unity-20210806
FALSE000181080600018108062021-08-062021-08-06

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
(Amendment No.1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2021
UNITY SOFTWARE INC.
(Exact name of registrant as specified in its charter)
Delaware001-3949727-0334803
(State or other jurisdiction
of incorporation)
(Commission File Number)(I.R.S. Employer
Identification No.)
30 3rd Street
San Francisco, California 94103‑3104
(Address, including zip code, of principal executive offices)
(415) 539‑3162
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.000005 par valueUThe New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.






Item 2.02    Results of Operations and Financial Condition.
On August 10, 2021, Unity Software Inc. (“Unity”) issued a press release announcing its financial results for the quarter ended June 30, 2021. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 2.02 of this Current Report on Form 8-K and the exhibit attached hereto as 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 6, 2021, the board of directors (“Board”) of Unity appointed Keisha Smith-Jeremie to fill the a vacancy on the Board, effective immediately. Ms. Smith-Jeremie was appointed as a Class III director for a term expiring at Unity’s 2023 annual meeting of stockholders. Ms. Smith-Jeremie was also appointed to the Compensation Committee of the Board.
Ms. Smith-Jeremie has served as the Chief People Officer of Tory Burch, an American fashion label, since August 2018. From January 2013 until August 2018, she served as Chief Human Resources Officer of News Corp, a mass media and publishing company. From July 2001 to December 2012, she served in various roles, including as Global Co-Head of Talent Management, at Morgan Stanley, a multinational investment bank and financial services company. Ms. Smith-Jeremie holds a B.A. in International Relations from the University of Virginia.
There is no arrangement or understanding between Ms. Smith-Jeremie and any other persons pursuant to which she was elected as a director. Ms. Smith-Jeremie has no direct or indirect material interest in any transaction required to be disclosed by Unity pursuant to Item 404(a) of Regulation S-K. Ms. Smith-Jeremie will enter into Unity’s standard from of indemnification agreement between Unity and its directors and executive officers.
Ms. Smith-Jeremie will be compensated as a member of the Board under the terms of Unity’’s Non-Employee Director Compensation Policy.
Ms. Smith-Jeremie election to the Board is included in the press release furnished hereto as Exhibit 99.2.



Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
Description of Exhibit
99.1
99.2



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UNITY SOFTWARE INC.
Date: August 10, 2021By:/s/ Luis Visoso
Luis Visoso
Senior Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)


Exhibit 99.1
Unity Announces Second Quarter 2021 Financial Results
Q2 Revenue up 48%, exceeding expectations; Raises guidance again
SAN FRANCISCO, Calif., August 10, 2021 — Unity Software Inc. (NYSE: U), the world’s leading platform for creating and operating interactive, real-time 3D (RT3D) content, today announced second quarter 2021 revenue of $273.6 million, which is up 48% from the year prior and ahead of guidance. This marks the 11th consecutive quarter of 30% or greater growth as the company crosses $1 billion in annual revenue run rate. Unity is increasing full year guidance for 2021.
“At Unity, our goal is to provide creators with the best tools to succeed as RT3D creators,” said John Riccitiello, President and Chief Executive Officer, Unity. “Unity is designed to enable creators to build anything digital and to instantly deploy their work across dozens of platform types and devices, which is to make participating in building the metaverse accessible to all creators.”
Unity sees RT3D as the inevitable evolution of the way people engage with digital content, which has become more commonplace across enterprises and industries and which Unity believes will be the foundational technology of the metaverse. Creators and artists of all types turn to Unity to create rich, interactive content, build applications and experiences across platforms and narrow the divide between creators and consumers regardless of industry.
“We had another consecutive strong quarter, with revenue for the quarter at $273.6 million, up 48% year-on-year as we added new customers and expanded our business with existing customers,” said Luis Visoso, Chief Financial Officer, Unity. “While our strong performance is broad based, we are particularly proud of the performance from our Operate Solutions group that expanded market share in a tough environment. Our strong performance gives us confidence to raise guidance for the year, again.”
Second Quarter 2021 Financial Highlights
Revenue was $273.6 million, an increase of 48% from the second quarter of 2020.
Create Solutions, Operate Solutions, and Strategic Partnerships and Other revenue was $72.4 million, $182.9 million, and $18.3 million, respectively, an increase of 31%, 63%, and 9%, respectively, from the second quarter of 2020.
Loss from operations was $149.2 million, or 55% of revenue, compared to loss from operations of $24.8 million, or 13% of revenue, in the second quarter of 2020.
Non-GAAP loss from operations was $3.2 million, or 1% of revenue, compared to a non-GAAP loss from operations of $8.7 million, or 5% of revenue, in the second quarter of 2020.
Basic and diluted net loss per share was $0.53, compared to basic and diluted net loss per share of $0.21 in the second quarter of 2020.
Basic and diluted non-GAAP net loss per share was $0.02, compared to basic and diluted non-GAAP net loss per share of $0.09 in the second quarter of 2020.
888 customers each generated more than $100,000 of revenue in the trailing 12 months as of June 30, 2021, compared to 716 as of June 30, 2020.
Dollar-based net expansion rate as of June 30, 2021 was 142% as compared to 142% as of June 30, 2020.
Net cash used in operating activities was $26.7 million for the second quarter of 2021, compared to net cash provided by operating activities of $16.6 million for the same period last year. Free cash flow in the second quarter of 2021 was $(33.5) million, compared to $4.9 million for the same period last year. Cash, cash equivalents, and restricted cash were $1.0 billion as of June 30, 2021, compared to $0.5 billion as of June 30, 2020.
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Recent Business Highlights
Unity continues to increase momentum in non-gaming industries. In the second quarter 2021, Unity added three new automotive manufacturers and also began to work with several consumer product brands, including an eyewear manufacturer and retailer, and an appliance manufacturer known for their advanced designs. Additionally, Unity is getting traction in new markets, including a new contract with The Nature Conservancy to utilize RT3D digital technologies to convey information about water usage in New York state. The Nature Conservancy is a global environment nonprofit with over 1 million members and a diverse staff of over 400 scientists, making them one of the most effective and wide-reaching environmental organizations in the world.
Unity introduces first-ever sustainability grant. Early in the quarter Unity announced its Unity for Humanity Environment and Sustainability Grant, a first-of-its-kind grant program created to help creators who leverage RT3D for positive environmental change. The grant program, created in collaboration with the United Nations Environment Programme and Project Drawdown, will have its first set of awardees in fall 2021.
Unity acquires PIXYZ and SpeedTree. In Q2, Unity acquired long-time partner Metaverse Technologies, Inc., providers of PIXYZ, the 3D data preparation and optimization software. The acquisition means professional creators can more easily and quickly import 3D data into Unity and optimize models for real-time development. Additionally, in July 2021, Unity acquired Interactive Data Visualization, Inc., the creator of the popular SpeedTree environment creation suite. The acquisition enables a deeper integration of SpeedTree into the Unity ecosystem, enhancing artist authoring workflows and environment creation capabilities.
Unity released synthetic datasets for reduced AI training time and budgets. Unity announced the Unity Computer Vision Datasets in April 2021, aimed at reducing the cost of developing computer vision applications, and more quickly training Artificial Intelligence (AI) for the manufacturing, retail and security industries.
Outlook
Unity is providing the following guidance for the third quarter and raising guidance for the full year ending December 31, 2021.
Q3 2021
2021
GuidanceGuidance
Revenue (in millions)$260 — $265$1,045 — $1,060
Year-over-year revenue growth29% — 32%35% — 37%
Non-GAAP loss from operations (in millions)($15) — ($20)($55) — ($65)
Non-GAAP operating margin(6%) — (8%)(5%) — (6%)
Weighted-average fully diluted shares outstanding327M328M
A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future and cannot be reasonably determined or predicted at this time, although it is important to note that these factors could be material to Unity’s results computed in accordance with GAAP.
Earnings Webcast Details
Unity plans to host a video webcast for analysts and investors today to discuss its second quarter 2021 financial results and outlook for its third quarter and full year 2021. The video webcast is scheduled to begin at 2:00 p.m. Pacific Time/5:00 p.m. Eastern Time and can be accessed at the Unity Investor Relations website at investors.unity.com. The video webcast will be available live, and a replay will be available on the Investor Relations website following completion of the live broadcast for approximately 90 days.
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About Unity
Unity is the world’s leading platform for creating and operating interactive, real-time 3D content. Our platform provides a comprehensive set of software solutions to create, run, and monetize interactive, real-time 2D and 3D content for mobile phones, tablets, PCs, consoles, and augmented and virtual reality devices. We serve customers of all sizes, at every stage of maturity, from individual creators to large enterprises. For more information, visit unity.com.
Unity uses its Investor Relations website (investors.unity.com), filings with the SEC, press releases, public conference calls, and public webcasts as means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD.
Use of Non-GAAP Financial Measures
Reconciliations of non-GAAP financial measures to Unity’s financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled “About Non-GAAP Financial Measures.”
Forward-Looking Statements
This press release and the earnings call referencing this press release contain “forward-looking statements,” as that term is defined under federal securities laws, including, but not limited to, statements regarding Unity’s third quarter and full year 2021 outlook and future financial performance, including the evolution to RT3D content; Unity’s belief that RT3D will forever change the way people interact with digital content and entertainment and be the foundational technology of the metaverse; Unity’s belief that it will enable creators to build anything from a single digital object to an entire virtual universe and instantly deploy their work across platforms and devices; Unity’s belief that the creative power of the metaverse will be accessible to everyone; the continued use of Unity by creators and artist to create rich, interactive content, build applications and experiences across platforms and narrow the divide between creators and consumers regardless of industry; Unity’s continued momentum in non-gaming industries; the acquisition of PIXYZ to enable professional creators to more easily and quickly import 3D data into Unity and optimize models for real-time development; the ability of SpeedTree to enhance artist authoring workflows and environment creation capabilities; the ability of Computer Vision Datasets to reduce the cost of developing computer vision applications, and more quickly train AI for the manufacturing, retail and security industries; strategies, business plans, priorities and objectives, potential market and growth opportunities; product features, functionality, and expected benefits to the business and our customers; competitive position; product strategies and future product and platform features; technological or market trends; and industry environment. The words “believe,” “may,” “will,” “estimate,” “continue,” “intend,” “expect,” “plan,” “project,” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to risks, uncertainties, and assumptions. If the risks materialize or assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. Risks include, but are not limited to: (i) the impact of the ongoing COVID-19 pandemic on our business, as well as our customers, prospects, partners, and service providers; (ii) our ability to achieve profitability and the timing for any such achievement; (iii) our ability to retain existing customers and expand the use of our platform; (iv) our ability to further expand into new industries and attract new customers; (v) the impact of any changes of terms of service, policies or technical requirements from operating system platform providers or application stores which may result in changes to our or our customers’ business practices; (vi) our ability to maintain favorable relationships with hardware, operating system, device, game console and other technology providers; (vii) our ability to compete effectively in the markets in which we participate; (viii) breaches in our security measures, unauthorized access to our platform, our data, or our customers’ or other users’ personal data; (ix) our ability to manage growth effectively; and (x) the rapidly changing and increasingly stringent laws, contractual obligations and industry standards that relate to privacy, data security and the protection of children. Further information on these and additional risks that could affect Unity’s results is included in our filings with the Securities and Exchange Commission (SEC), including our Quarterly Report on Form 10-Q filed with the SEC on May 12, 2021, and our future reports that we may file with the SEC from time to time, which could cause actual results to vary from expectations. Copies of reports filed with the SEC are available on the Unity Investor Relations website. Unity assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.
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Any unreleased services, features, or functions referenced in this document, our website, or other press releases or public statements that are not currently available are subject to change at Unity’s discretion and may not be delivered as planned or at all. Customers who purchase Unity services should make their purchase decisions based upon services, features, and functions that are currently available.
© 2021 Unity Software Inc. All rights reserved. The Unity design logos, “Unity” and our other registered or common law trademarks, service marks, or trade names are the property of Unity Software Inc. or its affiliates. Other trade names, trademarks, and service marks are the property of their respective owners.
About Non-GAAP Financial Measures
To supplement our consolidated financial statements prepared and presented in accordance with generally accepted accounting principles in the United States (GAAP) we use certain non-GAAP performance financial measures, as described below, to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe the following non-GAAP measures are useful in evaluating our operating performance. We are presenting these non-GAAP financial measures because we believe, when taken collectively, they may be helpful to investors because they provide consistency and comparability with past financial performance.
However, non-GAAP financial measures have limitations in their usefulness to investors because they have no standardized meaning prescribed by GAAP and are not prepared under any comprehensive set of accounting rules or principles. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. As a result, our non-GAAP financial measures are presented for supplemental informational purposes only and should not be considered in isolation or as a substitute for our consolidated financial statements presented in accordance with GAAP.
Non-GAAP Gross Profit, Non-GAAP Operating Expenses, and Non-GAAP Loss from Operations
We define non-GAAP gross profit as gross profit excluding stock-based compensation expense and employer tax related to employee stock transactions. We define non-GAAP research and development expense and non-GAAP sales and marketing expense as research and development expense and sales and marketing expense, respectively, excluding stock-based compensation expense, employer tax related to employee stock transactions, and amortization of acquired intangible assets expense. We define non-GAAP general and administrative expense as general and administrative expense excluding stock-based compensation expense, employer tax related to employee stock transactions, and a one-time expense for the termination of a future lease agreement. We define non-GAAP loss from operations as loss from operations excluding stock-based compensation expense, employer tax related to employee stock transactions, and amortization of acquired intangible assets expense.
We use non-GAAP gross profit and non-GAAP loss from operations in conjunction with traditional GAAP measures to evaluate our financial performance. We believe that non-GAAP gross profit and non-GAAP loss from operations provides our management and investors consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations, as these metrics exclude stock-based compensation expense, employer tax related to employee stock transactions, amortization of acquired intangible assets expense, and a one-time expense for the termination of a future lease agreement, which we do not consider to be indicative of our overall operating performance.
Non-GAAP gross profit, non-GAAP operating expenses, and non-GAAP loss from operations have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:
they exclude expense associated with our equity compensation plan, although equity compensation has been, and will continue to be, an important part of our compensation strategy;
non-GAAP research and development expense, non-GAAP sales and marketing expense, and non-GAAP loss from operations exclude the expense of amortization of acquired intangible assets, and although these are non-cash expenses, the assets being amortized may have to be replaced in the future and the aforementioned non-GAAP measures do not reflect cash expenditure for such replacements; and
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the expenses and other items that we exclude in our calculation of non-GAAP gross profit, non-GAAP operating expenses, and non-GAAP loss from operations may differ from the expenses and other items, if any, that other companies may exclude from this measure or similarly titled measures, which reduces their usefulness as comparative measures.
Non-GAAP Net Loss and Non-GAAP Net Loss per Share
We define non-GAAP net loss and non-GAAP net loss per share as net loss and net loss per share excluding stock-based compensation expense, employer tax related to employee stock transactions, amortization of acquired intangible assets expense, and a one-time expense for the termination of a future lease agreement, as well as the related tax effects of these items. Non-GAAP net loss per share also adds back expense relating to deemed dividends representing excess paid over initial issuance price to repurchase convertible preferred stock. We use non-GAAP net loss and non-GAAP net loss per share in conjunction with traditional GAAP measures to evaluate our financial performance. We believe that these non-GAAP measures provide our management and investors consistency and comparability with our past financial performance and facilitates period-to-period comparisons of operations.
Non-GAAP net loss and non-GAAP net loss per share have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:
they exclude expense associated with our equity compensation plan, although equity compensation has been, and will continue to be, an important part of our compensation strategy;
they exclude the expense of amortization of acquired intangible assets, and although these are non-cash expenses, the assets being amortized may have to be replaced in the future and non-GAAP loss from operations does not reflect cash expenditure for such replacements;
as further described below, we must make certain assumptions in order to determine the income tax effect adjustment for non-GAAP net loss, which assumptions may not prove to be accurate; and
the expenses and other items that we exclude in our calculation of non-GAAP net loss and non-GAAP net loss per share may differ from the expenses and other items, if any, that other companies may exclude from this measure or similarly titled measures, which reduces their usefulness as comparative measures.
Income Tax Effects of Non-GAAP Adjustments
We utilize a fixed projected tax rate in our computation of non-GAAP income tax effects to provide better consistency across interim reporting periods. In projecting this non-GAAP tax rate, we utilize a financial projection that excludes the direct impact of the non-GAAP adjustments described above, and eliminates the effects of non-recurring and period specific items which can vary in size and frequency. The projected rate considers other factors such as our current operating structure, existing tax positions in various jurisdictions, and key legislation in major jurisdictions where we operate. For the year ended December 31, 2020, the non-GAAP tax rate was (17)%. For the year ending December 31, 2021, we have determined the projected non-GAAP tax rate to be (22)%. We will periodically re-evaluate this tax rate, as necessary, for significant events, based on relevant tax law changes, material changes in the forecasted geographic earnings mix, and any significant acquisitions.
Free Cash Flow
We define free cash flow as net cash used in operating activities less cash used for purchases of property and equipment. We believe that free cash flow is a useful indicator of liquidity as it measures our ability to generate cash, or our need to access additional sources of cash, to fund operations and investments.
Free cash flow has limitations as an analytical tool, and you should not consider it in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:
it is not a substitute for net cash used in operating activities;
other companies may calculate free cash flow or similarly titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of free cash flow as a tool for comparison; and
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the utility of free cash flow is further limited as it does not reflect our future contractual commitments and does not represent the total increase or decrease in our cash balance for any given period.
Key Metrics
We monitor the following key metrics to help us evaluate the health of our business, identify trends affecting our growth, formulate goals and objectives, and make strategic decisions.
Customers Contributing More Than $100,000 of Revenue
We focus on the number of customers that generated more than $100,000 of revenue in the trailing 12 months, as this segment of our customer base represents the majority of our revenue and revenue growth. We define a customer as an individual or entity that generated revenue during the measurement period. A single organization with multiple divisions, segments, or subsidiaries is generally counted as a single customer, even though we may enter into commercial agreements with multiple parties within that organization.
Dollar-Based Net Expansion Rate
We track our performance by measuring our dollar-based net expansion rate, which compares our Create and Operate Solutions revenue from the same set of customers across comparable periods, calculated on a trailing 12-month basis. Our dollar-based net expansion rate as of a period end is calculated as current period revenue divided by prior period revenue. Prior period revenue is the trailing 12-month revenue measured as of such prior period end and includes revenue from all customers that contributed revenue during such trailing 12-month period. Current period revenue is the trailing 12-month revenue from these same customers as of the current period end. Our dollar-based net expansion rate includes the effect of any customer renewals, expansion, contraction, and churn but excludes revenue from new customers in the current period.
Contact
Investor Relations:
Richard Davis
[email protected]
Media:
Marisa Graves
[email protected]
Source: Unity
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UNITY SOFTWARE INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value)
(Unaudited)
As of
June 30, 2021December 31, 2020
Assets
Current assets:
Cash and cash equivalents$1,001,944 $1,272,578 
Marketable securities587,080 479,406 
Accounts receivable, net of allowances of $5,778 and $2,714 as of June 30, 2021 and December 31, 2020, respectively
340,716 274,255 
Prepaid expenses34,877 32,025 
Other current assets30,552 22,396 
Total current assets1,995,169 2,080,660 
Property and equipment, net95,948 95,544 
Operating lease right‑of‑use assets110,656 103,609 
Goodwill342,134 286,251 
Intangible assets, net65,701 57,459 
Restricted cash10,823 21,369 
Other assets41,301 26,333 
Total assets$2,661,732 $2,671,225 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable$8,306 $11,303 
Accrued expenses and other current liabilities128,142 106,306 
Publisher payables221,368 182,269 
Income and other taxes payable49,336 64,116 
Deferred revenue123,461 113,853 
Operating lease liabilities25,783 25,375 
Total current liabilities556,396 503,222 
Long-term deferred revenue19,570 20,523 
Long-term operating lease liabilities104,574 98,532 
Other long-term liabilities11,409 11,805 
Total liabilities691,949 634,082 
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.000005 par value; 100,000 shares authorized, and no shares issued and outstanding as of June 30, 2021; 100,000 shares authorized, no shares issued and outstanding as of December 31, 2020
— — 
Common stock, $0.000005 par value; 1,000,000 and 1,000,000 shares authorized as of June 30, 2021 and December 31, 2020, respectively; 282,177 and 273,537 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively
Additional paid-in capital3,028,077 2,838,057 
Accumulated other comprehensive loss(3,474)(3,418)
Accumulated deficit(1,054,822)(797,498)
Total stockholders’ equity1,969,783 2,037,143 
Total liabilities and stockholders’ equity$2,661,732 $2,671,225 
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UNITY SOFTWARE INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(In thousands, except per share amounts)
(Unaudited)
Three Months EndedSix Months Ended
June 30,June 30,
2021202020212020
Revenue$273,562 $184,331 $508,334 $351,325 
Cost of revenue57,725 40,432 116,459 72,300 
Gross profit215,837 143,899 391,875 279,025 
Operating expenses
Research and development154,216 85,108 308,231 166,859 
Sales and marketing74,888 43,716 144,681 86,975 
General and administrative135,917 39,920 199,049 77,473 
Total operating expenses365,021 168,744 651,961 331,307 
Loss from operations(149,184)(24,845)(260,086)(52,282)
Interest expense(485)(656)(600)(788)
Interest income and other expense, net70 (662)1,635 1,194 
Loss before provision for income taxes(149,599)(26,163)(259,051)(51,876)
Provision for (benefit from) income taxes(1,257)1,188 (3,249)2,211 
Net loss(148,342)(27,351)(255,802)(54,087)
Other comprehensive loss, net of taxes:
Change in foreign currency translation adjustment81 18 50 (77)
Change in unrealized losses on marketable securities(3)— (106)— 
Comprehensive loss$(148,264)$(27,333)$(255,858)$(54,164)
Basic and diluted net loss per share:
Net loss per share attributable to our common stockholders, basic and diluted$(0.53)$(0.21)$(0.92)$(0.42)
Weighted-average shares used in per share calculation attributable to our common stockholders, basic and diluted280,374 129,826 278,233 128,804 
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UNITY SOFTWARE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Operating activities
Net loss$(148,342)$(27,351)$(255,802)$(54,087)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization12,270 10,200 24,102 20,010 
Stock-based compensation expense74,913 11,963 139,337 21,654 
Stock-based compensation expense in connection with modified awards for certain employees10,487 — 12,624 — 
Other6,239 1,352 7,680 1,393 
Changes in assets and liabilities, net of effects of acquisitions:
Accounts receivable, net(42,488)4,642 (67,549)(8,828)
Prepaid expenses 7,082 1,214 (2,806)(4,870)
Other current assets(7,641)(2,621)(9,959)(11,837)
Operating lease right-of-use ("ROU") assets5,988 6,153 11,895 12,008 
Deferred tax, net(1,315)(166)(3,139)114 
Other assets2,750 (538)(8,819)(309)
Accounts payable(7,577)1,642 (1,274)1,205 
Accrued expenses and other current liabilities33,711 8,993 19,944 5,819 
Publisher payables35,052 (8,483)39,099 1,671 
Income and other taxes payable(6,373)(34)(16,477)(3,400)
Operating lease liabilities(5,312)(4,309)(12,804)(12,065)
Other long-term liabilities(160)3,918 149 5,173 
Deferred revenue4,035 10,007 8,236 10,930 
Net cash provided by (used in) operating activities(26,681)16,582 (115,563)(15,419)
Investing activities
Purchase of marketable securities(161,726)— (290,808)— 
Proceeds from principal repayments on marketable securities9,607 — 11,624 — 
Maturities of marketable securities90,000 — 168,000 — 
Purchase of non-marketable investments(600)— (4,600)— 
Purchase of property and equipment(6,807)(11,709)(18,551)(19,275)
Acquisition of intangible assets— (425)— (750)
Business acquisitions, net of cash acquired(44,613)(23,338)(69,430)(23,338)
Net cash used in investing activities(114,139)(35,472)(203,765)(43,363)
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UNITY SOFTWARE INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
2021202020212020
Financing activities
Proceeds from revolving loan facility— — — 125,000 
Payment of debt issuance costs— — — (247)
Proceeds from issuance of convertible preferred stock, net of issuance costs— — — 149,970 
Proceeds from issuance of common stock— — — 100,000 
Purchase and retirement of treasury stock— — — (110)
Proceeds from exercise of stock options15,435 1,507 38,059 3,936 
Proceeds from exercise of stock options in connection with nonrecourse promissory note— 8,856 — 8,856 
Net cash provided by financing activities15,435 10,363 38,059 387,405 
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash80 20 89 (52)
Increase (decrease) in cash, cash equivalents, and restricted cash(125,305)(8,507)(281,180)328,571 
Cash and restricted cash, beginning of period1,138,072 484,174 1,293,947 147,096 
Cash, cash equivalents, and restricted cash, end of period$1,012,767 $475,667 $1,012,767 $475,667 
10


UNITY SOFTWARE INC.
RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL MEASURES
(In thousands, except percentages and per share data)
(Unaudited)
Three Months EndedSix Months Ended
June 30,June 30,
2021202020212020
Gross profit reconciliation
GAAP gross profit$215,837$143,899$391,875$279,025
Add:
Stock-based compensation expense5,34069010,4571,247
Employer tax related to employee stock transactions51123,27211
Non-GAAP gross profit$221,688$144,591$405,604$280,283
GAAP gross margin79 %78 %77 %79 %
Non-GAAP gross margin81 %78 %80 %80 %
Operating expenses reconciliation
Research and development
GAAP research and development expense$154,216$85,108$308,231$166,859
Add:
Stock-based compensation expense(33,227)(5,990)(64,877)(10,779)
Employer tax related to employee stock transactions(3,349)(35)(13,447)(165)
Amortization of intangible assets expense(3,336)(2,827)(6,513)(5,953)
Non-GAAP research and development expense$114,304$76,256$223,394$149,962
GAAP research and development expense as a percentage of revenue56 %46 %61 %47 %
Non-GAAP research and development expense as a percentage of revenue42 %41 %44 %43 %
Sales and marketing
GAAP sales and marketing expense$74,888$43,716$144,681$86,975
Add:
Stock-based compensation expense(14,523)(2,277)(26,560)(4,124)
Employer tax related to employee stock transactions(857)(6)(3,085)(18)
Amortization of intangible assets expense(1,373)(1,323)(2,655)(2,341)
Non-GAAP sales and marketing expense$58,135$40,110$112,381$80,492
GAAP sales and marketing expense as a percentage of revenue27 %24 %28 %25 %
Non-GAAP sales and marketing expense as a percentage of revenue21 %22 %22 %23 %
11


UNITY SOFTWARE INC.
RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL MEASURES
(In thousands, except percentages and per share data)
(Unaudited)
Three Months EndedSix Months Ended
June 30,June 30,
2021202020212020
General and administrative
GAAP general and administrative expense$135,917$39,920$199,049$77,473
Add:
Stock-based compensation expense(32,310)(3,006)(50,067)(5,504)
Employer tax related to employee stock transactions(1,409)(32)(2,780)(36)
Lease termination expense(49,795)(49,795)
Non-GAAP general and administrative expense$52,403$36,882$96,407$71,933
GAAP general and administrative expense as a percentage of revenue50 %22 %39 %22 %
Non-GAAP general and administrative expense as a percentage of revenue19 %20 %19 %20 %
Loss from operations reconciliation
GAAP loss from operations$(149,184)$(24,845)$(260,086)$(52,282)
Add:
Stock-based compensation expense85,40011,963151,96121,654
Employer tax related to employee stock transactions6,1267522,584230
Amortization of intangible assets expense4,7094,1509,1688,294
Lease termination expense49,79549,795
Non-GAAP loss from operations$(3,154)$(8,657)$(26,578)$(22,104)
GAAP operating margin(55)%(13)%(51)%(15)%
Non-GAAP operating margin(1)%(5)%(5)%(6)%
Net loss and net loss per share reconciliation
GAAP net loss$(148,342)$(27,351)$(255,802)$(54,087)
Add:
Stock-based compensation expense85,40011,963151,961 21,654 
Employer tax related to employee stock transactions6,1267522,584 230 
Amortization of intangible assets expense4,7094,1509,168 8,294 
Lease termination expense49,79549,795 — 
Income tax effect of non-GAAP adjustments(2,042)(657)(9,379)(1,478)
Non-GAAP net loss$(4,354)$(11,820)$(31,673)$(25,387)
GAAP net loss per share attributable to our common stockholders, basic and diluted$(0.53)$(0.21)$(0.92)$(0.42)
Total impact on net loss per share, basic and diluted, from non-GAAP adjustments0.510.120.810.22
Non-GAAP net loss per share attributable to our common stockholders, basic and diluted$(0.02)$(0.09)$(0.11)$(0.20)
12


UNITY SOFTWARE INC.
RECONCILIATION BETWEEN GAAP AND NON-GAAP FINANCIAL MEASURES
(In thousands, except percentages and per share data)
(Unaudited)
Three Months EndedSix Months Ended
June 30,June 30,
2021202020212020
Weighted-average common shares used in GAAP net loss per share computation, basic and diluted280,374129,826278,233128,804
Weighted-average common shares used in non-GAAP net loss per share computation, basic and diluted280,374129,826278,233128,804
Free cash flow reconciliation
Net cash provided by (used in) operating activities$(26,681)$16,582 $(115,563)$(15,419)
Less:
Purchase of property and equipment(6,807)(11,709)(18,551)(19,275)
Free cash flow$(33,488)$4,873 $(134,114)$(34,694)
Net cash used in investing activities$(114,139)$(35,472)$(203,765)$(43,363)
Net cash provided by financing activities$15,435 $10,363 $38,059 $387,405 

13

Exhibit 99.2
Unity Appoints Keisha Smith-Jeremie, Tory Burch Chief People Officer, to Board of Directors
SAN FRANCISCO, Calif., Aug 10, 2021 — Unity Software Inc. (NYSE: U), the world’s leading platform for creating and operating interactive, real-time 3D (RT3D) content, today announced the appointment of Keisha Smith-Jeremie, Chief People Officer at Tory Burch, to the company’s Board of Directors. As part of her Board appointment, Ms. Smith-Jeremie will also serve on the Compensation Committee of the Board.
“We love Keisha’s experience as a leader in people development and culture growth at some of the world’s iconic companies,” said John Riccitiello, President and Chief Executive Officer, Unity. “Keisha will bring her culture- and people-first point of view to our Board and we believe this type of people-centric focus on the Board is critical to helping lead Unity into the next chapter of growth.”
As Chief People Officer at Tory Burch, Smith focuses on driving strategic initiatives to ensure Tory Burch continues to be a highly sought after destination for global talent. In less than three years, Smith has designed and executed a Talent strategy that has enabled the company to deliver against its strategic priorities. Prior to joining Tory Burch, Smith served as Chief Human Resources Officer of News Corp., the largest news and information services provider in the English-speaking world, and prior to that as Global Co-Head of Talent Management at Morgan Stanley.
“I was attracted to this opportunity primarily because of Unity’s people-first mentality - the company recognizes that a diverse, enriched workforce is what can make or break success in today’s market,” said Smith. “And as someone who works at the intersection of consumer engagement and next general retail experiences, I am really excited to lend my expertise to Unity’s future.”
To learn more about Unity and its leadership team, please visit https://unity.com/our-company.
About Unity
Unity (NYSE: U) is the world’s leading platform for creating and operating real-time 3D (RT3D) content. Creators, ranging from game developers to artists, architects, automotive designers, filmmakers, and others, use Unity to make their imaginations come to life. Unity’s platform provides a comprehensive set of software solutions to create, run and monetize interactive, real-time 2D and 3D content for mobile phones, tablets, PCs, consoles, and augmented and virtual reality devices. The company’s 1,800+ person research and development team keeps Unity at the forefront of development by working alongside partners to ensure optimized support for the latest releases and platforms. Apps developed by Unity creators were downloaded more than five billion times per month in 2020. For more information, please visit www.unity.com.
Contact:
Marisa Graves
Unity Communications
[email protected]