million of severance and other related expenses for the year ended December 31, 2023 as part of product development, sales and marketing, and general and administrative within the Company's operating expenses, of which $ 70.2 million related to severance was recognized in the fourth quarter of 2023 when all the criteria for recognition were met. The Company also assesses its assets for impairment in connection with restructuring and other exit activities when the carrying amount of the related assets may not be fully recoverable, in accordance with the appropriate accounting guidance. Sales and Marketing Expenses Advertising costs are expensed as incurred and included in sales and marketing expenses on the consolidated statements of operations. Total advertising costs for the years ended December 31, 2023, 2022, and 2021 were $ 360.1 million, $ 544.2 million, a nd $ 435.8 million, respectively. The Company also records services, incentives, and other costs to customers that are not directly related to a revenue generating transaction as sales and marketing expenses, as the Company considers these to be marketing costs to encourage the usage of Cash App. These expenses include, but are not limited to, Cash App peer-to-peer processing costs and related transaction losses, card issuance costs, customer referral bonuses, and promotional giveaways. These costs are expensed as incurred. The Company recorded $ 898.3 million, $ 840.0 million, and $ 778.3 million, for the years ended December 31, 2023, 2022, and 2021, respectively, for such expenses. Share-based Compensation Share-based compensation expense relates to stock options, restricted stock awards ("RSAs"), restricted stock units ("RSUs"), and purchases under the Company’s 2015 Employee Stock Purchase Plan ("ESPP"), which is measured based on the grant-date fair value. The fair value of RSAs and RSUs is determined by the closing price of the Company’s common stock on each grant date. The fair value of stock options and ESPP shares granted to employees is estimated on the date of grant using the Black-Scholes-Merton option valuation model. This share-based compensation expense valuation model requires the Company to make assumptions and judgments regarding the variables used in the calculation. These variables include the expected term (weighted-average period of time that the options granted are expected to be outstanding), the expected volatility of the Company’s stock, expected risk-free interest rate, and expected dividends. The Company uses the simplified calculation of expected term, defined as an average of the vesting term and the contractual term to maturity. Expected volatility is based on a weighted-average of the historical volatilities of the Company's common stock. The expected risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. Generally, share-based compensation expense is recorded on a straight-line basis over the requisite service period. RSUs and RSAs typically vest over a term of four years . The Company accounts for forfeitures as they occur. Interest Income and Expense Interest income consists of interest income from the Company's investment in marketable debt securities and was $ 126.6 million for the year ended December 31, 2023. Interest income was immaterial for the years ended December 31, 2022 and 2021. Interest expense consists primarily of the Company's long-term debt and was immaterial for the years ended December 31, 2023, 2022, and 2021. 102 Foreign Currency The functional currency for most subsidiaries outside of the United States is the local currency. For purposes of the Company's consolidated financial statements, the assets and liabilities of these subsidiaries, including goodwill and acquired intangible assets, are translated into U.S. dollars using the exchange rates at the balance sheet dates. Gains and losses resulting from these translations are reported as a component of accumulated other comprehensive income (loss) on the consolidated statements of comprehensive income (loss). Revenue, expenses, and gains or losses are translated into U.S. dollars using average exchange rates for each period. Gains and losses from the remeasurement of foreign currency transactions into the functional currency are recognized as a component of other income, net on the consolidated statements of operations. Income and Other Taxes The Company reports income taxes under the asset and liability approach. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, as well as net operating loss and tax credit carryforwards. Deferred tax amounts are determined by using the enacted tax rates expected to be in effect when the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance reduces the deferred tax assets to the amount that is more likely than not to be realized. The Company considers historical information, tax planning strategies, the expected timing of the reversal of existing temporary differences, and may rely on financial projections to support its position on the recoverability of deferred tax assets. The Company’s judgment regarding future profitability contains significant assumptions and estimates of future operations. If such assumptions were to differ significantly from actual future results of operations, it may have a material impact on the Company’s ability to realize its deferred tax assets. At the end of each period, the Company assesses the ability to realize the deferred tax assets. If it is more likely than not that the Company will not realize the deferred tax assets, then the Company establishes a valuation allowance for all or a portion of the deferred tax assets. The Company recognizes the effect of uncertain income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that has a greater than 50% likelihood of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest and penalties related to uncertain tax positions in the provision (benefit) for income tax expense on the consolidated statements of operations. Cash and Cash Equivalents, Restricted Cash, and Customer Funds Cash and Cash Equivalents The Company considers all highly liquid investments, including money market funds, with an original maturity of three months or less when purchased to be cash equivalents. Restricted Cash The Company records restricted cash amounts as a current asset on the consolidated balance sheets if the restriction expires in less than 12 months, or as a non-current asset if the restriction is greater than 12 months. If there is no minimum time frame during which the cash must remain restricted, the nature of the transactions related to the restriction determine the classification. 103 The Company's short-term restricted cash was $ 770.4 million and $ 639.8 million as of December 31, 2023 and 2022, respectively. The balance as of December 31, 2023 was primarily comprised of the wholly-owned consolidated entities used in the warehouse funding facility arrangements. This restricted cash will be used to pay the borrowings under the warehouse funding facilities or will be distributed to the Company. The Company's total restricted cash also includes pledged cash deposits in accounts at the financial institutions that process the Company's sellers' payment transactions and collateral pursuant to various agreements with banks relating to the Company's products. The Company uses restricted cash to secure letters of credit with the related financial institutions to provide collateral for cash flow timing differences in the processing of payments. The Company's long-term restricted cash of $ 71.8 million and $ 71.6 million as of December 31, 2023 and December 31, 2022, respectively, is primarily related to cash held as collateral as required by the FDIC for Square Financial Services. The Company has recorded these amounts as non-current assets on the consolidated balance sheets as the requirement by the FDIC specifies a time frame of 12 months or longer during which the cash must remain restricted. Customer Funds Customer funds represent customers' stored balances that customers would later use to send money or make payments, or customers cash in transit. As discussed under section titled Subscription and Services-based Revenue accounting policy above, under the terms of service associated with these funds, the Company is restricted from using the funds in the Company's operations, but may invest these funds in short-term marketable debt securities to earn interest. Refer to Note 4, Customer Funds for more details. Investments in Marketable Debt Securities The Company's short-term and long-term investments include marketable debt securities such as government and agency securities, corporate bonds, commercial paper, and municipal securities. The Company determines the appropriate classification of its investments in marketable debt securities at the time of purchase and reevaluates such designation at each balance sheet date. The Company has classified and accounted for its marketable debt securities as available-for-sale and carries these investments at fair value, reporting the unrealized gains and losses, net of taxes, as a component of stockholders’ equity. The U.S. government and U.S. agency securities are either explicitly or implicitly guaranteed by the U.S. government and are highly rated by major rating agencies. The corporate bonds are issued by highly rated entities. The foreign government securities are issued by highly rated international entities. The Company has the ability and intent to hold these investments with unrealized losses for a reasonable period of time, sufficient for the recovery of their amortized cost bases, which may be at maturity. The Company determines any realized gains or losses on the sale of marketable debt securities on a specific identification method, and records such gains and losses as a component of other expense (income), net on the consolidated statements of operations. Investments in Equity Securities The Company holds marketable and non-marketable equity investments. Marketable equity investments are measured using quoted prices in active markets with changes recorded in other expense (income), net on the consolidated statements of operations. Non-marketable equity investments, which have no readily determinable fair values, are measured using the measurement alternative, which is defined as cost, less impairment, adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. Adjustments are recorded in other income, net on the consolidated statements of operations. Non-marketable equity investments are valued using significant unobservable inputs or data in an inactive market and the valuation requires judgment due to the absence of market prices and inherent lack of liquidity. The carrying value for these investments is not adjusted if there are no observable transactions for identical or similar investments of the same issuer or if there are no identified events or changes in circumstances that may indicate impairment. The Company will adjust for changes resulting from observable price changes in orderly transactions for an identical or similar investment in the same issue. Valuations of non-marketable equity investments are inherently complex due to the lack of readily available market data. In addition, the determination of whether an orderly transaction is for an identical or similar investment requires significant management judgment, including understanding the differences in the rights and obligations of the investments and the extent to which those differences would affect the fair values of those investments. 104 The Company assesses the impairment of its non-marketable equity investments on a quarterly basis. The impairment analysis encompasses an assessment of the severity and duration of the impairment and a qualitative and quantitative analysis of other key factors including the investee’s financial metrics, market acceptance of the investee’s product or technology, other competitive products or technology in the market, general market conditions, and the rate at which the investee is using its cash. If the investment is considered to be impaired, the Company will record an impairment in other income, net on the consolidated statements of operations and establish a new carrying value for the investment. Fair Value Measurements The Company applies fair value accounting for assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value accounting establishes a three-level hierarchy priority for disclosure of assets and liabilities recorded at fair value. The ordering of priority reflects the degree to which objective prices in external active markets are available to measure fair value. The classification of assets and liabilities within the hierarchy is based on whether the inputs to the valuation methodology used for measurement are observable or unobservable. The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: • Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. • Level 2 Inputs: Other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. • Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. Customer Loans The Company's loan products consist primarily of flex loans, term loans and Cash Borrow which are described in detail under the section titled Subscription and Services-based Revenue above. The Company classifies customer loans as loans held for sale when the Company has the intent to sell all of its rights, title, and interest in these loans to third-party investors, and there is an available market for such loans. The Company classifies customer loans as loans held for investment when the Company has both the intent and ability to hold for the foreseeable future, or until maturity or payoff. The Company designates all its loans as held for sale upon origination, of which the majority are sold. Loans held by Square Financial Services that are not sold within one to two business days from origination are reclassified as held for investment, while all the other loans continue to be classified as held for sale. For the year ended December 31, 2023, $ 201.9 million of total loan balances was reclassified from loans held for sale to loans held for investment. For the years ended December 31, 2023, 2022 and 2021, net gains on sales of loans were $ 196.1 million, $ 164.3 million, and $ 95.5 million respectively. Since the loans are classified as held for sale at origination, all the cash flows associated with these loans are disclosed as a component of cash flows from operating activities. 105 Loans Held for Sale Loans held for sale are recorded at the lower of amortized cost or fair value determined on an individual loan basis. To determine the fair value the Company utilizes discounted cash flow valuation modeling, taking into account the probability of default and estimated timing and amounts of periodic repayments. In estimating the expected timing and amounts of the future periodic repayments for the loans outstanding, the Company considered other relevant market data. The Company recognizes a charge within transaction, loan, and consumer receivable losses on the consolidated statement of operations whenever the amortized cost of a loan exceeds its fair value, with such charges being reversed for subsequent increases in fair value, but only to the extent that such reversals do not result in the amortized cost of a loan exceeding its fair value. A loan that is initially designated as held for sale may be reclassified to held for investment if and when the Company's intent for that loan changes. Loans Held for Investment Loans held for investment are recorded at amortized cost, less an allowance for potential uncollectible amounts. Amortized cost basis represents principal amounts outstanding, net of unearned income, unamortized deferred fees and costs on originated loans, premiums or discounts on purchased loans and charge-offs. The Company’s intent and ability to designate loans as held for investment in the future may change based on changes in business strategies, the economic environment, and market conditions. Allowance for loans losses The Company calculates an allowance for losses on the loans held for investment portfolio in accordance with Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). The Company assesses impairment of its financial instruments based on current estimates of expected credit losses over the contractual term of its loans held for investment portfolio as of each balance sheet date. The Company determines the allowance for loan losses using both quantitative and qualitative methods and considers all available information relevant to assessing collectability. This includes, but is not limited to, historical loss and recovery experience, recent and historical trends in delinquencies, past-due loans and charge-offs, borrower behavior and repayment speed, underwriting and collection management changes, changes in the legal and regulatory environment, changes in risk and underwriting standards, current and historical macroeconomic conditions such as changes in unemployment and GDP, and various other factors that may affect the sellers’ ability to make future payments. Consumer Receivables The Company evaluates its consumer receivables as a single homogeneous portfolio as it is comprised of a single product type, point-of-sale unsecured installment loans. The Company classifies consumer receivables as held for investment when the Company has the intent and ability to hold these investments for the foreseeable future or until maturity or payoff. The Company classifies consumer receivables as held for sale when the Company has the intent to sell all of its rights, title, and interest in these receivables to third-party investors, and there is an available market for such receivables. For the year ended December 31, 2023, $ 437.5 million of consumer receivables were reclassified from loans held for investment to loans held for sale and sold to third parties. Net losses on sales of consumer receivables were immaterial for the years ended December 31, 2023, 2022 and 2021. Consumer receivables are reported at amortized cost, which includes the cost to originate the consumer receivables, adjusted for unearned merchant fees, origination costs, charge-offs, and the allowance for credit losses. Refer to Note 6, Consumer Receivables, net for more information. Allowance for Credit Losses Related to Consumer Receivables The Company calculates an allowance for credit losses on the consumer receivables portfolio in accordance with ASU 2016-13. The guidance requires an entity to assess impairment of its financial instruments based on the entity's current estimates of expected credit losses over the contractual term of its loans held for investment portfolio as of each balance sheet date. 106 Allowance for credit losses related to consumer receivables represents management’s estimate of the expected credit losses in the outstanding portfolio of consumer receivables, as of the balance sheet date. The Company determines the allowance for credit losses using both quantitative and qualitative methods that analyze portfolio performance, uses judgment regarding the quantitative components of the reserve, and considers all available information relevant to assessing collectibility. This includes, but is not limited to, historical loss and recovery experience, recent and historical trends in delinquencies, past-due receivables and charge-offs, consumer behavior and repayment speed, underwriting and collection management changes, changes in the legal and regulatory environment, changes in risk and underwriting standards, current and historical macroeconomic conditions such as changes in unemployment and GDP, and various other factors that may affect the consumers’ ability to make future payments. When available information confirms that specific consumer receivables or portions thereof are uncollectible, identified amounts are charged off against the allowance for credit losses. Consumer receivables are charged off when management considers amounts to be uncollectible, which is generally determined by the number of days past due and is typically no later than 180 days past due. Settlements Receivable and Settlements Payables Settlements receivable and settlements payable represents amounts due from or due to third-party payment processors for customer transactions. Settlements receivable and settlements payable are typically received or paid within one or two business days of the transaction date. Under the terms of arrangements, some of the processors may process both transaction receivables and payables. Additionally, the terms may allow processors the right of offset for the amounts due to and due from the Company. No valuation allowances have been established for settlements receivable, as funds are due from large, well-established financial institutions with no historical collections issue. Inventory Inventory consists of contactless and chip readers, chip card readers, Square Stand, Square Register, Square Terminal, and third-party peripherals, as well as component parts that are used to manufacture these products. Inventory is stated at the lower of cost (generally on a first-in, first-out basis) or net realizable value. Inventory that is obsolete or in excess of forecasted usage is written down to its net realizable value based on the estimated selling prices in the ordinary course of business. The Company's inventory is held at third-party warehouses and contract manufacturer premises. Bitcoin Company Owned Bitcoin The Company holds bitcoin for long term investment purposes ("bitcoin investment"') and also holds bitcoin for the facilitation of customer sales and purchases of bitcoin on Cash App ("bitcoin for operating purposes"). The Company accounts for its bitcoin as an indefinite-lived intangible asset in accordance with ASC 350, Intangibles—Goodwill and Other and has ownership of and control over its bitcoin. The Company early adopted ASU No. 2023-08, Accounting for and Disclosure of Crypto Assets ("ASU 2023-08") in the fourth quarter of 2023 using a modified retrospective approach. ASU 2023-08 provides guidance on accounting and disclosure of crypto assets and requires an entity to (i) subsequently remeasure crypto assets at fair value at each measurement date with changes recognized in net income, (ii) present the changes in fair value separately from changes in the carrying amount of other intangible assets in the income statement, and (iii) present crypto assets measured at fair value separately from other intangible assets on the balance sheet. Prior to the adoption of ASU 2023-08, the Company's bitcoin investment was subject to impairment losses if the fair value decreased below the carrying value during the assessed period. Impairment losses on the Company's bitcoin investment could not be recovered for any subsequent increases in fair value until the asset was sold. Upon adoption of ASU 2023-08, the Company recognized a cumulative-effect adjustment increasing bitcoin value and retained earnings by $ 30.5 million as of the beginning of fiscal year 2023. The Company’s bitcoin investment is initially recorded at cost, inclusive of transaction costs, and the Company uses the ‘first-in, first-out’ method to determine the cost basis. Subsequently, the Company remeasures its bitcoin investment at fair value at the end of each reporting period with changes recognized in net income through “Other income, net” in the Company’s consolidated statements of operations. As of December 31, 2023, the Company has purchased an approximate cumulative $ 220.0 million in bitcoin for investment purposes. For the year ended December 31, 2023 the Company recognized a $ 207.1 million gain from the remeasurement of the Company's bitcoin investment. 107 The Company’s bitcoin for operating purposes is initially recorded at cost, inclusive of transaction costs, and the Company uses ‘first-in, first-out’ as its method of determining the cost basis. Subsequent to purchase, any sales related to bitcoin occur at its current market price, plus a small margin. As such, any change in fair value of bitcoin purchased and sold for customer orders is captured within bitcoin revenue. Given the small amount of bitcoin for operating purposes held at any time, and that the bitcoin is held for a relatively short period of time, typically being purchased and sold within a day, the changes in fair value are not material to the Company. Bitcoin trades in an active market which is not centrally managed or provided by one particular exchange. We determine the fair value of bitcoin at each period end in accordance with ASC 820, Fair Value Measurement, based on observed prices from active exchanges that the Company has determined are its principal market for bitcoin. Refer to Note 13, Other Consolidated Balance Sheet Components (Non-Current) and Note 14, Bitcoin , for more information. Bitcoin Held for Other Parties The Company adopted the SEC's Staff Accounting Bulletin No. 121 ("SAB 121"), that was released in March 2022. SAB 121 expressed the views of the SEC staff regarding the accounting for obligations to safeguard crypto-assets an entity holds for users of its crypto platform and requires entities that hold crypto-assets on behalf of platform users to recognize a liability to reflect the entity’s obligation to safeguard the crypto-assets held for its platform users. The liability should be measured at initial recognition and each reporting date at the fair value of the crypto-assets that the entity is responsible for holding for its platform users. The entity should also recognize an asset at the same time that it recognizes the safeguarding liability, measured at initial recognition and each reporting date at the fair value of the crypto-assets held for its platform users, subject to adjustments to reflect any actual or potential safeguarding loss events. The entity should also describe the asset and the corresponding liability in the footnotes to the financial statements and consider including information regarding who (e.g., the company, its agent, or another third party) holds the cryptographic key information, maintains the internal recordkeeping of those assets, and is obligated to secure the assets and protect them from loss or theft. Refer to Note 14, Bitcoin, for more information. Property and Equipment Property and equipment are recorded at historical cost less accumulated depreciation, which is computed on a straight-line basis over the asset’s estimated useful life. The estimated useful lives of property and equipment are described below: Property and Equipment Useful Life Capitalized software 18 months Computer and data center equipment Three years Furniture and fixtures Seven years Leasehold improvements Lesser of ten years or remaining lease term Capitalized Software The Company capitalizes certain costs incurred in developing internal-use software when capitalization requirements have been met. Costs prior to meeting the capitalization requirements are expensed as incurred. Capitalized costs are included in property and equipment, net, and amortized on a straight-lined basis over the estimated useful life of the software and included in product development costs on the consolidated statements of operations. Leases The Company leases office space and equipment under non-cancellable finance and operating leases with various expiration dates. 108 The Company determines whether an arrangement is a lease for accounting purposes at contract inception. Operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized at the present value of the future lease payments, generally for the base noncancellable lease term, at the lease commencement date for each lease. The interest rate used to determine the present value of the future lease payments is the Company's incremental borrowing rate because the interest rate implicit in most of the Company's leases is not readily determinable. The Company's incremental borrowing rate is estimated to approximate the interest rate that the Company would pay to borrow on a collateralized basis with similar terms and payments as the lease, and in economic environments where the leased asset is located. Operating lease ROU assets also include any prepaid lease payments and lease incentives. The Company's lease agreements generally contain lease and non-lease components. The Company applies the practical expedient to account for the lease and non-lease components as a single lease component for all leases, where applicable. Non-lease components primarily include payments for maintenance and utilities. The Company includes the fixed non-lease components in the determination of the ROU assets and operating lease liabilities. Variable lease payments that are not based on a rate or index are not included in the calculation of the ROU asset and lease liability, and they are recognized as lease expense in the period in which the obligation for those payments is incurred. Variable lease payments predominantly relate to variable operating expenses, taxes, parking, and electricity. The Company records the amortization of the ROU asset and the accretion of lease liability as a component of rent expense in the consolidated statements of operations. The Company evaluates ROU assets related to leases for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount of a ROU asset may not be recoverable. When a decision has been made to exit a lease prior to the contractual term or to sublease that space, the Company evaluates the asset for impairment and recognizes the associated impact to the ROU asset and related expense, if applicable. The evaluation is performed at the asset group level initially and when appropriate, at the lowest level of identifiable cash flows, which is at the individual lease level. Undiscounted cash flows expected to be generated by the related ROU assets are estimated over the ROU assets’ useful lives. If the evaluation indicates that the carrying amount of the ROU assets may not be recoverable, any potential impairment is measured based upon the fair value of the related ROU asset or asset group as determined by appropriate valuation techniques. When lease agreements provide allowances for leasehold improvements, the Company assesses whether it is the owner of the leasehold improvements for accounting purposes. When the Company concludes that it is the owner, it capitalizes the leasehold improvement assets and recognizes the related depreciation expense on a straight-line basis over the lesser of the lease term or the estimated useful life of the asset. Additionally, the Company recognizes the amounts of allowances to be received from the lessor as a reduction of the lease liability and the associated ROU asset. When the Company concludes that it is not the owner, the payments that the Company makes towards the leasehold improvements are accounted as a component of the lease payments. Business Combinations The purchase price of an acquisition is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition dates. The excess of total consideration over the fair values of the assets acquired and the liabilities assumed is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded on the consolidated statements of operations. Long-Lived Assets, including Goodwill and Acquired Intangible Assets The Company evaluates the recoverability of property and equipment and finite-lived intangible assets for impairment whenever events or circumstances indicate that the carrying amounts of such assets may not be recoverable. Recoverability is measured by comparing the carrying amount of an asset or an asset group to estimated undiscounted future net cash flows expected to be generated. If the carrying amount of the long–lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third–party independent appraisals, as considered necessary. For the periods presented, the Company recorded no impairment charges. 109 The Company performs a goodwill impairment test annually on December 31 and more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the reporting unit’s fair value. The Company first assesses qualitative factors to determine whether events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying amount and determine whether further action is needed. If, after assessing the totality of events or circumstances, the Company determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. Acquired intangible assets consist of acquired technology and customer relationships associated with various acquisitions. Acquired technology is amortized over its estimated useful life on a straight-line basis and included as a component of cost of revenue on the consolidated statements of operations. Acquired customer relationships and other intangible assets are amortized on a straight-line basis over their estimated useful lives, and included as a component of operating expenses on the consolidated statements of operations. The Company evaluates the remaining estimated useful life of its intangible assets being amortized on an ongoing basis to determine whether events and circumstances warrant a revision to the remaining period of amortization. Customers Payable Customers payable represents the transaction amounts, less revenue earned by the Company, owed to sellers or Cash App customers. The payable amount consists of amounts owed to customers due to timing differences as the Company typically settles within one business day, amounts held by the Company in accordance with its risk management policies, and amounts held for customers who have not yet linked a bank account. This balance also includes the Company's liability for customer funds held on deposit in the Cash App and balances related to Square Card. Accrued Transaction Losses The Company is exposed to potential credit losses related to transactions processed by sellers that are subsequently subject to chargebacks when the Company is unable to collect from the sellers primarily due to insolvency, disputes between a seller and their customer, or due to fraudulent transactions. Accrued transaction losses also include estimated losses on Cash App activity related to peer-to-peer payments sent from a credit card, Cash for Business, and Cash App Card. Generally, the Company estimates the potential loss rates based on historical experience that is continuously adjusted for new information and incorporates, where applicable, reasonable and supportable forecasts about future expectations. The Company also considers other relevant market data in developing such estimates and assumptions. Additions to the reserve are reflected in current operating results, while realized losses are offset against the reserve. These amounts are classified within transaction, loan, and consumer receivable losses on the consolidated statements of operations, except for the amounts associated with the peer-to-peer service offered to Cash App customers for free that are classified within sales and marketing expenses as the Company considers these to be marketing costs to encourage the usage of Cash App. Share Repurchases Share repurchases under the Company's share repurchase authorization may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. The Company's policy is to deduct the par value from common stock and to reflect any excess of cost over par value as a deduction from additional paid-in capital. 110 Segments The Company reports its segments to reflect the manner in which the Company's chief operating decision maker ("CODM") reviews and assesses performance. The Company has two reportable segments, Square (formerly Seller) and Cash App. In the fourth quarter of 2023, the Company reorganized its business structure and moved the business activities, management, and the financial results of the Company's BNPL platform fully into Cash App. Accordingly, the segment results below include the financial results of the BNPL platform solely within the Cash App segment. Products and services that are not assigned to a specific reportable segment, including TIDAL and other emerging ecosystems, are aggregated and presented within a general corporate and other category. Square and Cash App are defined as follows: • Cash App includes the financial tools available to individuals within the mobile Cash App, including peer-to-peer payments, bitcoin and stock investments. Cash App also includes Cash App Card which is linked to customer stored balances that customers can use to pay for purchases or withdraw funds from an ATM. Cash App also includes the BNPL platform. • Square includes managed payment services, software solutions, hardware, and financial services offered to sellers, excluding those that involve Cash App. The primary financial measures used by the CODM to evaluate performance and allocate resources are revenue and gross profit. The CODM does not evaluate performance or allocate resources based on segment asset data, and therefore such information is not included. Recent Accounting Pronouncements In addition to the recently adopted accounting pronouncements below, the Company also adopted ASU No. 2023-08, Accounting for and Disclosure of Crypto Assets, and the SEC's Staff Accounting Bulletin No. 121, see above for more details. In March 2022, the Financial Accounting Standards Board ("FASB") issued ASU No. 2022-01, Derivatives and Hedging (Topic 815): Fair Value Hedging—Portfolio Layer Method ("ASU 2022-01") related to the portfolio layer method of hedge accounting. The amendments allow nonprepayable financial assets to be included in a closed portfolio hedge using the portfolio layer method. ASU 2022-01 also allows for multiple hedged layers to be designated for a single closed portfolio of financial assets or one or more beneficial interests secured by a portfolio of financial instruments. The Company adopted this guidance effective January 1, 2023, and has applied the guidance prospectively. The adoption of this guidance did not have a material impact on the Company's financial statements and related disclosures. In March 2022, the FASB issued ASU No. 2022-02, Financial Instruments—Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”) related to troubled debt restructuring and vintage disclosures for financing receivables. The amendments eliminate recognition and measurement guidance for troubled debt restructurings for creditors and requires entities to evaluate if the modification represents a new loan or a continuation of the existing loan. ASU 2022-02 also enhances disclosure requirements for certain loan refinancing and restructurings made to borrowers experiencing financial difficulty and requires disclosure of current period write-offs by year of origination for financing receivables. The Company adopted this guidance effective January 1, 2023, and has applied the guidance prospectively. The adoption of this guidance did not have a material impact on the Company's financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In June 2022, the FASB issued ASU No. 2022-03, Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions ("ASU 2022-03") related to equity securities. The amendments clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. An entity is prohibited from recognizing a contractual sale restriction as a separate unit of account. ASU 2022-03 also requires specific disclosures related to equity securities that are subject to contractual restrictions, including the fair value of such equity securities, the nature and remaining duration of the corresponding restrictions, and any circumstances that could cause a lapse in the restrictions. The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the adoption to have a material impact on the Company's financial statements. 111 In November 2023, the FASB issued ASU No. 2023-07, Improvements to Reportable Segment Disclosures (“ASU 2023-07”). The amendments expand segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the CODM, the amount and description of other segment items, permits companies to disclose more than one measure of segment profit or loss, and requires all annual segment disclosures to be included in the interim periods. The amendments do not change how an entity identifies its operating segments, aggregates those operating segments, or applies quantitative thresholds to determine its reportable segments. The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The adoption of ASU 2023-07 will impact the Company’s disclosures only and the Company is evaluating the effect of adopting the new disclosure requirements. In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”). The amendments expand income tax disclosure requirements by requiring an entity to disclose (i) specific categories in the rate reconciliation, (ii) additional information for reconciling items that meet a quantitative threshold, and (iii) the amount of taxes paid disaggregated by jurisdiction. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The adoption of ASU 2023-09 will impact the Company’s disclosures only and the Company is evaluating the effect of adopting the new disclosure requirements. NOTE 2 - REVENUE The following table presents the Company's net revenue disaggregated by revenue source (in thousands): Year Ended December 31, 2023 2022 2021 Revenue from contracts with customers: Transaction-based revenue $ 6,315,301 $ 5,701,540 $ 4,793,146 Subscription and services-based revenue 4,319,825 3,385,784 2,445,811 Hardware revenue 157,178 164,418 145,679 Bitcoin revenue 9,498,302 7,112,856 10,012,647 Revenue from other sources: Subscription and services-based revenue (i) 1,625,017 1,166,989 263,920 Total net revenue $ 21,915,623 $ 17,531,587 $ 17,661,203 (i) Subscription and services-based revenue from other sources relates to revenue generated from the Company's Square Loans, interest income earned on customer funds, and interest income earned on funds held by Square Financial Services. For 2022 and 2023 amounts, this also includes revenue generated from consumer receivables originated through the BNPL platform, following the acquisition of Afterpay. 112 NOTE 3 - INVESTMENTS IN DEBT SECURITIES The Company's short-term and long-term investments as of December 31, 2023 were as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term debt securities: U.S. agency securities $ 68,778 $ — $ ( 1,263 ) $ 67,515 Corporate bonds 216,864 96 ( 1,733 ) 215,227 Commercial paper 15,159 — — 15,159 Municipal securities 9,396 — ( 231 ) 9,165 Certificates of deposit 3,856 — — 3,856 U.S. government securities 544,145 210 ( 4,357 ) 539,998 Foreign government securities 1,000 — ( 19 ) 981 Total $ 859,198 $ 306 $ ( 7,603 ) $ 851,901 Long-term debt securities: Corporate bonds $ 94,564 $ 809 $ ( 45 ) $ 95,328 Municipal securities 2,495 55 ( 138 ) 2,412 U.S. government securities 152,549 875 ( 37 ) 153,387 Total $ 249,608 $ 1,739 $ ( 220 ) $ 251,127 The Company's short-term and long-term investments as of December 31, 2022 are as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value Short-term debt securities: U.S. agency securities $ 96,545 $ 16 $ ( 2,120 ) $ 94,441 Corporate bonds 368,110 2 ( 7,475 ) 360,637 Commercial paper 31,503 — — 31,503 Municipal securities 9,884 — ( 191 ) 9,693 Certificates of deposit 6,400 — — 6,400 U.S. government securities 580,568 6 ( 8,937 ) 571,637 Foreign government securities 7,795 — ( 255 ) 7,540 Total $ 1,100,805 $ 24 $ ( 18,978 ) $ 1,081,851 Long-term debt securities: U.S. agency securities $ 74,097 $ — $ ( 3,782 ) $ 70,315 Corporate bonds 245,891 6 ( 9,171 ) 236,726 Municipal securities 10,415 3 ( 664 ) 9,754 U.S. government securities 268,902 — ( 13,210 ) 255,692 Foreign government securities 1,000 — ( 58 ) 942 Total $ 600,305 $ 9 $ ( 26,885 ) $ 573,429 The amortized cost of investments classified as cash equivalents approximated the fair value due to the short-term nature of the investments. 113 The Company's gross unrealized losses and fair values for those investments that were in an unrealized loss position as of December 31, 2023 and 2022, aggregated by investment category and the length of time that individual securities have been in a continuous loss position were as follows (in thousands): December 31, 2023 Less than 12 months Greater than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Short-term debt securities: U.S. agency securities $ 9,770 $ ( 10 ) $ 57,745 $ ( 1,253 ) $ 67,515 $ ( 1,263 ) Corporate bonds 61,054 ( 60 ) 110,706 ( 1,673 ) 171,760 ( 1,733 ) Municipal securities — — 9,165 ( 231 ) 9,165 ( 231 ) U.S. government securities 80,724 ( 113 ) 207,183 ( 4,243 ) 287,907 ( 4,356 ) Foreign government securities — — 981 ( 19 ) 981 ( 19 ) Total $ 151,548 $ ( 183 ) $ 385,780 $ ( 7,419 ) $ 537,328 $ ( 7,602 ) Long-term debt securities: Corporate bonds 11,819 ( 31 ) 2,274 ( 14 ) 14,093 ( 45 ) Municipal securities 976 ( 24 ) 383 ( 112 ) 1,359 ( 136 ) U.S. government securities 28,474 ( 37 ) — — 28,474 ( 37 ) Total $ 41,269 $ ( 92 ) $ 2,657 $ ( 126 ) $ 43,926 $ ( 218 ) December 31, 2022 Less than 12 months Greater than 12 months Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Short-term debt securities: U.S. agency securities $ 8,572 $ ( 24 ) $ 84,628 $ ( 2,096 ) $ 93,200 $ ( 2,120 ) Corporate bonds 34,795 ( 423 ) 320,748 ( 7,052 ) 355,543 ( 7,475 ) Municipal securities 587 ( 13 ) 5,811 ( 178 ) 6,398 ( 191 ) U.S. government securities 146,974 ( 839 ) 394,880 ( 8,098 ) 541,854 ( 8,937 ) Foreign government securities — — 7,540 ( 255 ) 7,540 ( 255 ) Total $ 190,928 $ ( 1,299 ) $ 813,607 $ ( 17,679 ) $ 1,004,535 $ ( 18,978 ) Long-term debt securities: U.S. agency securities $ 11,501 $ ( 20 ) $ 58,814 $ ( 3,762 ) $ 70,315 $ ( 3,782 ) Corporate bonds 33,862 ( 262 ) 201,791 ( 8,909 ) 235,653 ( 9,171 ) Municipal securities 467 ( 33 ) 8,784 ( 631 ) 9,251 ( 664 ) U.S. government securities 54,405 ( 590 ) 201,288 ( 12,620 ) 255,693 ( 13,210 ) Foreign government securities — — 942 ( 58 ) 942 ( 58 ) Total $ 100,235 $ ( 905 ) $ 471,619 $ ( 25,980 ) $ 571,854 $ ( 26,885 ) The Company does not intend to sell nor anticipate that it will be required to sell these securities before recovery of the amortized cost basis. Unrealized losses on available-for-sale debt securities were determined not to be related to credit related losses, therefore, an allowance for credit losses is not required. 114 The contractual maturities of the Company's short-term and long-term investments as of December 31, 2023 were as follows (in thousands): Amortized Cost Fair Value Due in one year or less $ 859,198 $ 851,901 Due in one to five years 249,608 251,127 Total $ 1,108,806 $ 1,103,028 NOTE 4 - CUSTOMER FUNDS The following table presents the assets underlying customer funds (in thousands): December 31, 2023 December 31, 2022 Cash $ 2,137,634 $ 1,748,983 Cash equivalents: Money market funds 4,042 851,296 Reverse repurchase agreement (i) 1,028,754 580,045 Total customer funds $ 3,170,430 $ 3,180,324 (i) The Company has accounted for the reverse repurchase agreement with a third party as an overnight lending arrangement, collateralized by the securities subject to the repurchase agreement. The Company classifies the amounts due from the counterparty as cash equivalents due to their short term nature. The Company does not have any available-for-sale debt securities for which the Company has recorded credit related losses. The amortized cost of investments classified as cash equivalents approximated the fair value due to the short-term nature of the investments. NOTE 5 - FAIR VALUE MEASUREMENTS The Company measures its cash equivalents, customer funds, short-term and long-term marketable debt securities, marketable equity investments, and bitcoin investment at fair value. The Company classifies these investments within Level 1 or Level 2 of the fair value hierarchy because the Company values these investments using quoted market prices or alternative pricing sources and models utilizing market observable inputs. The Company measures its safeguarding obligation liability related to bitcoin held for other parties at the fair value of the bitcoin that the Company holds for other parties and classifies the liability within Level 2 because the Company uses observable market prices of the underlying bitcoin as an input for the valuation. The Company also classifies its safeguarding asset related to bitcoin held for other parties within Level 2, unless the asset's carrying amount is adjusted to reflect any actual or potential safeguarding loss events, in which case it would be classified within Level 3. The Company was not aware of any actual or possible safeguarding loss events as of December 31, 2023 or December 31, 2022. 115 The Company’s assets and liabilities that are measured at fair value on a recurring basis were classified as follows (in thousands): December 31, 2023 December 31, 2022 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash equivalents: Money market funds $ 960,705 $ — $ — $ 1,230,924 $ — $ — U.S. agency securities — — — — 7,923 — U.S. government securities 29,788 — — — — — Commercial paper — 4,993 — — 25,080 — Corporate bonds — 699 — — — — Restricted Cash: Money market funds 291,374 — — — — — Customer funds: Money market funds 4,042 — — 851,296 — — Reverse repurchase agreement 1,028,754 — — 580,045 — — Short-term debt securities: U.S. agency securities — 67,515 — — 94,441 — Corporate bonds — 215,227 — — 360,637 — Commercial paper — 15,159 — — 31,503 — Municipal securities — 9,165 — — 9,693 — Certificates of deposit — 3,856 — — 6,400 — U.S. government securities 539,998 — — 571,637 — Foreign government securities — 981 — — 7,540 — Long-term debt securities: U.S. agency securities — — — — 70,315 — Corporate bonds — 95,328 — — 236,726 — Municipal securities — 2,412 — — 9,754 — U.S. government securities 153,387 — — 255,692 — — Foreign government securities — — — — 942 — Other: Investment in marketable equity security 8,267 — — 11,092 — — Bitcoin investment (i) 339,898 — — 102,303 — — Safeguarding asset related to bitcoin held for other parties — 1,038,585 — — 428,243 — Safeguarding obligation liability related to bitcoin held for other parties — ( 1,038,585 ) — — ( 428,243 ) — Total assets (liabilities) measured at fair value $ 3,356,213 $ 415,335 $ — $ 3,602,989 $ 860,954 $ — (i) The Company holds an immaterial amount of bitcoin for operating purposes and, given the bitcoin is held for a relatively short period of time, typically being purchased and sold within a day, the fair value approximates carrying value. Refer to Note 1, Description of Business and Summary of Significant Accounting Policies and Note 14, Bitcoin for more details. The carrying amounts of certain financial instruments, including settlements receivable, consumer receivables, loans held for investment, accounts payable, customers payable, accrued expenses, and settlements payable, approximate their fair values due to their short-term nature. The carrying amounts of the Company's warehouse funding facilities approximate their fair values. 116 The Company estimates the fair value of its convertible and senior notes based on their last actively traded prices (Level 1) or market observable inputs (Level 2). The estimated fair value and carrying value of the convertible and senior notes were as follows (in thousands): December 31, 2023 December 31, 2022 Carrying Value Fair Value (Level 2) Carrying Value Fair Value (Level 2) 2031 Senior Notes $ 989,567 $ 879,913 $ 988,171 $ 782,857 2026 Senior Notes 993,208 938,105 990,414 885,876 2027 Convertible Notes 569,865 468,475 568,535 433,082 2026 Convertible Notes 571,014 501,910 569,315 464,066 2025 Convertible Notes 996,437 979,776 993,394 943,188 2023 Convertible Notes — — 460,356 480,925 Total $ 4,120,091 $ 3,768,179 $ 4,570,185 $ 3,989,994 The estimated fair value and carrying value of loans held for sale and loans held for investment were as follows (in thousands): December 31, 2023 December 31, 2022 Carrying Value Fair Value (Level 3) Carrying Value Fair Value (Level 3) Loans held for sale $ 775,424 $ 783,464 $ 474,036 $ 491,807 Loans held for investment 247,631 258,684 123,959 126,122 Total $ 1,023,055 $ 1,042,148 $ 597,995 $ 617,929 For the years ended December 31, 2023, 2022, and 2021, the Company recorded incremental charges for the excess of amortized cost over the fair value of the loans of $ 35.1 million, $ 27.5 million, and $ 6.4 million, respectively. To determine the fair value of the loans held for sale, the Company utilizes discounted cash flow valuation modeling, taking into account the probability of default and estimated timing and amounts of periodic repayments. In estimating the expected timing and amounts of the future periodic repayments for the loans outstanding, the Company considered other relevant market data in developing such estimates and assumptions. As of December 31, 2023, there were no material changes to the Company's estimates of fair value, and the Company will continue to evaluate facts and circumstances that could impact its estimates and affect its results of operations in future periods. If applicable, the Company will recognize transfers into and out of levels within the fair value hierarchy at the end of the reporting period in which the actual event or change in circumstance occurs. During the years ended December 31, 2023, 2022, and 2021, the Company did not have any transfers in or out of Level 1, Level 2, or Level 3 assets or liabilities. NOTE 6 - CONSUMER RECEIVABLES, NET Consumer receivables represent amounts due from consumers for outstanding installment payments on orders processed on the Company's BNPL platform. Further discussed in Note 1, Description of Business and Summary of Significant Accounting Policies , consumer receivables are classified as held for investment. These receivables are typically interest free and are generally due within 14 to 56 days. The Company closely monitors credit quality for consumer receivables to manage and evaluate its related exposure to credit risk. The criteria the Company monitors when assessing the credit quality and risk of its consumer receivables portfolio is primarily based on internal risk assessments, as they provide insight into customer risk profiles and are useful as indicators of potential future credit losses. Consumer receivables are internally rated as "Pass" or "Classified." Pass rated consumer receivables generally consist of consumer receivables that are current or up to 60 days past due. Classified consumer receivables are generally comprised of consumer receivables that are greater than 60 days past due and have a higher risk of default. Internal risk ratings are reviewed and, generally, updated at least once a year. As of December 31, 2023, the amortized cost of Pass rated consumer receivables was $ 2.5 billion and the amount of Classified consumer receivables was $ 0.1 billion. 117 The following table presents an aging analysis of the amortized cost of consumer receivables by delinquency status (in thousands): December 31, 2023 December 31, 2022 Non-delinquent loans $ 2,074,532 $ 1,643,874 1 - 60 days past due 453,412 295,830 61 - 90 days past due 26,798 20,612 90+ days past due 75,227 62,134 Total amortized cost $ 2,629,969 $ 2,022,450 The amount listed as 1 - 60 days past due in the above table includes $ 365.4 million and $ 224.9 million of cash in transit as of December 31, 2023 and December 31, 2022, respectively, which reflects ongoing repayments from consumers that have been sent from consumers’ bank accounts but have not yet been received at the Company’s bank account as of the date of the financial statements. This cash in transit as of December 31, 2023 and December 31, 2022 represents 13.9 % and 11.1 %, respectively, of the total amortized cost of consumer receivables. Consumer receivables are charged off when they are over 180 days past due as the Company has no reasonable expectation of recovery. When consumer receivables are charged off, the Company recognizes the charge against the allowance for credit losses. While the Company expects collections at that point to be unlikely, the Company may recover amounts from the respective consumers. Any subsequent recoveries following charge-off are credited to transaction, loan, and consumer receivable losses on the consolidated statements of operations in the period they were recovered. The amount of recoveries for the year ended December 31, 2023 and December 31, 2022 were immaterial. The following table summarizes activity in the allowance for credit losses subsequent to the acquisition of Afterpay (in thousands): Year Ended December 31, 2023 From Acquisition on January 31, 2022 to December 31, 2022 Allowance for credit losses, beginning of the period (i) $ 151,290 $ 115,552 Provision for credit losses 261,296 203,670 Charge-offs and other adjustments ( 228,845 ) ( 168,664 ) Foreign exchange effect 1,534 732 Allowance for credit losses, end of the period $ 185,275 $ 151,290 (i) Consumer receivables acquired from Afterpay that reflect a more-than-insignificant deterioration of credit from origination are considered purchased credit deteriorated ("PCD") receivables. For PCD consumer receivables, the initial estimate of expected credit losses is recognized in the allowance for credit losses on the date of acquisition using the same methodology as other consumer receivables. NOTE 7 - CUSTOMER LOANS Loans Held for Investment The Company originates loans in the U.S. through its wholly-owned subsidiary, Square Financial Services. The Company sells the majority of the loans to institutional investors with a portion retained on its balance sheet. Loans retained by the Company are classified as held for investment as the Company has both the intent and ability to hold them for the foreseeable future, until maturity, or until payoff. The Company’s intent and ability in the future may change based on changes in business strategies, the economic environment, and market conditions. As of December 31, 2023, the Company held $ 247.6 million as loans held for investment, net of allowance, included in other current assets on the consolidated balance sheets. Refer to Note 12, Other Consolidated Balance Sheet Components (Current) for more details. 118 Loans held for investment are recorded at amortized cost, less an allowance for potential uncollectible amounts. Amortized cost basis represents principal amounts outstanding, net of unearned income, unamortized deferred fees and costs on originated loans, premiums or discounts on purchased loans and charge-offs. The allowance for loan losses, amount of charge offs recorded, and amount of recoveries as of December 31, 2023 were immaterial. The Company considers loans that are greater than 60 days past due to be delinquent, and loans 90 days or more past due to be nonperforming. Loans that are 120 days or more past due are generally considered to be uncollectible and are written off. When a loan is identified as nonperforming, recognition of income is discontinued. Loans are restored to performing status after total overdue unpaid amounts are repaid and the Company has reasonable assurance that performance under the terms of the loan will continue. As of December 31, 2023, the amount of loans that were identified as nonperforming loans was immaterial. The Company closely monitors economic conditions and loan performance trends to assess and manage its exposure to credit risk. The criteria the Company monitors when assessing the credit quality and risk of its loan portfolio is primarily based on internal risk ratings, as they provide insight into borrower risk profiles and are useful as indicators of potential future credit losses. Loans are internally rated as "Pass" or "Classified". Pass rated loans generally consist of loans that are current or up to 60 days past due. Classified loans generally comprise of loans that are 60 days or greater past due and have a higher risk of default. Internal risk ratings are reviewed and, generally, updated at least once a year. As of December 31, 2023, the amortized cost of Pass rated loans was $ 261.4 million and the amount of Classified loans was immaterial. Loans Held For Sale The Company classifies loans as held for sale when there is an available market for such loans and it is the Company’s intent to sell all of its rights, title, and interest in these loans to third-party investors. Loans held for sale primarily include Square Loans and Cash App Borrow products. Square Loans are loans facilitated by Square Financial Services to qualified Square sellers, while Cash App Borrow is a credit product for consumers that allows customers to access short-term loans for a small fee. Loans held for sale are recorded at the lower of amortized cost or fair value. As of December 31, 2023 and December 31, 2022 the Company had $ 775.4 million and $ 474.0 million, respectively, of loans held for sale, as disclosed in the Company's consolidated balance sheets. The Company aggregates loans held for sale by the intended customer of the loan product. Commercial loans held for sale include Square Loans, Consumer loans held for sale include loans initiated through Cash App Borrow, and Other loans held for sale include loans outside of consumer and commercial loans. The following table presents the Company’s loans held for sale aggregated by category (in thousands): December 31, 2023 December 31, 2022 Commercial $ 478,128 $ 327,449 Consumer 274,630 120,870 Other 22,666 25,717 Total $ 775,424 $ 474,036 119 NOTE 8 - PROPERTY AND EQUIPMENT, NET The following table details property and equipment, less accumulated depreciation and amortization (in thousands): December 31, 2023 December 31, 2022 Capitalized software $ 243,214 $ 197,420 Computer equipment 224,127 224,959 Leasehold improvements 123,218 228,634 Office furniture and equipment 28,798 45,836 Total 619,357 696,849 Less: Accumulated depreciation and amortization ( 323,301 ) ( 367,547 ) Property and equipment, net $ 296,056 $ 329,302 Depreciation and amortization expense on property and equipment was $ 172.8 million, $ 131.5 million, and $ 94.2 million for the years ended December 31, 2023, 2022, and 2021, respectively. 120 NOTE 9 - ACQUISITIONS Afterpay On January 31, 2022 (February 1, 2022 Australian Eastern Daylight Time), the Company completed the acquisition of Afterpay, a global BNPL platform. In connection with the acquisition, the Company issued 113,617,352 shares of the Company’s Class A common stock. The shares issued included a deemed vested component of outstanding employee awards, based on the ratio of time served in relation to the vesting term of each award, with the unvested portion being replaced with Block’s unvested replacement awards, with the same terms. The aggregate fair value of the shares issued was $ 13.8 billion based on the closing price of the Company’s Class A common stock on the acquisition date, of which $ 66.3 million was attributed to acceleration of various share-based arrangements and was accounted for as an expense immediately post-acquisition, included as a component of general and administrative expenses in the consolidated statement of operations. As of the completion of the acquisition, certain convertible notes with an outstanding principal amount of AU $ 1.5 billion (U.S. $ 1.1 billion based on the closing exchange rate on the acquisition date) remained outstanding, and were redeemed on March 4, 2022. As of December 31, 2023, the Company's purchase price allocation was complete and the measurement period was closed. The acquisition meets the criteria to be accounted for as a business combination in accordance with ASC 805, Business Combinations. This method requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date and that the difference between the fair value of the consideration paid for the acquired entity and the fair value of the net assets acquired be recorded as goodwill, which is not amortized but is tested at least annually for impairment. The table below summarizes the consideration paid for Afterpay and the assessment of the fair value of the assets acquired and liabilities assumed at the closing date (in thousands, except share data): Consideration: Stock ( 113,617,352 shares of Class A common stock, excluding value accounted as post-combination expense of $ 66,337 ) $ 13,827,929 Cash paid to settle tax withholding in connection with replacement awards 8,693 Total consideration $ 13,836,622 Recognized amounts of identifiable assets acquired and liabilities assumed: Current assets (inclusive of cash, cash equivalents, and restricted cash acquired) $ 653,709 Consumer receivables 1,245,508 Intangible customer assets 1,378,000 Intangible technology assets 239,000 Intangible trade name 386,000 Other non-current assets 74,232 Long-term debt - current (i) ( 1,058,065 ) Current liabilities ( 439,358 ) Warehouse funding facilities (ii) ( 107,996 ) Deferred tax liabilities ( 190,689 ) Other non-current liabilities ( 63,213 ) Total identifiable net assets acquired 2,117,128 Goodwill 11,719,494 Total $ 13,836,622 (i) Long-term debt - current is comprised of the aforementioned Afterpay convertible notes, which were redeemed in cash at face value on March 4, 2022. (ii) Refer to Note 15, Indebtedness for further details. 121 Goodwill from the acquisition was primarily attributable to the value of expected synergies created by incorporating Afterpay's BNPL platform, its business, and operations into the Company's Cash App ecosystem and the value of the assembled workforce. The goodwill has no amortizable basis for income tax purposes. Other Acquisitions During the years ended December 31, 2023, 2022, and 2021, the Company completed certain acquisitions for a total consideration of $ 14.2 million, $ 46.0 million, and $ 253.7 million, respectively, which resulted in the recognition of additional intangible assets and goodwill. These acquisitions did not have a material impact to the Company's consolidated financial statements, and therefore pro forma financial information has not been presented. None of the goodwill generated from the acquisitions or the acquired intangible assets are expected to be deductible for tax purposes. NOTE 10 - GOODWILL Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of identifiable net tangible and intangible assets acquired. The change in the carrying value of goodwill was as follows (in thousands): Balance at December 31, 2021 $ 519,276 Acquisitions 11,761,866 Foreign currency translation adjustments ( 314,381 ) Balance at December 31, 2022 11,966,761 Acquisitions 7,921 Foreign currency translation adjustments 77,351 Impairment charge ( 132,313 ) Balance at December 31, 2023 $ 11,919,720 As discussed further in Note 21, Segment and Geographical Information , the Company has two reportable segments, Square and Cash App. In the fourth quarter of 2023, the Company reorganized its business structure and moved the business activities and management of the Company's BNPL platform fully into Cash App. In connection with this reorganization, the Company reallocated the goodwill associated with the BNPL platform from Square to Cash App using the relative fair value approach. Additionally, the Company assessed goodwill for impairment for Square and Cash App immediately before and immediately after the reorganization and concluded that there was no goodwill impairment, as their estimated fair values exceeded their carrying values both immediately before and after the reorganization. The Company also performed a goodwill impairment testing of its other reporting units and recognized an impairment charge of 132.3 million related to TIDAL in the fourth quarter of 2023. The impairment charge was as a result of changes in TIDAL's strategic focus, including terminations of certain revenue arrangements and investment into new product areas. This charge was included within general and administrative expenses in the Company's statements of operations. The fair value of the TIDAL reporting unit was estimated using the income approach, which was based upon the present value of estimated future cash flows. 122 The change in the carrying value of goodwill allocated to the reportable segments was as follows (in thousands): Cash App Square Corporate and Other Total Balance at December 31, 2021 $ 128,334 $ 193,057 $ 197,885 $ 519,276 Acquisitions 5,882,133 5,879,733 — 11,761,866 Foreign currency translation adjustments ( 157,537 ) ( 156,844 ) — ( 314,381 ) Balance at December 31, 2022 5,852,930 5,915,946 197,885 11,966,761 Acquisitions — — 7,921 7,921 Foreign currency translation adjustments 77,351 — — 77,351 Reallocation between segments (i) 720,847 ( 720,847 ) — — Impairment charge — — ( 132,313 ) ( 132,313 ) Balance at December 31, 2023 $ 6,651,128 $ 5,195,099 $ 73,493 $ 11,919,720 (i) Represents effects of the reallocation of goodwill due to the reorganization of the Company's business structure in the fourth quarter of 2023. The Company performed its annual goodwill impairment assessment as of December 31, 2023 and concluded no additional goodwill impairment should be recognized. For purposes of completing the impairment test, the Company performs either a qualitative or a quantitative analysis on a reporting unit basis. NOTE 11 - ACQUIRED INTANGIBLE ASSETS The following table details acquired intangible assets (in thousands): Balance at December 31, 2023 Weighted Average Estimated Useful Life Cost Accumulated Amortization Net Technology assets 5 years $ 393,511 $ ( 201,409 ) $ 192,102 Customer assets 14 years 1,473,970 ( 237,316 ) 1,236,654 Trade names 9 years 428,944 ( 102,774 ) 326,170 Other 9 years 13,299 ( 6,704 ) 6,595 Total $ 2,309,724 $ ( 548,203 ) $ 1,761,521 Balance at December 31, 2022 Weighted Average Estimated Useful Life Cost Accumulated Amortization Net Technology assets 5 years $ 398,665 $ ( 133,116 ) $ 265,549 Customer assets 15 years 1,474,163 ( 110,316 ) 1,363,847 Trade names 9 years 434,766 ( 58,352 ) 376,414 Other 9 years 13,701 ( 5,477 ) 8,224 Total $ 2,321,295 $ ( 307,261 ) $ 2,014,034 All intangible assets are amortized over their estimated useful lives. 123 The change in the carrying value of intangible assets was as follows (in thousands): Year Ended December 31, 2023 2022 2021 Acquired intangible assets, net, beginning of the period $ 2,014,034 $ 257,049 $ 137,612 Acquisitions 6,300 2,006,490 159,100 Amortization expense ( 246,873 ) ( 208,952 ) ( 40,522 ) Foreign currency translation and other adjustments ( 11,940 ) ( 40,553 ) 859 Acquired intangible assets, net, end of the period $ 1,761,521 $ 2,014,034 $ 257,049 The estimated future amortization expense of intangible assets as of December 31, 2023 is as follows (in thousands): 2024 $ 227,482 2025 208,252 2026 194,185 2027 147,028 2028 142,826 Thereafter 841,748 Total $ 1,761,521 NOTE 12 - OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (CURRENT) Other Current Assets The following table presents the detail of other current assets (in thousands): December 31, 2023 December 31, 2022 Restricted cash (i) $ 770,380 $ 639,780 Short term deposits (ii) 397,630 25,555 Processing costs receivable 365,153 298,568 Loans held for investment, net of allowance for loan losses (iii) 247,631 123,959 Accounts receivable, net 134,824 140,508 Inventory, net 110,097 97,703 Prepaid expenses 100,770 141,262 Other 227,003 159,930 Total $ 2,353,488 $ 1,627,265 (i) Includes a portion invested in money market funds. Refer to Note 5, Fair Value Measurements for further details. (ii) Includes a $ 350.0 million deposit held by a processor to meet requirements related to processing volumes under an arrangement that was executed in the fourth quarter of 2023. This activity is included within cash flows from operating activities within the Company's consolidated statements of cash flows. (iii) Refer to Note 7, Customer Loans for further details . 124 Accrued Expenses and Other Current Liabilities The following table presents the detail of accrued expenses and other current liabilities (in thousands): December 31, 2023 December 31, 2022 Accrued expenses $ 538,812 $ 382,571 Accounts payable 142,554 95,846 Customer deposits 167,028 141,893 Accrued transaction losses (i) 54,042 64,539 Accrued royalties 62,140 63,684 Operating lease liabilities, current 53,721 66,854 Other 307,903 258,129 Total $ 1,326,200 $ 1,073,516 (i) The Company is exposed to potential credit losses related to transactions processed by sellers that are subsequently subject to chargebacks when the Company is unable to collect from the sellers primarily due to insolvency. Generally, the Company estimates the potential loss rates based on historical experience that is continuously adjusted for new information and incorporates, where applicable, reasonable and supportable forecasts about future expectations. The following table summarizes the activities of the Company’s reserve for transaction losses (in thousands): Year Ended December 31, 2023 2022 Accrued transaction losses, beginning of the period $ 64,539 $ 55,167 Provision for transaction losses 95,885 100,735 Charge-offs to accrued transaction losses ( 106,382 ) ( 91,363 ) Accrued transaction losses, end of the period $ 54,042 $ 64,539 In addition to amounts reflected in the table above, the Company recognized additional provision for transaction losses that was realized and written-off within the same period. Such losses are primarily related to Cash App transactions, such as peer-to-peer transactions and negative balances, that are uncertain in nature. The Company recorded $ 405.6 million and $ 411.7 million for the years ended December 31, 2023 and 2022, respectively, for such losses. 125 NOTE 13 - OTHER CONSOLIDATED BALANCE SHEET COMPONENTS (NON-CURRENT) Other Non-Current Assets The following table presents the detail of other non-current assets (in thousands): December 31, 2023 December 31, 2022 Investment in non-marketable equity securities (i) $ 205,268 $ 208,880 Bitcoin investment (ii) 339,898 102,303 Restricted cash 71,812 71,600 Other 122,508 101,454 Total $ 739,486 $ 484,237 (i) Investment in non-marketable equity securities represents the Company's investments in equity of non-public entities. These investments are measured using the measurement alternative and are therefore carried at cost, less impairment, adjusted for observable price changes from orderly transactions for identical or similar investments of the same issuer. Adjustments are recorded within other expense (income), net on the consolidated statements of operations. Unrealized gains and losses were immaterial in the year ended December 31, 2023. (ii) Refer to Note 14, Bitcoin for further details. NOTE 14 - BITCOIN A) Company Owned Bitcoin Bitcoin investment As of December 31, 2023, the Company held approximately 8,038 bitcoins for investment purposes with a fair value of $ 339.9 million, which is included within the Company’s “Other non-current assets” on the consolidated balance sheets. The following table summarizes the changes in the Company’s bitcoin investment (in thousands, except number of bitcoin): Amount of bitcoin Value Balance at December 31, 2022 8,038 $ 102,303 Cumulative effect of adoption of ASU 2023-08 — 30,511 Remeasurement gain — 207,084 Balance at December 31, 2023 8,038 $ 339,898 126 Bitcoin for operating purposes The Company holds a small amount of bitcoin for operating purposes, at any time, to facilitate the purchases and sales of bitcoin on behalf of Cash App customers. The bitcoin for operating purposes is reflected on the consolidated balance sheets within “Other current assets”. The following table summarizes the changes in the Company's bitcoin for operating purposes (in thousands, except number of bitcoin): Amount of bitcoin Value Balance at December 31, 2022 638 $ 10,941 Additions 335,213 9,369,762 Dispositions ( 335,467 ) ( 9,364,010 ) Balance at December 31, 2023 384 $ 16,693 Given the Company holds a small amount of bitcoin for operating purposes and such bitcoin is held for only a short period, typically less than a day, any remeasurement gains or losses on the Company's bitcoin for operating purposes were immaterial. B) Bitcoin Held for Other Parties The Company allows its Cash App customers to store their bitcoin in the Company’s digital wallets free of charge. The Company also holds an immaterial amount of bitcoin from select trading partners to facilitate bitcoin transactions for customers on Cash App. Other than bitcoin, the Company does not hold or store any other types of crypto-assets for customers or trading partners. The Company holds the cryptographic key information and maintains the internal recordkeeping of the bitcoin held for other parties. The Company's contractual arrangements state that its customers and trading partners retain legal ownership of the bitcoin; have the right to sell, pledge, or transfer the bitcoin; and also benefit from the rewards and bear the risks associated with the ownership, including as a result of any bitcoin price fluctuations. The customer also bears the risk of loss as a result of fraud or theft, unless the loss was caused by the Company’s gross negligence or the Company’s willful misconduct. The Company does not use any of the bitcoin custodied for customers or trading partners as collateral for any of the Company’s loans or other financing arrangements; nor does it lend or pledge bitcoin held for others to any third parties. The Company occasionally engages third-party custodians to store and safeguard bitcoin on the Company's behalf. As of December 31, 2023, an immaterial amount of the bitcoin was held by third-party custodians on the Company's behalf. As of the adoption of SAB 121, the Company records a bitcoin safeguarding obligation liability and a corresponding bitcoin safeguarding asset based on the fair value of the bitcoin held for other parties at each reporting date. The Company was not aware of any actual or possible safeguarding loss events as of December 31, 2023 or December 31, 2022, and accordingly, the bitcoin safeguarding obligation liability and the associated bitcoin safeguarding asset were recorded at the same value. The following table summarizes the Company’s bitcoin held for other parties (in thousands, except number of bitcoin): December 31, 2023 December 31, 2022 Approximate amount of bitcoin held for customers 24,570 25,850 Approximate amount of bitcoin held for trading partners — 62 Total approximate amount of bitcoin held for other parties 24,570 25,912 Safeguarding obligation liability related to bitcoin held for customers $ 1,038,585 $ 427,221 Safeguarding obligation liability related to bitcoin held for trading partners — 1,022 Safeguarding obligation liability related to bitcoin held for other parties $ 1,038,585 $ 428,243 Safeguarding asset related to bitcoin held for other parties $ 1,038,585 $ 428,243 127 NOTE 15 - INDEBTEDNESS A) Revolving Credit Facility In May 2020, the Company entered into a revolving credit agreement with certain lenders, which provided a $ 500.0 million senior unsecured revolving credit facility (the "2020 Credit Facility") maturing in May 2024. On May 28, 2020, the Company amended the credit agreement for the 2020 Credit Facility (the "Credit Agreement") to permit the Company’s wholly-owned subsidiary, Square Capital, LLC (“Square Capital”), to incur indebtedness in an aggregate principal amount of up to $ 500.0 million pursuant to the Paycheck Protection Program Liquidity Facility (“PPPLF”) authorized under the Federal Reserve Act of 1913. In connection with its convertible debt offerings in November 2020, the Company entered into a second amendment to the Credit Agreement on November 9, 2020 to permit convertible debt in an aggregate principal amount not to exceed $ 3.6 billion. On January 28, 2021, the Company entered into a third amendment to the Credit Agreement to increase the amount of indebtedness that Square Capital is permitted to incur pursuant to the PPPLF from an aggregate principal amount of up to $ 500.0 million to an aggregate principal amount of up to $ 1.0 billion. On May 25, 2021, the Company entered into a fourth amendment to the Credit Agreement to, among other things, extend the maturity date of the loans advanced to May 1, 2024. On January 28, 2022, the Company entered into a fifth amendment to the Credit Agreement to permit certain existing obligations of Afterpay and its subsidiaries to remain outstanding as of and after the completion of the Afterpay acquisition. On February 23, 2022, the Company entered into a sixth amendment to the Credit Agreement to, among other things, provide for a new tranche of unsecured revolving loan commitments in an aggregate principal amount of up to $ 100.0 million. On June 9, 2023, the Company entered into a seventh amendment to the Credit Agreement to, among other things, extend the maturity date of the loans advanced to June 9, 2028 and provide for additional unsecured revolving loan commitments in an aggregate principal amount of up to $ 175 million. The Credit Agreement also contains a financial covenant that requires the Company to maintain a quarterly minimum liquidity amount (consisting of the sum of Unrestricted Cash and Cash Equivalents plus Marketable Securities, each as defined in the Credit Agreement) of at least $ 250.0 million, tested on a quarterly basis. The Company is obligated to pay customary fees for a credit facility of this size and type including a commitment fee of 0.10 % to 0.20 % per annum on the undrawn portion available under the 2020 Credit Facility. To date, no funds have been drawn and no letters of credit have been issued under the 2020 Credit Facility. As of December 31, 2023, $ 775.0 million remained available for draw subject to compliance with our covenants. The Company incurred immaterial unused commitment fees during the years ended December 31, 2023, 2022, and 2021. As of December 31, 2023, the Company was in compliance with all financial covenants associated with the 2020 Credit Agreement. Loans under the 2020 Credit Agreement bear interest at the Company's option of (i) an annual rate based on the forward-looking term rate based on the Secured Overnight Financing Rate ("Term SOFR") or (ii) a base rate. Loans based on Term SOFR shall bear interest at a rate equal to Term SOFR plus a margin of between 1.25 % and 1.75 %, depending on the Company's total net leverage ratio. Loans based on the base rate shall bear interest at a rate based on the highest of the prime rate, the federal funds rate plus 0.50 %, and Term SOFR with a tenor of one-month plus 1.00 %, in each case, plus a margin ranging from 0.25 % to 0.75 %, depending on the Company's total net leverage ratio. The Credit Agreement also contains customary affirmative and negative covenants typical for a financing of this type that, among other things, restricts the Company and certain of its subsidiaries’ ability to incur additional indebtedness, create liens, merge or consolidate or make certain dispositions, pay dividends and make distributions, enter into restrictive agreements, enter into agreements with affiliates, and make certain investments and acquisitions. B) Warehouse Funding Facilities Following the acquisition of Afterpay, the Company assumed Afterpay's existing warehouse funding facilities. The Company has financing arrangements with financial institutions in Australia, New Zealand, the United States, and the United Kingdom (collectively, the “Warehouse Facilities”). The Warehouse Facilities have been arranged utilizing wholly-owned and consolidated entities (collectively, the "Warehouse Special Purpose Entities ("Warehouse SPEs") formed for the sole purpose of financing the origination of consumer receivables to partly fund the Company's BNPL platform. Borrowings under the Warehouse Facilities are secured against the respective consumer receivables. While the Warehouse SPEs are included in our consolidated financial statements, they are separate legal entities that maintain legal ownership of the receivables they hold. The assets of the Warehouse SPEs are not available to satisfy our claims or those of our creditors. 128 These Warehouse Facilities have maturity dates through June 2026. As of December 31, 2023, the aggregate amount of the Warehouse Facilities, using the respective exchange rates at perio d-end , was $ 1.7 billion on a revolving basis, of which $ 1.6 billion was drawn and $ 99.4 million remained available . All Warehouse Facilities contain portfolio parameters based on performance of the underlying consumer receivables, which each respective region has satisfied as of December 31, 2023. None of the Warehouse Facilities contain corporate financial covenants. All Warehouse Facilities are on a variable rate basis which aligns closely to the weighted-average life of the consumer receivables they finance. Borrowings under these facilities bear interest at (i) a base rate aligned to either the local risk free rate, such as Term SOFR and the Sterling Overnight Index Average ("SONIA") or similar, and (ii) a margin which is set for the term of the availability period. The interest expense incurred on the Company's Warehouse Facilities is included within general and administrative as part of the Company's operating expenses. Interest expense on the Company's Warehouse Facilities was $ 65.9 million and $ 16.2 million for the years ended December 31, 2023 and 2022, respectively. The Company did not have any interest expense on the Company's Warehouse Facilities in 2021. In addition, each Warehouse Facility requires payment of immaterial commitment fees. 129 The table below summarizes the future scheduled principal payments of amounts drawn on the Company's Warehouse Facilities (in thousands): December 31, 2023 2024 (i) (ii) $ 753,035 2025 154,882 2026 700,000 Total $ 1,607,917 (i) Includes $ 140.0 million of future scheduled principal payments related to a Warehouse Facility that matured in December 2023. The amount drawn at maturity remained outstanding as of December 31, 2023 as the Company had four months following the termination to repay the facility upon maturity. The amounts were repaid in January 2024. (ii) Disclosed as warehouse funding facilities, current portion within total current liabilities on the consolidated balance sheet. C) Notes Senior Unsecured Notes due in 2026 and 2031 On May 20, 2021, the Company issued an aggregate principal amount of $ 2.0 billion senior unsecured notes comprised of $ 1.0 billion of senior unsecured notes due 2026 ("2026 Senior Notes") and $ 1.0 billion senior unsecured notes due 2031 ("2031 Senior Notes" and, together with the 2026 Senior Notes, the “Senior Notes”). The 2026 Senior Notes mature on June 1, 2026, unless earlier redeemed or repurchased, and bear interest at a rate of 2.75 % payable semi-annually on June 1 and December 1 of each year. The 2031 Senior Notes mature on June 1, 2031, unless earlier redeemed or repurchased, and bear interest at a rate of 3.50 % payable semi-annually on June 1 and December 1 of each year. The Senior Notes are subject to optional redemption provisions. At any time prior to May 1, 2026, in the case of the 2026 Senior Notes, and March 1, 2031, in the case of the 2031 Senior Notes, the Company may redeem the applicable series in whole or part at a price equal to 100 % of the principal amount of the notes to be redeemed plus an applicable premium and accrued and unpaid interest, if any, to but excluding the redemption date. The applicable premium for any note is the greater of: (i) 1.0 % of the principal amount of such note, and (ii) the excess, if any, of (a) the present value at the redemption date of all scheduled payments of interest plus principal on such note (excluding accrued but unpaid interest, if any, to, but excluding, the redemption date) computed using a discount rate equal to the Treasury Rate as of such redemption date plus 50 basis points, over (b) the principal amount of such note. At any time on or after May 1, 2026, in the case of the 2026 Senior Notes, and March 1, 2031, in the case of the 2031 Senior Notes, the Company may redeem the notes of the applicable series in whole or part at a price of 100 % of the principal amount of the notes to be redeemed plus accrued and unpaid interest, if any, to but excluding the redemption date. If the Company experiences a change of control triggering event (as defined in the applicable indenture governing the applicable Senior Notes), the Company must offer to repurchase each series of Senior Notes at a repurchase price equal to 101 % of the principal amount of the applicable notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the applicable repurchase date. In the event of default, the trustee or holders of at least 25 % in aggregate principal amount of the applicable series of outstanding Senior Notes under the applicable indenture may declare all of the notes of the applicable series to be due and immediately payable. If the event of default is the result of specified events of bankruptcy, insolvency or reorganization, all of the notes of the applicable series will become due without any declaration or action by the trustee or holders. If there is a default in the payment of interest, the Company shall pay the defaulted interest plus, to the extent lawful, interest payable on the defaulted interest at the rate provided in the Senior Notes. 130 Debt issuance costs related to the 2026 Senior Notes and 2031 Senior Notes were comprised of discounts and commissions payable to the initial purchasers of $ 22.5 million and third party offering costs of $ 5.7 million. Issuance costs are amortized to interest expense using the effective interest method at an effective interest rate of 3.06 % and 3.69 % for each of the respective terms of the 2026 Senior Notes and 2031 Senior Notes, respectively. Convertible Notes due in 2026 and 2027 On November 13, 2020, the Company issued an aggregate principal amount of $ 1.15 billion of convertible senior notes comprised of $ 575.0 million of convertible senior notes due 2026 ("2026 Convertible Notes") and $ 575.0 million of convertible senior notes due 2027 ("2027 Convertible Notes"). The 2026 Convertible Notes mature on May 1, 2026, unless earlier converted or repurchased, and bear a zero rate of interest. The 2027 Convertible Notes mature on November 1, 2027, unless earlier converted or repurchased, and bear interest at a rate of 0.25 % payable semi-annually on May 1 and November 1 of each year. Both the 2026 Convertible Notes and 2027 Convertible Notes are convertible at an initial conversion rate of 3.3430 shares of the Company's Class A common stock per $1,000 principal amount, which is equivalent to an initial conversion price of approximately $ 299.13 per share of Class A common stock. Holders may convert their relevant series of notes at any time prior to the close of business on the business day immediately preceding February 1, 2026 and August 1, 2027 for the 2026 Convertible Notes and 2027 Convertible Notes, respectively, only under the following circumstances: (i) during any calendar quarter, commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; (ii) during the five business day period after any five consecutive trading day period (the "measurement period") in which the trading price (as defined in the indenture governing the 2026 Convertible Notes and 2027 Convertible Notes) per $1,000 principal amount of 2026 Convertible Notes and 2027 Convertible Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day; (iii) if the Company calls any or all of the 2026 Convertible Notes and 2027 Convertible Notes for redemption, such relevant series of notes called for redemption may be converted at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate events, including certain distributions, the occurrence of a fundamental change (as defined in the indenture governing the 2026 Convertible Notes and 2027 Convertible Notes) or a transaction resulting in the Company’s Class A common stock converting into other securities or property or assets. In addition, upon occurrence of the specified corporate events prior to the maturity date, the Company would increase the conversion rate for a holder who elects to convert their relevant series of notes in connection with such an event in certain circumstances. On or after February 1, 2026 in the case of the 2026 Convertible Notes, and on or after August 1, 2027 in the case of the 2027 Convertible Notes, up until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder of the relevant series of notes may convert all or any portion of its 2026 Convertible Notes or 2027 Convertible Notes regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its Class A common stock, or a combination of cash and shares of its Class A common stock, at the Company’s election. On or after November 5, 2023 for the 2026 Convertible Notes, and on or after November 5, 2024 for the 2027 Convertible Notes, the Company may redeem all or a portion of each series of convertible notes for cash at its option, if the last reported sale price of the Company's Class A common stock has been at least 130 % of the conversion price for the relevant series of notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2026 Convertible Notes and 2027 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. 131 The circumstances to allow the holders to convert their 2026 Convertible Notes and 2027 Convertible Notes were not met during the year ended December 31, 2023. As of December 31, 2023, no principal had converted and the if-converted value did not exceed the outstanding principal amount of either the 2026 Convertible Notes or 2027 Convertible Notes. Convertible Notes due in 2025 On March 5, 2020, the Company issued an aggregate principal amount of $ 1.0 billion of convertible senior notes ("2025 Convertible Notes"). The 2025 Convertible Notes mature on March 1, 2025, unless earlier converted or repurchased, and bear interest at a rate of 0.1250 % payable semi-annually on March 1 and September 1 of each year. The 2025 Convertible Notes are convertible at an initial conversion rate of 8.2641 shares of the Company's Class A common stock per $1,000 principal amount of 2025 Convertible Notes, which is equivalent to an initial conversion price of approximately $ 121.01 per share of Class A common stock. Holders may convert their 2025 Convertible Notes at any time prior to the close of business on the business day immediately preceding December 1, 2024 only under the following circumstances: (i) during any calendar quarter, commencing after the calendar quarter ending on June 30, 2020 (and only during such calendar quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130 % of the conversion price on each applicable trading day; (ii) during the five business day period after any five consecutive trading day period (the "measurement period") in which the trading price (as defined in the indenture governing the 2025 Convertible Notes) per $1,000 principal amount of 2025 Convertible Notes for each trading day of the measurement period was less than 98 % of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate on each such trading day; (iii) if the Company calls any or all of the 2025 Convertible Notes for redemption, such 2025 Convertible Notes called for redemption may be converted at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate events, including certain distributions, the occurrence of a fundamental change (as defined in the indenture governing the 2025 Convertible Notes) or a transaction resulting in the Company’s Class A common stock converting into other securities or property or assets. In addition, upon occurrence of the specified corporate events prior to the maturity date, the Company would increase the conversion rate for a holder who elects to convert their 2025 Convertible Notes in connection with such an event in certain circumstances. On or after December 1, 2024, up until the close of business on the second scheduled trading day immediately preceding the maturity date, a holder may convert all or any portion of its 2025 Convertible Notes regardless of the foregoing circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its Class A common stock, or a combination of cash and shares of its Class A common stock, at the Company’s election. The Company may redeem for cash all or any part of the 2025 Convertible Notes, at its option, on or after March 5, 2023, if the last reported sale price of the Company's Class A common stock has been at least 130 % of the conversion price for the 2025 Convertible Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the 2025 Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. The circumstances to allow the holders to convert their 2025 Convertible Notes were met in the first quarter of 2021 through the first quarter of 2022. The circumstances were not met in the second through fourth quarters of 2022 and the year ended December 31, 2023. As of December 31, 2023, certain holders of the 2025 Convertible Notes converted an immaterial aggregate principal amount of their 2025 Convertible Notes. The Company has settled the conversions through the issuance of an immaterial amount of shares of the Company's Class A common stock. As of December 31, 2023, the if-converted value did not exceed the outstanding principal amount of the 2025 Convertible Notes. Convertible Notes due in 2023 On May 25, 2018, the Company issued an aggregate principal amount of $ 862.5 million of convertible senior notes ("2023 Convertible Notes"). As of the maturity date on May 15, 2023, certain holders of the 2023 Convertible Notes had converted an aggregate principal amount of $ 401.9 million of their 2023 Convertible Notes, none of which was converted during the year ended December 31, 2023. The Company settled the conversions through the issuance of 5.2 million shares of the Company's Class A common stock and paid a total of $ 461.8 million in cash to settle the remaining unconverted principal balance, and interest, as of May 15, 2023. 132 The 2023 Convertible Notes, 2025 Convertible Notes, 2026 Convertible Notes, and 2027 Convertible Notes (collectively, the “Convertible Notes”), together with the Senior Notes, are collectively referred to as the “Notes.” The following table summarizes the Company's Notes as of December 31, 2023 (in thousands): Principal Outstanding Unamortized Debt Issuance Costs Net Carrying Value 2031 Senior Notes $ 1,000,000 $ ( 10,433 ) $ 989,567 2026 Senior Notes 1,000,000 ( 6,792 ) 993,208 2027 Convertible Notes 575,000 ( 5,135 ) 569,865 2026 Convertible Notes 575,000 ( 3,986 ) 571,014 2025 Convertible Notes 1,000,000 ( 3,563 ) 996,437 Total $ 4,150,000 $ ( 29,909 ) $ 4,120,091 The following table summarizes the Company's Notes as of December 31, 2022 (in thousands): Principal Outstanding Unamortized Debt Issuance Costs Net Carrying Value 2031 Senior Notes $ 1,000,000 $ ( 11,829 ) $ 988,171 2026 Senior Notes 1,000,000 ( 9,586 ) 990,414 2027 Convertible Notes 575,000 ( 6,465 ) 568,535 2026 Convertible Notes 575,000 ( 5,685 ) 569,315 2025 Convertible Notes 1,000,000 ( 6,606 ) 993,394 2023 Convertible Notes (i) 460,630 ( 274 ) 460,356 Total $ 4,610,630 $ ( 40,445 ) $ 4,570,185 (i) Net carrying value disclosed as current portion of long-term debt within total current liabilities on the consolidated balance sheet. The Company recognized interest expense on the Notes as follows (in thousands): Year Ended December 31, 2023 2022 2021 Contractual interest expense $ 65,566 $ 66,910 $ 44,141 Amortization of debt issuance costs 10,538 10,979 9,823 Total $ 76,104 $ 77,889 $ 53,964 133 Convertible Note Hedge and Warrant Transactions In connection with the offering of the 2027 Convertible Notes, the Company entered into convertible note hedge transactions ("2027 Convertible Note Hedges") with certain financial institution counterparties ("2027 Note Hedge Counterparties") whereby the Company has the option to purchase a total of approximately 1.9 million shares of its Class A common stock at a price of approximately $ 299.13 per share. The total cost of the 2027 convertible note hedge transactions was $ 104.3 million. In addition, the Company sold warrants ("2027 Warrants") to the 2027 Note Hedge Counterparties whereby the 2027 Note Hedge Counterparties have the option to purchase a total of 1.9 million shares of the Company’s Class A common stock at a price of approximately $ 414.18 per share for the 2027 Warrants. The Company received $ 68.0 million in cash proceeds from the sale of the 2027 Warrants. Taken together, the purchase of the 2027 Convertible Note Hedges and sale of the 2027 Warrants are intended to reduce dilution from the conversion of the 2027 Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2027 Convertible Notes, as the case may be, and to effectively increase the overall conversion price from approximately $ 299.13 per share to approximately $ 414.18 per share for the 2027 Warrants. As these instruments are considered indexed to the Company's own stock and are considered equity classified, the 2027 Convertible Note Hedges and 2027 Warrants are recorded in stockholders’ equity, are not accounted for as derivatives, and are not remeasured each reporting period. The net costs incurred in connection with the 2027 Convertible Note Hedges and 2027 warrant transactions were recorded as a reduction to additional paid-in capital on the consolidated balance sheets. In connection with the offering of the 2026 Convertible Notes, the Company entered into convertible note hedge transactions ("2026 Convertible Note Hedges") with certain financial institution counterparties ("2026 Note Hedge Counterparties") whereby the Company has the option to purchase a total of approximately 1.9 million shares of its Class A common stock at a price of approximately $ 299.13 per share. The total cost of the 2026 Convertible Note Hedges was $ 84.6 million. In addition, the Company sold warrants ("2026 Warrants") to the 2026 Note Hedge Counterparties whereby the 2026 Note Hedge Counterparties have the option to purchase a total of 1.9 million shares of the Company’s Class A common stock at a price of approximately $ 368.16 per share for the 2026 Warrants. The Company received $ 64.6 million in cash proceeds from the sale of the 2026 Warrants. Taken together, the purchase of the 2026 Convertible Note Hedges and sale of the 2026 Warrants are intended to reduce dilution from the conversion of the 2026 Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2026 Convertible Notes, as the case may be, and to effectively increase the overall conversion price from approximately $ 299.13 per share to approximately $ 368.16 per share for the 2026 Warrants. As these instruments are considered indexed to the Company's own stock and are considered equity classified, the 2026 Convertible Note Hedges and 2026 Warrants are recorded in stockholders’ equity, are not accounted for as derivatives, and are not remeasured each reporting period. The net costs incurred in connection with the 2026 Convertible Note Hedges and 2026 Warrants were recorded as a reduction to additional paid-in capital on the consolidated balance sheets. In connection with the offering of the 2025 Convertible Notes, the Company entered into convertible note hedge transactions ("2025 Convertible Note Hedges") with certain financial institution counterparties ("2025 Note Hedge Counterparties") whereby the Company has the option to purchase a total of approximately 8.3 million shares of its Class A common stock at a price of approximately $ 121.01 per share. The total cost of the 2025 Convertible Note Hedges was $ 149.2 million. In addition, the Company sold warrants ("2025 Warrants") to the 2025 Note Hedge Counterparties whereby the 2025 Note Hedge Counterparties have the option to purchase a total of 8.26 million shares of the Company’s Class A common stock at a price of approximately $ 161.34 per share. The Company received $ 99.5 million in cash proceeds from the sale of the 2025 Warrants. Taken together, the purchase of the 2025 Convertible Note Hedges and sale of the 2025 Warrants are intended to reduce dilution from the conversion of the 2025 Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted 2025 Convertible Notes, as the case may be, and to effectively increase the overall conversion price from approximately $ 121.01 per share to approximately $ 161.34 per share. As these instruments are considered indexed to the Company's own stock and are considered equity classified, the 2025 Convertible Note Hedges and 2025 Warrants are recorded in stockholders’ equity, are not accounted for as derivatives, and are not remeasured each reporting period. The net costs incurred in connection with the 2025 Convertible Note Hedges and 2025 Warrants were recorded as a reduction to additional paid-in capital on the consolidated balance sheets. 134 In connection with the offering of the 2023 Convertible Notes, the Company entered into convertible note hedge transactions ("2023 Convertible Note Hedges"), resulting in the receipt of 3.0 million shares of the Company's Class A common stock from certain financial institution counterparties and, as of December 31, 2023, the Convertible Note Hedges were completely settled and no longer outstanding. In addition, the warrants entered into in connection with the issuance of the 2023 Convertible Notes expired evenly over a 60 trading day period starting on August 15, 2023 and ending on November 7, 2023. None of the warrants were exercised over the trading day period. 135 NOTE 16 - INCOME TAXES The domestic and foreign components of income (loss) before income taxes were as follows (in thousands): Year Ended December 31, 2023 2022 2021 Domestic $ ( 30,304 ) $ ( 347,968 ) $ 417,356 Foreign 1,161 ( 217,349 ) ( 259,894 ) Income (loss) before income taxes $ ( 29,143 ) $ ( 565,317 ) $ 157,462 The components of the provision for income taxes were as follows (in thousands): Year Ended December 31, 2023 2022 2021 Current: Federal $ 12,003 $ 14,352 $ 201 State 14,351 17,504 3,186 Foreign 51,506 25,425 5,684 Total current provision for income taxes 77,860 57,281 9,071 Deferred: Federal ( 58,532 ) ( 59,909 ) ( 1,463 ) State ( 25,072 ) ( 7,677 ) ( 524 ) Foreign ( 2,275 ) ( 2,007 ) ( 8,448 ) Total deferred benefit for income taxes ( 85,879 ) ( 69,593 ) ( 10,435 ) Total benefit for income taxes $ ( 8,019 ) $ ( 12,312 ) $ ( 1,364 ) The following is a reconciliation of the statutory federal income tax rate to the Company's effective tax rate: December 31, 2023 2022 2021 Tax at federal statutory rate 21.0 % 21.0 % 21.0 % State taxes, net of federal benefit 45.9 ( 1.1 ) 0.6 Foreign rate differential ( 175.6 ) ( 2.0 ) 10.4 Other non-deductible expenses ( 21.7 ) ( 1.2 ) 4.4 Credits 292.9 27.0 ( 83.9 ) Other items ( 2.2 ) 0.6 1.6 Change in valuation allowance 11.2 ( 46.7 ) 290.4 Share-based compensation ( 16.1 ) 7.5 ( 275.0 ) Change in uncertain tax positions ( 27.4 ) ( 1.5 ) 5.0 Income/loss inclusions of U.S. foreign subsidiaries ( 216.5 ) 2.1 0.9 Non-deductible executive compensation ( 9.2 ) ( 0.3 ) 5.9 Non-deductible acquisition related costs ( 15.0 ) ( 3.0 ) 5.9 Foreign exchange gain/loss 174.1 ( 0.2 ) — Impairment loss ( 60.8 ) — 0.1 Return to provision adjustments 26.9 — — Intercompany transactions — — 3.8 Cancellation of debt income — — 8.0 Total 27.5 % 2.2 % ( 0.9 ) % 136 The tax effects of temporary differences and related deferred tax assets and liabilities were as follows (in thousands): December 31, 2023 2022 Deferred tax assets: Capitalized costs & research and development capitalization $ 552,731 $ 474,766 Accrued expenses 173,556 129,695 Net operating loss carryforwards 935,289 1,172,880 Tax credit carryforwards 529,314 501,185 Share-based compensation 45,153 72,128 Other 61,489 6,199 Operating lease liability 85,154 109,176 Cryptocurrency investment — 30,273 Deferred consideration 6,943 11,665 Convertible notes 33,952 52,915 Safeguarding liability related to bitcoin held for other parties 257,503 110,150 Total deferred tax assets 2,681,084 2,671,032 Valuation allowance ( 2,001,438 ) ( 2,100,383 ) Total deferred tax assets, net of valuation allowance 679,646 570,649 Deferred tax liabilities: Property, equipment and intangible assets ( 332,512 ) ( 452,658 ) Unrealized gain on investments ( 25,618 ) ( 29,554 ) Operating lease right-of-use asset ( 60,600 ) ( 96,894 ) Safeguarding asset related to bitcoin held for other parties ( 257,503 ) ( 110,150 ) Cryptocurrency investment ( 29,711 ) — Total deferred tax liabilities ( 705,944 ) ( 689,256 ) Net deferred tax liabilities $ ( 26,298 ) $ ( 118,607 ) On October 31, 2023, the Company completed certain internal restructuring steps resulting in certain U.S. domiciled Afterpay entities (collectively "Afterpay U.S.") integrating into the Block, Inc. U.S. federal consolidated filing group (the "Company's U.S. consolidated group"). The intention of the integration is to improve U.S. tax compliance efficiencies and optimize funding opportunities for Afterpay U.S. The Company recognized a one-time tax benefit of $ 29.1 million in the year related to the internal restructuring. The integration may result in a change to the taxes owed by the Company's U.S. consolidated group in future years. This will be dependent on the income or loss generated by Afterpay U.S. or if certain conditions are met that enables the utilization of the carried over tax attributes of Afterpay U.S., which have utilization restrictions within the U.S. consolidated group post-integration. Realization of deferred tax assets is dependent upon the generation of future taxable income, the timing and amount of which are uncertain. The Company's deferred tax assets and liabilities are primarily related to U.S. operations. In 2023, the Company's U.S. consolidated group generated a current tax provision resulting from the requirement to capitalize research and development expenses under Internal Revenue Code ("IRC") Section 174 and a decline in stock-based compensation deductions. The Company's U.S. consolidated group has significant deferred tax assets in the form of net operating loss carryovers, tax credit carryovers, capitalized costs resulting from the IRC Section 174 capitalization requirement, and other tax deductible temporary differences. Due to the history of tax losses generated by the Company's U.S. consolidated group, the Company believes it is not more likely than not that the deferred tax assets as of December 31, 2023 will be realized. Accordingly, the Company retained a full valuation allowance on the deferred tax assets of the Company's U.S. consolidated group. 137 The Company also has a history of tax losses in certain foreign jurisdictions, which it believes are not more likely than not to be realized as of December 31, 2023. Accordingly, the Company retained a full valuation allowance on its deferred tax assets in these jurisdictions. The amount of deferred tax assets considered realizable in future periods may change as management continues to reassess the underlying factors it uses in estimating future taxable income. The valuation allowance decreased by approximately $ 98.9 million and increased by $ 213.3 million during the years ended December 31, 2023, and 2022, respectively. As of December 31, 2023, the Company had $ 2.4 billion of federal, $ 4.6 billion of state, and $ 1.6 billion of foreign net operating loss carryforwards. The remaining carryforward amounts have no expiration date. The state operating losses will begin to expire in 2025 and the foreign net operating loss carryforwards will begin to expire in 2024. As of December 31, 2023, the Company had $ 377.6 million of federal, $ 264.7 million of state, and $ 57.5 million of foreign research credit carryforwards. The remaining federal research credit carryforwards will begin to expire in 2038. The state and foreign credit carryforwards have no expiration date. Utilization of the net operating loss carryforwards and credits may be subject to annual limitations due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended, and similar state provisions. The annual limitations may result in the expiration of net operating losses and credits before they are able to be utilized. The Company does not expect any previous ownership changes, as defined under Section 382 and 383 of the Internal Revenue Code, to result in an ultimate limitation that will materially reduce the total amount of net operating loss carryforwards and credits that can be utilized. As of December 31, 2023, the Company had unrecognized tax benefits of $ 465.1 million, of which $ 80.2 million would impact the annual effective tax rate if recognized and the remainder of which would result in a corresponding adjustment to the valuation allowance. The change in the balance of unrecognized tax benefit was as follows (in thousands): Year Ended December 31, 2023 2022 2021 Unrecognized tax benefit, beginning of the period $ 506,512 $ 448,392 $ 295,182 Gross increases and decreases related to prior period tax positions ( 7,348 ) 5,431 6,552 Gross increases and decreases related to current period tax positions ( 30,063 ) 30,988 124,238 Reductions related to lapse of statute of limitations ( 3,998 ) ( 2,950 ) — Gross increases related to acquisitions — 24,651 22,420 Unrecognized tax benefit, end of the period $ 465,103 $ 506,512 $ 448,392 The Company recognizes interest and penalties related to income tax matters as a component of income tax expense. The Company had total accrued interest and penalties of $ 22.1 million, $ 9.1 million, and $ 7.8 million related to uncertain tax positions for the years ended December 31, 2023, 2022, and 2021, respectively. It is reasonably possible that over the next 12-month period the Company may experience a decrease in its unrecognized tax benefits as a result of tax examinations or lapses of statute of limitations. The estimated decrease in unrecognized tax benefits may range up to $ 17.6 million. The Company is subject to taxation in the United States and various state and foreign jurisdictions. The Company is currently under examination in California for tax years 2013, 2014, and 2016 and in Texas for tax years 2015 to 2019. The Company’s various tax years starting with 2009 to 2022 remain open in various taxing jurisdictions. As of December 31, 2023, the Company has not provided deferred U.S. income taxes or foreign withholding taxes on temporary differences resulting from earnings for certain non-U.S. subsidiaries, which are permanently reinvested outside the U.S. Cumulative undistributed earnings for these non-U.S. subsidiaries as of December 31, 2023 are $ 113.2 million. 138 NOTE 17 - STOCKHOLDERS' EQUITY Common Stock The Company has two classes of authorized common stock outstanding: Class A common stock and Class B common stock. Class A common stock and Class B common stock are referred to as "common stock" throughout these Notes to the Consolidated Financial Statements, unless otherwise noted. Holders of the Company's Class A common stock and Class B common stock are entitled to dividends when, as and if, declared by the Company's board of directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends. As of December 31, 2023, the Company did not declare any dividends. Holders of shares of Class A common stock are entitled to one vote per share, while holders of shares of Class B common stock are entitled to ten votes per share. Shares of the Company's Class B common stock are convertible into an equivalent number of shares of its Class A common stock and generally convert into shares of its Class A common stock upon transfer. The holders of Class A common stock and Class B common stock have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. Warrants In conjunction with the 2023 Convertible Notes offering, the Company sold the 2023 Warrants whereby the counterparties have the option to purchase a total of approximately 11.1 million shares of the Company’s Class A common stock at a price of $ 109.26 per share. The 2023 Warrants expired evenly over a 60 trading day period starting on August 15, 2023 and ending on November 7, 2023. None of the warrants were exercised as of December 31, 2023. In conjunction with the 2025 Convertible Notes offering, the Company sold the 2025 Warrants whereby the counterparties have the option to purchase a total of approximately 8.3 million shares of the Company’s Class A common stock at a price of $ 161.34 per share. The 2025 Warrants expire evenly over a 60 trading day period starting on June 1, 2025. None of the warrants were exercised as of December 31, 2023. In conjunction with the 2026 Convertible Notes offering, the Company sold the 2026 Warrants whereby the counterparties have the option to purchase a total of approximately 1.9 million shares of the Company’s Class A common stock at a price of $ 368.16 per share. The 2026 Warrants expire evenly over a 60 trading day period starting on August 1, 2026. None of the warrants were exercised as of December 31, 2023. In conjunction with the 2027 Convertible Notes offering, the Company sold the 2027 Warrants whereby the counterparties have the option to purchase a total of approximately 1.9 million shares of the Company’s Class A common stock at a price of $ 414.18 per share. The 2027 Warrants expire evenly over a 60 trading day period starting on February 1, 2028. None of the warrants were exercised as of December 31, 2023. Conversion of Convertible Notes and Exercise of Convertible Note Hedges In connection with the conversion of the 2023 Convertible Notes, the Company has issued an aggregate 5.2 million shares of Class A common stock as of December 31, 2023, of which no shares were issued in in the year ended December 31, 2023. The Company also exercised a pro-rata portion of the 2023 Convertible Note Hedges and received 3.0 million shares of Class A common stock from the 2023 Note Hedge Counterparties to offset the shares issued as of December 31, 2023. No shares were received in the year ended December 31, 2023. 139 Share Repurchase Program In October 2023, the board of directors of the Company authorized the repurchase of up to $ 1 billion of the Company’s Class A common stock. Repurchases may be made from time to time through open market purchases or through privately negotiated transactions subject to market conditions, applicable legal requirements and other relevant factors. The repurchase program does not obligate the Company to acquire any particular amount of its Class A common stock and may be suspended at any time at the Company’s discretion. The timing and number of shares repurchased will depend on a variety of factors, including the stock price, business and market conditions, corporate and regulatory requirements, alternative investment opportunities, acquisition opportunities, and other factors. During the year ended December 31, 2023, we repurchased 2.5 million shares of our Class A common stock for an aggregate amount of $ 156.8 million. As of December 31, 2023, $ 843.2 million remained available and authorized for repurchases. Stock Plans The Company maintains two share-based employee compensation plans: the 2009 Stock Plan ("2009 Plan") and the 2015 Equity Incentive Plan ("2015 Plan"). The 2015 Plan serves as the successor to the 2009 Plan. The 2015 Plan became effective as of November 17, 2015. Outstanding awards under the 2009 Plan continue to be subject to the terms and conditions of the 2009 Plan. Since November 17, 2015, no additional awards have been nor will be granted in the future under the 2009 Plan. As of December 31, 2023, the total number of shares subject to stock options, RSAs, and RSUs outstanding under the 2009 Plan was 2 million shares. Under the 2015 Plan, shares of the Company's Class A common stock are reserved for the issuance of incentive and nonstatutory stock options ("ISOs" and "NSOs", respectively), restricted stock awards ("RSAs"), restricted stock units ("RSUs"), performance shares, and stock bonuses to qualified employees, directors, and consultants. The awards must be granted at a price per share not less than the fair market value at the date of grant. Initially, 30 million shares were reserved under the 2015 Plan and any shares subject to options or other similar awards granted under the 2009 Plan that expire, are forfeited, are repurchased by the Company or otherwise terminate unexercised will become available under the 2015 Plan. The number of shares available for issuance under the 2015 Plan has been and will be increased on the first day of each fiscal year, in an amount equal to the least of (i) 40 million shares, (ii) 5 % of the outstanding shares on the last day of the immediately preceding fiscal year, or (iii) such number of shares determined by the administrator of the Plan. The administrator consists of the Board of Directors who then delegates the responsibilities to the Compensation Committee. As of December 31, 2023, the total number of shares subject to stock options, RSAs, and RSUs outstanding under the 2015 Plan was 43 million shares, and 121 million shares were available for future issuance. 140 A summary of stock option activity for the year ended December 31, 2023 is as follows (in thousands, except share and per share data): Number of Stock Options Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding, beginning of the period 6,739 $ 40.37 4.02 $ 224,484 Granted 682 65.16 Exercised ( 2,065 ) 21.38 Forfeited ( 311 ) 95.32 Expired ( 54 ) 91.69 Outstanding, end of the period 4,991 $ 47.64 3.80 $ 195,760 Exercisable, end of the period 4,250 $ 40.26 2.94 $ 189,357 Aggregate intrinsic value represents the difference between the Company’s estimated fair value of its common stock and the exercise price of outstanding, in-the-money options. Aggregate intrinsic value for stock options exercised for the years ended December 31, 2023, 2022, and 2021 was $ 96.1 million, $ 211.0 million, and $ 1.1 billion, respectively. The total weighted-average grant-date fair value of options granted was $ 39.13 , $ 73.31 , and $ 131.57 per share for the years ended December 31, 2023, 2022, and 2021, respectively. Restricted Stock Activity Activity related to RSAs and RSUs during the year ended December 31, 2023 is set forth below: Number of Shares Weighted Average Grant Date Fair Value Unvested, beginning of the period 28,300 $ 97.89 Granted 30,233 61.03 Vested ( 14,211 ) 86.84 Forfeited ( 4,223 ) 90.82 Unvested, end of the period 40,099 $ 74.76 As of December 31, 2023, all remaining RSAs were vested and there were no RSAs outstanding. The total fair value of shares vested was $ 873.0 million, $ 724.2 million, and $ 1.6 billion in the years ended December 31, 2023, 2022, and 2021, respectively. 141 Employee Stock Purchase Plan On November 17, 2015, the Company’s 2015 Employee Stock Purchase Plan ("ESPP") became effective. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 25 %, subject to any plan limitations. The ESPP provides for 12 -month offering periods. The offering periods are scheduled to start on the first trading day on or after May 15 and November 15 of each year. Each offering period includes two purchase periods, which begin on the first trading day on or after November 15 and May 15, and ending on the last trading day on or before May 15 and November 15, respectively. Employees are able to purchase shares at 85 % of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or the last trading day of the purchase period. The number of shares available for sale under the ESPP will be increased annually on the first day of each fiscal year, equal to the least of (i) 8.4 million shares, (ii) 1 % of the outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year, or (iii) such other amount as determined by the administrator. As of December 31, 2023, 9 million shares had been purchased under the ESPP and 30 million shares were available for future issuance under the ESPP. Share-Based Compensation The fair values of stock options granted were estimated using the following weighted-average assumptions: Year Ended December 31, 2023 2022 2021 Dividend yield — % — % — % Risk-free interest rate 3.48 % 3.08 % 1.08 % Expected volatility 62.32 % 59.2 % 54.91 % Expected term (years) 6.02 6.02 6.02 The following table summarizes the effects of share-based compensation on the consolidated statements of operations (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenue $ 601 $ 494 $ 410 Product development 902,130 701,715 446,596 Sales and marketing 130,665 105,231 57,070 General and administrative 242,701 261,849 103,966 Total $ 1,276,097 $ 1,069,289 $ 608,042 The Company recorded tax benefits related to stock-based compensation expense of $ 228.2 million, $ 218.9 million and $ 10.5 million, during the years ended December 31, 2023, 2022, and 2021, respectively. The Company recorded $ 63.3 million, $ 61.4 million, and $ 34.9 million of share-based compensation expense related to the Company's 2015 Employee Stock Purchase Plan during the years ended December 31, 2023, 2022 and 2021, respectively. The total share-based compensation expense for the year ended December 31, 2022 includes a $ 66.3 million one-time charge related to the acceleration of various share-based arrangements associated with the acquisition of Afterpay. The Company capitalized $ 30.9 million, $ 20.7 million, and $ 15.1 million of share-based compensation expense related to capitalized software during the years ended December 31, 2023, 2022, and 2021, respectively. As of December 31, 2023, there was $ 2.9 billion of total unrecognized compensation cost related to outstanding stock options and restricted stock awards that are expected to be recognized over a weighted-average period of three years . 142 NOTE 18 - NET INCOME (LOSS) PER SHARE Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share is computed by dividing net income by the weighted-average number of shares of common stock outstanding adjusted for the dilutive effect of all potential shares of common stock. In periods when the Company reported a net loss, diluted net loss per share is the same as basic net loss per share because the effects of potentially dilutive items were anti-dilutive. The following table presents the calculation of basic and diluted net income per share (in thousands, except per share data): Year Ended December 31, 2023 2022 2021 Numerator: Net income (loss) $ ( 21,124 ) $ ( 553,005 ) $ 158,826 Less: Net loss attributable to noncontrolling interests ( 30,896 ) ( 12,258 ) ( 7,458 ) Net income (loss) attributable to common stockholders $ 9,772 $ ( 540,747 ) $ 166,284 Denominator: Basic shares: Weighted-average shares used to compute basic net income (loss) per share 608,856 578,949 458,432 Diluted shares: Stock options, restricted stock, and employee stock purchase plan 5,168 — 17,849 Convertible notes — — 408 Common stock warrants — — 25,090 Weighted-average shares used to compute diluted net income (loss) per share 614,024 578,949 501,779 Net income (loss) per share attributable to common stockholders: Basic $ 0.02 $ ( 0.93 ) $ 0.36 Diluted $ 0.02 $ ( 0.93 ) $ 0.33 The following potential common shares were excluded from the calculation of diluted net income per share because their effect would have been anti-dilutive for the periods presented (in thousands): Year Ended December 31, 2023 2022 2021 Stock options, restricted stock, and employee stock purchase plan 40,431 32,185 7,680 Convertible notes 14,297 18,029 23,947 Common stock warrants 20,243 33,699 17,271 Total anti-dilutive securities 74,971 83,913 48,898 NOTE 19 - RELATED PARTY TRANSACTIONS In July 2019, the Company entered into a lease agreement for office space in St. Louis, Missouri, from an affiliate of one of the Company’s co-founders and current member of its board of directors, Mr. Jim McKelvey, for a term of 15.5 years with options to extend the lease term for two five-year terms. The lease possession date varied by floor, beginning in May 2020. As of December 31, 2023, the Company had recorded right-of-use assets of $ 10.4 million and associated lease liabilities of $ 16.3 million related to this lease arrangement. 143 Under the lease agreement, the Company also has an option to terminate the lease for up to 50 % of the leased space any time between January 1, 2024 and December 31, 2026, as well as an option to terminate the lease for the entire property on January 1, 2034. Termination penalties specified in the lease agreement will apply if the Company exercises any of the options to terminate the lease. On January 2, 2023, the Company notified the lessor of its intention to exercise the early termination option with respect to approximately 48 % of the leased space, effective December 31, 2023. As a result, the Company paid a termination penalty of approximately $ 5.2 million to exercise the option. NOTE 20 - COMMITMENTS AND CONTINGENCIES Operating and Finance Leases The Company’s operating leases are primarily comprised of office facilities. The Company's leases have remaining lease terms of one year to 13 years, some of which include options to extend up to five year terms, or include options to terminate the leases with advanced notice. None of the options to extend the leases have been included in the measurement of the right-of-use asset or the associated lease liability. There were no finance lease obligations as of December 31, 2023. The components of lease costs for the year ended December 31, 2023 were as follows (in thousands): Year Ended December 31, 2023 2022 Fixed operating lease costs $ 77,659 $ 93,365 Variable operating lease costs 22,555 27,065 Short-term lease costs 3,332 4,332 Sublease income ( 11,933 ) ( 15,965 ) Total lease costs $ 91,613 $ 108,797 Other information related to operating leases was as follows: Year Ended December 31, 2023 2022 Weighted-average remaining lease term 7.0 years 7.7 years Weighted-average discount rate 3.62 % 3.55 % 144 Cash flows related to leases were as follows (in thousands): Year Ended December 31, 2023 2022 Cash flows from operating activities: Payments for operating lease liabilities $ ( 93,890 ) $ ( 92,730 ) Supplemental cash flow data: Right-of-use assets obtained in exchange for operating lease obligations $ 7,106 $ 39,324 Future minimum lease payments under non-cancelable operating leases (with initial lease terms in excess of one year) as of December 31, 2023 are as follows (in thousands): 2024 $ 65,279 2025 59,151 2026 49,352 2027 45,389 2028 45,631 Thereafter 128,729 Total $ 393,531 Less: Amount representing interest 48,177 Less: Lease incentives and transfer to held for sale 1,996 Total $ 343,358 The Company recognized total rental expenses for operating leases of $ 75.8 million, $ 93.6 million, and $ 80.3 million during the years ended December 31, 2023, 2022, and 2021, respectively. Purchase Commitments During the year ended December 31, 2022, we entered into non-cancelable purchase obligations related to cloud computing infrastructure. The commitment amounts in the table below are associated with contracts that are enforceable and legally binding and that specify all significant terms, including fixed or minimum services to be used, and the approximate timing of the actions under the contracts. As of December 31, 2023, the future minimum payments under the purchase commitments were as follows (in thousands): Payments Due By Period 2024 $ 300,554 2025 316,425 2026 263,300 2027 315,100 Total $ 1,195,379 Litigation and Regulatory Matters The Company is currently subject to, and may in the future be involved in, various litigation matters, legal claims, investigations, and regulatory proceedings. 145 The Company received Civil Investigative Demands (“CIDs”) from the Consumer Financial Protection Bureau (“CFPB”), as well as subpoenas from Attorneys General from multiple states, seeking the production of information related to, among other things, Cash App’s handling of customer complaints and disputes. In December 2023, the CFPB notified the Company, pursuant to the CFPB’s discretionary Notice and Opportunity to Respond and Advise (“NORA”) process, that the CFPB’s Office of Enforcement is considering recommending that the CFPB take legal action against the Company related to the topics addressed in its CIDs. The purpose of a NORA is to provide a party being investigated an opportunity to present its position to the CFPB before an enforcement action may be recommended or commenced. The Company is unable to predict the likely outcome of this matter and cannot provide any assurance that the CFPB will not ultimately take legal action against the Company or that the outcome of any such action, if brought, will not have a material adverse effect on the Company. The Company is cooperating with the CFPB and the state Attorneys General in connection with these inquiries. The Company has accrued a liability for an estimated amount in connection with these CIDs in accordance with ASC 450-20, Contingencies: Loss Contingencies. The accrued amount was not material as of December 31, 2023. Given the status of these matters, it is not possible to reliably determine the range of potential liability in excess of the accrued amounts that could result from these investigations. The Company regularly assesses the likelihood of adverse outcomes resulting from litigation and regulatory proceedings and adjusts the financial statements based on such assessments. The eventual outcome of these matters may differ materially from the estimates the Company has currently accrued in the financial statements. In addition, the Company is subject to various legal matters, investigations, subpoenas, inquiries or audits, claims, lawsuits and disputes, including with regulatory bodies and governmental agencies. For example, the Company received inquiries from the SEC and Department of Justice shortly after the publication of a short seller report in March 2023. The Company believes the inquiries primarily relate to the allegations raised in the short seller report. The Company cannot at this time fairly estimate a reasonable range of exposure, if any, of the potential liability, if any, with respect to any of these matters. Although the Company may be subject to an adverse decision or settlement, it does not believe that the final disposition of any of these other matters will have a material adverse effect on its results of operations, financial position, or liquidity. However, the Company cannot give any assurance regarding the ultimate outcome of any of these matters, and their resolution could be material to the Company's operating results. Other Contingencies The Company is under examination, or may be subject to examination, by several tax authorities. These examinations may lead to proposed adjustments to the Company's taxes or net operating losses with respect to years under examination, as well as subsequent periods. The Company regularly assesses the likelihood of adverse outcomes resulting from tax examinations to determine the adequacy of the Company's provision for direct and indirect taxes. The Company continues to monitor the progress of ongoing discussions with tax authorities and the effect, if any, on the Company's provision for direct and indirect taxes. Management believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company's tax audits are resolved in a manner not consistent with the Company’s expectations, the Company could be required to adjust the Company's provision for direct and indirect taxes in the period such resolution occurs. 146 NOTE 21 - SEGMENT AND GEOGRAPHICAL INFORMATION The Company reports its segments to reflect the manner in which the Company's chief operating decision maker ("CODM") reviews and assesses performance. Accordingly, the Company has two reportable segments, Square and Cash App. In the fourth quarter of 2023, the Company reorganized its business structure and moved the business activities, management, and the financial results of the Company's BNPL platform fully into Cash App. Accordingly, the segment results below include the financial results of the BNPL platform solely within the Cash App segment. Products and services that are not assigned to a specific reportable segment, including but not limited to TIDAL and other emerging ecosystems, are aggregated and presented within a general corporate and other category. Square and Cash App are defined as follows: • Cash App includes the financial tools available to individuals within the mobile Cash App, including peer-to-peer payments, bitcoin and stock investments. Cash App also includes Cash App Card which is linked to customer stored balances that customers can use to pay for purchases or withdraw funds from an ATM. Cash App also includes the BNPL platform. • Square includes managed payment services, software solutions, hardware, and financial services offered to sellers, excluding those that involve Cash App. 147 The primary financial measures used by the CODM to evaluate performance and allocate resources are revenue and gross profit. The CODM does not evaluate performance or allocate resources based on segment asset data, and therefore such information is not included. The following tables present information on the reportable segments revenue and segment gross profit (in thousands): Year Ended December 31, 2023 Cash App Square Corporate and Other (i) Total Revenue: Transaction-based revenue $ 498,176 $ 5,817,125 $ — $ 6,315,301 Subscription and services-based revenue 4,685,208 1,059,081 200,553 5,944,842 Hardware revenue — 157,178 — 157,178 Bitcoin revenue 9,498,302 — — 9,498,302 Segment revenue 14,681,686 7,033,384 200,553 21,915,623 Segment gross profit (ii) $ 4,323,463 $ 3,128,654 $ 52,769 $ 7,504,886 Year Ended December 31, 2022 Cash App Square Corporate and Other (i) Total Revenue: Transaction-based revenue $ 466,171 $ 5,235,369 $ — $ 5,701,540 Subscription and services-based revenue 3,452,777 894,350 205,646 4,552,773 Hardware revenue — 164,418 — 164,418 Bitcoin revenue 7,112,856 — — 7,112,856 Segment revenue 11,031,804 6,294,137 205,646 17,531,587 Segment gross profit (ii) $ 3,245,044 $ 2,706,901 $ 39,947 $ 5,991,892 Year Ended December 31, 2021 Cash App Square Corporate and Other (i) Total Revenue: Transaction-based revenue $ 409,844 $ 4,383,302 $ — $ 4,793,146 Subscription and services-based revenue 1,893,008 664,367 152,356 2,709,731 Hardware revenue — 145,679 — 145,679 Bitcoin revenue 10,012,647 — — 10,012,647 Segment revenue 12,315,499 5,193,348 152,356 17,661,203 Segment gross profit (ii) $ 2,070,847 $ 2,316,671 $ 32,305 $ 4,419,823 (i) Corporate and other represents results related to products and services that are not assigned to a specific reportable segment, and intersegment eliminations. (ii) Segment gross profit for Cash App for the years ended December 31, 2023, 2022, and 2021 included $ 56.1 million, $ 53.9 million, and $ 10.5 million of amortization of acquired technology assets expense, respectively. Segment gross profit for Square for the years ended December 31, 2023, 2022, and 2021 included $ 10.6 million, $ 10.5 million, and $ 8.3 million of amortization of acquired technology assets expense, respectively. Amortization of acquired technology assets expense included in Corporate and Other was immaterial for the years ended December 31, 2023, 2022, and 2021. 148 The following table provides a reconciliation of total segment gross profit to the Company’s income (loss) before applicable income taxes (in thousands): Year Ended December 31, 2023 2022 2021 Total segment gross profit $ 7,504,886 $ 5,991,892 $ 4,419,823 Less: Product development 2,720,819 2,135,612 1,383,841 Less: Sales and marketing 2,019,009 2,057,951 1,617,189 Less: General and administrative 2,209,190 1,686,849 982,817 Less: Transaction, loan, and consumer receivable losses 660,663 550,683 187,991 Less: Bitcoin impairment losses — 46,571 71,126 Less: Amortization of customer and other intangible assets 174,044 138,758 15,747 Less: Interest expense (income), net ( 47,221 ) 36,228 33,124 Less: Other income, net ( 202,475 ) ( 95,443 ) ( 29,474 ) Income (loss) before applicable income taxes $ ( 29,143 ) $ ( 565,317 ) $ 157,462 Revenue Revenue by geography is based on the addresses of the sellers or customers. The following table details revenue by geographic area (in thousands): Year Ended December 31, 2023 2022 2021 United States $ 20,416,462 $ 16,314,769 $ 17,077,532 International 1,499,161 1,216,818 583,671 Total $ 21,915,623 $ 17,531,587 $ 17,661,203 No individual country from the international markets contributed more than 10% of total revenue for the years ended December 31, 2023, 2022, and 2021. Long-Lived Assets The following table details long-lived assets by geographic area (in thousands): December 31, 2023 2022 United States $ 7,570,973 $ 8,023,535 Australia 4,761,535 4,801,434 International 1,889,490 1,858,300 Total $ 14,221,998 $ 14,683,269 Assets by reportable segment were not included, as this information is not reviewed by the CODM to make operating decisions or allocate resources, and is reviewed on a consolidated basis. 149 NOTE 22 - SUPPLEMENTAL CASH FLOW INFORMATION The supplemental disclosures of cash flow information consist of the following (in thousands): Year Ended December 31, 2023 2022 2021 Supplemental Cash Flow Data: Cash paid for interest $ 130,009 $ 84,876 $ 40,446 Cash paid for income taxes 81,376 39,045 10,041 Supplemental disclosures of non-cash investing and financing activities: Right-of-use assets obtained in exchange for operating lease obligations 7,106 39,324 63,290 Purchases of property and equipment in accounts payable and accrued expenses 3,921 5,212 15,071 Deferred purchase consideration related to business combinations 2,550 14,377 50,079 Fair value of common stock issued related to business combinations ( 6,658 ) ( 13,827,929 ) ( 28,735 ) Fair value of common stock issued to settle the conversion of convertible notes — ( 2,523 ) ( 1,258,562 ) Fair value of shares received to settle convertible note hedges — 133,144 1,800,933 Fair value of common stock issued in connection with the exercise of common stock warrants — ( 806,446 ) — Bitcoin lent to third-party borrowers — 5,934 ( 6,084 ) ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.