The following discussion and analysis of our financial condition and results of
operations should be read together with our interim condensed consolidated
financial statements and related notes and other financial information appearing
elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated
financial statements included in our 2021 Form 10-K. This discussion and
analysis contains forward-looking statements that involve risks, uncertainties
and assumptions. Our actual results could differ materially from these
forward-looking statements as a result of many factors, including those
discussed in the sections titled "Risk Factors" and "Special Note Regarding
Forward-Looking Statements."

Overview of Our Business and History



At Cricut, our mission is to help people lead creative lives. We have designed
and built a creativity platform that enables our engaged and loyal community of
nearly 7.2 million users to turn ideas into professional-looking handmade goods.
With our highly versatile connected machines, design apps and accessories and
materials, our users create everything from personalized birthday cards, mugs
and T-shirts to large-scale interior decorations.

Our users' journeys typically begin with the purchase of a connected machine. We
currently sell a portfolio of connected machines that cut, write, score and
create other decorative effects using a wide variety of materials including
paper, vinyl, leather and more. Our connected machines are designed for a wide
range of uses and are available at a variety of price points (MSRP by machine
family as of June 30, 2022):

•Cricut Joy for personalization on-the-go, $179.00 MSRP

•Cricut Explore for cutting, writing and scoring, $249.00 - $319.00 MSRP

•Cricut Maker for cutting, writing, scoring and adding decorative effects to a wider range of materials, $399.00 - $429.00 MSRP



Our software integrates our connected machines and design apps, allowing our
users to create and share seamlessly. Our software is cloud-based, meaning that
users can access and work on their projects anywhere, at any time, across
desktops or mobile devices. We enable our users to be inspired, to create and
share projects with the Cricut community and to follow others doing the same. On
our apps, users can find inspiration, purchase or upload content like fonts and
images, design a project from scratch or find a vast array of ready-to-make
projects.

Users can leverage the full power of our platform by using our connected
machines together with our free design apps, in-app purchases and subscription
offerings to design and complete projects. All users can access a select number
of free images, fonts and projects from our design apps or upload their own. In
addition, we offer a wider selection of images, fonts and projects for purchase
à la carte, including licensed content from partners with well-known brands and
characters, like major motion picture studios. We also have two subscription
offerings: Cricut Access and Cricut Access Premium. Cricut Access provides a
subscription to images, fonts and projects as well as other member benefits,
including exclusive software features and functionality, discounts, and priority
Cricut Member Care. Cricut Access is billed monthly for $9.99 per month or
annually for $95.88 per year. Cricut Access Premium includes all of the benefits
of Cricut Access as well as additional discounts and preferred shipping and is
billed annually for $119.88 per year. As of June 30, 2022, we had nearly 2.4
million Paid Subscribers to Cricut Access and Cricut Access Premium.

We sell a broad range of accessories and materials that bring our users' designs
to life, from advanced tools like heat presses to Cricut-branded rulers, scoring
tools, pens, paper and iron-on vinyl, all designed to work seamlessly with our
connected machines. Designing and completing projects drives repeat purchases of
Cricut-branded accessories and materials.

We design and develop our software and hardware products, and we work with third-party contract manufacturers to source components and finished goods and with third-party logistics companies to warehouse and distribute our products.



We sell our connected machines and accessories and materials through our
brick-and-mortar and online retail partners, as well as through our website at
cricut.com. Our partners include Amazon, Hobby Lobby, HSN, Jo-Ann, Michaels,
Target, Walmart and many others. We also sell our products, including
subscriptions to Cricut Access and Cricut Access Premium, on cricut.com.
                                       23
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Historically, we generate higher revenue levels in the second half of the year
compared to the first half of the year, coinciding with the ramp up to, and
including the holiday shopping season in the United States. For example, in 2019
and 2020, the second half of the year represented 59% and 60% of total revenue
for the year, respectively. The seasonality patterns experienced in 2021 were
not representative of our typical historical patterns due to the unique aspects
of the pandemic that resulted in unusually high demand in the first and second
quarters of 2021. As the impact of the pandemic on behaviors abate, we expect to
return to a more normal seasonality pattern. As we continue to grow
internationally, we expect we may experience seasonality in additional markets,
which may differ from the seasonality experienced in the United States.

On March 29, 2021, we completed an initial public offering ("IPO"), in which we
sold 13,250,000 shares of Class A common stock, and the selling stockholders
sold an additional 2,064,903 shares of Class A common stock at a price to the
public of $20.00 per share. We received aggregate net proceeds of $242.7 million
after deducting offering costs, underwriting discounts and commissions of $22.3
million. On April 28, 2021, we sold an additional 968,815 shares of Class A
common stock and the selling stockholders sold an additional 150,984 shares of
Class A common stock pursuant to the partial exercise of the underwriters'
option to purchase additional shares which generated net proceeds of $18.0
million after deducting for underwriting discounts and commissions of $1.4
million.

For more information regarding our business model, factors affecting our performance, and seasonality, please see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2021 Form 10-K.

Key Business Metrics

In addition to the measures presented in our interim condensed consolidated financial statements, we use the following key metrics to evaluate our business, measure our performance, identify trends and make strategic decisions.



                                                                As of June 30,
                                                              2022            2021
      Users (in thousands)                                      7,192        5,373

      Percentage of Users Creating in Trailing 90 Days             51  %   

59 %


      Paid Subscribers (in thousands)                           2,367      

 1,765


                                                Three Months Ended June 30,
                                                     2022                   2021
        Subscription ARPU                $         9.59                   $  9.83
        Accessories and Materials ARPU   $        11.45                   $ 26.67


Users

We define a User as a registered user of at least one registered connected
machine as of the end of a period. One user may own multiple registered
connected machines but is only counted once if that user registers those
connected machines by using the same email address. If possession of a connected
machine is transferred to a new owner and registered by that new owner, the new
owner is added to the total user count and the prior owner is removed from the
total user count if the prior owner does not own any other registered connected
machines. User count is an important indicator of the health of our business,
because changes in the number of users reflects changes in connected machine
sales and represents opportunities for us to drive additional sales of
subscriptions and accessories and materials. There are certain limitations
associated with this metric. For example, this metric does not capture whether a
User is active in using a connected machine and does not indicate whether a User
is purchasing subscriptions or accessories and materials. We compensate for
these limitations by also reviewing other metrics that capture portions of this
information, including the metrics below.

Percentage of Users Creating in Trailing 90 Days



We define the Percentage of Users Creating in Trailing 90 Days as the percentage
of users who have used a connected machine for any activity, such as cutting,
writing or any other activity enabled by our connected
                                       24
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machines, in the past 90 days. This metric is a key indicator of our engagement
with users, which helps drive sales of subscriptions and accessories and
materials. There are certain limitations associated with this metric. For
example, this metric does not capture how active a User is during the 90-day
period, nor whether a User is purchasing subscriptions or accessories and
materials. We compensate for some of these limitations by also reviewing other
metrics that capture portions of this information, including the metrics below.

Paid Subscribers



We define Paid Subscribers as the number of users with a subscription to Cricut
Access or Cricut Access Premium, excluding cancelled, unpaid or free trial
subscriptions, as of the end of a period. Paid Subscribers is a key metric to
track growth in our subscriptions revenue and potential leverage in our gross
margin.

Subscription ARPU

We define Subscription ARPU as Subscriptions revenue divided by average number
of users in a period. Subscription ARPU allows us to forecast Subscriptions
revenue over time and is an indicator of our ability to expand with users and of
user engagement with our subscription offerings.

Accessories and Materials ARPU



We define Accessories and Materials ARPU as Accessories and Materials revenue
divided by average number of users in a period. Accessories and Materials ARPU
allows us to forecast Accessories and Materials revenue over time and is an
indicator of our ability to expand with users, particularly the volume of
projects created by our users.

Components of our Results of Operations

We operate and manage our business in three reportable segments: Connected Machines, Subscriptions and Accessories and Materials. We identify our reportable segments based on the information used by management to monitor performance and make operating decisions. See Note 16 to our condensed consolidated financial statements included elsewhere in this filing for additional information regarding our reportable segments.

Revenue

Connected Machines



We generate Connected Machines revenue from sales of our portfolio of connected
machines, currently consisting of machines in three product families, Cricut
Maker, which includes Maker and Maker 3, Cricut Explore, which includes Explore
Air 2 and Explore 3, and Cricut Joy, net of sales discounts, incentives and
returns. Connected Machines revenue is recognized at the point in time when
control is transferred, which is either upon shipment or delivery to the
customer in accordance with the terms of each customer contract.

Subscriptions



We generate Subscriptions revenue primarily from sales of subscriptions to
Cricut Access and Cricut Access Premium and a portion of the revenue allocated
to unspecified future upgrades and enhancements related to the essential
software and access to our cloud-based services. For a monthly or annual
subscription fee, Cricut Access includes a subscription to images, fonts and
projects as well as other member benefits, including exclusive software features
and functionality, discounts, and priority Cricut Member Care. For an annual
subscription fee, Cricut Access Premium includes all of the benefits of Cricut
Access as well as additional discounts and preferred shipping. Subscriptions
revenue excludes à la carte digital content purchases. Subscriptions revenue is
recognized on a ratable basis over the subscription term.

Accessories and Materials



We generate Accessories and Materials revenue from sales of ancillary products,
such as Cricut EasyPress, Cricut Mug Press, Cricut Autopress, hand tools,
machine replacement tools and blades, project materials such as vinyl and
iron-on and sales of à la carte digital content purchases, including fonts,
images and projects. Accessories and Materials revenue is recognized for sales
of such items, net of sales discounts, incentives and returns. Accessories and
Materials revenue is recognized at the point in time when control is
transferred, which is either upon shipment or delivery to the customer in
accordance with the terms of each customer contract.
                                       25
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Cost of Revenue

Connected Machines



Cost of revenue related to Connected Machines consists of product costs,
including costs of components, costs of contract manufacturers for production,
inspecting and packaging, shipping, receiving, handling, warehousing and
fulfillment, duties and other applicable importing costs, warranty replacement,
excess and obsolete inventory write-downs, tooling and equipment depreciation
and royalties. We expect our cost of revenue related to Connected Machines as a
percentage of revenue to fluctuate in the near term as we address global supply
chain challenges and increased expenses and continue to invest in the growth of
our business and decrease over the long term as we drive greater scale and
efficiency in our business.

Subscriptions



Cost of revenue related to Subscriptions consists primarily of hosting fees,
digital content costs, amortization of capitalized software development costs
and software maintenance costs. We expect our cost of revenue related to
Subscriptions as a percentage of revenue to increase as we expand our content
offerings and benefits of the subscription, including localized content for
international target markets, discounts and features that drive value of the
subscription.

Accessories and Materials

Costs of revenue related to Accessories and Materials consists of product costs,
including costs of components, costs of contract manufacturers for production,
inspecting and packaging, shipping, receiving, handling, warehousing and
fulfillment, duties and other applicable importing costs, warranty replacement,
excess and obsolete inventory write-downs, tooling and equipment depreciation
and royalties. We expect our cost of revenue related to Accessories and
Materials as a percentage of revenue to fluctuate in the near term as we address
global supply chain challenges and increased expenses and continue to invest in
the growth of our business and decrease over the long term as we drive greater
scale and efficiency in our business.

Operating Expenses

Research and Development



Research and development expenses consist primarily of costs associated with the
development of our connected machines, software and accessories and materials,
including personnel-related expenses for engineering, product development and
quality assurance, as well as prototype costs, service fees incurred by
contracting with vendors and allocated overhead. We expect research and
development expense to increase as a percentage of revenue to levels somewhat
higher compared to historical annual levels to support growth from new products
and services in the future.

Sales and Marketing



Sales and marketing expenses consist primarily of the advertising and marketing
of our products, third-party payment processing fees, personnel-related
expenses, including salaries and bonuses, benefits and stock-based compensation
expense, as well as sales incentives, professional services, promotional items,
and allocated overhead costs. We expect our sales and marketing expenses as a
percentage of revenue to fluctuate in the near term as we expand internationally
and launch new products, but over the long term we anticipate to be similar to
pre-COVID-19 pandemic annual levels.

General and Administrative



General and administrative expenses consist of personnel-related expenses for
our finance, legal, human resources and administrative personnel, including
salaries and bonuses, benefits and stock-based compensation expense, as well as
the costs of professional services, any allocated overhead, information
technology and other administrative expenses. We expect general and
administrative expenses as a percentage of revenue over the long term to remain
relatively similar to pre-COVID-19 pandemic annual levels.

Other Income (Expense), Net

Other income (expense), net consists primarily of interest expense associated with our debt financing arrangements and amortization of debt issuance costs.


                                       26
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Provision for Income Taxes



Provision for income taxes consists of income taxes in the United States and
certain state and foreign jurisdictions in which we conduct business. We have
not recorded a valuation allowance against our deferred tax assets as we have
concluded that it is more likely than not that the deferred tax assets will be
realized.

Results of Operations

The following tables set forth the components of our interim condensed
consolidated statements of operations for each of the periods presented and as a
percentage of our revenue for those periods. The period-to-period comparison of
results of operations is not necessarily indicative of results of future
periods.

The following table is presented in thousands:



                                                   Three Months Ended June 30,                 Six Months Ended June 30,
                                                     2022                  2021                 2022                 2021
(in thousands)
Revenue:
Connected machines                             $       35,438          $ 146,326          $      97,829          $ 287,646
Subscriptions                                          67,604             50,673                132,382             96,812
Accessories and materials                              80,715            137,494                198,329            273,857
Total revenue                                         183,757            334,493                428,540            658,315
Cost of revenue:
Connected machines(1)                                  34,882            116,217                 95,595            235,909
Subscriptions(1)                                        6,181              5,285                 12,433              9,583
Accessories and materials(1)                           57,266             82,696                136,064            162,258
Total cost of revenue                                  98,329            204,198                244,092            407,750
Gross profit                                           85,428            130,295                184,448            250,565
Operating expenses:
Research and development(1)                            20,055             20,606                 40,585             36,304
Sales and marketing(1)                                 31,516             33,030                 64,305             60,519
General and administrative(1)                          13,828             12,507                 28,122             24,926
Total operating expenses                               65,399             66,143                133,012            121,749
Income from operations                                 20,029             64,152                 51,436            128,816
Other income (expense), net                               322                 14                    283                (15)
Income before provision for income taxes               20,351             64,166                 51,719            128,801
Provision for income taxes                              6,524             15,040                 14,388             30,257
Net income                                     $       13,827          $  49,126          $      37,331          $  98,544

(1) Includes stock-based compensation expense as follows:


                                                  Three Months Ended June 30,                 Six Months Ended June 30,
                                                    2022                  2021                 2022                 2021
(in thousands)
Cost of revenue
Connected machines                           $             9          $       8          $          12          $      16
Subscriptions                                            107                 52                    159                 88
Accessories and materials                                  -                  -                      -                  -
Total cost of revenue                                    116                 60                    171                104
Research and development                               4,915              3,768                  8,926              7,409
Sales and marketing                                    3,255              2,425                  6,123              8,032
General and administrative                             2,116              1,857                  4,140              4,250

Total stock-based compensation expense $ 10,402 $ 8,110 $ 19,360 $ 19,795





                                       27
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Comparison of the Three and Six Months Ended June 30, 2022 and 2021



Revenue

                                      Three Months Ended
                                           June 30,                              Change                        Six Months Ended June 30,                        Change
                                    2022               2021                 $                 %                 2022                  2021                 $                 %
(dollars in thousands)
Revenue:
Connected machines              $  35,438          $ 146,326          $ (110,888)            (76) %       $       97,829          $ 287,646          $ (189,817)            (66) %
Subscriptions                      67,604             50,673              16,931              33  %              132,382             96,812              35,570              37  %
Accessories and materials          80,715            137,494             (56,779)            (41) %              198,329            273,857             (75,528)            (28) %
Total revenue                   $ 183,757          $ 334,493          $ (150,736)            (45) %       $      428,540          $ 658,315          $ (229,775)            (35) %


Three Months Ended June 30, 2022 and 2021



Connected Machines revenue decreased by $110.9 million, or 76%, to $35.4 million
for the three months ended June 30, 2022 from $146.3 million for the three
months ended June 30, 2021. The decrease was primarily driven by a decline in
the number of Connected Machines sold during the period, across all product
families, due to higher channel inventory entering the quarter and lower
consumer demand.

Subscriptions revenue increased by $16.9 million, or 33%, to $67.6 million for
the three months ended June 30, 2022 from $50.7 million for the three months
ended June 30, 2021. The increase was primarily driven by an increase in the
number of Paid Subscribers which increased by 34% from 1.8 million as of
June 30, 2021 to 2.4 million as of June 30, 2022.

Accessories and Materials revenue decreased by $56.8 million, or 41%, to $80.7
million for the three months ended June 30, 2022 from $137.5 million for the
three months ended June 30, 2021. The decrease was primarily driven by a decline
in unit sales of Accessories, particularly for units of EasyPress and Mug Press,
as well as a decline in unit sales of Project Materials, due in part to
increased competition in this space. The decrease was partially offset by
increased revenue from Autopress, Hat Press, BrightPad, and Bright 360 Lamps.

Six Months Ended June 30, 2022 and 2021



Connected Machines revenue decreased by $189.8 million, or 66%, to $97.8 million
for the six months ended June 30, 2022 from $287.6 million for the six months
ended June 30, 2021. The decrease was primarily driven by a decline in the
number of Connected Machines sold during the period, across all product
families, due to lower consumer demand.

Subscriptions revenue increased by $35.6 million, or 37%, to $132.4 million for
the six months ended June 30, 2022 from $96.8 million for the six months ended
June 30, 2021. The increase was primarily driven by an increase in the number of
Paid Subscribers which increased by 34% from 1.8 million as of June 30, 2021 to
2.4 million as of June 30, 2022.

Accessories and Materials revenue decreased by $75.5 million, or 28%, to $198.3
million for the six months ended June 30, 2022 from $273.9 million for the six
months ended June 30, 2021. The decrease was primarily driven by a decline in
unit sales of Accessories, particularly for units of EasyPress and Mug Press, as
well as a decline in unit sales of Project Materials, due in part to increased
competition in this space. The decrease was partially offset by increased
revenue from Autopress, Hat Press, BrightPad, and Bright 360 Lamps.
                                       28
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Cost of Revenue, Gross Profit and Gross Margin



                                         Three Months Ended
                                              June 30,                              Change                        Six Months Ended June 30,                       Change
                                      2022                2021                 $                 %                 2022                 2021                 $                 %
(dollars in thousands)
Cost of Revenue:
Connected machines                $      34,882       $    116,217       $  (81,335)            (70) %       $         95,595       $    235,909       $ (140,314)            (59) %
Subscriptions                             6,181              5,285              896              17  %                 12,433              9,583            2,850              30  %
Accessories and materials                57,266             82,696          (25,430)            (31) %                136,064            162,258          (26,194)            (16) %
Total cost revenue                $      98,329       $    204,198       $ (105,869)            (52) %       $        244,092       $    407,750       $   (163,658)          (40) %
Gross Profit:
Connected machines                          556             30,109          (29,553)            (98) %                  2,234             51,737          (49,503)            (96) %
Subscriptions                            61,423             45,388           16,035              35  %                119,949             87,229           32,720              38  %
Accessories and materials                23,449             54,798          (31,349)            (57) %                 62,265            111,599          (49,334)            (44) %
Total gross profit                $      85,428       $    130,295       $  (44,867)            (34) %       $        184,448       $    250,565       $  (66,117)            (26) %
Gross Margin
Connected machines                        2   %            21    %                                                      2   %            18    %
Subscriptions                            91   %            90    %                                                     91   %            90    %
Accessories and materials                29   %            40    %                                                     31   %            41    %


Three Months Ended June 30, 2022 and 2021



Connected Machines cost of revenue decreased by $81.3 million, or 70%, to $34.9
million for the three months ended June 30, 2022 from $116.2 million for the
three months ended June 30, 2021. The decrease was primarily driven by a decline
in the number of Connected Machines sold across all product families during the
three months ended June 30, 2022 compared to the three months ended June 30,
2021.

Gross margin for Connected Machines decreased to 2% for the three months ended
June 30, 2022 from 21% for the three months ended June 30, 2021. Gross margin
decreased due to higher sales incentives as a percentage of revenue, end-of-life
pricing for Explore Air 2 and Maker, higher freight and handling costs due to
global supply chain challenges as a percentage of revenue, higher warranty costs
as a percentage of revenue, and higher excess and obsolete costs as a percentage
of revenue.

Subscriptions cost of revenue increased by $0.9 million, or 17%, to $6.2 million
for the three months ended June 30, 2022 from $5.3 million for the three months
ended June 30, 2021. The increase was primarily driven by an increase in
amortization of capitalized software development costs.

Gross margin for Subscriptions increased to 91% for the three months ended June
30, 2022 from 90% for the three months ended June 30, 2021. Gross margin
increased due to lower digital content costs and hosting fees as a percentage of
subscriptions revenue.

Accessories and Materials cost of revenue decreased by $25.4 million, or 31%, to
$57.3 million for the three months ended June 30, 2022 from $82.7 million for
the three months ended June 30, 2021. The decrease was primarily driven by a
decline in unit sales of Accessories and Materials during the period,
particularly for units of EasyPress, Mug Press and Project Materials. The
decrease was partially offset by an increase in units sold of Autopress, Hat
Press, BrightPad, and Bright 360 Lamps.

Gross margin for Accessories and Materials decreased to 29% for the three months
ended June 30, 2022 from 40% for the three months ended June 30, 2021. Gross
margin decreased primarily due to higher freight and handling costs due to
global supply chain challenges, higher excess and obsolete costs, and higher
sales incentives as a percentage of revenue.

Six Months Ended June 30, 2022 and 2021


                                       29
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Connected Machines cost of revenue decreased by $140.3 million, or 59%, to $95.6
million for the six months ended June 30, 2022 from $235.9 million for the six
months ended June 30, 2021. The decrease was primarily driven by a decline in
the number of Connected Machines sold across all product families during the six
months ended June 30, 2022 compared to the six months ended June 30, 2021.

Gross margin for Connected Machines decreased to 2% for the six months ended
June 30, 2022 from 18% for the six months ended June 30, 2021. Gross margin
decreased due to end-of-life pricing for Explore Air 2 and Maker, higher freight
and handling costs due to global supply chain challenges as a percentage of
revenue, higher warranty costs as a percentage of revenue, and higher sales
incentives as a percentage of revenue.

Subscriptions cost of revenue increased by $2.9 million, or 30%, to $12.4
million for the six months ended June 30, 2022 from $9.6 million for the six
months ended June 30, 2021. The increase was primarily driven by an increase in
amortization of capitalized software development costs.

Gross margin for Subscriptions increased to 91% for the six months ended June
30, 2022 from 90% for the six months ended June 30, 2021. Gross margin increased
due to lower digital content costs and hosting fees as a percentage of
subscriptions revenue.

Accessories and Materials cost of revenue decreased by $26.2 million, or 16%, to
$136.1 million for the six months ended June 30, 2022 from $162.3 million for
the six months ended June 30, 2021. The decrease was primarily driven by a
decline in unit sales of Accessories and Materials during the period,
particularly for units of EasyPress, Mug Press and Project Materials. The
decrease was partially offset by an increase in units sold of Autopress, Hat
Press, BrightPad, and Bright 360 Lamps along with higher freight cost.

Gross margin for Accessories and Materials decreased to 31% for the six months
ended June 30, 2022 from 41% for the six months ended June 30, 2021. Gross
margin decreased primarily due to higher freight and handling costs due to
global supply chain challenges as a percentage of revenue, unfavorable product
mix changes, and higher sales incentives as a percentage of revenue.

Operating Expenses

Research and Development

                                   Three Months Ended
                                        June 30,                           Change                    Six Months Ended June 30,                     Change
                                 2022               2021              $               %                2022                2021              $                %
(dollars in thousands)
Research and development     $      20,055       $   20,606       $ (551)             (3) %       $        40,585       $   36,304       $ 4,281              12  %
As a percentage of total
revenue                             11   %            6   %                                                 9   %            6   %


Research and development expenses decreased by $0.6 million, or 3%, to $20.1
million for the three months ended June 30, 2022 from $20.6 million for the
three months ended June 30, 2021. The decrease was primarily due to a $3.1
million decrease in product development expenses for future products, offset by
increases in personnel-related expenses due to headcount increases and
stock-based compensation expense.

Research and development expenses increased by $4.3 million, or 12%, to $40.6
million for the six months ended June 30, 2022 from $36.3 million for the six
months ended June 30, 2021. The increase was primarily due to a $2.8 million
increase in personnel-related expenses due to headcount increases as well as an
increase in stock-based compensation expense.

Sales and Marketing

                                     Three Months Ended
                                          June 30,                            Change                     Six Months Ended June 30,                     Change
                                   2022               2021                $               %                2022                2021               $               %
(dollars in thousands)
Sales and marketing           $       31,516       $    33,030       $ (1,514)           (5) %       $         64,305       $    60,519       $ 3,786             6  %
As a percentage of total
revenue                               17   %            10   %                                                 15   %             9   %


                                       30

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Sales and marketing expenses decreased by $1.5 million, or 5%, to $31.5 million
for the three months ended June 30, 2022 from $33.0 million for the three months
ended June 30, 2021. The decrease was primarily due to a $5.1 million decrease
in advertising and other marketing costs which included the launch of the
Explore 3 and Maker 3 in June 2021. The variance was offset by increases in
personnel-related expenses due to headcount increases, stock-based compensation
expense, and payment processing fees.

Sales and marketing expenses increased by $3.8 million, or 6%, to $64.3 million
for the six months ended June 30, 2022 from $60.5 million for the six months
ended June 30, 2021. The increase was primarily due to a $5.6 million increase
in payment processing fees, increases in personnel-related expenses due to
headcount increases, and software subscription expenses. The variance was offset
by decreases in advertising and other marketing costs including to support the
launch of Explore 3 and Maker 3 which launched in June 2021 and stock-based
compensation expense.

General and Administrative

                                         Three Months Ended
                                              June 30,                            Change                     Six Months Ended June 30,                     Change
                                       2022               2021               $               %                 2022                2021               $               %
(dollars in thousands)
General and administrative        $       13,828       $    12,507       $ 1,321             11  %       $         28,122       $    24,926       $ 3,196             13  %
As a percentage of total revenue           8   %             4   %                                                  7   %             4   %


General and administrative expenses increased by $1.3 million, or 11%, to $13.8 million for the three months ended June 30, 2022 from $12.5 million for the three months ended June 30, 2021. The increase was primarily due to a $0.8 million increase in software subscription expenses, increases in personnel-related expenses due to headcount increases, and stock-based compensation expense, offset by a decrease in legal services.



General and administrative expenses increased by $3.2 million, or 13%, to $28.1
million for the six months ended June 30, 2022 from $24.9 million for the six
months ended June 30, 2021. The increase was primarily due to a $1.5 million
increases in personnel-related expenses due to headcount increases.

Other Income (Expense), Net

                                        Three Months Ended
                                             June 30,                            Change                     Six Months Ended June 30,                     Change
                                       2022              2021              $                %                  2022               2021              $                %
(dollars in thousands)
Other income (expense), net        $      322          $   14          $  308              2200  %       $         283          $  (15)         $  298             (1987) %


Other income (expense), net is materially consistent for the three and six
months ended June 30, 2022 in comparison to the three and six months ended
June 30, 2021.


Income Tax Expense

                                         Three Months Ended
                                              June 30,                             Change                      Six Months Ended June 30,                       Change
                                       2022               2021                $                %                 2022                2021                $                 %
(dollars in thousands)
Provision for income taxes         $    6,524          $ 15,040          $ (8,516)            (57) %       $      14,388          $ 30,257          $ (15,869)            (52) %


Provision for income taxes decreased by $8.5 million, or 57%, to $6.5 million
for the three months ended June 30, 2022 from $15.0 million for the three months
ended June 30, 2021. The decrease was primarily due to a reduction in pre-tax
net income and represents an effective tax rate after discrete items of 32.1%
and 23.4% for the three months ended June 30, 2022 and 2021, respectively. The
increase in the effective tax rate after discrete items
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is due primarily to a $1.8 million discrete item in the three months ended June 30, 2022, related to RSU's that vested in May 2022, which resulted in a significant tax shortfall due to the decrease in share price.



Provision for income taxes decreased by $15.9 million, or 52%, to $14.4 million
for the six months ended June 30, 2022 from $30.3 million for the six months
ended June 30, 2021. The decrease was primarily due to a reduction in pre-tax
net income and represents an effective tax rate after discrete items of 27.8%
and 23.5% for the six months ended June 30, 2022 and 2021, respectively. The
increase in the effective tax rate after discrete items is primarily due to a
$1.8 million discrete item in the three months ended June 30, 2022, related to
RSU's that vested in May 2022, which resulted in a significant tax shortfall due
to the decrease in share price.

Liquidity and Capital Resources



Our operations during the periods presented have been financed primarily through
cash flow from operating activities and the net proceeds from our initial public
offering in March of 2021. We believe our balances of cash and cash equivalents
and marketable securities, which totaled $147.8 million and $83.5 million,
respectively, as of June 30, 2022, along with forecasted cash expected to be
generated by ongoing operations and $300.0 million in available borrowings on
our new credit facility (see Note 7 and Note 17) will be sufficient to satisfy
our cash requirements over the next 12 months and beyond.

Our future capital requirements may vary materially from those currently planned
and will depend on many factors, including our rate of revenue growth, the
timing and extent of spending on research and development efforts and other
growth initiatives, the expansion of sales and marketing activities, the timing
of new product introductions, market acceptance of our products and overall
economic conditions. To the extent that current and anticipated future sources
of liquidity are insufficient to fund our future business activities and
requirements, we may be required to seek additional equity or debt financing.
The sale of additional equity would result in additional dilution to our
stockholders. The incurrence of debt financing would result in debt service
obligations, and the instruments governing such debt could provide for operating
and financing covenants that would restrict our operations. There can be no
assurances that we will be able to raise additional capital. The inability to
raise capital would adversely affect our ability to achieve our business
objectives.

Other than our recently announced $50 million share repurchase program, our cash requirements have not changed materially since the 2021 Form 10-K.



Cash Flows

                                                                      Six Months Ended June 30,
                                                                       2022                 2021
(in thousands)
Net cash flows (used in) provided by operating activities        $      13,006          $  (53,995)
Net cash flows used in investing activities                           (101,569)            (16,124)
Net cash flows provided (used in) by financing activities               (5,031)            262,013


Operating Activities

The change in net cash flows from operating activities for the six months ended
June 30, 2022 compared to the six months ended June 30, 2021 is primarily due to
greater reductions in accounts receivable year over year as well as less cash
used to fund inventories. These increases were partially offset by a larger
decrease in payable balances with inventory vendors for the six months ended
June 30, 2022 compared to six months ended June 30, 2021.

Investing Activities

The change in net cash flows from investing activities for the six months ended June 30, 2022 compared to the six months ended June 30, 2021 was due to investments in marketable securities.

Financing Activities



The change in net cash flows from financing activities for the six months ended
June 30, 2022 compared to six months ended June 30, 2021 was primarily due to
proceeds of $262.0 million received from our IPO during 2021.
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Critical Accounting Policies



Our management's discussion and analysis of our financial condition and results
of operations is based on our condensed consolidated financial statements, which
have been prepared in accordance with United States generally accepted
accounting principles ("GAAP"). The preparation of these financial statements
requires us to make estimates and assumptions that affect the reported amounts
of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements, as well as the reported
revenues and expenses incurred during the reporting periods. Our estimates are
based on our historical experience and on various other factors that we believe
are reasonable under the circumstances. Actual results may differ from these
estimates under different assumptions or conditions. The critical accounting
policies that reflect our more significant judgments and estimates used in the
preparation of our condensed consolidated financial statements include those
described in Note 2 of the notes to our condensed consolidated financial
statements in the section titled "-Summary of Significant Accounting Policies"
in Part I, Item 1 of this Quarterly Report on Form 10-Q and in the 2021 Form
10-K.

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