The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our consolidated financial
statements and related notes included elsewhere in this Annual Report on Form
10-K. In addition to historical consolidated financial information, the
following discussion contains forward-looking statements that reflect our plans,
estimates, and beliefs that involve significant risks and uncertainties. Our
actual results could differ materially from those discussed in the
forward-looking statements. Factors that could cause or contribute to those
differences include those discussed below and elsewhere in this Annual Report on
Form 10-K, particularly in "Risk Factors," "Note Regarding Forward-Looking
Statements," and "Note Regarding User Metrics and Other Data."

The following generally discusses 2021 and 2020 items and year-to-year
comparisons between 2021 and 2020. Discussion of historical items and
year-to-year comparisons between 2020 and 2019 that are not included in this
discussion can be found in "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2020, filed with the SEC on February 4, 2021.

Overview of Full Year 2021 Results

Our key user metrics and financial results for fiscal year 2021 are as follows:

User Metrics

• Daily Active Users, or DAUs, increased to 319 million in Q4 2021, compared

to 265 million in Q4 2020.

• Average revenue per user, or ARPU, increased 18% to $4.06 in Q4 2021,

compared to $3.44 in Q4 2020.

Financial Results

• Revenue increased 64% year-over-year to reach $4.1 billion in 2021.

• Total costs and expenses excluding stock-based compensation and other

payroll related tax expense, increased 42% to $3.6 billion in 2021.

• Net loss improved by $456.9 million year-over-year to $(488.0) million in

2021.

• Diluted net loss per share improved by 52% to $(0.31) in 2021, compared to

$(0.65) in 2020.

• Adjusted EBITDA improved by $571.5 million year-over-year to $616.7 million

in 2021.

• Cash provided by (used in) operating activities was $292.9 million in 2021,

compared to $(167.6) million in 2020.

• Capital expenditures were $69.9 million in 2021, compared to $57.8 million

in 2020.

• Free Cash Flow was $223.0 million in 2021, compared to $(225.5) million in

2020.

• Cash, cash equivalents, and marketable securities were $3.7 billion as of

December 31, 2021.

• Common shares outstanding plus shares underlying stock-based awards,

including restricted stock units, restricted stock awards, and outstanding


       stock options, totaled 1,702 million at December 31, 2021, compared to
       1,630 million one year ago.

Overview

Snap Inc. is a camera company.



We believe that reinventing the camera represents our greatest opportunity to
improve the way that people live and communicate. We contribute to human
progress by empowering people to express themselves, live in the moment, learn
about the world, and have fun together.

Our flagship product, Snapchat, is a camera application that helps people communicate visually with friends and family through short videos and images called Snaps.




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Trends in User Metrics

We define a DAU as a registered Snapchat user who opens the Snapchat application
at least once during a defined 24-hour period. We define ARPU as quarterly
revenue divided by the average DAUs. We assess the health of our business by
measuring DAUs and ARPU because we believe that these metrics are important ways
for both management and investors to understand engagement and monitor the
performance of our platform. We also measure ARPU because we believe that this
metric helps our management and investors to assess the extent to which we are
monetizing our service.

User Engagement

We calculate average DAUs for a particular quarter by adding the number of DAUs
on each day of that quarter and dividing that sum by the number of days in that
quarter. DAUs are broken out by geography because markets have different
characteristics. We had 319 million DAUs on average in the fourth quarter of
2021, compared to 306 million in the prior quarter and 265 million in the fourth
quarter of 2020.

                      Quarterly Average Daily Active Users

                                 (in millions)



                               [[Image Removed]]



                               [[Image Removed]]



  (1) North America includes Mexico, the Caribbean, and Central America.


  (2) Europe includes Russia and Turkey.


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Monetization

In the year ended December 31, 2021, we recorded revenue of $4.1 billion
compared to revenue of $2.5 billion for the year ended December 31, 2020, an
increase of 64% year-over-year. We monetize our business primarily through
advertising. Our advertising products include Snap Ads and AR Ads. We measure
our business using ARPU because it helps us understand the rate at which we are
monetizing our daily user base.

ARPU was $4.06 in the fourth quarter of 2021, up from $3.49 in the third quarter
of 2021 and $3.44 in the fourth quarter of 2020. For purposes of calculating
ARPU, revenue by user geography is apportioned to each region based on a
determination of the geographic location in which advertising impressions are
delivered, as this approximates revenue based on user activity. This differs
from the presentation of our revenue by geography in the notes to our
consolidated financial statements, where revenue is based on the billing address
of the advertising customer.

                       Quarterly Average Revenue per User



                               [[Image Removed]]

                               [[Image Removed]]



  (1) North America includes Mexico, the Caribbean, and Central America.


  (2) Europe includes Russia and Turkey.


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Results of Operations

Components of Results of Operations

Revenue



We generate substantially all of our revenue through the sale of our advertising
products, which primarily include Snap Ads and AR Ads, referred to as
advertising revenue. Snap Ads may be subject to revenue sharing arrangements
between us and the media partner. We also generate revenue from the sales of
hardware products. This revenue is reported net of allowances for returns.

Cost of Revenue



Cost of revenue consists primarily of payments to third-party infrastructure
partners for hosting our products, which include expenses related to storage,
computing, and bandwidth costs. Cost of revenue also includes payments for
content, developer, and advertiser partner costs. In addition, cost of revenue
includes third-party selling costs, personnel-related costs, including salaries,
benefits, and stock-based compensation expenses. Cost of revenue also includes
facilities and other supporting overhead costs, including depreciation and
amortization, and inventory costs.

Research and Development Expenses



Research and development expenses consist primarily of personnel-related costs,
including salaries, benefits, and stock-based compensation expense for our
engineers, designers, and other employees engaged in the research and
development of our products. In addition, research and development expenses
include facilities and other supporting overhead costs, including depreciation
and amortization. Research and development costs are expensed as incurred.

Sales and Marketing Expenses



Sales and marketing expenses consist primarily of personnel-related costs,
including salaries, benefits, commissions, and stock-based compensation expense
for our employees engaged in sales and sales support, business development,
media, marketing, corporate partnerships, and customer service functions. Sales
and marketing expenses also include costs incurred for advertising, market
research, tradeshows, branding, marketing, promotional expense, and public
relations, as well as facilities and other supporting overhead costs, including
depreciation and amortization.

General and Administrative Expenses

General and administrative expenses consist primarily of personnel-related costs, including salaries, benefits, and stock-based compensation expense for our finance, legal, information technology, human resources, and other administrative teams. General and administrative expenses also include facilities and supporting overhead costs, including depreciation and amortization, and external professional services.

Interest Income

Interest income consists primarily of interest earned on our cash, cash equivalents, and marketable securities.

Interest Expense

Interest expense consists primarily of interest expense associated with our senior convertible notes, or the Convertible Notes, and commitment fees related to our revolving credit facility.

Other Income (Expense), Net



Other income (expense), net consists of realized and unrealized gains and losses
on marketable securities, foreign currency transaction gains and losses, and
gains and impairment on strategic investments.

Income Tax Benefit (Expense)



We are subject to income taxes in the United States and numerous foreign
jurisdictions. These foreign jurisdictions have different statutory tax rates
than the United States. Additionally, certain of our foreign earnings may also
be taxable in the

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United States. Accordingly, our effective tax rates will vary depending on the
relative proportion of foreign to domestic income, use of tax credits, changes
in the valuation of our deferred tax assets and liabilities, and changes in tax
laws.

Adjusted EBITDA

We define Adjusted EBITDA as net income (loss), excluding interest income;
interest expense; other income (expense), net; income tax benefit (expense);
depreciation and amortization; stock-based compensation expense; and payroll and
other tax expense related to stock-based compensation; and certain other
non-cash or non-recurring items impacting net income (loss) from time to time.
We consider the exclusion of certain non-cash and non-recurring expenses in
calculating Adjusted EBITDA to provide a useful measure for period-to-period
comparisons of our business and for investors and others to evaluate our
operating results in the same manner as does our management. Additionally, we
believe that Adjusted EBITDA is an important measure since we use third-party
infrastructure partners to host our services and therefore we do not incur
significant capital expenditures to support revenue-generating activities. See
"Non-GAAP Financial Measures" for additional information and a reconciliation of
net loss to Adjusted EBITDA.

Discussion of Results of Operations



The following table sets forth our consolidated statements of operations data:



                                                      Year Ended December 31,
                                               2021            2020             2019
                                                           (in thousands)
Consolidated Statements of Operations Data:
Revenue                                     $ 4,117,048     $ 2,506,626     $  1,715,534
Costs and expenses(1) (2):
Cost of revenue                               1,750,246       1,182,505          895,838
Research and development                      1,565,467       1,101,561          883,509
Sales and marketing                             792,764         555,468          458,598
General and administrative                      710,640         529,164          580,917
Total costs and expenses                      4,819,117       3,368,698        2,818,862
Operating loss                                 (702,069 )      (862,072 )     (1,103,328 )
Interest income                                   5,199          18,127           36,042
Interest expense                                (17,676 )       (97,228 )        (24,994 )
Other income (expense), net                     240,175          14,988           59,013
Loss before income taxes                       (474,371 )      (926,185 )     (1,033,267 )
Income tax benefit (expense)                    (13,584 )       (18,654 )           (393 )
Net loss                                    $  (487,955 )   $  (944,839 )   $ (1,033,660 )
Adjusted EBITDA(3)                          $   616,686     $    45,163     $   (202,230 )

(1) Stock-based compensation expense included in the above line items:






                                          Year Ended December 31,
                                     2021           2020          2019
                                              (in thousands)
Stock-based compensation expense:
Cost of revenue                   $    17,221     $   9,367     $   6,365
Research and development              740,130       533,272       464,639
Sales and marketing                   164,241       108,270        93,355
General and administrative            170,543       119,273       121,654
Total                             $ 1,092,135     $ 770,182     $ 686,013




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  (2) Depreciation and amortization expense included in the above line items:




                                             Year Ended December 31,
                                         2021          2020         2019
                                                 (in thousands)
Depreciation and amortization expense:
Cost of revenue                        $  19,711     $ 22,205     $ 21,271
Research and development                  62,159       37,627       33,208
Sales and marketing                       21,772       12,916       13,256
General and administrative                15,499       13,996       19,510
Total                                  $ 119,141     $ 86,744     $ 87,245

(3) See "Non-GAAP Financial Measures" of this Annual Report on Form 10-K for

more information and for a reconciliation of Adjusted EBITDA to net loss,

the most directly comparable financial measure calculated and presented in

accordance with GAAP.




The following table sets forth the components of our consolidated statements of
operations data for each of the periods presented as a percentage of revenue:



                                                 Year Ended December 31,
                                              2021           2020       2019
Consolidated Statements of Operations Data:
Revenue                                          100 %          100 %     100 %
Costs and expenses:
Cost of revenue                                   43             47        52
Research and development                          38             44        52
Sales and marketing                               19             22        27
General and administrative                        17             21        34
Total costs and expenses                         117            134       164
Operating loss                                    17             34        64
Interest income                                    -              1         2
Interest expense                                   -              4         1
Other income (expense), net                        6              1         3
Loss before income taxes                          12             37        60
Income tax benefit (expense)                       -              1         -
Net loss                                          12 %           38 %      60 %




Revenue



                                                            2021 vs 2020            2020 vs 2019
                  Year Ended December 31,                      Change                  Change
           2021            2020            2019              $           %           $          %
                                          (dollars in thousands)

Revenue $ 4,117,048 $ 2,506,626 $ 1,715,534 $ 1,610,422 64 % $ 791,092 46 %






2021 compared to 2020

Revenue for the year ended December 31, 2021 increased $1,610.4 million compared
to the same period in 2020. Revenue increased due to a combination of growth in
advertisers and auction-based advertising demand and optimization efficiencies.

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Cost of Revenue



                                                                 2021 vs 2020           2020 vs 2019
                         Year Ended December 31,                    Change                 Change
                   2021            2020           2019            $          %           $          %
                                                (dollars in thousands)

Cost of Revenue $ 1,750,246 $ 1,182,505 $ 895,838 $ 567,741

  48 %   $ 286,667       32 %




2021 compared to 2020

Cost of revenue for the year ended December 31, 2021 increased $567.7 million
compared to the same period in 2020. The increase in cost of revenue was
primarily driven by higher content costs, including Spotlight, which launched in
the fourth quarter of 2020 as well as growth in revenue share due to the overall
increase in revenue and higher proportion of revenue subject to revenue share.
The increases were also a result of increased infrastructure costs attributable
to DAU growth net of infrastructure cost efficiencies and content review costs
across the platform.

Research and Development Expenses





                                                                                   2021 vs 2020            2020 vs 2019
                                           Year Ended December 31,                    Change                  Change
                                     2021            2020           2019            $           %           $           %
                                                                   (dollars in thousands)
Research and Development Expenses $ 1,565,467     $ 1,101,561     $ 883,509     $ 463,906        42 %   $ 218,052        25 %




2021 compared to 2020

Research and development expenses for the year ended December 31, 2021 increased
$463.9 million compared to the same period in 2020. The increase was primarily
driven by greater personnel expenses due to growth in research and development
headcount, including increased cash- and stock-based compensation expenses.

Sales and Marketing Expenses





                                                                            2021 vs 2020            2020 vs 2019
                                      Year Ended December 31,                  Change                  Change
                                 2021          2020          2019            $           %          $           %
                                                              (dollars in thousands)

Sales and Marketing Expenses $ 792,764 $ 555,468 $ 458,598 $ 237,296 43 % $ 96,870 21 %






2021 compared to 2020

Sales and marketing expenses for the year ended December 31, 2021 increased
$237.3 million compared to the same period in 2020. The increase was primarily
driven by greater personnel expenses due to growth in sales and marketing
headcount, including increased cash- and stock-based compensation expenses, as
well as increased marketing investments.

General and Administrative Expenses





                                                                                 2021 vs 2020            2020 vs 2019
                                           Year Ended December 31,                  Change                  Change
                                      2021          2020          2019            $           %           $           %
                                                                   (dollars in thousands)
General and Administrative Expenses $ 710,640     $ 529,164     $ 580,917     $ 181,476        34 %   $ (51,753 )      (9 )%




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2021 compared to 2020

General and administrative expenses for the year ended December 31, 2021
increased $181.5 million compared to the same period in 2020. The increase was
primarily driven by greater personnel expenses due to growth in headcount,
including increased cash- and stock-based compensation expenses, as well as an
increase in professional service fees.

Interest Income



                                                         2021 vs 2020             2020 vs 2019
                     Year Ended December 31,                Change                   Change
                 2021         2020         2019           $           %            $           %
                                              (dollars in thousands)

Interest Income $ 5,199 $ 18,127 $ 36,042 $ (12,928 ) (71 )% $ (17,915 ) (50 )%






2021 compared to 2020

Interest income for the year ended December 31, 2021 decreased $12.9 million
compared to the same period in 2020. The decrease was primarily a result of
lower interest rates on U.S. government-backed securities, partially offset by a
higher overall invested cash balance.

Interest Expense



                                                              2021 vs 2020            2020 vs 2019
                        Year Ended December 31,                  Change                  Change
                   2021          2020          2019           $           %            $           %
                                                (dollars in thousands)

Interest Expense $ (17,676 ) $ (97,228 ) $ (24,994 ) $ 79,552 (82 )% $ (72,234 ) 289 %






2021 compared to 2020

Interest expense for the year ended December 31, 2021 decreased $79.6 million,
compared to the same period in 2020 primarily due to the early adoption of ASU
2020-06 on January 1, 2021. As a result of this adoption, we account for the
Convertible Notes as a single liability, which eliminates the amortization of
the debt discount. Prior to January 1, 2021, the carrying amount of the equity
component was recorded as a debt discount and amortized to interest expense.
Interest expense related to the amortization of debt issuance costs was $4.3
million for the year ended December 31, 2021, while interest expense related to
the amortization of debt discount and issuance costs was $81.4 million for the
year ended December 31, 2020. Contractual interest expense was $8.9 million for
the year ended December 31, 2021 and $11.2 million for the year ended December
31, 2020.

Other Income (Expense), Net



                                                                             2021 vs 2020             2020 vs 2019
                                      Year Ended December 31,                   Change                   Change
                                 2021          2020          2019            $            %            $           %
                                                               (dollars in thousands)

Other Income (Expense), Net $ 240,175 $ 14,988 $ 59,013 $ 225,187 1,502 % $ (44,025 ) (75 )%






2021 compared to 2020

Other income, net for the year ended December 31, 2021 increased $225.2 million,
compared to other income, net for the same period in 2020. Other income, net for
the current year was primarily a result of $207.7 million of unrealized gains
and $27.8 million of realized gains on strategic investments, and $59.4 million
of unrealized gains on publicly traded securities reclassified from strategic
investments to marketable securities in the fourth quarter. This increase is
partially offset by an induced conversion expense related to the Convertible
Notes of $41.5 million. Other income, net in the comparable period in 2020 was
primarily a result of unrealized gains on strategic investments partially offset
by impairments of strategic investments.

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Income Tax Benefit (Expense)



                                                                             2021 vs 2020             2020 vs 2019
                                      Year Ended December 31,                   Change                   Change
                                2021           2020           2019            $          %            $            %
                                                               (dollars in thousands)

Income Tax Benefit (Expense) $ (13,584 ) $ (18,654 ) $ (393 ) $ 5,070 (27 )% $ (18,261 ) 4,647 % Effective Tax Rate

                 (2.9 )%        (2.0 )%        (0.0 )%




2021 compared to 2020

Income tax expense was $13.6 million for the year ended December 31, 2021, compared to $18.7 million for the same period in 2020.



Our effective tax rate differs from the U.S. statutory tax rate primarily due to
valuation allowances on our deferred tax assets as it is more likely than not
that some or all of our deferred tax assets will not be realized.

For additional discussion, see Note 12 to our consolidated financial statements
included in "Financial Statements and Supplementary Data" in this Annual Report
on Form 10-K.

Net Loss and Adjusted EBITDA





                                                                                  2021 vs 2020               2020 vs 2019
                                        Year Ended December 31,                      Change                     Change
                                  2021           2020            2019             $            %             $           %
                                                                   (dollars in thousands)
Net Loss                       $ (487,955 )   $ (944,839 )   $ (1,033,660 )

$ 456,884 (48 )% $ 88,821 (9 )% Adjusted EBITDA

$  616,686     $   45,163     $   (202,230 )   $ 571,523       1,265 %    $ 247,393       (122 )%



2021 compared to 2020



Net loss for the year ended December 31, 2021 was $488.0 million, compared to
$944.8 million for the same period in 2020. Adjusted EBITDA for the year ended
December 31, 2021 was $616.7 million, compared to $45.2 million for the same
period in 2020. The increase in Adjusted EBITDA was attributable to increased
revenues, partially offset by increased cost of revenue primarily due to higher
content acquisition costs between the periods. The decreases in net loss were
also partially offset by an increase in stock-based compensation expense.

For a discussion of the limitations associated with using Adjusted EBITDA rather than GAAP measures and a reconciliation of this measure to net loss, see "Non-GAAP Financial Measures."

Liquidity and Capital Resources



Cash, cash equivalents, and marketable securities were $3.7 billion as of
December 31, 2021, primarily consisting of cash on deposit with banks and highly
liquid investments in U.S. government and agency securities, publicly traded
equity securities, corporate debt securities, certificates of deposit, and
commercial paper. Our primary source of liquidity is cash generated through
financing activities. Our primary uses of cash include operating costs such as
personnel-related costs and the infrastructure costs of the Snapchat
application, facility-related capital spending, and acquisitions and
investments. There are no known material subsequent events that could have a
material impact on our cash or liquidity. We may contemplate and engage in
merger and acquisition activity that could materially impact our liquidity and
capital resource position.

In 2021, we entered into various exchange agreements, or the Exchange
Agreements, with certain holders of the convertible senior notes due in 2025, or
the 2025 Notes, and the convertible senior notes due in 2026, or the 2026 Notes,
pursuant to which we exchanged approximately $715.9 million principal amount of
the 2025 Notes and approximately $426.5 million principal amount of the 2026
Notes for aggregate consideration of approximately 52.4 million shares of Class
A common stock.

In April 2021, we entered into a purchase agreement for the sale of an aggregate
of $1.15 billion principal amount of convertible senior notes due in 2027, or
the 2027 Notes. The net proceeds from the issuance of the 2027 Notes were $1.05

                                       56

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billion, net of debt issuance costs and the cash used to pay the costs of the
capped call transactions, or the 2027 Capped Call Transactions discussed further
in Note 7. The 2027 Notes mature on May 1, 2027 unless repurchased, redeemed, or
converted in accordance with their terms prior to such date. The 2027 Notes
were not convertible as of December 31, 2021.

In April 2020, we entered into a purchase agreement for the sale of an aggregate
of $1.0 billion principal amount of the 2025 Notes. The net proceeds from the
issuance of the 2025 Notes were $888.6 million, net of debt issuance costs and
the cash used to pay the costs of the capped call transactions, or the 2025
Capped Call Transactions, discussed further in Note 7. The 2025 Notes mature on
May 1, 2025 unless repurchased, redeemed, or converted in accordance with their
terms prior to such date. The sale price requirement for conversion was
satisfied as of December 31, 2021 and as a result, the 2025 Notes will continue
to be eligible for optional conversion during the first quarter of 2022.

In August 2019, we entered into a purchase agreement for the sale of an
aggregate of $1.265 billion principal amount of the 2026 Notes. The net proceeds
from the issuance of the 2026 Notes were $1.15 billion, net of debt issuance
costs and the cash used to pay the costs of the capped call transactions, or the
2026 Capped Call Transactions, discussed further in Note 7. The 2026 Notes
mature on August 1, 2026 unless repurchased, redeemed, or converted in
accordance with their terms prior to such date. The sale price requirement for
conversion was satisfied as of December 31, 2021 and as a result, the 2026 Notes
will continue to be eligible for optional conversion during the first quarter of
2022.

In July 2016, we entered into a senior unsecured revolving credit facility, or
the Credit Facility, with certain lenders, some of which are affiliated with
certain members of the underwriting syndicate for our Convertible Notes
offerings, to fund working capital and general corporate-purpose expenditures.
Since July 2016, we have amended the Credit Facility multiple times. As of
December 31, 2021, the Credit Facility has a maximum borrowing amount of $1.05
billion, bears interest at LIBO plus 0.75%, as well as an annual commitment fee
of 0.10% on the daily undrawn balance of the facility and terminates in August
2023. As of December 31, 2021, no amounts were outstanding under the Credit
Facility. As of December 31, 2021, we had $23.9 million in the form of
outstanding standby letters of credit.

We believe our existing cash balance is sufficient to fund our ongoing working
capital, investing, and financing requirements for at least the next 12 months.
Our future capital requirements will depend on many factors including our growth
rate, headcount, sales and marketing activities, research and development
efforts, the introduction of new features, products, and acquisitions, and
continued user engagement. We continually evaluate opportunities to issue or
repurchase equity or debt securities, obtain, retire, or restructure credit
facilities or financing arrangements, or declare dividends for strategic reasons
or to further strengthen our financial position.

As of December 31, 2021, approximately 6% of our cash, cash equivalents, and
marketable securities was held outside the United States. These amounts were
primarily held in the United Kingdom and are utilized to fund our foreign
operations. Cash held outside the United States may be repatriated, subject to
certain limitations, and would be available to be used to fund our domestic
operations. However, repatriation of funds may result in additional tax
liabilities. We believe our existing cash balance in the United States is
sufficient to fund our working capital needs.

The following table sets forth the major components of our consolidated statements of cash flows for the periods presented:





                                                      Year Ended December 31,
                                              2021             2020             2019
                                                      (dollars in thousands)
Net cash provided by (used in) operating
activities                                 $   292,880     $   (167,644 )   $   (304,958 )
Net cash provided by (used in) investing
activities                                      90,227         (729,864 )       (728,608 )
Net cash provided by financing activities    1,065,073          922,791     

1,165,852


Change in cash, cash equivalents, and
restricted cash                            $ 1,448,180     $     25,283     $    132,286
Free Cash Flow (1)                         $   223,005     $   (225,476 )   $   (341,436 )




   (1) For information on how we define and calculate Free Cash Flow and a

reconciliation to net cash used in operating activities to Free Cash Flow,


       see "Non-GAAP Financial Measures."


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Net Cash Provided By (Used In) Operating Activities

2021 compared to 2020



Net cash provided by operating activities was $292.9 million in the year ended
December 31, 2021, as compared to net cash used in operations of $167.6 million
in the year ended December 31, 2020, resulting primarily from our net loss,
adjusted for non-cash items, including stock-based compensation expense of $1.1
billion and depreciation and amortization expense of $119.1 million, partially
offset by gains on debt and equity securities, net of $289.1 million. Net cash
provided by operating activities for the year ended December 31, 2021 was also
impacted by an increase in the accounts receivable balance of $333.0 million due
to an increase in revenue compared to the prior period.

Net Cash Provided By (Used In) Investing Activities

2021 compared to 2020



Net cash provided by investing activities was $90.2 million for the year ended
December 31, 2021, compared to net cash used in investing activities of $729.9
million for the same period in 2020. Our investing activities in the year ended
December 31, 2021 consisted of cash provided by the sales and maturities of
marketable securities of $2.9 billion, partially offset by the purchase of
marketable securities of $2.4 billion and cash paid for acquisitions of $310.9
million. Net cash used in investing activities for the year ended December 31,
2020 consisted of cash used in the purchase of marketable securities of $3.5
billion, cash paid for acquisitions of $168.9 million, and cash used in
strategic investments of $111.6 million, partially offset by the sales and
maturities of marketable securities of $3.1 billion.

Net Cash Provided By Financing Activities

2021 compared to 2020



Net cash provided by financing activities was $1.1 billion and $0.9 billion for
the years ended December 31, 2021 and 2020, respectively. Our financing
activities for the year ended December 31, 2021 consisted primarily of net
proceeds of $1.1 billion from the issuance of the 2027 Notes, offset by the
purchase of the 2027 Capped Call Transactions of $86.8 million. Our financing
activities for the year ended December 31, 2020 consisted primarily of net
proceeds of $988.6 million from the issuance of the 2025 Notes, offset by the
purchase of the 2025 Capped Call Transactions of $100.0 million. Net cash
provided by financing activities in all periods presented includes proceeds from
the exercise of stock options.

Free Cash Flow

2021 compared to 2020



Free Cash Flow was $223.0 million for the year ended December 31, 2021 and was
composed of net cash provided by operating activities, resulting primarily from
net loss, adjusted for non-cash items and changes in working capital. Free Cash
Flow also included purchases of property and equipment of $69.9 million for the
year ended December 31, 2021. See "Non-GAAP Financial Measures."

Free Cash Flow was $(225.5) million for the year ended December 31, 2020 and was
composed of net cash used in operating activities, resulting primarily from net
loss, adjusted for non-cash items and changes in working capital. Free Cash Flow
also included purchases of property and equipment of $57.8 million for the year
ended December 31, 2020. See "Non-GAAP Financial Measures."



Non-GAAP Financial Measures



To supplement our consolidated financial statements, which are prepared and
presented in accordance with GAAP, we use certain non-GAAP financial measures,
as described below, to understand and evaluate our core operating performance.
These non-GAAP financial measures, which may be different than similarly titled
measures used by other companies, are presented to enhance investors' overall
understanding of our financial performance and should not be considered a
substitute for, or superior to, the financial information prepared and presented
in accordance with GAAP.

We use the non-GAAP financial measure of Free Cash Flow, which is defined as net
cash provided by (used in) operating activities, reduced by purchases of
property and equipment. We believe Free Cash Flow is an important liquidity
measure of the cash that is available, after capital expenditures, for
operational expenses and investment in our business and is a key financial
indicator used by management. Additionally, we believe that Free Cash Flow is an
important measure since we use

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third-party infrastructure partners to host our services and therefore we do not
incur significant capital expenditures to support revenue generating activities.
Free Cash Flow is useful to investors as a liquidity measure because it measures
our ability to generate or use cash. Once our business needs and obligations are
met, cash can be used to maintain a strong balance sheet and invest in future
growth.

We use the non-GAAP financial measure of Adjusted EBITDA, which is defined as
net income (loss); excluding interest income; interest expense; other income
(expense), net; income tax benefit (expense); depreciation and amortization;
stock-based compensation expense; and payroll and other tax expense related to
stock-based compensation; and certain other non-cash or non-recurring items
impacting net income (loss) from time to time. We believe that Adjusted EBITDA
helps identify underlying trends in our business that could otherwise be masked
by the effect of the expenses that we exclude in Adjusted EBITDA.

We believe that both Free Cash Flow and Adjusted EBITDA provide useful
information about our financial performance, enhance the overall understanding
of our past performance and future prospects, and allow for greater transparency
with respect to key metrics used by our management for financial and operational
decision-making. We are presenting the non-GAAP measures of Free Cash Flow and
Adjusted EBITDA to assist investors in seeing our financial performance through
the eyes of management, and because we believe that these measures provide an
additional tool for investors to use in comparing our core financial performance
over multiple periods with other companies in our industry.

These non-GAAP financial measures should not be considered in isolation from, or
as substitutes for, financial information prepared in accordance with GAAP.
There are a number of limitations related to the use of these non-GAAP financial
measures compared to the closest comparable GAAP measure. Some of these
limitations are that:

• Free Cash Flow does not reflect our future contractual commitments.

• Adjusted EBITDA excludes certain recurring, non-cash charges such as

depreciation of fixed assets and amortization of acquired intangible assets

and, although these are non-cash charges, the assets being depreciated and

amortized may have to be replaced in the future;

• Adjusted EBITDA excludes stock-based compensation expense and payroll and

other tax expense related to stock-based compensation, which have been, and

will continue to be for the foreseeable future, significant recurring

expenses in our business and an important part of our compensation strategy;


      and


  • Adjusted EBITDA excludes income tax expense.


The following table presents a reconciliation of Free Cash Flow to net cash used
in operating activities, the most comparable GAAP financial measure, for each of
the periods presented:



                                                    Year Ended December 31,
                                             2021             2020             2019
                                                         (in thousands)
Free Cash Flow reconciliation:
Net cash provided by (used in)
operating activities                     $    292,880     $   (167,644 )   $   (304,958 )
Less:
Purchases of property and equipment           (69,875 )        (57,832 )        (36,478 )
Free Cash Flow                           $    223,005     $   (225,476 )   $   (341,436 )




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The following table presents a reconciliation of Adjusted EBITDA to net loss,
the most comparable GAAP financial measure, for each of the periods presented:



                                                    Year Ended December 31,
                                             2021             2020             2019
                                                         (in thousands)
Adjusted EBITDA reconciliation:
Net loss                                     (487,955 )       (944,839 )     (1,033,660 )
Add (deduct):
Interest income                                (5,199 )        (18,127 )        (36,042 )
Interest expense                               17,676           97,228           24,994
Other (income) expense, net                  (240,175 )        (14,988 )        (59,013 )
Income tax (benefit) expense                   13,584           18,654              393
Depreciation and amortization                 119,141           86,744           87,245
Stock-based compensation expense            1,092,135          770,182      

686,013


Payroll and other tax expense related         107,479           50,309      

27,840


to stock-based compensation
Securities class actions legal                      -                -          100,000
charges(1)
Adjusted EBITDA                          $    616,686     $     45,163     $   (202,230 )




Securities class actions legal charges in the fourth quarter of 2019 were
related to a preliminary agreement to settle the securities class actions that
arose following our initial public offering in 2017. The preliminary settlement
agreement was signed in January 2020 and provided for a resolution of all of the
pending claims in the stockholder class actions for $187.5 million. We recorded
legal settlement expense, net of amounts directly covered by insurance, of
$100.0 million. These charges are non-recurring and not reflective of underlying
trends in our business.

Contingencies

We are involved in claims, lawsuits, tax matters, government investigations, and
proceedings arising in the ordinary course of our business. We record a
provision for a liability when we believe that it is both probable that a
liability has been incurred and the amount can be reasonably estimated. We also
disclose material contingencies when we believe that a loss is not probable but
reasonably possible. Significant judgment is required to determine both
probability and the estimated amount. Such claims, suits, and proceedings are
inherently unpredictable and subject to significant uncertainties, some of which
are beyond our control. Many of these legal and tax contingencies can take years
to resolve. Should any of these estimates and assumptions change or prove to be
incorrect, it could have a material impact on our results of operations,
financial position, and cash flows.



Commitments



We have non-cancelable contractual agreements primarily related to the hosting
of our data storage processing, storage, and other computing services, as well
as lease, content and developer partner, and other commitments. We had $2.7
billion in commitments, as of December 31, 2021, primarily due within three
years.

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Critical Accounting Policies and Estimates



We prepare our financial statements in accordance with GAAP. Preparing these
financial statements requires us to make estimates and assumptions that affect
the reported amounts of assets, liabilities, revenue, expenses, and related
disclosures. We evaluate our estimates and assumptions on an ongoing basis. Our
estimates are based on historical experience and various other assumptions that
we believe to be reasonable under the circumstances. Our actual results could
differ from these estimates.

The critical accounting estimates, assumptions, and judgments that we believe to
have the most significant impact on our consolidated financial statements are
described below.

Revenue Recognition

Revenue is recognized when control of the promised goods or services is
transferred to our customers, in an amount that reflects the consideration we
expect to receive in exchange for those goods or services. We determine
collectability by performing ongoing credit evaluations and monitoring customer
accounts receivable balances. Sales tax, including value added tax, is excluded
from reported revenue.

We determine revenue recognition by first identifying the contract or contracts
with a customer, identifying the performance obligations in the contract,
determining the transaction price, allocating the transaction price to the
performance obligations in the contract, and recognizing revenue when, or as, we
satisfy a performance obligation.

We generate substantially all of our revenues by offering various advertising
products on Snapchat, which include Snap Ads and AR Ads, referred to as
advertising revenue. AR Ads include Sponsored Filters and Sponsored Lenses.
Sponsored Filters allow users to interact with an advertiser's brand by enabling
stylized brand artwork to be overlaid on a Snap. Sponsored Lenses allow users to
interact with an advertiser's brand by enabling branded augmented reality
experiences.

The substantial majority of advertising revenue is generated from the display of
advertisements on Snapchat through contractual agreements that are either on a
fixed fee basis over a period of time or based on the number of advertising
impressions delivered. Revenue related to agreements based on the number of
impressions delivered is recognized when the advertisement is displayed. Revenue
related to fixed fee arrangements is recognized ratably over the service period,
typically less than 30 days in duration, and such arrangements do not contain
minimum impression guarantees.

In arrangements where another party is involved in providing specified services
to a customer, we evaluate whether we are the principal or agent. In this
evaluation, we consider if we obtain control of the specified goods or services
before they are transferred to the customer, as well as other indicators such as
the party primarily responsible for fulfillment, inventory risk, and discretion
in establishing price. For advertising revenue arrangements where we are not the
principal, we recognize revenue on a net basis. For the periods presented,
revenue for arrangements where we are the agent was not material.

Stock-Based Compensation



In the year ended December 31, 2021, total stock-based compensation expense
recognized was $1.1 billion. We have granted stock-based awards consisting
primarily of restricted stock units, or RSUs, restricted stock awards, or RSAs,
and to a lesser extent, stock options to employees, members of our board of
directors, and non-employee advisors. The substantial majority of our
stock-based awards have been made to employees. RSUs vest and RSAs lapse to a
forfeiture condition on the satisfaction of service conditions. The service
conditions for RSUs and RSAs granted prior to February 2018 is generally
satisfied over four years, 10% after the first year of service, 20% over the
second year, 30% over the third year, and 40% over the fourth year. The service
condition for RSUs and RSAs granted after February 2018 is generally satisfied
in equal monthly or quarterly installments over three or four years.

We account for stock-based employee compensation under the fair value
recognition and measurement provisions, in accordance with applicable accounting
standards, which requires stock-based awards to be measured based on the grant
date fair value. Stock-based compensation expense is recorded net of estimated
forfeitures in our consolidated statements of operations. Accordingly,
stock-based compensation expense is only recorded for those potential
stock-based awards that we expect to vest. We estimate the forfeiture rate using
historical forfeitures of equity awards and other expected changes in facts and
circumstances, if any. We will re-evaluate our estimated forfeiture rate if
actual forfeitures differ from our initial estimates. A modification of the
terms of a stock-based award is treated as an exchange of the original award for
a new award with total compensation cost equal to the grant-date fair value of
the original award plus the incremental value of the modification to the award.

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Restricted Stock Units and Restricted Stock Awards

As of December 31, 2021, total unrecognized compensation cost related to outstanding RSUs and RSAs was $2.0 billion and is expected to be recognized over a weighted-average period of 2.2 years.

Business Combinations and Valuation of Goodwill and Other Acquired Intangible Assets



We estimate the fair value of assets acquired and liabilities assumed in a
business combination. Goodwill as of the acquisition date is measured as the
excess of consideration transferred over the net of the acquisition date fair
values of the assets acquired and the liabilities assumed. While we use our best
estimates and assumptions to accurately value assets acquired and liabilities
assumed at the acquisition date, our estimates are inherently uncertain and
subject to refinement.

Significant estimates in valuing certain intangible assets include, but are not
limited to, future expected cash flows from acquired technology, useful lives,
and discount rates. Although we believe the assumptions and estimates we have
made in the past have been reasonable and appropriate, they are based in part on
historical experience and information obtained from the management of the
acquired companies and are inherently uncertain. During the measurement period,
which may be up to one year from the acquisition date, we record adjustments to
the assets acquired and liabilities assumed with the corresponding offset to
goodwill. On the conclusion of the measurement period or final determination of
the values of assets acquired or liabilities assumed, whichever comes first, any
subsequent adjustments are recorded to our consolidated statements of
operations.

Convertible Notes



Prior to January 1, 2021, we accounted for the 2025 Notes and the 2026 Notes as
separate liability and equity components. On issuance, the carrying amount of
the liability component was calculated by measuring the fair value of a similar
liability that did not have an associated convertible feature. The carrying
amount of the equity component representing the conversion option was calculated
by deducting the fair value of the liability component from the principal amount
of the Convertible Notes as a whole. We estimated the fair value of the
liability and equity components using a convertible bond model, which includes
subjective assumptions such as the expected term, expected volatility, and the
interest rate of a similar non-convertible debt instrument. These assumptions
involved inherent uncertainties and management judgement.

Effective January 1, 2021, we early adopted Accounting Standards Update, or ASU,
2020-06 using the modified retrospective approach. As a result, the 2025 Notes
and 2026 Notes are each accounted for as a single liability measured at its
amortized cost, as no other embedded features require bifurcation and
recognition as derivatives. Adoption of the new standard resulted in a decrease
to accumulated deficit of $95.0 million, a decrease to additional paid-in
capital of $664.0 million, and an increase to convertible senior notes, net of
$569.0 million.

Loss Contingencies

We are involved in claims, lawsuits, tax matters, government investigations, and
proceedings arising in the ordinary course of our business. We record a
provision for a liability when we believe that it is both probable that a
liability has been incurred and the amount can be reasonably estimated. When
there appears to be a range of possible costs with equal likelihood, a liability
is recorded based on the low-end of such range. However, the likelihood of a
loss is often difficult to predict and determining a meaningful estimate of the
loss or a range of loss may not be practicable based on the information
available, the potential effect of future events, and decisions by third parties
impacting the ultimate resolution of the contingency. It is also not uncommon
for such matters to be resolved over multiple reporting periods. During this
time, relevant developments and new information must be continuously evaluated
to determine both the likelihood of potential loss and whether it is possible to
reasonably estimate a range of potential loss. We also disclose material
contingencies when we believe that a loss is reasonably possible.

Significant judgment is required to determine both probability and the estimated
amounts of loss contingencies. Such claims, suits, and proceedings are
inherently unpredictable and subject to significant uncertainties, some of which
are beyond our control. Should any of these estimates and assumptions change, it
could have a material impact on our results of operations, financial position,
and cash flows.

Income Taxes

We are subject to income taxes in the United States and numerous foreign jurisdictions. Significant judgment is required in determining our uncertain tax positions.



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We recognize tax benefits from uncertain tax positions only if we believe that
it is more likely than not that the tax position will be sustained on
examination by the taxing authorities based on the technical merits of the
position. Although we believe that we have adequately reserved for our uncertain
tax positions, we can provide no assurance that the final tax outcome of these
matters will not be materially different. We make adjustments to these reserves
when facts and circumstances change, such as the closing of a tax audit or the
refinement of an estimate. To the extent that the final tax outcome of these
matters is different than the amounts recorded, such differences may affect the
provision for income taxes in the period in which such determination is made and
could have a material impact on our financial condition and results of
operations.

Recent Accounting Pronouncements

See Note 1 to our consolidated financial statements included in "Financial Statements and Supplementary Data" in this Annual Report on Form 10-K for recently adopted accounting pronouncements and recently issued accounting pronouncements not yet adopted as of the date of this Annual Report on Form 10-K.

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