EFTA01377640.pdf

S-I/A Net loss $ (85.199) 5(104.493) 5(154,093) 5(117.021) $(131,528) 18 Table of Contents Operating expenses include share-based compensation expense as follows: Nine Months Ended Year Ended December 31, September 30, 2012 2013 2014 2014 2015 (in thousands) (unaudited) Product development $3,984 $ 8,820 $24,758 $16,907 $33,287 Sales and marketing 668 1,235 3,738 2,553 4,524 General and administrative 3,462 4,603 7,604 5,193 11,675 Total share-based compensation $8,114 $14,658 $36,100 $24,653 $49,486 Year Ended As of December 31, September 30, 2013 2014 2015 (In thousands) (unaudited) Consolidated Balance Sheet Data: Cash and cash equivalents $166,176 $225,300 $ 174,083 Settlements receivable 64,968 115,481 156,188 Working capital 124.061 218,761 107,247 Total assets 318,341 541.888 597,946 Customers payable 95,794 148,648 238.085 Total stockholders' equity 162,294 273,672 236,462 Key Operating Metrics and Non-GAAP Financial Measures We collect and analyze operating and financial data to evaluate the hearth of our business, allocate our resources, and assess our performance. In addition to revenue, net (loss) income, and other results under generally accepted accounting principles (GAAP), the following table sets forth key operating metrics and non-GAAP financial measures we use to evaluate our business. Each of these metrics and measures excludes the effect of our payment processing agreement with Starbucks. We do not intend to renew our payment processing agreement with Starbucks when it expires in the third quarter of 2016. and we recently amended the agreement to eliminate the exclusivity provision in order to permit Starbucks to begin transitioning to another payment processor starting October 1, 2015. Under the amendment, Starbucks also agreed to pay increased processing rates to us for as long as they continue to process transactions with us. Starbucks has announced that it will transition to another payment processor and will cease using our payment processing services altogether prior to the scheduled expiration of the agreement in the third quarter of 2016. As a result, we believe it is useful to exclude Starbucks activity to clearly show the impact Starbucks has had on our financial results historically, to provide insight into the impact of the termination of the Starbucks agreement on our revenues going forward, to facilitate period-to-period comparisons of our business, and to facilitate comparisons of our performance to that of other payment processors. Our agreements with other sellers generally provide both those sellers 19 http://www.sec.gov/A rehi vestedgaddata/1512673AXS1119312515369092/d937622dsla.html 11/6/2015 7:37:12 AM CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) DB-SDNY-0074791 CONFIDENTIAL SDNY_GM_00220975 EFTA01377640