1stdibs.com, Inc 10-Q for FY2021 Q2

1stdibs.com, Inc. (DIBS)

10-Q 2021-08-12 For: 2021-06-30

Added on April 06, 2026

About this 10-Q

1stdibs.com, Inc filed this 10-Q on August 12, 2021, covering the quarter ended June 30, 2021 (FY2021 Q2).

Headline figures

Quarter ended June 30, 2021, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $24.7M; up 29.1% from $19.13M a year earlier
Net loss: $4.13M; compared with a net loss of $3.25M a year earlier
Diluted EPS: -$0.44; compared with -$0.63 a year earlier

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Delaware						94-3389618
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

51 Astor Place, 3rd Floor New York, New York						10003
(Address of Principal Executive Offices)						(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value per share	DIBS	The Nasdaq Stock Market


Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	x	Smaller reporting company	x
		Emerging growth company	x


		Pages
Part I - Financial Information
Item 1.	Condensed Consolidated Financial Statements (Unaudited):	7
	Condensed Consolidated Balance Sheets	7
	Condensed Consolidated Statements of Operations	8
	Condensed Consolidated Statements of Comprehensive Loss	9
	Condensed Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)	10
	Condensed Consolidated Statements of Cash Flows	13
	Notes to Unaudited Condensed Consolidated Financial Statements	14
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	34
Item 4.	Controls and Procedures	34

Part II - Other Information
Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	65
Item 6.	Exhibits Index	66
Signatures		67


	June 30, 2021		December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	176,087	$	54,862
Accounts receivable, net of allowance for doubtful accounts of $35 and $51 at June 30, 2021 and December 31, 2020, respectively	695		887
Prepaid expenses	6,645		1,603
Receivables from payment processors	3,081		3,052
Other current assets	1,557		3,665
Total current assets	188,065		64,069
Property and equipment, net	4,687		5,136
Goodwill	7,224		7,212
Intangible assets, net	1,253		1,352
Other assets	3,542		3,573
Total assets	$	204,771	$	81,342
Liabilities, Redeemable Convertible Preferred Stock and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	8,812	$	4,548
Payables due to sellers	8,435		4,493
Accrued expenses	11,086		9,452
Other current liabilities	3,567		4,918
Total current liabilities	31,900		23,411
Other liabilities	3,285		3,352
Total liabilities	35,185		26,763
Commitments and contingencies (Note 14)
Redeemable convertible preferred stock (Series A, B, C, C-1, and D), $0.01 par value; zero and 57,771,864 shares authorized; zero and 19,243,795 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively; aggregate liquidation preference of zero and $301,300 as of June 30, 2021 and December 31, 2020, respectively	—		298,525
Stockholders’ equity (deficit):
Preferred stock, $0.01 par value; 10,000,000 and zero shares authorized as of June 30, 2021 and December 31, 2020, respectively; zero shares issued and outstanding as of June 30, 2021 and December 31, 2020	—		—
Common stock, $0.01 par value; 400,000,000 and 105,767,092 shares authorized as of June 30, 2021 and December 31, 2020, respectively; 37,811,736 and 11,376,048 shares issued as of June 30, 2021 and December 31, 2020, respectively; and 37,803,179 and 11,376,048 shares outstanding as of June 30, 2021 and December 31, 2020, respectively	378		114
Additional paid-in capital	423,202		—
Accumulated deficit	(253,808)		(243,858)
Accumulated other comprehensive loss	(186)		(202)
Total stockholders’ equity (deficit)	169,586		(243,946)
Total liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit)	$	204,771	$	81,342


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended June 30, 2021


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from _________ to __________


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Net revenue	$	24,699	$	19,132	$	50,225	$	37,019
Cost of revenue	7,314		6,082		14,346		12,945
Gross profit	17,385		13,050		35,879		24,074
Operating expenses:
Sales and marketing	11,244		8,537		22,789		17,493
Technology development	4,541		4,080		8,486		8,320
General and administrative	4,743		2,933		9,150		6,186
Provision for transaction losses	1,463		877		2,516		1,740
Total operating expenses	21,991		16,427		42,941		33,739
Loss from operations	(4,606)		(3,377)		(7,062)		(9,665)
Other income (expense), net:
Interest income	23		22		35		155
Interest expense	(4)		(10)		(9)		(10)
Other income (expense), net	456		113		747		(45)
Total other income (expense), net	475		125		773		100
Net loss before income taxes	(4,131)		(3,252)		(6,289)		(9,565)
Provision for income taxes	—		—		—		(1)
Net loss	(4,131)		(3,252)		(6,289)		(9,566)
Accretion of redeemable convertible preferred stock to redemption value	(3,232)		(3,728)		(7,061)		(7,405)
Net loss attributable to common stockholders	$	(7,363)	$	(6,980)	$	(13,350)	$	(16,971)
Net loss per share attributable to common stockholders—basic and diluted	$	(0.44)	$	(0.63)	$	(0.95)	$	(1.54)
Weighted average common shares outstanding—basic and diluted	16,629,401		11,035,411		14,052,887		11,004,069


	Three Months Ended June 30, 2021
	Redeemable Convertible Preferred Stock			Common Stock			Additional Paid - In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity (Deficit)
	Shares	Amount		Shares	Amount
Balances as of March 31, 2021	19,243,795	$	302,354	11,602,230	$	116	$	—	$	(248,648)	$	(184)	$	(248,716)
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering	(19,243,795)	(305,586)		19,243,795	192		305,394		—		—		305,586
Issuance of common stock in connection with initial public offering, net of issuance costs of $14,762	—	—		6,612,500	66		117,422		—		—		117,488
Accretion of redeemable convertible preferred stock to redemption value	—	3,232		—	—		(2,203)		(1,029)		—		(3,232)
Issuance of common stock for acquisition of Design Manager	—	—		45,152	1		766		—		—		767
Issuance of common stock for exercise of stock options	—	—		263,837	3		1,037		—		—		1,040
Issuance of common stock for cashless exercise of warrants	—	—		35,665	—		—						—
Stock-based compensation	—	—		—	—		786		—		—		786
Foreign currency translation adjustment	—	—		—	—		—		—		(2)		(2)
Net loss	—	—		—	—		—		(4,131)		—		(4,131)
Balances as of June 30, 2021	—	$	—	37,803,179	$	378	$	423,202	$	(253,808)	$	(186)	$	169,586


	Six Months Ended June 30, 2021
	Redeemable Convertible Preferred Stock			Common Stock			Additional Paid - In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity (Deficit)
	Shares	Amount		Shares	Amount
Balances as of December 31, 2020	19,243,795	$	298,525	11,376,048	$	114	$	—	$	(243,858)	$	(202)	$	(243,946)
Conversion of redeemable convertible preferred stock to common stock in connection with initial public offering	(19,243,795)	(305,586)		19,243,795	192		305,394		—		—		305,586
Issuance of common stock in connection with initial public offering, net of issuance costs of $14,762	—	—		6,612,500	66		117,422		—		—		117,488
Accretion of redeemable convertible preferred stock to redemption value	—	7,061		—	—		(3,400)		(3,661)		—		(7,061)
Issuance of common stock for acquisition of Design Manager	—	—		45,152	1		766		—		—		767
Issuance of common stock for exercise of stock options	—	—		490,019	5		1,954		—		—		1,959
Issuance of common stock for cashless exercise of warrants	—	—		35,665	—		—		—		—		—
Stock-based compensation	—	—		—	—		1,066		—		—		1,066
Foreign currency translation adjustment	—	—		—	—		—		—		16		16
Net loss	—	—		—	—		—		(6,289)		—		(6,289)
Balances as of June 30, 2021	—	$	—	37,803,179	$	378	$	423,202	$	(253,808)	$	(186)	$	169,586


	Three Months Ended June 30, 2020
	Redeemable Convertible Preferred Stock			Common Stock			Additional Paid - In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity (Deficit)
	Shares	Amount		Shares	Amount
Balances as of March 31, 2020	19,243,795	$	287,107	11,026,498	$	110	$	—	$	(228,267)	$	(352)	$	(228,509)
Accretion of redeemable convertible preferred stock to redemption value	—	3,728		—	—		(289)		(3,439)		—		(3,728)
Issuance of common stock for exercise of stock options	—	—		15,727	—		62		—		—		62
Stock-based compensation	—	—		—	—		227		—		—		227
Foreign currency translation adjustment	—	—		—	—		—		—		(16)		(16)
Net loss	—	—		—	—		—		(3,252)		—		(3,252)
Balances as of June 30, 2020	19,243,795	$	290,835	11,042,225	$	110	$	—	$	(234,958)	$	(368)	$	(235,216)


	Six Months Ended June 30, 2020
	Redeemable Convertible Preferred Stock			Common Stock			Additional Paid - In Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Stockholders’ Equity (Deficit)
	Shares	Amount		Shares	Amount
Balances as of December 31, 2019	19,243,795	$	283,430	10,864,622	$	109	$	—	$	(219,086)	$	(245)	$	(219,222)
Accretion of redeemable convertible preferred stock to redemption value	—	7,405		—	—		(1,099)		(6,306)		—		(7,405)
Issuance of common stock for exercise of stock options	—	—		177,603	1		684		—		—		685
Stock-based compensation	—	—		—	—		415		—		—		415
Foreign currency translation adjustment	—	—		—	—		—		—		(123)		(123)
Net loss	—	—		—	—		—		(9,566)		—		(9,566)
Balances as of June 30, 2020	19,243,795	$	290,835	11,042,225	$	110	$	—	$	(234,958)	$	(368)	$	(235,216)


(in thousands)	June 30, 2021		June 30, 2020
Cash and cash equivalents	$	176,087	$	46,783
Restricted cash	3,333		3,335
Total cash, cash equivalents, and restricted cash	$	179,420	$	50,118


Cash paid at closing	$	2,513
Shares issued at closing	791
Cash to be paid at secondary anniversary of closing	640
Shares to be issued at secondary anniversary of closing	206
Total purchase consideration	$	4,150


Balance as of December 31, 2020	$	616
Billings	1,078
Revenue recognized	(915)
Balance as of June 30, 2021	$	779


(in thousands)	June 30, 2021		December 31, 2020
Internal-use software	$	15,261	$	14,625
Leasehold improvements	3,591		3,591
Furniture and fixtures	1,107		1,107
Computer equipment and software	801		753
Construction in progress	1,164		761
Total property and equipment, gross	21,924		20,837
Less: Accumulated depreciation and amortization	(17,237)		(15,701)
Total property and equipment, net	$	4,687	$	5,136


(in thousands)	June 30, 2021		December 31, 2020
Shipping	$	4,409	$	2,901
Payroll	2,690		2,297
Sales & use tax payable	1,431		1,787
Allowance for transaction losses	1,031		844
Payment processor fees	869		883
Allowance for eCommerce returns	380		406
Other	276		334
Total accrued expenses	$	11,086	$	9,452


	December 31, 2020
	Preferred Stock Designated	Preferred Stock Issued and Outstanding	Carrying Value		Liquidation Preference		Common Stock Issuable Upon Conversion
Series A redeemable convertible preferred stock	21,662,000	7,220,666	$	94,604	$	94,623	7,220,666
Series B redeemable convertible preferred stock	10,996,181	3,665,390	62,931		62,935		3,665,390
Series C redeemable convertible preferred stock	3,182,158	1,060,719	21,137		21,137		1,060,719
Series C-1 redeemable convertible preferred stock	5,966,682	1,988,891	35,089		35,098		1,988,891
Series D redeemable convertible preferred stock	15,964,843	5,308,129	84,764		87,507		5,308,129
	57,771,864	19,243,795	$	298,525	$	301,300	19,243,795


	Three Months Ended June 30,		Six Months Ended June 30,
	2021	2020	2021	2020
Expected term in years	6.0	5.9	6.0	5.9
Expected stock price volatility	67.3%	48.2%	67.6%	48.0%
Risk-free interest rate	1.0%	0.4%	1.1%	0.5%
Expected dividend yield	—	—	—	—


	June 30, 2021	December 31, 2020
Conversion of outstanding shares of redeemable convertible preferred stock	—	19,243,795
Options to purchase common stock	4,138,569	3,170,321
Common stock warrants to purchase common stock	—	44,222
Shares to be issued to former Design Manager stockholders on second anniversary of closing	—	45,152
Options available for future grant under the 2011 Plan	—	204,022
Options available for future grant under the 2021 Plan	5,412,270	—
Shares available for future grant under the ESPP	800,000	—
Total	10,350,839	22,707,512


	Number of Options	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value (in thousands)
Outstanding as of December 31, 2020	3,170,321	$	4.11	6.2	$	10,847
Granted	1,504,567	10.18
Exercised	490,019	4.00
Cancelled	46,300	6.47
Outstanding as of June 30, 2021	4,138,569	$	6.30	7.3	$	117,977
Options exercisable as of June 30, 2021	2,016,046	$	4.10	5.2	$	61,906
Options vested and expected to vest as of June 30, 2021	4,138,569	$	6.30	7.3	$	117,977


	Three Months Ended June 30,				Six Months Ended June 30,
(in thousands, except share and per share amounts)	2021		2020		2021		2020
Numerator:
Net loss	$	(4,131)	$	(3,252)	$	(6,289)	$	(9,566)
Accretion of redeemable convertible preferred stock to redemption value	(3,232)		(3,728)		(7,061)		(7,405)
Net loss attributable to common stockholders	$	(7,363)	$	(6,980)	$	(13,350)	$	(16,971)
Denominator:
Weighted average common shares outstanding—basic and diluted	16,629,401		11,035,411		14,052,887		11,004,069
Net loss per share attributable to common stockholders—basic and diluted	$	(0.44)	$	(0.63)	$	(0.95)	$	(1.54)


	June 30,
	2021	2020
Options to purchase common stock	4,138,569	3,590,567
Common stock warrants to purchase common stock	—	44,222
Redeemable convertible preferred stock (as converted to common stock)	—	19,243,795
	4,138,569	22,878,584


	Three Months Ended June 30,				Six Months Ended June 30,
(dollars in thousands)	2021		2020		2021		2020
GMV	$	107,372	$	80,174	$	221,066	$	149,443
Number of Orders	38,375		30,080		80,303		56,536
Active Buyers	68,959		49,437		68,959		49,437
Adjusted EBITDA (unaudited)	$	(3,038)	$	(2,041)	$	(4,386)	$	(5,284)


Exhibit No.						Description

3.1						Restated Certificate of Incorporation of 1stdibs.com, Inc. (incorporated by reference from Exhibit 3.1 filed with the registrant’s Current Report on Form 8-K filed June 14, 2021).


3.2						Amended and Restated Bylaws of 1stdibs.com, Inc. (incorporated by reference from Exhibit 3.2 filed with the registrant’s Current Report on Form 8-K filed June 14, 2021).


4.1						Specimen Common Stock Certificate (incorporated by reference from Exhibit 4.1 filed with the registrant's registration statement on Form S-1 (File No. 333-256188).
















31.1*						Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*						Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*#						Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*#						Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



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101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set


*			Filed herewith.
#			In accordance with Item 601(b)(32)(ii) of Regulation S K and SEC Release No. 34 47986, the certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Form 10 Q and will not be deemed “filed” for purposes of Section 18 of the Exchange Act or deemed to be incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933 except to the extent that the Company specifically incorporates it by reference.


			1STDIBS.COM, INC.

			/s/ Tu Nguyen
Date: August 12, 2021			Tu Nguyen Chief Financial Officer (Principal Financial Officer)



By:			/s/ David S. Rosenblatt
Date: August 12, 2021			David S. Rosenblatt Chief Executive Officer



By:			/s/ Tu Nguyen
Date: August 12, 2021			Tu Nguyen Chief Financial Officer