0001628280-23-010019 | 10-K | XBRL Viewer

General and administrative

Cost of revenue

^[1],[2]

62,697

239,251

154,605

Sales and marketing

^[1],[2]

235,326

296,934

214,257

^[1],[2]

114,810

960,183

526,561

Research and development

^[2]

8,817

7,487

4,770

Depreciation and amortization

3,091

2,676

2,553

Related party expense

379

10,245

122

Total operating expenses

425,120

1,516,776

902,868

Income (loss) from operations

87,283

(967,593)

(538,689)

Other income (expense), net

15,672

16,178

(2,879)

Interest (expense) income, net

(295)

(110)

477

Income (loss) before income taxes

102,660

(951,525)

(541,091)

Income tax expense

1,490

2,358

Net income (loss)

101,170

(953,883)

(541,091)

Net income (loss) attributable to noncontrolling interests

83,180

59,426

(2,718)

Net income (loss) attributable to MarketWise, Inc.

$ 17,990

(1,013,309)

(538,373)

Net income per Class A common share - basic (USD per share)

$ 0.73

Net income per Class A common share - diluted (USD per share)

$ 0.73

Weighted average shares outstanding, basic (in shares)

24,635

Weighted average shares outstanding, diluted (in shares)

24,747

$ 9,045

1,063,351

553,600

Cost of revenue

1,972

171,804

102,736

Sales and marketing

General and administrative

2,209

48,098

10,567

$ 4,864

$ 843,449

$ 440,297

[1]	(1) Included within cost of revenue, sales and marketing, and general and administrative expenses are stock-based compensation expenses as follows (see Note 11):
[2]	(2) Cost of revenue, sales and marketing, general and administrative, and research and development expenses are exclusive of depreciation and amortization shown as a separate line item

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 101,170	$ (953,883)	$ (541,091)
Other comprehensive income (loss)
Cumulative translation adjustment	53	(101)	(14)
Total comprehensive income (loss)	$ 101,223	$ (953,984)	$ (541,105)

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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Revenue from Contract with Customer [Abstract]

Consolidated Statements of Stockholders’ Deficit / Members’ Deficit - USD ($) $ in Thousands	Total	Common Stock - Class A	Common Stock - Class B	Total Stockholders’ Deficit / Members’ Deficit Attributable to MarketWise, Inc.	Class A Members’ units	Common Stock Common Stock - Class A	Common Stock Common Stock - Class B	Preferred Stock	Additional paid-in capital	Accumulated deficit	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interest
Class A members' units, beginning balance (in shares) at Dec. 31, 2019					605,352
Class A members' units, beginning balance at Dec. 31, 2019	$ (268,064)			$ (262,296)	$ (262,293)						$ (3)	$ (5,768)
Members' Deficit
Class A units transferred to Class B (in shares)					(57,886)
Acquisition of noncontrolling interest - TradeSmith	(9,164)			(12,295)	$ (12,295)							3,131
Distributions	(102,277)			(101,767)	(101,767)							(510)
Net income (loss)	(541,091)			(538,373)	$ (538,373)							(2,718)
Class A members' units, ending balance (in shares) at Dec. 31, 2020					547,466
Class A members' units, ending balance at Dec. 31, 2020	(920,610)			(914,745)	$ (914,728)						(17)	(5,865)
Common stock, beginning balance (in shares) at Dec. 31, 2019						0	0
Beginning balance at Dec. 31, 2019						$ 0	$ 0	$ 0	$ 0	$ 0
Preference stock, beginning balance (in shares) at Dec. 31, 2019								0
Stockholders' Deficit
Foreign currency translation adjustments	(14)			(14)							(14)
Reverse Recapitalization, Net Proceeds	0
Net income (loss)	(541,091)			(538,373)	$ (538,373)							(2,718)
Common stock, ending balance (in shares) at Dec. 31, 2020						0	0
Ending balance at Dec. 31, 2020						$ 0	$ 0	$ 0	0	0
Preference stock, ending balance (in shares) at Dec. 31, 2020								0
Members' Deficit
Class A units transferred to Class B (in shares)					(18,947)
Distributions	(15,929)			(15,098)	$ (15,098)							(831)
Distributions related to the recapitalization					(120,353)
Net income (loss)	(1,032,611)			(1,031,561)	(1,031,561)							(1,050)
Stockholders' Deficit
Acquisition of Chaikin	810											810
Foreign currency translation adjustments	(101)			(101)							(101)
Distributions related to the recapitalization	(120,353)			(120,353)
Net income (loss)	(1,032,611)			(1,031,561)	$ (1,031,561)							(1,050)
Common stock, ending balance (in shares) at Jul. 21, 2021		28,003,096	291,092,303
Class A members' units, beginning balance (in shares) at Dec. 31, 2020					547,466
Class A members' units, beginning balance at Dec. 31, 2020	(920,610)			(914,745)	$ (914,728)						(17)	(5,865)
Members' Deficit
Net income (loss)	(953,883)
Class A members' units, ending balance (in shares) at Dec. 31, 2021					0
Class A members' units, ending balance at Dec. 31, 2021					$ 0
Common stock, beginning balance (in shares) at Dec. 31, 2020						0	0
Beginning balance at Dec. 31, 2020						$ 0	$ 0	$ 0	0	0
Preference stock, beginning balance (in shares) at Dec. 31, 2020								0
Stockholders' Deficit
Foreign currency translation adjustments	(101)
Reverse Recapitalization, Net Proceeds	$ (113,641)
Repurchases of stock (in shares)	(500,270)
Net income (loss)	$ (953,883)
Common stock, ending balance (in shares) at Dec. 31, 2021		24,718,402	291,092,303			24,718,402	291,092,303
Ending balance at Dec. 31, 2021	$ (405,262)			(48,545)		$ 2	$ 29	$ 0	97,548	(146,115)	(9)	(356,717)
Preference stock, ending balance (in shares) at Dec. 31, 2021	0							0
Members' Deficit
Distributions	$ (4,686)											(4,686)
Net income (loss)	78,728			18,252						18,252		60,476
Class A members' units, ending balance (in shares) at Dec. 31, 2021					0
Class A members' units, ending balance at Dec. 31, 2021					$ 0
Common stock, beginning balance (in shares) at Jul. 21, 2021		28,003,096	291,092,303
Stockholders' Deficit
Equity-based compensation (in shares)						200,373
Equity-based compensation	3,998			3,998					3,998
Issuance of stock for derivative settlement (in shares)						66,203
Issuance of stock for derivative settlement	662			662					662
Repurchases of stock (in shares)						(500,270)
Repurchases of stock	(3,340)			(3,340)					(3,340)
Remeasurement of deferred taxes due to change in ownership interest in MarketWise, LLC	186			186					186
Net income (loss)	78,728			18,252						18,252		60,476
Common stock, ending balance (in shares) at Dec. 31, 2021		24,718,402	291,092,303			24,718,402	291,092,303
Ending balance at Dec. 31, 2021	$ (405,262)			(48,545)		$ 2	$ 29	$ 0	97,548	(146,115)	(9)	(356,717)
Preference stock, ending balance (in shares) at Dec. 31, 2021	0							0
Members' Deficit
Acquisition of noncontrolling interest - TradeSmith	$ (297)			(1,257)					(1,257)			960
Net income (loss)	101,170			17,990						17,990		83,180
Class A members' units, ending balance (in shares) at Dec. 31, 2022					0
Class A members' units, ending balance at Dec. 31, 2022					$ 0
Stockholders' Deficit
Foreign currency translation adjustments	53			53							53
Reverse Recapitalization, Net Proceeds	0
Issuance of common stock (in shares)						378,331
Issuance of common stock	827			827					827
Equity-based compensation	9,045			9,045					9,045
Issuance of common stock - warrant exchanges (in shares)						5,939,739
Issuance of common stock - warrant exchanges	$ 14,401			14,401		$ 1			14,400
Repurchases of stock (in shares)	(2,484,717)					(2,484,717)
Repurchases of stock	$ (13,054)			(13,054)					(13,054)
Remeasurement of deferred taxes due to change in ownership interest in MarketWise, LLC	(142)			(142)					(142)
Vesting of restricted stock units (in shares)						487,900
Restricted stock units withheld to pay taxes	(515)			(515)					(515)
Distributions	(4,609)											(4,609)
Net income (loss)	101,170			17,990						17,990		83,180
Common stock, ending balance (in shares) at Dec. 31, 2022		29,039,655	291,092,303				291,092,303
Ending balance at Dec. 31, 2022	$ (298,383)			$ (21,197)		$ 3	$ 29	$ 0	$ 106,852	$ (128,125)	$ 44	$ (277,186)
Preference stock, ending balance (in shares) at Dec. 31, 2022	0							0

Consolidated Statements of Stockholders’ Deficit / Members’ Deficit (Parenthetical) - USD ($) $ in Thousands	5 Months Ended	7 Months Ended	12 Months Ended
	Dec. 31, 2021	Jul. 21, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jul. 22, 2021
Gain on derivative warrant liabilities	$ (15,689)		$ 14,931
Income tax provision	2,358		1,490	$ 2,358	$ 0
Controlling interests	18,252	$ (1,031,561)	17,990	(1,013,309)	(538,373)
Noncontrolling interests	60,476	(1,050)	83,180	59,426	(2,718)
Net income (loss)	78,728	(1,032,611)	101,170	$ (953,883)	(541,091)
Accumulated deficit
Net income (loss)	18,252		17,990
Noncontrolling Interest
Net income (loss)	$ 60,476	$ (1,050)	$ 83,180		$ (2,718)
Marketwise, LLC
Ownership percentage			9.10%			7.90%
Noncontrolling interest ownership percentage			90.90%			92.10%

Consolidated Statement of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 101,170	$ (953,883)	$ (541,091)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	3,091	2,676	2,553
Impairment of right-of-use assets	287	0	0
Stock-based compensation	9,045	210,912	18,745
Change in fair value of derivative liabilities – Class B Units	0	728,079	456,457
Change in fair value of derivative liabilities – other	(15,665)	(18,017)	3,069
Deferred taxes	1,490	2,358	0
Unrealized gains on foreign currency	(97)	(38)	0
Noncash lease expense	1,925	1,894	2,577
Gain on sale of cryptocurrencies	0	(105)	0
Changes in operating assets and liabilities:
Accounts receivable	3,765	4,593	(5,066)
Related party receivables and payables, net	(982)	(1,167)	(4,670)
Prepaid expenses	1,318	(4,513)	(3,423)
Other current assets and other assets	(543)	(744)	(841)
Cryptocurrency intangible assets	0	109	30
Deferred contract acquisition costs	5,453	(95,835)	(64,921)
Trade and other payables	(3,975)	(7,282)	6,990
Accrued expenses	(477)	14,205	(1,392)
Deferred revenue	(51,980)	175,553	178,849
Derivative liabilities	0	662	0
Operating lease liabilities	(1,671)	(1,154)	(2,084)
Other current and long-term liabilities	(3,780)	5,329	10,093
Net Cash Provided by (Used in) Operating Activities, Total	48,374	63,632	55,875
Cash flows from investing activities:
Cash paid for acquisitions, net of cash acquired	(12,770)	(7,139)	0
Acquisition of noncontrolling interests, including transaction costs	(297)	0	(9,164)
Purchases of property and equipment	(35)	(157)	(290)
Purchases of intangible assets	0	(892)	(195)
Capitalized software development costs	(136)	(123)	0
Net cash used in investing activities	(13,238)	(8,311)	(9,649)
Cash flows from financing activities:
Principal payments on long-term debt – related party	0	0	(5,390)
Net proceeds from the Transactions	0	113,641	0
Issuance of related party notes receivable	0	(11)	(1,148)
Proceeds from related party notes receivable	1,159	0	5,446
Proceeds from issuance of common stock	827	0	0
Restricted stock units withheld to pay taxes	(515)	0	0
Repurchases of stock	(13,054)	(3,340)	0
Distributions to members	0	(135,451)	(101,767)
Distributions to noncontrolling interests	(4,609)	(5,517)	(510)
Net cash used in financing activities	(16,192)	(30,678)	(103,369)
Effect of exchange rate changes on cash	53	8	(14)
Net increase in cash, cash equivalents and restricted cash	18,997	24,651	(57,157)
Cash, cash equivalents and restricted cash — beginning of period	139,578	114,927	172,084
Cash, cash equivalents and restricted cash — end of period	$ 158,575	$ 139,578	$ 114,927

Organization	12 Months Ended
Organization	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization Description of Business and Basis of Presentation MarketWise, Inc. (“MarketWise,” “the Company,” “we,” “us,” or “our”) is a holding company that has no material assets other than its ownership in MarketWise, LLC (formerly Beacon Street Group, LLC), and operates and controls all of the businesses and operations of MarketWise, LLC and its subsidiaries. The Company provides independent investment research for investors around the world. We believe we are a leading content and technology multi-brand platform for self-directed investors. We offer a comprehensive portfolio of high-quality, independent investment research, as well as several software and analytical tools, on a subscription basis. While our headquarters are in Baltimore, Maryland, we operate multiple subsidiaries in the United States. Reverse Recapitalization with Ascendant Digital Acquisition Corp. On July 21, 2021, as contemplated by the Business Combination Agreement, dated as of March 1, 2021, by and among Ascendant Digital Acquisition Corp. (“ADAC”), MarketWise, LLC, all of the members of MarketWise, LLC (the “MarketWise Members”), and Shareholder Representative Services LLC, (as amended, the “Transaction Agreement”), ADAC was domesticated and continues as a Delaware corporation, changing its name to “MarketWise, Inc.” As a result of, and upon the effective time thereof, among other things, (1) each of the then issued and outstanding Class A ordinary shares, par value $0.0001 per share, of ADAC (the “ADAC Class A ordinary shares”) automatically converted, on a one-for-one basis, into a share of Class A common stock, par value $0.0001 per share, of MarketWise, Inc. (the “Class A common stock”); (2) each of the then issued and outstanding redeemable warrants of ADAC automatically converted into a redeemable warrant to acquire one share of Class A common stock (the “warrants”); and (3) each of the then issued and outstanding units of ADAC that had not been previously separated into the underlying ADAC Class A ordinary shares and underlying warrants upon the request of the holder thereof were cancelled and entitled the holder thereof to one share of Class A common stock and one-half of one warrant. No fractional warrants were issued upon such separation. On July 21, 2021, as contemplated by the Transaction Agreement, MarketWise, Inc. and MarketWise, LLC consummated the business combination contemplated by the Transaction Agreement whereby (i) MarketWise, LLC restructured its capitalization, appointed MarketWise, Inc. as its managing member, and issued to MarketWise, Inc. 28,003,096 common units of MarketWise, LLC (the “MarketWise Units”), and 30,979,993 warrants to purchase MarketWise Units and (ii) MarketWise, Inc. issued 291,092,303 shares of Class B common stock, par value $0.0001 per share, of MarketWise, Inc. (the “Class B common stock” and, together with the Class A common stock, the “common stock”) to the MarketWise Members. As previously announced, on March 1, 2021, concurrently with the execution of the Transaction Agreement, ADAC entered into subscription agreements (the “Subscription Agreements”) with certain investors (collectively, the “PIPE Investors”) who subscribed for 15,000,000 shares of Class A common stock at $10.00 per share for an aggregate commitment amount of $150,000 (the “PIPE Investment” and, together with the other transactions described above and all transactions contemplated by or pursuant to the Transaction Agreement, the “Transactions”). The PIPE Investment was consummated on July 21, 2021 substantially concurrently with the closing of the other Transactions. Immediately after giving effect to the Transactions, there were 28,003,096 shares of Class A common stock (including 3,051,000 Sponsor Earn Out Shares (as defined and discussed in our Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on July 28, 2021) the “Original Report”), 291,092,303 shares of Class B common stock, and 30,979,993 warrants outstanding (including 10,280,000 Private Placement Warrants (as defined in the Original Report)). Upon the consummation of the Transactions, ADAC’s ordinary shares, warrants, and units ceased trading on The New York Stock Exchange, and MarketWise, Inc.’s Class A common stock and warrants began trading on the Nasdaq under the symbols “MKTW” and “MKTW W,” respectively. Immediately after giving effect to the Transactions, (1) ADAC’s public shareholders owned approximately 0.1% of the outstanding MarketWise, Inc. common stock, (2) the MarketWise Members owned approximately 91.2% of the outstanding MarketWise, Inc. common stock, (3) Ascendant Sponsor LP, a Cayman Islands exempted limited partnership and related parties (the “Sponsor”) collectively owned approximately 3.2% of the outstanding MarketWise, Inc. common stock (including 3,051,000 Sponsor Earn Out Shares), and (4) the PIPE Investors owned approximately 4.7% of the outstanding MarketWise, Inc. common stock. The Transaction was accounted for as a reverse recapitalization in accordance with generally accepted accounting principles in the United States of America (“GAAP”). Under the guidance in Accounting Standards Codifications (“ASC”) Topic 805, MarketWise, LLC is treated as the “acquirer” for financial reporting purposes. As such, MarketWise, LLC is deemed the accounting predecessor of the combined business and MarketWise, Inc. the successor registrant for SEC purposes, meaning that MarketWise, LLC’s financial statements for previous periods will be disclosed in the registrant’s future periodic reports filed with the SEC. The reverse recapitalization was treated as the equivalent of MarketWise, LLC issuing stock for the net assets of ADAC, accompanied by a recapitalization. As part of the recapitalization Transactions, we recorded net cash proceeds from the Transactions of $113.6 million in equity. This cash amount includes: (1) the reclassification of ADAC’s Trust Account of $414.6 million to cash and cash equivalents that became available at the time of the Transactions; (2) proceeds of $150.0 million from the issuance and sale of MarketWise Class A common stock in the PIPE investment; (3) payment of $48.8 million in non-recurring transaction costs; (4) settlement of $14.5 million in deferred underwriters’ discount; and (5) the payment of $387.7 million to redeeming shareholders of ADAC. We also recorded (1) $45.0 million in equity related to the establishment of the initial value of the warrants; and (2) $11.1 million in equity related to the establishment of the initial value of deferred taxes.

Summary of Significant Accounting Policies	12 Months Ended
Summary of Significant Accounting Policies	Dec. 31, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Consolidation The accompanying consolidated financial statements include the accounts of MarketWise, Inc. and its subsidiary, MarketWise, LLC, a variable interest entity (“VIE”) for which MarketWise, Inc. is deemed to be the primary beneficiary. MarketWise, Inc. is a holding company that owns a minority economic interest in MarketWise, LLC but, through its role as the managing member of MarketWise, LLC, controls all of the business and operations of MarketWise, LLC. Therefore, MarketWise, LLC and its subsidiaries are included in the Company’s consolidated financial statements. As of December 31, 2022, MarketWise, Inc. had a 9.1% ownership interest in MarketWise, LLC. The Company determined that MarketWise, LLC is the primary beneficiary of a VIE, Stansberry Pacific Research, and therefore, the assets, liabilities, and results of operations of that VIE are included in the Company’s consolidated financial statements. For more information on Stansberry Pacific Research, see Note 15 – Variable Interest Entities. The consolidated financial statements have been prepared in accordance with GAAP. All intercompany balances and transactions have been eliminated in consolidation. The accompanying statements of operations include expenses for certain functions historically performed by a related party, including general corporate services, such as legal, accounting, treasury, information technology, human resources and administration. These expenses are based primarily on direct usage when identifiable, direct capital expenditures or other relevant allocations during the respective periods. We believe the assumptions underlying the accompanying consolidated financial statements, including the assumptions regarding these expenses from this related party, are reasonable. Actual results may differ from these expenses, assumptions and estimates. The amounts recorded in the accompanying consolidated financial statements are not necessarily indicative of the actual amount of such indirect expenses that would have been recorded had we been a separate independent entity. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the fair value of common units, derivatives, warrants, valuation of assets acquired and liabilities assumed in business combinations, useful lives of intangible assets with definite lives, benefit period of deferred contract acquisition costs, grant-date fair value of equity awards, determination of standalone selling prices, estimated life of membership customers, recoverability of goodwill and long-lived assets, valuation allowances on deferred tax assets, the incremental borrowing rates to calculate lease liabilities and right-of-use (“ROU”) assets and certain accruals. We evaluate our estimates and assumptions on an ongoing basis using historical experience and other factors and adjust those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates. Emerging Growth Company We are an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. We have elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, we, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of our audited financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Variable Interest Entity The usual condition for a controlling financial interest is ownership of a majority of the voting interests of an entity. However, a controlling financial interest may also exist through arrangements that do not involve controlling voting interests when an entity is insufficiently capitalized, or when an entity is not controlled through its voting interests, which is referred to as a variable interest entity (“VIE”). We evaluate our ownership, contractual and other interests in entities to determine if we have a variable interest in an entity. These evaluations are complex, involve judgment, and the use of estimates and assumptions based on available historical information, among other factors. If we hold a contractual or ownership interest in an entity and we determine that the entity is a VIE and that we are determined to be the primary beneficiary, we consolidate such entity in our consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE; and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Periodically, we determine whether any changes in the interest or relationship with the entity impact the determination of whether we are still the primary beneficiary. If we are not deemed to be the primary beneficiary in a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. We have determined that Stansberry Pacific Research is a VIE and that we are the primary beneficiary of Stansberry Pacific Research since we have the ability to direct the activities of the VIE and have the obligation to absorb the loss or the right to receive the benefit. For more information, see Note 15 – Variable Interest Entities. Segment Information Operating segments are components of an enterprise for which separate financial information is available and is evaluated regularly by our chief operating decision-maker (“CODM”) in deciding how to allocate resources and assess performance. Our Chief Executive Officer serves as the CODM. Based on the financial information presented to and reviewed by our CODM in assessing our performance and for the purposes of allocating resources, we have determined our operating subsidiaries represent individual operating segments with similar economic characteristics that meet the criteria for aggregation into a single reporting segment for financial statement purposes. Accordingly, we have a single reportable segment. Long-lived assets outside the United States were immaterial as of December 31, 2022 and 2021. Cash and Cash Equivalents and Restricted Cash We consider all financial instruments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents. Our cash equivalents are composed of money market funds and certificates of deposit. We hold certain restricted cash with credit card processors as reserves for chargebacks and refunds. As the reserves are based on our credit card receivables which are collected within twelve months of each reporting period, the restricted cash has been included in current assets on the consolidated balance sheets. Accounts Receivable, Net Our accounts receivable primarily consist of receivables from third-party credit card providers which are stated at net realizable value. We did not record an allowance for doubtful accounts for the years ended December 31, 2022 and 2021. Concentration of Credit Risk and Other Risks and Uncertainties Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash. We maintain deposits in federally insured financial institutions in excess of federally insured limits. We are exposed to credit risk in the event of a default by the financial institutions holding our cash to the extent recorded on the consolidated balance sheets. Management believes we are not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. No individual customer accounted for more than 10% of revenue for the years ended December 31, 2022, 2021 and 2020. Derivative Financial Instruments From time to time, we utilize instruments which may contain embedded derivative instruments as part of our overall strategy to compensate and retain key employees and independent contractors (see Note 8 – Derivative Financial Instruments below for additional information). Our derivative instruments are recorded at fair value on the consolidated balance sheets. Our derivative instruments have not been designated as hedges; therefore, both realized and unrealized gains and losses are recognized in earnings. For the purposes of cash flow presentation, realized and unrealized gains or losses are included within cash flows from operating activities. Upfront cash payments received upon the issuance of derivative instruments are included within cash flows from financing activities within the consolidated statements of cash flows. Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized using the straight-line method over the shorter of the related asset’s estimated useful life or the remaining term of the lease. Maintenance and repairs are charged to operations as incurred. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations. Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values as of the acquisition date. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing assets acquired and liabilities assumed include, but are not limited to, future expected cash flows from acquired customers, trade names, acquired technology and deferred revenue from a market participant perspective, as well as determining useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and as a result, actual results may differ from estimates. During the measurement period, which is up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in earnings. Goodwill and Intangible Assets Goodwill Goodwill represents the excess of the aggregate fair value of the consideration transferred in a business combination over the fair value of the assets acquired, net of liabilities assumed. Goodwill is not amortized but is evaluated for impairment annually, or more frequently if events or changes in circumstances indicate the goodwill may be impaired. Our annual impairment testing date is the first day of the fourth quarter. Events or changes in circumstances which could trigger an impairment review include significant changes in the manner of our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, significant underperformance relative to historical or projected future results of operations, a significant adverse change in the business climate, an adverse action or assessment by a regulator, unanticipated competition or a loss of key personnel. We have the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then the quantitative goodwill impairment test is not required. However, if we conclude otherwise, then we are required to perform the quantitative goodwill impairment test. The quantitative goodwill impairment test involves comparing the estimated fair value of the reporting unit with its respective carrying amount, including goodwill. If the estimated fair value exceeds the carrying amount, goodwill is considered not to be impaired and no additional steps are necessary. If, however, the estimated fair value of the reporting unit is less than the carrying amount, then an impairment loss is recognized in an amount equal to the excess, limited to the total amount of goodwill allocated to that reporting unit. No goodwill impairment charges have been recorded during the years ended December 31, 2022, 2021 and 2020. Intangible Assets, Net Intangible assets, net consists primarily of identifiable intangible assets that are subject to amortization such as developed technology, customer relationships, and trade names resulting from our acquisitions. Intangible assets arising from acquisitions are recorded at fair value on the date of acquisition and amortized over their estimated economic lives on a straight-line basis which approximates the pattern in which the economic benefits of the assets will be consumed. Intangible assets are presented net of accumulated amortization in the consolidated balance sheet. Cryptocurrencies We purchased cryptocurrencies during the year ended December 31, 2018 primarily to be redeemed by customers as part of certain marketing campaigns. We recognized our portfolio of cryptocurrencies as intangible assets since cryptocurrencies are not considered cash and cash equivalents and do not have physical substance. We believe that the cryptocurrencies have an indefinite life since there are no significant legal, regulatory, contractual or economic factors that would limit the cryptocurrencies’ useful life. Our indefinite-lived cryptocurrency holdings are not amortized but are evaluated for impairment annually, or more frequently if events or changes in circumstances indicate the carrying amount may not be recoverable. We utilize the quoted market values of the cryptocurrencies in the impairment test on the cryptocurrency holdings. We sold cryptocurrencies on hand after the marketing campaigns ended and recognized gains of $0, $105 and $0 during the years ended December 31, 2022, 2021 and 2020, respectively, in other income, net on the consolidated statement of operations. As of December 31, 2022, we do not hold any cryptocurrencies. The cash flows associated with the cryptocurrencies are recognized in the consolidated statement of cash flows as operating activities due to the nature of the transactions. Impairment of Long-Lived Assets Long-lived assets are reviewed for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability is measured by comparison of the carrying amounts to the future undiscounted cash flows attributable to these assets or asset groups. An impairment loss is recognized to the extent an asset group is not recoverable, and the carrying amount exceeds the projected discounted future cash flows arising from these assets. There were no impairments of long-lived assets for any of the periods presented. Revenue Recognition We recognize revenue in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) and the related amendments (“ASC 606”). We determine revenue recognition through the following steps: •Identify the contract, or contracts, with a customer; •Identify the performance obligations in the contract; •Determine the transaction price; •Allocate the transaction price to the performance obligations in the contract; and •Recognize revenue when, or as, a performance obligation is satisfied Research and software-as-a-service (“SaaS”) subscriptions We primarily earn revenue from services provided in delivering subscription-based financial research, publications and SaaS offerings to individual customers through our online platforms. Revenues are recognized evenly over the duration of the subscriptions, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Customers are typically billed in advance of the subscriptions. We also offer membership subscriptions where we receive an upfront payment upon entering into the contract and receive a lower amount annually (a “maintenance fee”) thereafter. The right to discounts on future maintenance fee payments is considered a material right which is recognized as revenue when the customer exercises the option or when the option expires. Certain upfront fees on membership subscriptions are paid in installments, generally over a twelve-month period. We recognize revenue related to membership subscriptions over the estimated customer lives, which was five years for each of the years ended December 31, 2022, 2021 and 2020. We have determined the estimated life of membership customers based on historic customer attrition rates. Advertising and other We earn revenue from the sale of advertising placements on our websites. We also earn revenue from the sale of print products and events, such as webinars and conferences. In addition we recognize revenue that we refer to as “revenue share,” where we earn a fee for each successful sale that third party companies or related parties generate from our customer list. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We have also offered customers the option to redeem a certain value of cryptocurrencies as part of certain marketing campaigns. These offers are considered to be material rights for our customers and we allocate a portion of the transaction price to the material right performance obligation. Revenue associated with the material rights is recognized when the customer exercises the option or when the option expires. Our performance obligations are satisfied over time as subscriptions are available to customers or at a point-in-time as products are delivered to customers. Accordingly, revenue from subscription services is recognized over the duration of the subscription. Our advertising performance obligations are satisfied at a point-in-time, and revenue is recognized when impressions are delivered. Revenue from products is recognized at a point-in-time when delivered. Revenue from events is recognized over the duration of the event. In addition, we apply the sales-based or usage-based royalty exception to revenue share, which are sales of functional intellectual property. Revenue is recognized at a point-in-time as fees are earned on successful sales from the customer lists. Contracts with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations if subscription services are sold with other subscriptions, products or events within one contract. For such contracts, we allocate the transaction price to each performance obligation based on its relative standalone selling price. We generally determine standalone selling prices based on the prices charged to customers on a standalone basis. Contract Balances A contract asset is defined as an entity's right to consideration for goods or services that the entity has transferred to a customer but customer payment is contingent on a future event. A contract liability is defined to occur if the customer's payment of consideration precedes the entity's performance and represents the entity's obligation to transfer goods or services to a customer for which the entity has received consideration. Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. No other contract assets are recorded on our consolidated balance sheets as of December 31, 2022 and 2021. Deferred revenue is primarily comprised of unearned revenue related to subscription services. Subscribers typically pay all or a portion of the subscription fees by credit card prior to the start of the subscriptions. Contract receivables are presented as accounts receivable due to processing time with credit card providers. Subscribers may be able to cancel certain subscriptions for a full or pro-rated refund for a certain period of time, which is usually not more than 90 days after the start of their subscriptions. After the refund period, we have no obligation to refund any of the consideration received. Refund obligations are a significant estimate which we recognize as of each reporting period based on historical trends and record a contract liability for this amount in other current liabilities on the consolidated balance sheets. Assets Recognized from Costs to Obtain a Contract with a Customer We capitalize incremental costs that are directly related to the acquisition or renewal of customer contracts, to the extent that the costs are expected to be recovered and if we expect the benefit of these costs to be longer than one year. We have elected to utilize the practical expedient and expense costs to obtain a contract with a customer when the expected benefit period is one year or less. Our capitalizable incremental costs include sales commissions to employees and fees paid to marketing vendors that are generally calculated as a percentage of the customer sale. We also capitalize revenue share fees that are payable to other companies, including related parties, who share their customer lists with us for each successful sale we make to a customer from their list. Capitalized costs are amortized on a straight-line basis over the shorter of the expected customer life or the expected benefit related directly to those costs, which is approximately four years. Leases We follow the provisions of ASU No. 2016-02, Leases (“ASU 2016-02”). We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities, and operating lease liabilities, noncurrent in the consolidated balance sheets. We do not have any finance lease agreements. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The operating lease ROU asset includes any lease payments made and excludes payments received for lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally combined. We have elected, as an accounting policy for leases of real estate, to account for lease and non-lease components in a contract as a single lease component. We elected to use the practical expedient for short-term leases, and therefore do not record right-of-use assets or lease liabilities with lease durations of twelve months or less. Rather, the lease payments for short-term leases are recognized on the consolidated statements of operations on a straight-line basis over the lease term. We have also elected the practical expedient on not separating lease components from nonlease components for our office leases. Variable payments, such as common area charges, maintenance, insurance and taxes, are primarily based on the amount of space we occupy. These payments in our leases are not dependent on an index or a rate and are excluded from the measurement of the lease liabilities and recognized in the consolidated statements of operations in the period in which the obligation for those payments is incurred. We remeasure our lease payments when the contingency underlying such variable payments is resolved such that some or all of the remaining payments become fixed. Cost of Revenue Cost of revenue consists primarily of payroll and payroll-related costs associated with producing and publishing our content, customer service, credit card processing fees, product costs and allocated overhead. Sales and Marketing Sales and marketing expenses consist primarily of payroll and payroll-related costs, amortization of deferred contract acquisition costs, allocated overhead, agency costs, advertising campaigns, and branding initiatives. Conferences, webinars and other event costs are expensed during the period in which the event takes place. Other sales and marketing and advertising costs are expensed as they are incurred. Advertising expense was $97,704, $144,561 and $149,191 for the years ended December 31, 2022, 2021 and 2020, respectively. Research and Development Research and development expenses consist primarily of payroll and related costs, allocated overhead, technical services, software expenses, and hosting expenses. General and Administrative General and administrative expenses consist primarily of payroll and related costs associated with our finance, legal, information technology, human resources, executive and administrative personnel, legal fees, corporate insurance, office expenses, professional fees, and travel and entertainment costs. Stock-Based Compensation Stock-based compensation expenses are included in cost of revenue, sales and marketing, and general and administrative expenses in a manner consistent with the employee’s salary and benefits in the consolidated statements of operations. 2021 Incentive Award Plan On July 21, 2021, the MarketWise, Inc. 2021 Incentive Award Plan (the “2021 Incentive Award Plan”) became effective. We have reserved a total of 32,938,082 shares of MarketWise Class A common stock for issuance pursuant to the 2021 Incentive Award Plan, and the maximum number of shares that may be issued pursuant to the exercise of incentive stock options granted under the 2021 Incentive Award Plan is 32,045,000, in each case, subject to certain adjustments set forth therein. The 2021 Incentive Award Plan provides for the grant of stock options, including incentive stock options, or ISOs, and nonqualified stock options, or NSOs; restricted stock; restricted stock units, or RSUs; stock appreciation rights, or SARs; and other stock or cash-based awards. Equity-based compensation with service conditions is measured based on the grant date fair value of the awards and recognized as compensation expense over the period during which the recipient is required to perform services in exchange for the award (the requisite service period). We have elected to use a straight-line attribution method for recognizing compensation costs relating to awards that have service conditions only. Forfeitures are recorded as they occur. 2021 ESPP As a result of the Transactions, we adopted the 2021 Employee Stock Purchase Plan (“ESPP”) effective on January 1, 2022. Under the ESPP, the Company authorizes the grant of the right to purchase shares of Class A common stock by employees who qualify under the ESPP. As of December 31, 2022, The Company has reserved for issuance a total of 6,557,847 shares of Class A common stock for the ESPP. The current offering period began on July 1, 2022 and ended on December 31, 2022. The ESPP is implemented through a series of offerings under which eligible employees are granted purchase rights to purchase shares of the Company’s Class A common stock on specified dates during such offerings. Under the ESPP, the Company has determined the offering period to occur in six month intervals, with the purchase occurring as of the last trading day of each offering period. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of the Company’s Class A common stock on the first trading day of the offering period, or (2) the fair market value of the Company’s Class A common stock on the purchase date, as defined in the ESPP. The fair value of the ESPP is determined using the Monte Carlo model as of the beginning of each offering period and is expensed ratably over the six month offering period. Class B Units As more fully described above, we completed our Transactions in July 2021, and all Class B Units fully vested as of the transaction date, and the original operating agreement was terminated and replaced by a new operating agreement consistent with the Company’s Up-C structure. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the MarketWise, LLC common units are treated as common equity under the new operating agreement and do not generate stock-based compensation expense. Prior to the Transactions, under the old operating agreement, and as part of our compensation and retention strategy, we granted incentive compensation units (“Class B Units”) to certain key employees, which are profit interests for United States federal income tax purposes. The Class B Units were accounted for as a substantive class of equity and allowed the recipient to realize value only to the extent that the value of the award appreciated. The Class B Units contained service-based vesting conditions and had different vesting terms depending upon the employee which ranged from vesting immediately to eight years; vesting was accelerated upon the completion of the Transactions. Compensation cost was recognized on a straight-line basis over the requisite service period until vesting for the entire award, but at least equaled the number of vested units determined by the underlying vesting schedule. Forfeitures were accounted for in the period in which they occur. The Class B Units were subject to a put and call option whereby we could elect to redeem or be required to redeem these units at a value determined by a predefined formula based on a multiplier of our net income as defined by management. Employees may not exercise the put option until 25 months have elapsed from the issuance date. Since the redemption price is not representative of fair value, the employees are not considered to be subject to the risks and rewards of share ownership, and the Class B Units were classified as liabilities in the accompanying consolidated balance sheet. Prior to the completion of the Transactions, the liability for Class B units was remeasured to fair value at the end of each reporting period. Since Class B Units were classified as liabilities, all cash distributions made to the unitholders of the Class B Units pursuant to our operating agreement were considered to be stock-based compensation expenses. Upon consummation of the Transactions, the old operating agreement was terminated and a new operating agreement was adopted. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the common units are treated as common equity under the new operating agreement and do not generate stock-based compensation expense. See also Note 11 – Stock-Based Compensation. Capitalized Software Development Costs For internal use software, we capitalize external costs and payroll and payroll-related costs related to employees that developed new or additional software functionality. Costs incurred during the preliminary project and post-implementation stages are expensed as incurred and included in research and development in the consolidated statements of operations. These capitalized costs are amortized using the straight-line method over the software’s expected useful life, which is generally three years. Capitalized Implementation Costs We capitalize implementation costs incurred in cloud computing hosting arrangements that are service contracts and amortize such costs using the straight-line method over the term of the related hosting arrangement and any expected renewal periods. These costs include external direct costs for materials and services and payroll and payroll-related costs of employees devoting time to the project. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalized implementation costs are capitalized within other current assets and other assets on the consolidated balance sheets. Fair Value Measurement Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. GAAP establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; Level 3— Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amount of our financial instruments, including accounts receivable, trade and other payables, accrued expenses and related party receivables and payables, approximate their respective fair values because of their short maturities. The fair value of stock-based compensation liabilities for Class B Units, the derivatives liabilities associated with our deferred compensation arrangements, and the warrant liabilities were determined using unobservable Level 3 inputs. We have not elected the fair value option for any financial assets and liabilities for which such an election would have been permitted. Warrant Liability Warrants are accounted for as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. As of December 31, 2021, all of our warrants are classified as liabilities. As more fully described in Note 18 – Warrant Exchange the Private Placement Warrants and Public Warrants were exchanged for Class A common stock of MarketWise, Inc. in September 2022. Foreign Currency Translation Our VIE is an entity in Singapore, and its functional currency is the local currency. Gains and losses on transactions denominated in currencies other than the functional currency are included in determining net income (loss) for the period. Assets and liabilities of our foreign subsidiary are translated using the exchange rates in effect at the balance sheet date. Results of operations are translated using weighted average exchange rates. Adjustments arising from the translation of our foreign subsidiary’s functional currency into U.S. dollars are reported as foreign currency translation adjustments in accumulated other comprehensive loss in the consolidated statements of members’ deficit. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in other income, net in the accompanying consolidated statement of operations when realized. Foreign currency transaction activity was immaterial for the years ended December 31, 2022, 2021 and 2020. Comprehensive Income (Loss) Comprehensive income (loss) is currently comprised of changes in foreign currency translation adjustments. Income Taxes Prior to the Transactions, we were a pass-through entity for income tax purposes. Subsequent to the Transactions, the portion of earnings allocable to MarketWise, Inc. is subject to corporate level tax rates at the federal, state and local levels. Therefore, the amount of income taxes recorded prior to the Transaction are not representative of the expenses expected in the future. The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between our GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date. The estimates used to compute the provision for income taxes may change throughout the year as new events occur, additional information is obtained or as tax laws and regulations change. Accordingly, the effective tax rate for future interim periods may vary materially. We account for income taxes pursuant to the asset and liability method which requires us to recognize current tax liabilities or receivables for the amount of taxes we estimate are payable or refundable for the current year, deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts and their respective tax bases of assets and liabilities and the expected benefits of net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period enacted. A valuation allowance is provided when it is more likely than not that a portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which related temporary differences become deductible. The benefit of tax positions taken or expected to be taken in our income tax returns is recognized in the financial statements if such positions are more likely than not of being sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of net operating loss carryover or amount of tax refundable is reduced) for an unrecognized tax benefit because it represents a potential future obligation to the taxing authority for a tax position that was not recognized. Interest costs and related penalties related to unrecognized tax benefits are required to be calculated, if applicable and are recognized as general and administrative expenses. Tax Receivable Agreement Obligation In connection with the Transactions, concurrently with the Closing, we have entered into Tax Receivable Agreements (“TRA”) with owners of MarketWise, LLC prior to the Transactions (the “TRA Parties”). The TRAs generally provide for the payment by us to the TRA Parties of 85% of the cash tax benefits, if any, that we are deemed to realize as a result of tax basis adjustments as a result of sales and exchanges of units of MarketWise, LLC in connection with, or following the Transactions, and certain distributions with respect to units. These tax basis adjustments generated over time may increase (for tax purposes) the depreciation and amortization deductions available to us and, therefore, may reduce the amount of U.S. federal, state and local tax that we would otherwise be required to pay in the future, although the IRS may challenge all or part of the validity of that tax basis, and a court could sustain such challenge. The tax basis adjustments upon sales or exchanges of units for shares of Class A common stock and certain distributions with respect to Class A LLC Units may also decrease gains (or increase losses) on future dispositions of certain assets to the extent tax basis is allocated to those assets. Actual tax benefits realized by us may differ from tax benefits calculated under the Tax Receivable Agreements as a result of the use of certain assumptions in the TRAs, including the use of an assumed weighted average state and local income tax rate to calculate tax benefits. The payments that we may make under the TRAs are expected to be substantial. We account for the effects of these increases in tax basis and associated payments under the TRAs if and when exchanges occur as follows: a.recognizes a contingent liability for the TRA obligation when it is deemed probable and estimable, with a corresponding adjustment to additional paid-in-capital, based on the estimate of the aggregate amount that MarketWise, Inc. will pay; b.records an increase in deferred tax assets for the estimated income tax effects of the increases in tax basis based on enacted federal and state tax rates at the date of the exchange; c.to the extent we estimate that we will not realize the full benefit represented by the deferred tax asset, based on an analysis that will consider, among other things, our expectation of future earnings, we reduce the deferred tax asset with a valuation allowance; and, d.The effects of changes in any of the estimates and subsequent changes in the enacted tax rates after the initial recognition will be included in our net income. As of December 31, 2022, there has been no exchange of MarketWise, LLC units and therefore no TRA liability has been recognized. Earnout Shares Pursuant to the Transaction Agreement, at the closing of the Transactions, we placed 3,051,000 shares of MarketWise, Inc. Class A common stock into escrow to be released to the Sponsor if certain conditions are met. In addition, certain management members of the Company have been allocated 2,000,000 shares of Class A common stock in aggregate, with shares to be placed in escrow, and released at any time during a 4-year period following closing of the Transaction, if certain conditions are met. The sponsor and management earnout shares will be released as follows: 1) 50% when the volume weighted average price (the “VWAP) of Class A common stock is greater than or equal to $12.00 for a period of at least 20 trading days within a consecutive 30-trading-day period, or based on the per share equity value in a transaction in which our shareholders sell their shares; and 2) 50% when the volume weighted average price (the “VWAP) of Class A common stock is greater than or equal to $14.00 for a period of at least 20 trading days within a consecutive 30-trading-day period, or based on the per share equity value in a transaction in which our shareholders sell their shares. The sponsor and management earnout shares are classified as equity transactions at initial issuance and at settlement when the release conditions are met. Until the shares are issued and released, the earnout shares are not included in shares outstanding. The earnout shares are not considered stock-based compensation. As of the date of the Transactions, the sponsor and management earnout shares had a fair value of $26.0 million for 5,051,000 shares of Class A common stock. Noncontrolling Interest Noncontrolling interest represents the Company’s noncontrolling interest in consolidated subsidiaries which are not attributable, directly or indirectly, to the controlling Class A common stock ownership of the Company. The Transactions occurred on July 21, 2021. As a result, net income (loss) for the year ended December 31, 2021 was attributed to the pre-Transactions period from January 1, 2021 through July 21, 2021 and to the post-Transactions period from July 22, 2021 through December 31, 2021. Net income (loss) in the pre-Transactions period was attributable to consolidated MarketWise, LLC and its respective noncontrolling interests and in the post-Transactions period was attributable to consolidated MarketWise, Inc. and its respective noncontrolling interests. Net income for the year ended December 31, 2022 was fully attributable to consolidated MarketWise, Inc. and its respective noncontrolling interests in the post-Transactions period. As of December 31, 2022, MarketWise, Inc.’s controlling interest in MarketWise, LLC was 9.1% and the noncontrolling interest was 90.9%. For the year ended December 31, 2022 net income attributable to controlling interests included a $14,931 gain on warrant liabilities and a $1,490 tax provision, both of which are 100% attributable to the controlling interest. Earnings Per Share Basic net income per share is based on the weighted average number of shares of Class A common stock issued and outstanding after the closing of the Transactions. Diluted net income per share is based on the weighted average number of shares of Class A common stock issued and outstanding and the effect of all dilutive common stock equivalents and potentially dilutive share based compensation awards outstanding during the period after the closing of the Transactions. Class B common stock is not a participating security, therefore it is not included in the earnings per share calculation. Adjustments Related to Prior Period Financial Statements During the year ended December 31, 2021, the Company determined that there were immaterial misstatements of revenue and general and administrative expenses in our previously issued annual financial statements. The Company corrected these misstatements by recognizing out-of-period adjustments during the year ended December 31, 2021, which increased our revenue by $5.7 million and decreased our general and administrative expenses by $2.8 million for the period. For the year ended December 31, 2021, the out-of-period adjustments were a cumulative $8.5 million decrease in net loss. Management determined that the correction of these misstatements were not material to our previously issued financial statements on both a quantitative and qualitative basis nor our 2021 financial statements on both a quantitative and qualitative basis. Recently Issued and Adopted Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08: Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this ASU adds contract assets and contract liabilities to the list of exceptions to the recognition and measurement principles that apply to business combinations. As a result, acquiring entities are required to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, instead of fair value. We have early adopted and applied this ASU to the Buttonwood Publishing transaction (as defined herein). See Note 4 – Acquisitions for additional disclosure on the Buttonwood Publishing transaction. The FASB issued the following ASUs to provide temporary, optional expedients related to the accounting for contract modifications and hedge accounting as a result of the anticipated market transition away from the use of London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates: •ASU 2020-04: Facilitation of the Effects of Reference Rate Reform on Financial Reporting, issued and effective in March 2020 •ASU 2021-01: Reference Rate Reform: Scope, issued and effective in January 2021 •ASU 2022-06: Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, issued and effective in December 2022 The Company may elect to apply the guidance through December 31, 2024. The Company does not expect that the adoption will have a material impact on its consolidated financial statements and related disclosures.

Revenue Recognition

12 Months Ended

Dec. 31, 2022

Revenue Recognition

Disaggregation of revenues

The following table depicts the disaggregation of revenue according to customer type and is consistent with how we evaluate our financial performance. We believe this depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.


	Year Ended December 31, 2022
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	508,894	$	—	$	—	$	—	$	508,894
Transferred at a point in time	—		744		2,363		402		3,509
Total	$	508,894	$	744	$	2,363	$	402	$	512,403


	Year Ended December 31, 2021
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	543,881	$	—	$	—	$	—	$	543,881
Transferred at a point in time	—		2,479		1,284		1,539		5,302
Total	$	543,881	$	2,479	$	1,284	$	1,539	$	549,183


	Year Ended December 31, 2020
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	356,265	$	—	$	—	$	—	$	356,265
Transferred at a point in time	—		1,965		3,386		2,563		7,914
Total	$	356,265	$	1,965	$	3,386	$	2,563	$	364,179

Revenue recognition by subscription type was as follows:


	Year Ended December 31,
	2022		2021		2020
Membership subscriptions	$	195,370	$	192,273	$	134,525
Term subscriptions	313,524		351,608		221,740
Non-subscription revenue	3,509		5,302		7,914
Total	$	512,403	$	549,183	$	364,179

Revenue for the Membership and Term subscription types are determined based on the terms of the subscription agreements. Non-subscription revenue consists of revenue from advertising and other revenue.

Net revenue by principal geographic areas was as follows:


	Year Ended December 31,
	2022		2021		2020
United States	$	512,083	$	547,026	$	361,547
International	320		2,157		2,632
Total	$	512,403	$	549,183	$	364,179

Revenue by location is determined by the billing entity for the customer.

Contract Balances

The timing of revenue recognition, Billings, cash collections and refunds affects the recognition of accounts receivable, contract assets and deferred revenue. Our current deferred revenue balance in the consolidated balance

sheets includes an obligation for refunds for contracts where the provision for refund has not lapsed. Accounts receivable, deferred revenue and obligation for refunds are as follows:


	As of December 31,
	2022		2021		2020
Contract balances
Accounts receivable	$	4,040	$	7,805	$	12,398
Obligations for refunds	4,676		5,590		3,448
Deferred revenue – current	310,555		311,543		274,819
Deferred revenue – non-current	348,273		393,043		254,481

We recognized $335,608 and $289,728 of revenue during the years ended December 31, 2022 and 2021, respectively, that was included within the beginning contract liability balance of the respective periods. The Company has collected all amounts included in deferred revenue other than $4,040 and $7,805 as of December 31, 2022 and 2021, respectively, related to the timing of cash settlement with credit card processors.

Assets Recognized from Costs to Obtain a Contract with a Customer

The following table presents the opening and closing balances of our capitalized costs associated with contracts with customers:


Balance at January 1, 2020	$	42,314
Royalties and sales commissions – additions	43,273
Revenue share and cost per acquisition fees – additions	52,193
Amortization of capitalized costs	(30,544)
Balance at December 31, 2020	$	107,236
Royalties and sales commissions – additions	68,938
Revenue share and cost per acquisition fees – additions	98,747
Amortization of capitalized costs	(71,850)
Balance at December 31, 2021	$	203,071
Royalties and sales commissions – additions	35,223
Revenue share and cost per acquisition fees – additions	57,173
Amortization of capitalized costs	(97,849)
Balance at December 31, 2022	$	197,618

We did not recognize any impairment on capitalized costs associated with contracts with customers for the years ended December 31, 2022, 2021 and 2020.

Remaining Performance Obligations

As of December 31, 2022, the Company had $663,504 of remaining performance obligations presented as deferred revenue in the consolidated balance sheets. We expect to recognize approximately 48% of that amount as revenues over the next twelve months, with the remainder recognized thereafter.

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Business Combination and Asset Acquisition [Abstract]

Acquisitions

12 Months Ended

Dec. 31, 2022

Acquisitions

Buttonwood Publishing

During third quarter 2022, we acquired 100% ownership of certain assets and liabilities from Crowdability, Inc. (“Buttonwood Publishing,” formerly referred to as Winans Media), a provider of financial newsletters, for cash of $12,770. The Buttonwood Publishing acquisition expands our copy and editorial talent base. The Buttonwood

Publishing transaction was accounted for using the acquisition method of accounting for business combinations. The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:


Right of use asset	$	50
Goodwill	8,019
Tradenames	709
Customer relationships	9,350
Total assets acquired	18,128

Deferred revenue, current	(2,648)
Operating lease liabilities, current	(22)
Operating lease liabilities, noncurrent	(28)
Deferred revenue, noncurrent	(2,660)

Liabilities assumed	(5,358)

Net assets acquired	$	12,770

The excess purchase consideration over the fair values of assets acquired and liabilities assumed was recorded as goodwill. The goodwill arising from the acquisition is largely attributable to expanding our copy and editorial talent base and synergies which we expect to achieve from cross-marketing and providing complementary products to our existing and acquired customers and is fully expected to be deductible for tax purposes. The acquired intangible assets related to the Buttonwood Publishing transaction are amortized over their estimated useful lives. Accordingly, tradenames will be amortized over 9.0 years and customer relationships will be amortized over 6.5 years. Amortization for the acquired intangible assets was $632 for the year ended December 31, 2022. Revenue from Buttonwood Publishing was $1,961 for the year ended December 31, 2022.

Chaikin

On January 21, 2021, we acquired 90% ownership of Chaikin Holdings LLC (“Chaikin”) a provider of analytical tools and software for investors, for cash of $7,139, net of cash acquired. We acquired Chaikin to expand our product offerings and our customer base. The Chaikin acquisition was accounted for using the acquisition method of accounting for business combinations. The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:


Cash	$	151
Other current assets	138
Customer relationships	3,664
Tradenames	657
Software	247
Goodwill	5,187
Other noncurrent assets	443
Total assets acquired	10,487
Liabilities assumed	(2,387)
Net assets acquired	$	8,100

Cash consideration	$	7,290
Noncontrolling interest	810
Total consideration	$	8,100

expected to be fully deductible for tax purposes. The acquired intangible assets of Chaikin are amortized over their estimated useful lives. Accordingly, the trade name will be amortized over 8.5 years and customer relationships will be amortized over 6 years. Amortization for the acquired intangible assets was $688 and $648 for the years ended December 31, 2022 and 2021, respectively. Revenue from Chaikin was $29,438 and $7,514 and for the years ended December 31, 2022 and 2021, respectively.

During third quarter 2022, we acquired additional noncontrolling interests totaling 3.7% in Chaikin, to obtain 93.7% ownership for $297.

TradeSmith

On January 5, 2020, we acquired the noncontrolling interest of 25% in a subsidiary, TradeSmith, to obtain 100% ownership for $9,164, including transaction costs. We incurred transaction costs of $164 during the year ended December 31, 2020 and elected to record these costs as a reduction in equity.

Goodwill and Intangible Assets, Net

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, Net

Goodwill

The changes in the carrying amounts of goodwill are as follows:


Balance at January 1, 2021	$	18,101
Acquisition of Chaikin	5,187
Balance at December 31, 2021	23,288

Acquisition of Buttonwood Publishing	8,019

Balance at December 31, 2022	$	31,307

The Company has four reporting units with goodwill and one reportable segment. The reporting units to which goodwill is allocated that have negative carrying amounts are as follows:


	As of December 31,
	2022		2021
1729 Research	$	6,134	$	6,134
Legacy Research	5,961		5,961
Alta	11,193		11,193

Intangible assets, net

Intangible assets, net consisted of the following as of the dates indicated:


	December 31, 2022
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	21,718	$	(9,924)	$	11,794	5.4
Tradenames	4,287		(2,265)		$	2,022	5.8
Capitalized software development costs	3,002		(1,858)		1,144		2.0
Finite-lived intangible assets, net	29,007		(14,047)		14,960

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	30,094	$	(14,047)	$	16,047


	December 31, 2021
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	12,368	$	(8,105)	$	4,263	4.4
Tradenames	3,578		(1,838)		1,740		5.3
Capitalized software development costs	2,866		(1,344)		1,522		3.1
Finite-lived intangible assets, net	18,812		(11,287)		7,525

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	19,899	$	(11,287)	$	8,612

We recorded amortization expense related to finite-lived intangible assets of $2,760, $2,245 and $2,102 for the years ended December 31, 2022, 2021 and 2020, respectively, within depreciation and amortization in the accompanying consolidated statement of operations. These amounts include amortization of capitalized software development costs of $514, $410 and $415 for the years ended December 31, 2022, 2021 and 2020, respectively.

We recorded additions to capitalized software development costs of $135, $370 and $0 for the years ended December 31, 2022, 2021 and 2020, respectively. This amount includes acquired software of $0, $247 and $0 for the years ended December 31, 2022, 2021 and 2020, respectively.

As of December 31, 2022, the total expected future amortization expense for finite-lived intangible assets is as follows:


2023	$	3,531
2024	3,040
2025	2,523
2026	2,262
2027	1,647
Thereafter	1,957
Finite-lived intangible assets, net	$	14,960

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The following tables summarize our financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of the dates indicated:


	December 31, 2022
	Level 1		Level 2		Level 3		Aggregate Fair Value
Assets:
Money market funds	$	80,327	$	—	$	—	$	80,327
Total assets	80,327		—		—		80,327
Liabilities:

Derivative liabilities, noncurrent	—		—		1,281		1,281



Total liabilities	$	—	$	—	$	1,281	$	1,281


	December 31, 2021
	Level 1		Level 2		Level 3		Aggregate Fair Value
Assets:
Money market funds	$	25,001	$	—	$	—	$	25,001
Total assets	25,001		—		—		25,001
Liabilities:
Derivative liabilities, noncurrent	—		—		2,015		2,015
Warrant Liabilities - Public Warrants	19,599		—		—		19,599
Warrant Liabilities - Private Placement Warrants	—		—		9,733		9,733
Total liabilities	$	19,599	$	—	$	11,748	$	31,347

The level 3 liabilities that related to our Class B Units and certain employee and non-employee contracts with embedded derivatives, see Note 8 – Derivative Financial Instruments and Note 11 – Stock-Based Compensation.

On the date of the Transactions, the fair value of the Public Warrants and the Private Placement Warrants was estimated using a Monte Carlo simulation model. The fair value of the Public Warrants was subsequently measured based on the listed market price of such warrants at the end of the reporting period. The fair value of the Private Placement Warrants was subsequently estimated using a Monte Carlo simulation model at the end of the reporting period. The Company estimates the fair value of the warrants at each reporting period, with changes in fair value recognized in the consolidated statements of operations.

The estimated fair value of the warrant liabilities – Public Warrants is determined using Level 1 inputs. The estimated fair value of the warrant liabilities – Private Placement Warrants is determined using Level 3 inputs.

Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life and risk-free interest rate. The Company estimates the volatility of its ordinary shares based on historical volatility of select peer companies that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term.

The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:


	As of
	December 31, 2022
Volatility	37.30	%
Discount Rate	21.80	%
Credit spread	0.20	%
Risk-free rate	3.50	%

The following table summarizes the change in fair value of the derivative liabilities during the years ended December 31, 2020, 2021, and 2022:


Balance – January 1, 2020	$	119,307
Change in fair value of derivative instruments	3,069
Incremental Class B Units	18,745
Change in fair value of Class B Units	456,457
Balance – December 31, 2020	597,578
Incremental Class B Units	206,914
Establishment of warrant liabilities on July 21, 2021 (date of the Transactions)	45,021
Change in fair value of derivative instruments	(18,017)
Change in fair value of Class B Units	728,079
Reclassification of Class B Units from liability to equity on July 21, 2021 (date of the Transactions)	(1,528,228)
Balance – December 31, 2021	31,347
Change in fair value of derivative instruments	(15,665)
Warrants exchanged for Class A common stock (see Note 18 – Warrant Exchange)	(14,401)
Balance – December 31, 2022	$	1,281

The following table summarizes the change in fair value of the Class B Units by income statement line item during the years ended December 31, 2022, 2021 and 2020:


	Year Ended December 31,
		2022		2021		2020
Cost of revenue		$	—	$	136,417	$	86,907
Sales and marketing		—		10,870		6,545
General and administrative		—		580,792		363,005
Total change in fair value of Class B Units		$	—	$	728,079	$	456,457

To derive the fair value of the Class B Units, we estimated the fair value of Class B Units using a valuation technique. For more information regarding the valuation of the Class B Units, see Note 11 – Stock-Based Compensation.

As more fully described in Note 1, we completed our Transactions in July 2021, and all Class B Units fully vested as of the transaction date, and the original operating agreement was terminated and replaced by a new

operating agreement consistent with the Company’s Up-C structure. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the Common Units under the new operating agreement are treated as common equity and do not generate stock-based compensation expense. The Class B Units liability was reclassified to equity as of the transaction date.

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Balance Sheet Components

12 Months Ended

Dec. 31, 2022

Balance Sheet Components

Capitalized Implementation Costs

We capitalized cloud computing implementation costs for customer-relationship management, revenue management, and enterprise resource planning systems of $1,493, $287 and $356 for the years ended December 31, 2022, 2021 and 2020, respectively. The capitalized implementation costs are capitalized within other current assets and other assets on the consolidated balance sheets. Amortization expense related to capitalized cloud computing implementation costs was $372, $210 and $17 for the years ended December 31, 2022, 2021 and 2020, respectively.

Property and Equipment, Net

Property and equipment, net consists of the following:


		As of December 31,
	Estimated Useful Lives	2022		2021
Furniture and fixtures	5 years	$	960	$	960
Computers, software and equipment	3 years	1,458		1,423
Leasehold improvements	Shorter of estimated useful life or remaining term of lease	1,278		1,278
		3,696		3,661
Less: Accumulated depreciation and amortization		(2,804)		(2,473)
Total property and equipment, net		$	892	$	1,188

Depreciation and amortization expense for property and equipment was $331, $431 and $451 for the years ended December 31, 2022, 2021 and 2020, respectively.

Accrued Expenses

Accrued expenses consist of the following:


	As of December 31,
	2022		2021
Commission and variable compensation	$	24,207	$	22,155
Payroll and benefits	5,258		5,164

Other accrued expenses	16,511		19,134
Total accrued expenses	$	45,976	$	46,453

Derivative Financial Instruments

12 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Financial Instruments

Derivative Financial InstrumentsPrior to the closing of the Transactions, as part of our compensation and employee retention strategy, we entered into contracts with key employees and independent contractors which contain embedded derivatives. These contracts were intended to compensate the employees or independent contractors for services provided and retain their future services. These embedded derivative instruments were issued in the form of phantom interests in Net Income, as defined by our board of directors, that grant the holder value equal to a percentage of Net Income

multiplied by a price multiple, or contained an option that granted appreciation rights upon exercise, and which became exercisable upon occurrence of an initial public offering. All derivative instruments are recorded at fair value as derivative liabilities on our consolidated balance sheets.

As of December 31, 2022, there are embedded derivative instruments outstanding. The following table presents information on the location and amounts of derivative instruments gains and losses:


		Year Ended December 31,

Derivatives Not Designated as Hedging Instruments	Location of Gain (Loss) Recognized in Income Statement	2022		2021		2020
Warrants	Other income, net	$	14,931	$	15,689	$	—
Phantom Interests in Net Income	Other income, net	—		—		(3,069)
Phantom Interests in Net Income	General and administrative	734		2,328		—
Option	General and administrative	—		(662)		—
Total		$	15,665	$	17,355	$	(3,069)

See Note 6 – Fair Value Measurements for more information regarding the valuation of our derivative instruments.

Debt	12 Months Ended
Debt	Dec. 31, 2022
Debt Disclosure [Abstract]
Debt	Debt On October 29, 2021, MarketWise, LLC, entered into a loan and security agreement (the “Loan and Security Agreement”) providing for up to $150 million of commitments under a revolving credit facility (the “Credit Facility”), including a $5 million letter of credit sublimit, and allows for revolving commitments under the Credit Facility to be increased or new term commitments to be established by up to $65 million. The existing lenders under the Credit Facility are entitled, but not obligated, to provide such incremental commitments. The Credit Facility has a term of three years, maturing on October 29, 2024. The Credit Facility is guaranteed by MarketWise, LLC’s direct and indirect material U.S. subsidiaries, subject to customary exceptions (the “Guarantors”), pursuant to a guaranty by the Guarantors in favor of HSBC Bank USA, National Association, as agent (the “Guaranty”). Borrowings under the Credit Facility are secured by a first-priority lien on substantially all of the assets of MarketWise, LLC and the Guarantors, subject to customary exceptions. Borrowings will bear interest at a floating rate depending on MarketWise, LLC’s Net Leverage Ratio (as defined in the Loan and Security Agreement). The Company may use the proceeds of borrowings under the Credit Facility to finance permitted acquisitions and for working capital and other general corporate purposes. As of December 31, 2022, there were no outstanding advances under the Credit Facility. The Loan and Security Agreement contains customary affirmative and negative covenants for transactions of this type, and contains financial maintenance covenants that require MarketWise, LLC to maintain an Interest Coverage Ratio and Net Leverage Ratio (both as defined in the Loan and Security Agreement), and provides for a number of customary events of default, which could result in the acceleration of obligations and the termination of lending commitments under the Loan and Security Agreement. As of December 31, 2022, we were in compliance with these covenants.

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies

Leases

We lease office facilities under operating lease agreements in the United States which have an initial term of twelve months or longer as of December 31, 2022. As of December 31, 2022, remaining lease terms vary from 1 to 6 years. For two leases we have the option to extend the lease terms for a period of five years and for another two

leases we have the option to extend the lease terms for a period of three years. The renewal options are not considered in the remaining lease term as we are not reasonably certain that we will exercise such option.

The components of lease expense were as follows:


	Year Ended December 31,
	2022		2021		2020
Operating lease cost	$	2,590	$	2,435	$	3,267
Variable lease costs	86		97		49
Total lease costs	$	2,676	$	2,532	$	3,316

Other information related to leases was as follows:


	As of December 31,
	2022		2021		2020
Lease Term and Discount Rate
Weighted average remaining lease term (in years)	4.7		5.7		6.6
Weighted average discount rate	6.8	%	7.0	%	7.1	%

When recording the present value of lease liabilities, a discount rate is required. We have concluded that the rates implicit in the various operating lease agreements are not readily determinable. As a result, we instead used our incremental borrowing rate, which is calculated based on hypothetical borrowings to fund each respective lease over the lease term, as of the lease commencement date, assuming that borrowings are secured by the various leased properties. The incremental borrowing rates are determined based on an assessment of our implied credit rating, using ratings scales from reputable rating agencies that consider a number of qualitative and quantitative factors. Market rates are derived as of the lease commencement dates with reference to companies with the same debt rating that operate in a similar industry.

As of December 31, 2022, maturities of lease liabilities were as follows:


Year Ending December 31:	Operating Leases
2023	$	1,937
2024	1,825
2025	1,789
2026	1,697
2027	686
Thereafter	701
Total lease payments	$	8,635
Less: Imputed interest	(1,320)
Total lease liabilities	$	7,315

Supplemental cash flow information related to leases is included in Note 16, Supplemental Cash Flow Information.

Contingencies

From time to time, we may be involved in disputes or regulatory inquiries, which arise in the ordinary course of business. When we determine that a loss is both probable and reasonably estimable, a liability is recorded and disclosed if the amount is material to us in aggregate. When a material loss contingency is reasonably possible, we do not record a liability, but instead disclose the nature and the amount of the claim and an estimate of the loss or range of loss, if such an estimate can reasonably be made. While it is not feasible to predict or determine the ultimate outcome of these matters, the Company believes that none of its current legal proceedings will have a material

adverse effect on its financial position or results of operations and no corresponding liability has been recorded for any periods presented.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

During the year ended December 31, 2022 we recorded stock-based compensation related to our 2021 Incentive Award Plan and our ESPP, and during the year ended December 31, 2021, we recorded stock-based compensation related to our Class B Units and our 2021 Incentive Award Plan. As more fully described in Note 1, we completed our Transactions in July 2021, and all Class B Units fully vested as of the transaction date, and the original operating agreement was terminated and replaced by a new operating agreement consistent with the Company’s Up-C structure. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the Common Units are treated as common equity under the new operating agreement and do not generate stock-based compensation expense.

Included within cost of revenue, sales and marketing, and general and administrative expenses are stock-based compensation expenses as follows:


	Year Ended December 31,
	2022		2021		2020
Cost of revenue	$	1,972	$	171,804	$	102,736
Sales and marketing	2,209		48,098		10,567
General and administrative	4,864		843,449		440,297
Total stock-based compensation expense	$	9,045	$	1,063,351	$	553,600

Total stock-based compensation expense includes: the vesting of Class B units, the change in fair value of Class B liability awards, profits distributions to Class B unitholders, and expense related to our new 2021 Incentive Award Plan as follows:


	Year Ended December 31,
	2022		2021		2020
2021 Incentive Award Plan	$	8,608	$	4,909	$	—
Employee Stock Purchase Plan	437		—		—
Vested Class B units and change in fair value of Class B liability awards	—		934,993		475,202
Profits distributions to Class B unitholders	—		123,449		78,398
Total stock-based compensation expense	$	9,045	$	1,063,351	$	553,600

2021 Incentive Award Plan

On May 16, 2022, we granted a service provider 373,134 restricted stock units (“RSUs”). On June 2, 2022, we granted our board members 289,555 RSUs in aggregate. On December 16, 2022, we granted certain employees 4,026,915 RSUs in aggregate. All three of these grants were under our 2021 Incentive Award Plan.

On September 27, 2021, we granted certain employees and board members RSUs and stock appreciation rights (“SARs”) under our 2021 Incentive Award Plan.

For employees and service providers, both RSUs and SARs are primarily time based and typically vest ratably over four years, as specified in the individual grant notices. The RSUs granted in September 2021 may entitle the recipients to dividend equivalents if approved by the Plan Administrator, which are subject to the same vesting terms and accumulate during the vesting period. Upon vesting, the RSU holder will be issued the Company’s Class A common stock. The SARs will be settled in the Company’s Class A common stock upon exercise. The shares to be issued upon exercise will have a total market value equal to the SAR value calculated as (x) number of shares underlying SAR, multiplied by (y) any excess of the Company’s share value on the date of exercise over the exercise price set in each individual grant notice.

The fair value of RSUs is the same as the Company’s share price on the date of grant. The fair value of the SARs was determined using a Black-Scholes model.

The activities of the RSUs and SARs and the related weighted average grant-date fair value of the respective share classes, including granted, exercised and forfeited, from January 1, 2022 to December 31, 2022 are summarized as follows:


	RSUs			SARs
	Units	Weighted-Average Grant Date Fair Value		Units	Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2022	2,334,490	$	8.30	1,935,131	$	4.05
Granted	4,689,604	1.92		—	—
Vested (RSUs) or Exercised (SARs)	(660,363)	8.17		—	—
Forfeited	(102,188)	5.91		(187,658)	4.05

Outstanding at December 31, 2022	6,261,543	$	3.45	1,747,473	$	4.05
Exercisable at December 31, 2022	—	$	—	454,517	$	4.05

The stock compensation expense related to the RSU and SAR grants was $8,608 and $2,340 for the years ended December 31, 2022 and 2021, respectively. As of December 31, 2022, 454,517 of the SARs were exercisable and have a remaining contractual term of 8.3 years.

Employee Stock Purchase Plan

As a result of the Transactions, the Company adopted the ESPP. Under the ESPP, the Company authorizes the grant of the right to purchase shares of Class A common stock by employees who qualify under the ESPP. The Company has reserved for issuance a total of 6,557,847 shares of Class A common stock. The ESPP became effective on January 1, 2022, and the current offering period began on July 1, 2022 and ended on December 31, 2022.

The ESPP is implemented through a series of offerings under which eligible employees are granted purchase rights to purchase shares of the Company’s Class A common stock on specified dates during such offerings. Under the ESPP, the Company has determined the offering period to occur in six month intervals, with the purchase occurring as of the last trading day of each offering period. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of the Company’s Class A common stock on the first trading day of the offering period, or (2) the fair market value of the Company’s Class A common stock on the purchase date, as defined in the ESPP. The fair value of the ESPP is determined using the Monte Carlo model as of the beginning of each offering period and is expensed ratably over the six month offering period.

The Company recognized $437 of stock-based compensation expense related to the ESPP during the year ended December 31, 2022. During the year ended December 31, 2022, we issued 378,331 shares under the ESPP for cash proceeds of $827. As of December 31, 2022, $2 has been withheld on behalf of employees for a future purchase period.

Class B Units

We recognized stock-based compensation expenses of $1,058,442 and $553,600 for the years ended December 31, 2021 and 2020, respectively. These amounts include profits distributions to Class B unitholders of $123,449 and $78,398 for the years ended December 31, 2021 and 2020, respectively. The amount of stock-based compensation

expense related to the Class B Units included in each of the line items in the accompanying consolidated statements of operations is as follows:


	Year Ended December 31,
		2022		2021		2020
Cost of revenue		$	—	$	170,536	$	102,736
Sales and marketing		—		46,417		10,567
General and administrative		—		841,489		440,297
Total stock based-compensation expense		$	—	$	1,058,442	$	553,600

The following is a rollforward of Class B Units activity for the year ended December 31, 2021:


Unvested at January 1, 2021			75,044
Granted			17,690
Vested			(92,734)
Unvested at December 31, 2021			—

The weighted-average grant-date fair value of Class B Units granted was $2,195.16 per unit during the year ending December 31, 2021.

Because the Class B Units were not publicly traded, we estimated the fair value of its Class B Units in each reporting period. The fair values of Class B Units were estimated by the board of managers based on our equity value. The board of managers considered, among other things, contemporaneous valuations of our equity value prepared by an unrelated third-party valuation firm in accordance with the guidance provided by the American Institute of Certified Public Accountants Practice Guide, Valuation of Privately-Held-Company Equity Securities Issued as Compensation.

At the date of the Transactions on July 21, 2021, the $10 market value per share was used.

For the three and six months ended June 30, 2021, the fair value of the Class B Units was estimated using a probability-weighted expected return method. This method considered two scenarios: one based on a market approach according to a proposed acquisition of the Company and allocated through a liquidation waterfall, and the other based on the Company continuing as a private entity according to a discounted cash flow analysis, and allocated using an option pricing model. The results of these two methods were weighted to derive the fair value of the Class B Units as of March 31, 2021 and June 30, 2021.

The discounted cash flow method estimates the equity value of the Company by projecting the Company’s net cash flows into the future and discounting these net cash flows to present value by applying a discount rate. Key inputs for this valuation include the Company’s projected cash flows and discount rate. Changes to these inputs could have a material impact on the accompanying consolidated financial statements.

The option pricing model allocates the equity value to each class of common units by preparing a breakpoint analysis to determine which securities would receive value at each threshold of a hypothetical liquidation. Then applying a Black-Scholes option pricing analysis to determine the incremental value of each respective breakpoint and allocating that value to each participating security based on its pro-rata ownership in the breakpoint. Key inputs for this valuation include the equity value of the Company, risk-free rate, allocation thresholds, and stock volatility.

The Company considered several objective and subjective factors to determine the best estimate of the fair value of the Class B Units, including:

▪the Company’s historical and expected operating and financial performance;

▪current business conditions;

▪indications of value from external investors and their proposed value for the business;

▪the Company’s stage of development and business strategy;

▪macroeconomic conditions;

▪the Company’s weighted average cost of capital;

▪risk-free rates of return;

▪the volatility of comparable publicly traded peer companies; and

▪the lack of an active public market for the Company’s equity units.

See also Note 2, Summary of Significant Accounting Policies — Stock-Based Compensation.

Earnings Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Earnings Per Share

On July 21, 2021, we completed the Transactions pursuant to the Transaction Agreement which materially impacted the number of shares outstanding. We analyzed the calculation of earnings per share for periods prior to the Transactions, and determined that it resulted in values that would not be meaningful to the users of the consolidated financial statements, as our capital structure completely changed as a result of the Transactions. Therefore, earnings per share information has not been presented for periods prior to the Transactions.

Net income (loss) for the year ended December 31, 2021 was attributed to the pre-Transactions period from January 1, 2021 through July 21, 2021 and to the post-Transactions period from July 22, 2021 through December 31, 2021. During the pre-Transactions period, net income (loss) was attributable to consolidated MarketWise, LLC and its respective noncontrolling interests. During the post-Transactions period, net income was attributable to consolidated MarketWise, Inc. and its respective noncontrolling interests. Immediately following the Transactions, MarketWise, Inc.’s controlling interest in MarketWise, LLC was 7.9% and its noncontrolling interest was 92.1%. For the post-Transaction period from July 22, 2021 through December 31, 2021, net income attributable to controlling interests included a $15,689 gain on warrant liabilities and a $2,358 tax provision, both of which are 100% attributable to the controlling interest.

Weighted average shares outstanding in the table below have not been retroactively restated to give effect to the reverse recapitalization for periods prior to the date of the Transactions. See Note 1 – Description of Organization and Reverse Recapitalization with Ascendant Digital Acquisition Corp. for more information regarding the Transactions. Class B common stock is not a participating security, therefore it is not included in the earnings per share calculation.

The following table sets forth the computation of basic and diluted earnings per share for the period from July 22, 2021 through December 31, 2022:


	Year Ended December 31, 2022		Period from July 22, 2021 through December 31, 2021
Basic earnings per share:
Numerator:
Net income	$	101,170	$	78,728
Less: Net income attributable to noncontrolling interests	83,180		60,476
Net income attributable to Class A common shareholders	$	17,990	$	18,252

Denominator:
Weighted average shares outstanding (in thousands)	24,635		25,035

Basic earnings per share	$	0.73	$	0.73

Diluted earnings per share:
Numerator:
Net income	$	101,170	$	78,728
Less: Net income attributable to noncontrolling interests	83,180		60,476
Net income attributable to Class A common shareholders	$	17,990	$	18,252

Denominator:
Weighted average shares outstanding (in thousands)	24,747		25,035

Diluted earnings per share	$	0.73	$	0.73

The Company’s potentially dilutive securities and their impact on the computation of earnings per share are as follows:

•Public and Private Placement Warrants: the public and Private Placement Warrants were "out of the money" for the period from July 21, 2021 through December 31, 2021, therefore, net income per share excludes any impact of the 20,699,993 public warrants and 10,280,000 Private Placement Warrants. The warrants were out of the money during the portion of the year ended December 31, 2022 prior to the warrant exchange transaction in September 2022. There are no warrants outstanding as of December 31, 2022. For more details on the warrant exchange, see Note 18 – Warrant Exchange.

•Sponsor and MarketWise Management Member Earnout shares: the 3,051,000 Sponsor Earn Out shares and the 2,000,000 MarketWise Management Member Earn Out shares (as defined and discussed in the Original Report) held in escrow are excluded from the earnings per share computation since the earnout contingency has not been met.

•Restricted stock units: The basic earnings per share calculation includes the impact of vested RSUs as of December 31, 2022. The diluted earnings per share calculation includes the impact of dilutive RSUs,

excludes the impact of antidilutive RSUs, and excludes certain RSUs with performance conditions, since the performance conditions have not been met as of December 31, 2022.

•Stock appreciation rights: The diluted earnings per share calculation excludes the impact of SARs since the effect was antidilutive.

•ESPP: The basic earnings per share calculation includes the impact of the shares that were issued under the ESPP as of December 30, 2022.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

We are subject to U.S. federal and state taxes with respect to our allocable share of any taxable income or loss of MarketWise, LLC, as well as any standalone income or loss we generate. MarketWise, LLC is treated as a partnership for U.S. income tax purposes and for most applicable state and local income tax purposes and generally does not pay income taxes in most jurisdictions. Instead, MarketWise, LLC’s taxable income or loss is passed through to its members, including us.

The components of income tax expense consisted of the following:


	Year Ended December 31,
	2022		2021
Current income tax expense (benefit):
Federal	$	—	$	—
State	—		—
Deferred income tax expense (benefit):
Federal	1,294		1,942
State	196		416
Total income tax expense (benefit)	$	1,490	$	2,358

A reconciliation of the U.S. statutory income tax rate to the Company's effective income tax rate is as follows:


	Year Ended December 31,
	2022		2021
Statutory federal tax rate	21.00	%	21.00	%

State income taxes, net of federal benefit	3.85	%	4.50	%

Fair value of warrant liabilities	(3.61)	%	—	%
Permanent items	(2.13)	%	(0.55)	%
Income attributable to noncontrolling interests	(17.66)	%	(25.20)	%



Effective income tax rate	1.45	%	(0.25)	%

The Company’s effective tax rate was 1.45% and (0.25)% in 2022 and 2021, respectively, in comparison to the U.S. statutory rate of 21.00%. Our effective tax rates in 2022 and 2021 differ from the U.S. federal statutory rate primarily because we generally do not record income taxes for the noncontrolling portion of pre-tax income. Further, the year over year difference includes the effects of state apportionment changes, the change in fair value of warrant liabilities and net income fully in the post-Transaction period attributable to MarketWise, Inc.

Details of the Company’s deferred tax assets and liabilities are as follows:


	December 31,
	2022		2021
Deferred tax assets:
Reserves	$	182	$	216
Accrued expenses	170		127
Deferred revenue	7,100		9,899
Derivatives	29		40
Stock-based compensation	240		102
Investment in MarketWise, LLC	29,088		28,981
Net operating loss carryforwards	3,147		1,260
Investment in flow-through partnerships	712		296
Lease liabilities	165		158
Fixed assets	—		9
Charitable contributions	9		25
Intangible assets	—		1,057
Research and development capitalization	86		—
Total deferred tax assets	$	40,928	$	42,170
Deferred tax liabilities
Deferred expense	$	(4,236)	$	(3,959)
Related party interest	—		(53)
Right-of-use asset	(216)		(213)
Fixed assets	(18)		—
Intangible assets	(38)		—
Total deferred tax liabilities	$	(4,508)	$	(4,225)
Valuation allowance	(29,088)		(28,981)
Net deferred tax assets	$	7,332	$	8,964

We had a federal net operating loss carryforward (“NOL”) of $5,997 and $4,942, which can be carried forward indefinitely as of December 31, 2022 and 2021, respectively. We also had state net operating losses of $4,145 and $272 as of December 31, 2022 and 2021, respectively, with varying carryforward periods. As of December 31, 2022, it is more likely than not that future operations will generate sufficient taxable income to realize the NOL and therefore, no valuation allowance was recorded on the NOL.

As a result of the Transactions, we recorded a deferred tax asset resulting from the outside basis difference in our interest in MarketWise, LLC. The Company considers both positive and negative evidence when measuring the need for a valuation allowance. A valuation allowance is not required to the extent that, in management’s judgment, positive evidence exists with a magnitude and duration sufficient to result in a conclusion that it is more likely than not (a likelihood of more than 50%) that the Company’s deferred tax assets will be realized.

In evaluating the need for a valuation allowance on the deferred tax asset, the Company considered positive evidence related to its historic earnings, forecasted income and reversal of temporary differences. Therefore, the Company recorded a valuation allowance of $29,088 and $28,981 for certain deferred tax assets that are not more likely than not to be realized as of December 31, 2022 and 2021, respectively.

The deferred tax asset is remeasured at the end of the reporting period to reflect the change in relative ownership of MarketWise, LLC held by the Company. The impact of the remeasurement of the noncontrolling interest is reflected in the consolidated statements of stockholders’ deficit / members’ deficit.

The Company did not record any penalties or interest related to uncertain tax positions, as management has concluded that no such positions exist, on the consolidated balance sheets as of December 31, 2022 and 2021. The Company does not expect any changes to uncertain tax positions within the next 12 months.

The Company is subject to examination for tax years beginning with the year ended December 31, 2019. The Company has been notified of an upcoming IRS examination of MarketWise, LLC for tax year 2020. The Company is not currently subject to income tax audits in any state jurisdictions for any tax year.

Tax Receivable Agreement

As part of the Transactions, we entered into Tax Receivable Agreements (“TRAs”) with certain shareholders. We expect to increase our share of the tax basis in the net assets of MarketWise, LLC when MarketWise, Inc. units are redeemed or exchanged by the Founding members of MarketWise, LLC. We intend to treat any redemptions and exchanges of MarketWise, Inc. units as direct purchases of MarketWise, Inc. units for United States federal income tax purposes. These increases in tax basis may reduce the amounts that we would otherwise pay in the future to various tax authorities. They may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets.

The TRA will represent approximately 85% of the calculated tax savings based on the portion of basis adjustments on future exchanges of MarketWise, LLC units and other carryforward attributes assumed that we anticipate to be able to utilize in future years. There was no exchange of MarketWise, LLC units as part of the Transactions and there has been no exchange since the Transactions; therefore, we have not recorded a liability under the TRAs as of December 31, 2022.

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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Variable Interest Entities [Abstract]

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions We have certain revenue share agreements with related parties. Accordingly, we recognized revenue from related parties of $2,363, $1,284 and $3,386 for the years ended December 31, 2022, 2021 and 2020, respectively. We incurred costs related to revenue share agreements with related parties which are capitalized within deferred contract acquisition costs. We capitalized $3,110, $10,326 and $5,891 for the years ended December 31, 2022, 2021 and 2020, respectively. A related party provided call center support and other services to the Company for which we recorded an expense within cost of revenue of $800, $1,260 and $1,005 for the years ended December 31, 2022, 2021 and 2020, respectively. We recorded fees paid to members of our Board of Directors of $293, $152 and $0 for the years ended December 31, 2022, 2021 and 2020, respectively, within related party expense in the accompanying consolidated statement of operations. A related party also provided certain corporate functions to the Company and the costs of these services are recorded within related party expense in the accompanying consolidated statement of operations. We recorded $85, $92 and $122 for the years ended December 31, 2022, 2021 and 2020, respectively. We held balances of $1,043 and $1,037 as of December 31, 2022 and December 31, 2021 of related party payables related to revenue share expenses, call center support, and the services noted above. The balances with our related party are presented net and are included in related party payables, net in the consolidated balance sheet. We earned fees and provided certain accounting and marketing services to companies owned by certain of MarketWise’s Class B unitholders. As a result, we recognized $656, $358 and $348 in other income, net for the years ended December 31, 2022, 2021 and 2020, respectively. Related party receivables related to these services were $403 and $358 as of December 31, 2022 and 2021, respectively. We lease offices from related parties. Lease payments made to related parties were $1,824, $1,536 and $1,505 for the years ended December 31, 2022, 2021 and 2020, respectively, and rent expense of $2,378, $2,224 and $2,224 were recognized in general and administrative expenses for the years ended December 31, 2022, 2021 and 2020, respectively, related to leases with related parties. At December 31, 2022 and 2021, respectively, ROU assets of $9,210 and $10,323 and lease liabilities of $7,041 and $7,545 are associated with leases with related parties. In April 2020 we provided a loan to a Class A unitholder and recognized a related party note receivable from the unitholder of $1,148. We recognized $17 and $10 in interest income for the years ended December 31, 2022 and 2021, respectively. The related party note receivable balance was $1,158 as of December 31, 2021. This loan was repaid in October 2022. In July 2021, the Company’s board approved and made a discretionary, one-time, lifetime-award, non-employee bonus payment of $10,000 to the Company’s founder, who is a Class B common stockholder, which was recorded within related party expense in the consolidated statement of operations. We incurred costs related to lead generation marketing from a related party vendor which was partially owned by a shareholder through November 2020. We purchased lead generation marketing totaling $15,326 for the year ended December 31, 2020, which was recorded in sales and marketing expenses. In August 2019, we provided an additional loan to a Class B unitholder and recognized a related party note receivable from the unitholder of $3,000. We recognized $25 in interest income for the year ended December 31, 2020. This loan was repaid in June 2020.

Variable Interest Entities

12 Months Ended

Dec. 31, 2022

Variable Interest Entities

We consolidated a VIE based on our ability to exercise power and being the primary beneficiary of the entity including directing the operations and marketing campaigns and sharing customer lists and publications, as of December 31, 2022 and 2021. There have been no reconsideration events during these periods. The assets of consolidated variable interest entities may only be used to settle obligations of these entities. In addition, there is no recourse to MarketWise for the consolidated VIE’s liabilities. The following represents financial information for the consolidated VIE included in the consolidated balance sheets:


	As of December 31,
	2022		2021
Current assets	$	3,678	$	3,901
Noncurrent assets	300		2
Total assets	$	3,978	$	3,903

Current liabilities	$	227	$	274

Total liabilities	$	227	$	274

Supplemental Cash Flow Information

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental Cash Flow Information

Supplemental cash flow disclosures are as follows:


	Year Ended December 31,
	2022		2021		2020
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	$	864	$	67	$	339
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	(2,264)		(1,761)		(2,767)
Operating lease right-of-use assets obtained in exchange for lease obligations	(795)		—		(409)
Operating lease right-of-use assets obtained in exchange for lease obligations from acquisitions	(51)		398		—

Supplemental Disclosures of Non-Cash Investing and Financing Activities:

Capitalized software included in accounts payable	38		12		—


Reconciliation of Cash and Cash Equivalents and Restricted Cash:
Cash and cash equivalents	$	158,575	$	139,078	$	114,422
Restricted cash	—		500		505
Total	$	158,575	$	139,578	$	114,927

Shareholders' Equity

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Shareholders' Equity

Shareholders’ Equity

The Company’s capital stock consists of (i) issued and outstanding Class A common stock with a par value of $0.0001 per share, and (ii) issued and outstanding Class B common stock with a par value of $0.0001 per share.

The table set forth below reflects information about the Company’s equity, as of December 31, 2022. The 3,051,000 Sponsor Earn Out shares held in escrow and the 2,000,000 Management Earn Out shares are considered contingently issuable shares and therefore excluded from the number of Class A common stock issued and outstanding in the table below.


	Authorized	Issued	Outstanding
Common stock - Class A	950,000,000	29,039,655	29,039,655
Common stock - Class B	300,000,000	291,092,303	291,092,303
Preferred stock	100,000,000	—	—
Total	1,350,000,000	320,131,958	320,131,958

Each share of Class A and Class B common stock entitles the holder one vote per share. Only holders of Class A common stock have the right to receive dividend distributions. In the event of liquidation, dissolution or winding up of the affairs of the Company, only holders of Class A common stock have the right to receive liquidation proceeds, while the holders of Class B common stock are entitled to only the par value of their shares. Class B common stock can be issued only to MarketWise Members, their respective successors and permitted transferees. Under the terms of the MarketWise Operating Agreement, and subject to certain restrictions set forth therein, the MarketWise Members are entitled to have their MarketWise Units redeemed or exchanged for shares of our Class A common stock, at our option. If redeemed for cash at the Company’s option, such cash would have to be generated through an offering of shares to the market such that there would not be any situation where there would be a net cash obligation to the Company for such redemption. Shares of our Class B common stock held by any such redeeming or exchanging MarketWise Member will be canceled for no additional consideration on a one-for-one

basis with the redeemed or exchanged MarketWise Units whenever the MarketWise Members’ MarketWise Units are so redeemed or exchanged. The MarketWise Members may exercise such redemption rights for as long as their MarketWise Units remain outstanding. For more information, see also Item 13: Certain Relationships and Related Transactions, and Director Independence — MarketWise Unit Redemption Right included in our Annual Report. Our board of directors has discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, of each series of preferred stock.

On November 4, 2021, our Board of Directors authorized the repurchase of up to $35.0 million in aggregate of shares of the Company’s Class A common stock, with the authorization to expire on November 3, 2023. We repurchased 2,484,717 and 500,270 shares totaling $13,054 and $3,340 in aggregate, including fees and commissions of $25 and $5 for the years ended December 31, 2022 and 2021, respectively. Since the inception of the program we have repurchased 2,984,987 total shares. The maximum dollar value of shares that may yet to be purchased under the plan was $18,636 as of December 31, 2022

For each share of Class A common stock the Company repurchases under the share repurchase program, MarketWise, LLC, the Company’s direct subsidiary, will redeem one common unit of MarketWise, LLC held by the Company, decreasing the percentage ownership of MarketWise, LLC by the Company and relatively increasing the ownership by the other unitholders.

As more fully described in Note 18 – Warrant Exchange below, during September 2022 we issued Class A common stock totaling 5,939,739 in connection with our warrant exchange transaction.

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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Revenue from Contract with Customer [Abstract]

Warrant Exchange	12 Months Ended
Warrant Exchange	Dec. 31, 2022
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Warrant Exchange	Warrant Exchange On August 17, 2022, we commenced an exchange offer (the “Offer”) and consent solicitation (the “Consent Solicitation”) relating to our outstanding Public Warrants and Private Placement Warrants to purchase shares of Class A common stock at $11.50 per share. Each holder was offered the opportunity to receive 0.1925 shares of Class A common stock in exchange for each outstanding warrant tendered by the holder and exchanged pursuant to the Offer. Concurrently with the Offer, we solicited consents from holders of the warrants to amend the warrant agreement that governs all of the warrants (the “Warrant Agreement”) to permit us to require that each warrant outstanding upon the closing of the Offer be exchanged for 0.17325 shares of Class A common stock, which is a ratio 10% less than the exchange ratio applicable to the Offer (such amendment, the “Warrant Amendment”). On September 14, 2022, we concluded the Offer and Consent Solicitation with approximately 96% of the outstanding warrants validly tendered and not withdrawn prior to the expiration of the Offer and Consent Solicitation. Accordingly, on September 19, 2022, we issued 5,725,681 shares of Class A common stock in exchange for the 29,743,932 warrants tendered in the Offer. Additionally, we received the requisite approval of warrant holders to enter into the Warrant Amendment. Accordingly, we and Continental Stock Transfer & Trust Company entered into the Warrant Amendment, dated September 15, 2022, and we exercised our right, in accordance with the terms of the Warrant Amendment, to exchange each warrant that was outstanding upon the closing of the Offer for 0.17325 shares of Class A common stock per warrant. On September 30, 2022, we issued 214,058 shares of Class A common stock in exchange for the 1,236,061 outstanding warrants after closing of the Offering. As a result, there are no outstanding warrants as of September 30, 2022, and the warrants were delisted from trading on the Nasdaq. In connection with the warrant exchange, we paid out a de minimis amount of cash in lieu of fractional shares. We incurred $2.1 million of costs directly related to the warrant exchange, consisting primarily of dealer manager fees and professional, legal, printing, filing, regulatory, and other costs. These costs were recorded in general and administrative expenses on the consolidated statements of operations as the transactions did not generate any proceeds to us and therefore the costs did not qualify to be deferred or charged to additional paid-in-capital under ASC 340-10-S99-1.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsSubsequent to December 31, 2022, we granted approximately 3.4 million RSUs in aggregate to certain employees and service providers under our 2021 Award Incentive Plan.

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Consolidation	Basis of Consolidation The accompanying consolidated financial statements include the accounts of MarketWise, Inc. and its subsidiary, MarketWise, LLC, a variable interest entity (“VIE”) for which MarketWise, Inc. is deemed to be the primary beneficiary. MarketWise, Inc. is a holding company that owns a minority economic interest in MarketWise, LLC but, through its role as the managing member of MarketWise, LLC, controls all of the business and operations of MarketWise, LLC. Therefore, MarketWise, LLC and its subsidiaries are included in the Company’s consolidated financial statements. As of December 31, 2022, MarketWise, Inc. had a 9.1% ownership interest in MarketWise, LLC. The Company determined that MarketWise, LLC is the primary beneficiary of a VIE, Stansberry Pacific Research, and therefore, the assets, liabilities, and results of operations of that VIE are included in the Company’s consolidated financial statements. For more information on Stansberry Pacific Research, see Note 15 – Variable Interest Entities. The consolidated financial statements have been prepared in accordance with GAAP. All intercompany balances and transactions have been eliminated in consolidation. The accompanying statements of operations include expenses for certain functions historically performed by a related party, including general corporate services, such as legal, accounting, treasury, information technology, human resources and administration. These expenses are based primarily on direct usage when identifiable, direct capital expenditures or other relevant allocations during the respective periods. We believe the assumptions underlying the accompanying consolidated financial statements, including the assumptions regarding these expenses from this related party, are reasonable. Actual results may differ from these expenses, assumptions and estimates. The amounts recorded in the accompanying consolidated financial statements are not necessarily indicative of the actual amount of such indirect expenses that would have been recorded had we been a separate independent entity.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made in the accompanying financial statements include, but are not limited to, the fair value of common units, derivatives, warrants, valuation of assets acquired and liabilities assumed in business combinations, useful lives of intangible assets with definite lives, benefit period of deferred contract acquisition costs, grant-date fair value of equity awards, determination of standalone selling prices, estimated life of membership customers, recoverability of goodwill and long-lived assets, valuation allowances on deferred tax assets, the incremental borrowing rates to calculate lease liabilities and right-of-use (“ROU”) assets and certain accruals. We evaluate our estimates and assumptions on an ongoing basis using historical experience and other factors and adjust those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates.
Variable Interest Entity	Variable Interest Entity The usual condition for a controlling financial interest is ownership of a majority of the voting interests of an entity. However, a controlling financial interest may also exist through arrangements that do not involve controlling voting interests when an entity is insufficiently capitalized, or when an entity is not controlled through its voting interests, which is referred to as a variable interest entity (“VIE”). We evaluate our ownership, contractual and other interests in entities to determine if we have a variable interest in an entity. These evaluations are complex, involve judgment, and the use of estimates and assumptions based on available historical information, among other factors. If we hold a contractual or ownership interest in an entity and we determine that the entity is a VIE and that we are determined to be the primary beneficiary, we consolidate such entity in our consolidated financial statements. The primary beneficiary of a VIE is the party that meets both of the following criteria: (1) has the power to make decisions that most significantly affect the economic performance of the VIE; and (2) has the obligation to absorb losses or the right to receive benefits that in either case could potentially be significant to the VIE. Periodically, we determine whether any changes in the interest or relationship with the entity impact the determination of whether we are still the primary beneficiary. If we are not deemed to be the primary beneficiary in a VIE, we account for the investment or other variable interests in a VIE in accordance with applicable GAAP. We have determined that Stansberry Pacific Research is a VIE and that we are the primary beneficiary of Stansberry Pacific Research since we have the ability to direct the activities of the VIE and have the obligation to absorb the loss or the right to receive the benefit.
Segment Information	Segment Information Operating segments are components of an enterprise for which separate financial information is available and is evaluated regularly by our chief operating decision-maker (“CODM”) in deciding how to allocate resources and assess performance. Our Chief Executive Officer serves as the CODM. Based on the financial information presented to and reviewed by our CODM in assessing our performance and for the purposes of allocating resources, we have determined our operating subsidiaries represent individual operating segments with similar economic characteristics that meet the criteria for aggregation into a single reporting segment for financial statement purposes. Accordingly, we have a single reportable segment.
Cash and Cash Equivalents and Restricted Cash	Cash and Cash Equivalents and Restricted Cash We consider all financial instruments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents. Our cash equivalents are composed of money market funds and certificates of deposit. We hold certain restricted cash with credit card processors as reserves for chargebacks and refunds. As the reserves are based on our credit card receivables which are collected within twelve months of each reporting period, the restricted cash has been included in current assets on the consolidated balance sheets.
Accounts Receivable, Net	Accounts Receivable, Net Our accounts receivable primarily consist of receivables from third-party credit card providers which are stated at net realizable value. We did not record an allowance for doubtful accounts for the years ended December 31, 2022 and 2021.
Concentration of Credit Risk and Other Risks and Uncertainties	Concentration of Credit Risk and Other Risks and UncertaintiesFinancial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash. We maintain deposits in federally insured financial institutions in excess of federally insured limits. We are exposed to credit risk in the event of a default by the financial institutions holding our cash to the extent recorded on the consolidated balance sheets. Management believes we are not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held.
Derivative Financial Instruments	Derivative Financial Instruments From time to time, we utilize instruments which may contain embedded derivative instruments as part of our overall strategy to compensate and retain key employees and independent contractors (see Note 8 – Derivative Financial Instruments below for additional information). Our derivative instruments are recorded at fair value on the consolidated balance sheets. Our derivative instruments have not been designated as hedges; therefore, both realized and unrealized gains and losses are recognized in earnings. For the purposes of cash flow presentation, realized and unrealized gains or losses are included within cash flows from operating activities. Upfront cash payments received upon the issuance of derivative instruments are included within cash flows from financing activities within the consolidated statements of cash flows.
Property and Equipment, Net	Property and Equipment, Net Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized using the straight-line method over the shorter of the related asset’s estimated useful life or the remaining term of the lease. Maintenance and repairs are charged to operations as incurred. Upon sale or retirement of assets, the cost and related accumulated depreciation are removed from the balance sheet and the resulting gain or loss is reflected in operations.
Business Combinations	Business Combinations We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed, and intangible assets acquired based on their estimated fair values as of the acquisition date. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing assets acquired and liabilities assumed include, but are not limited to, future expected cash flows from acquired customers, trade names, acquired technology and deferred revenue from a market participant perspective, as well as determining useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and as a result, actual results may differ from estimates. During the measurement period, which is up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded in earnings.
Goodwill	Goodwill Goodwill represents the excess of the aggregate fair value of the consideration transferred in a business combination over the fair value of the assets acquired, net of liabilities assumed. Goodwill is not amortized but is evaluated for impairment annually, or more frequently if events or changes in circumstances indicate the goodwill may be impaired. Our annual impairment testing date is the first day of the fourth quarter. Events or changes in circumstances which could trigger an impairment review include significant changes in the manner of our use of the acquired assets or the strategy for our overall business, significant negative industry or economic trends, significant underperformance relative to historical or projected future results of operations, a significant adverse change in the business climate, an adverse action or assessment by a regulator, unanticipated competition or a loss of key personnel. We have the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of the reporting unit is less than its carrying amount, including goodwill. If, after assessing the totality of events or circumstances, we determine it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then the quantitative goodwill impairment test is not required. However, if we conclude otherwise, then we are required to perform the quantitative goodwill impairment test. The quantitative goodwill impairment test involves comparing the estimated fair value of the reporting unit with its respective carrying amount, including goodwill. If the estimated fair value exceeds the carrying amount, goodwill is considered not to be impaired and no additional steps are necessary. If, however, the estimated fair value of the reporting unit is less than the carrying amount, then an impairment loss is recognized in an amount equal to the excess, limited to the total amount of goodwill allocated to that reporting unit.
Intangible Assets, Net	Intangible Assets, NetIntangible assets, net consists primarily of identifiable intangible assets that are subject to amortization such as developed technology, customer relationships, and trade names resulting from our acquisitions. Intangible assets arising from acquisitions are recorded at fair value on the date of acquisition and amortized over their estimated economic lives on a straight-line basis which approximates the pattern in which the economic benefits of the assets will be consumed. Intangible assets are presented net of accumulated amortization in the consolidated balance sheet.
Cryptocurrencies	Cryptocurrencies We purchased cryptocurrencies during the year ended December 31, 2018 primarily to be redeemed by customers as part of certain marketing campaigns. We recognized our portfolio of cryptocurrencies as intangible assets since cryptocurrencies are not considered cash and cash equivalents and do not have physical substance. We believe that the cryptocurrencies have an indefinite life since there are no significant legal, regulatory, contractual or economic factors that would limit the cryptocurrencies’ useful life. Our indefinite-lived cryptocurrency holdings are not amortized but are evaluated for impairment annually, or more frequently if events or changes in circumstances indicate the carrying amount may not be recoverable. We utilize the quoted market values of the cryptocurrencies in the impairment test on the cryptocurrency holdings. We sold cryptocurrencies on hand after the marketing campaigns ended and recognized gains of $0, $105 and $0 during the years ended December 31, 2022, 2021 and 2020, respectively, in other income, net on the consolidated statement of operations. As of December 31, 2022, we do not hold any cryptocurrencies. The cash flows associated with the cryptocurrencies are recognized in the consolidated statement of cash flows as operating activities due to the nature of the transactions.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets Long-lived assets are reviewed for indications of possible impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability is measured by comparison of the carrying amounts to the future undiscounted cash flows attributable to these assets or asset groups. An impairment loss is recognized to the extent an asset group is not recoverable, and the carrying amount exceeds the projected discounted future cash flows arising from these assets. There were no impairments of long-lived assets for any of the periods presented.
Revenue Recognition	Revenue Recognition We recognize revenue in accordance with Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606) and the related amendments (“ASC 606”). We determine revenue recognition through the following steps: •Identify the contract, or contracts, with a customer; •Identify the performance obligations in the contract; •Determine the transaction price; •Allocate the transaction price to the performance obligations in the contract; and •Recognize revenue when, or as, a performance obligation is satisfied Research and software-as-a-service (“SaaS”) subscriptions We primarily earn revenue from services provided in delivering subscription-based financial research, publications and SaaS offerings to individual customers through our online platforms. Revenues are recognized evenly over the duration of the subscriptions, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those services. Customers are typically billed in advance of the subscriptions. We also offer membership subscriptions where we receive an upfront payment upon entering into the contract and receive a lower amount annually (a “maintenance fee”) thereafter. The right to discounts on future maintenance fee payments is considered a material right which is recognized as revenue when the customer exercises the option or when the option expires. Certain upfront fees on membership subscriptions are paid in installments, generally over a twelve-month period. We recognize revenue related to membership subscriptions over the estimated customer lives, which was five years for each of the years ended December 31, 2022, 2021 and 2020. We have determined the estimated life of membership customers based on historic customer attrition rates. Advertising and other We earn revenue from the sale of advertising placements on our websites. We also earn revenue from the sale of print products and events, such as webinars and conferences. In addition we recognize revenue that we refer to as “revenue share,” where we earn a fee for each successful sale that third party companies or related parties generate from our customer list. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. We have also offered customers the option to redeem a certain value of cryptocurrencies as part of certain marketing campaigns. These offers are considered to be material rights for our customers and we allocate a portion of the transaction price to the material right performance obligation. Revenue associated with the material rights is recognized when the customer exercises the option or when the option expires. Our performance obligations are satisfied over time as subscriptions are available to customers or at a point-in-time as products are delivered to customers. Accordingly, revenue from subscription services is recognized over the duration of the subscription. Our advertising performance obligations are satisfied at a point-in-time, and revenue is recognized when impressions are delivered. Revenue from products is recognized at a point-in-time when delivered. Revenue from events is recognized over the duration of the event. In addition, we apply the sales-based or usage-based royalty exception to revenue share, which are sales of functional intellectual property. Revenue is recognized at a point-in-time as fees are earned on successful sales from the customer lists. Contracts with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations if subscription services are sold with other subscriptions, products or events within one contract. For such contracts, we allocate the transaction price to each performance obligation based on its relative standalone selling price. We generally determine standalone selling prices based on the prices charged to customers on a standalone basis. Contract Balances A contract asset is defined as an entity's right to consideration for goods or services that the entity has transferred to a customer but customer payment is contingent on a future event. A contract liability is defined to occur if the customer's payment of consideration precedes the entity's performance and represents the entity's obligation to transfer goods or services to a customer for which the entity has received consideration. Timing of revenue recognition may differ from the timing of invoicing to customers. We record a receivable when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing. No other contract assets are recorded on our consolidated balance sheets as of December 31, 2022 and 2021. Deferred revenue is primarily comprised of unearned revenue related to subscription services. Subscribers typically pay all or a portion of the subscription fees by credit card prior to the start of the subscriptions. Contract receivables are presented as accounts receivable due to processing time with credit card providers. Subscribers may be able to cancel certain subscriptions for a full or pro-rated refund for a certain period of time, which is usually not more than 90 days after the start of their subscriptions. After the refund period, we have no obligation to refund any of the consideration received. Refund obligations are a significant estimate which we recognize as of each reporting period based on historical trends and record a contract liability for this amount in other current liabilities on the consolidated balance sheets. Assets Recognized from Costs to Obtain a Contract with a Customer We capitalize incremental costs that are directly related to the acquisition or renewal of customer contracts, to the extent that the costs are expected to be recovered and if we expect the benefit of these costs to be longer than one year. We have elected to utilize the practical expedient and expense costs to obtain a contract with a customer when the expected benefit period is one year or less. Our capitalizable incremental costs include sales commissions to employees and fees paid to marketing vendors that are generally calculated as a percentage of the customer sale. We also capitalize revenue share fees that are payable to other companies, including related parties, who share their customer lists with us for each successful sale we make to a customer from their list. Capitalized costs are amortized on a straight-line basis over the shorter of the expected customer life or the expected benefit related directly to those costs, which is approximately four years.
Leases	Leases We follow the provisions of ASU No. 2016-02, Leases (“ASU 2016-02”). We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, operating lease liabilities, and operating lease liabilities, noncurrent in the consolidated balance sheets. We do not have any finance lease agreements. ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The operating lease ROU asset includes any lease payments made and excludes payments received for lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components, which are generally combined. We have elected, as an accounting policy for leases of real estate, to account for lease and non-lease components in a contract as a single lease component. We elected to use the practical expedient for short-term leases, and therefore do not record right-of-use assets or lease liabilities with lease durations of twelve months or less. Rather, the lease payments for short-term leases are recognized on the consolidated statements of operations on a straight-line basis over the lease term. We have also elected the practical expedient on not separating lease components from nonlease components for our office leases. Variable payments, such as common area charges, maintenance, insurance and taxes, are primarily based on the amount of space we occupy. These payments in our leases are not dependent on an index or a rate and are excluded from the measurement of the lease liabilities and recognized in the consolidated statements of operations in the period in which the obligation for those payments is incurred. We remeasure our lease payments when the contingency underlying such variable payments is resolved such that some or all of the remaining payments become fixed.
Cost of Revenue	Cost of Revenue Cost of revenue consists primarily of payroll and payroll-related costs associated with producing and publishing our content, customer service, credit card processing fees, product costs and allocated overhead.
Sales and Marketing	Sales and MarketingSales and marketing expenses consist primarily of payroll and payroll-related costs, amortization of deferred contract acquisition costs, allocated overhead, agency costs, advertising campaigns, and branding initiatives. Conferences, webinars and other event costs are expensed during the period in which the event takes place. Other sales and marketing and advertising costs are expensed as they are incurred.
Research and Development	Research and Development Research and development expenses consist primarily of payroll and related costs, allocated overhead, technical services, software expenses, and hosting expenses.
General and Administrative	General and Administrative General and administrative expenses consist primarily of payroll and related costs associated with our finance, legal, information technology, human resources, executive and administrative personnel, legal fees, corporate insurance, office expenses, professional fees, and travel and entertainment costs.
Stock-Based Compensation	Stock-Based Compensation Stock-based compensation expenses are included in cost of revenue, sales and marketing, and general and administrative expenses in a manner consistent with the employee’s salary and benefits in the consolidated statements of operations. 2021 Incentive Award Plan On July 21, 2021, the MarketWise, Inc. 2021 Incentive Award Plan (the “2021 Incentive Award Plan”) became effective. We have reserved a total of 32,938,082 shares of MarketWise Class A common stock for issuance pursuant to the 2021 Incentive Award Plan, and the maximum number of shares that may be issued pursuant to the exercise of incentive stock options granted under the 2021 Incentive Award Plan is 32,045,000, in each case, subject to certain adjustments set forth therein. The 2021 Incentive Award Plan provides for the grant of stock options, including incentive stock options, or ISOs, and nonqualified stock options, or NSOs; restricted stock; restricted stock units, or RSUs; stock appreciation rights, or SARs; and other stock or cash-based awards. Equity-based compensation with service conditions is measured based on the grant date fair value of the awards and recognized as compensation expense over the period during which the recipient is required to perform services in exchange for the award (the requisite service period). We have elected to use a straight-line attribution method for recognizing compensation costs relating to awards that have service conditions only. Forfeitures are recorded as they occur. 2021 ESPP As a result of the Transactions, we adopted the 2021 Employee Stock Purchase Plan (“ESPP”) effective on January 1, 2022. Under the ESPP, the Company authorizes the grant of the right to purchase shares of Class A common stock by employees who qualify under the ESPP. As of December 31, 2022, The Company has reserved for issuance a total of 6,557,847 shares of Class A common stock for the ESPP. The current offering period began on July 1, 2022 and ended on December 31, 2022. The ESPP is implemented through a series of offerings under which eligible employees are granted purchase rights to purchase shares of the Company’s Class A common stock on specified dates during such offerings. Under the ESPP, the Company has determined the offering period to occur in six month intervals, with the purchase occurring as of the last trading day of each offering period. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85% of the lesser of (1) the fair market value of the Company’s Class A common stock on the first trading day of the offering period, or (2) the fair market value of the Company’s Class A common stock on the purchase date, as defined in the ESPP. The fair value of the ESPP is determined using the Monte Carlo model as of the beginning of each offering period and is expensed ratably over the six month offering period. Class B Units As more fully described above, we completed our Transactions in July 2021, and all Class B Units fully vested as of the transaction date, and the original operating agreement was terminated and replaced by a new operating agreement consistent with the Company’s Up-C structure. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the MarketWise, LLC common units are treated as common equity under the new operating agreement and do not generate stock-based compensation expense. Prior to the Transactions, under the old operating agreement, and as part of our compensation and retention strategy, we granted incentive compensation units (“Class B Units”) to certain key employees, which are profit interests for United States federal income tax purposes. The Class B Units were accounted for as a substantive class of equity and allowed the recipient to realize value only to the extent that the value of the award appreciated. The Class B Units contained service-based vesting conditions and had different vesting terms depending upon the employee which ranged from vesting immediately to eight years; vesting was accelerated upon the completion of the Transactions. Compensation cost was recognized on a straight-line basis over the requisite service period until vesting for the entire award, but at least equaled the number of vested units determined by the underlying vesting schedule. Forfeitures were accounted for in the period in which they occur. The Class B Units were subject to a put and call option whereby we could elect to redeem or be required to redeem these units at a value determined by a predefined formula based on a multiplier of our net income as defined by management. Employees may not exercise the put option until 25 months have elapsed from the issuance date. Since the redemption price is not representative of fair value, the employees are not considered to be subject to the risks and rewards of share ownership, and the Class B Units were classified as liabilities in the accompanying consolidated balance sheet. Prior to the completion of the Transactions, the liability for Class B units was remeasured to fair value at the end of each reporting period. Since Class B Units were classified as liabilities, all cash distributions made to the unitholders of the Class B Units pursuant to our operating agreement were considered to be stock-based compensation expenses. Upon consummation of the Transactions, the old operating agreement was terminated and a new operating agreement was adopted. This new operating agreement does not contain the put and call options that existed under the previous operating agreement, and the common units are treated as common equity under the new operating agreement and do not generate stock-based compensation expense.
Capitalized Software Development Costs	Capitalized Software Development Costs For internal use software, we capitalize external costs and payroll and payroll-related costs related to employees that developed new or additional software functionality. Costs incurred during the preliminary project and post-implementation stages are expensed as incurred and included in research and development in the consolidated statements of operations. These capitalized costs are amortized using the straight-line method over the software’s expected useful life, which is generally three years.
Capitalized Implementation Costs	Capitalized Implementation CostsWe capitalize implementation costs incurred in cloud computing hosting arrangements that are service contracts and amortize such costs using the straight-line method over the term of the related hosting arrangement and any expected renewal periods. These costs include external direct costs for materials and services and payroll and payroll-related costs of employees devoting time to the project. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalized implementation costs are capitalized within other current assets and other assets on the consolidated balance sheets.
Fair Value Measurement	Fair Value Measurement Assets and liabilities recorded at fair value on a recurring basis in the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their fair values. Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. GAAP establishes a three-tier fair value hierarchy for disclosure of fair value measurements as follows: Level 1—Observable inputs such as unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; Level 3— Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amount of our financial instruments, including accounts receivable, trade and other payables, accrued expenses and related party receivables and payables, approximate their respective fair values because of their short maturities. The fair value of stock-based compensation liabilities for Class B Units, the derivatives liabilities associated with our deferred compensation arrangements, and the warrant liabilities were determined using unobservable Level 3 inputs. We have not elected the fair value option for any financial assets and liabilities for which such an election would have been permitted.
Warrant Liability	Warrant Liability Warrants are accounted for as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. As of December 31, 2021, all of our warrants are classified as liabilities. As more fully described in Note 18 – Warrant Exchange the Private Placement Warrants and Public Warrants were exchanged for Class A common stock of MarketWise, Inc. in September 2022.
Foreign Currency Translation	Foreign Currency Translation Our VIE is an entity in Singapore, and its functional currency is the local currency. Gains and losses on transactions denominated in currencies other than the functional currency are included in determining net income (loss) for the period. Assets and liabilities of our foreign subsidiary are translated using the exchange rates in effect at the balance sheet date. Results of operations are translated using weighted average exchange rates. Adjustments arising from the translation of our foreign subsidiary’s functional currency into U.S. dollars are reported as foreign currency translation adjustments in accumulated other comprehensive loss in the consolidated statements of members’ deficit. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in other income, net in the accompanying consolidated statement of operations when realized. Foreign currency transaction activity was immaterial for the years ended December 31, 2022, 2021 and 2020.
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) is currently comprised of changes in foreign currency translation adjustments.
Income Taxes	Income Taxes Prior to the Transactions, we were a pass-through entity for income tax purposes. Subsequent to the Transactions, the portion of earnings allocable to MarketWise, Inc. is subject to corporate level tax rates at the federal, state and local levels. Therefore, the amount of income taxes recorded prior to the Transaction are not representative of the expenses expected in the future. The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between our GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date. The estimates used to compute the provision for income taxes may change throughout the year as new events occur, additional information is obtained or as tax laws and regulations change. Accordingly, the effective tax rate for future interim periods may vary materially. We account for income taxes pursuant to the asset and liability method which requires us to recognize current tax liabilities or receivables for the amount of taxes we estimate are payable or refundable for the current year, deferred tax assets and liabilities for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts and their respective tax bases of assets and liabilities and the expected benefits of net operating loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period enacted. A valuation allowance is provided when it is more likely than not that a portion or all of a deferred tax asset will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income and the reversal of deferred tax liabilities during the period in which related temporary differences become deductible. The benefit of tax positions taken or expected to be taken in our income tax returns is recognized in the financial statements if such positions are more likely than not of being sustained upon examination by taxing authorities. Differences between tax positions taken or expected to be taken in a tax return and the benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of net operating loss carryover or amount of tax refundable is reduced) for an unrecognized tax benefit because it represents a potential future obligation to the taxing authority for a tax position that was not recognized. Interest costs and related penalties related to unrecognized tax benefits are required to be calculated, if applicable and are recognized as general and administrative expenses.
Tax Receivable Agreement Obligation	Tax Receivable Agreement Obligation In connection with the Transactions, concurrently with the Closing, we have entered into Tax Receivable Agreements (“TRA”) with owners of MarketWise, LLC prior to the Transactions (the “TRA Parties”). The TRAs generally provide for the payment by us to the TRA Parties of 85% of the cash tax benefits, if any, that we are deemed to realize as a result of tax basis adjustments as a result of sales and exchanges of units of MarketWise, LLC in connection with, or following the Transactions, and certain distributions with respect to units. These tax basis adjustments generated over time may increase (for tax purposes) the depreciation and amortization deductions available to us and, therefore, may reduce the amount of U.S. federal, state and local tax that we would otherwise be required to pay in the future, although the IRS may challenge all or part of the validity of that tax basis, and a court could sustain such challenge. The tax basis adjustments upon sales or exchanges of units for shares of Class A common stock and certain distributions with respect to Class A LLC Units may also decrease gains (or increase losses) on future dispositions of certain assets to the extent tax basis is allocated to those assets. Actual tax benefits realized by us may differ from tax benefits calculated under the Tax Receivable Agreements as a result of the use of certain assumptions in the TRAs, including the use of an assumed weighted average state and local income tax rate to calculate tax benefits. The payments that we may make under the TRAs are expected to be substantial. We account for the effects of these increases in tax basis and associated payments under the TRAs if and when exchanges occur as follows: a.recognizes a contingent liability for the TRA obligation when it is deemed probable and estimable, with a corresponding adjustment to additional paid-in-capital, based on the estimate of the aggregate amount that MarketWise, Inc. will pay; b.records an increase in deferred tax assets for the estimated income tax effects of the increases in tax basis based on enacted federal and state tax rates at the date of the exchange; c.to the extent we estimate that we will not realize the full benefit represented by the deferred tax asset, based on an analysis that will consider, among other things, our expectation of future earnings, we reduce the deferred tax asset with a valuation allowance; and, d.The effects of changes in any of the estimates and subsequent changes in the enacted tax rates after the initial recognition will be included in our net income. As of December 31, 2022, there has been no exchange of MarketWise, LLC units and therefore no TRA liability has been recognized.
Earnout Shares	Earnout Shares Pursuant to the Transaction Agreement, at the closing of the Transactions, we placed 3,051,000 shares of MarketWise, Inc. Class A common stock into escrow to be released to the Sponsor if certain conditions are met. In addition, certain management members of the Company have been allocated 2,000,000 shares of Class A common stock in aggregate, with shares to be placed in escrow, and released at any time during a 4-year period following closing of the Transaction, if certain conditions are met. The sponsor and management earnout shares will be released as follows: 1) 50% when the volume weighted average price (the “VWAP) of Class A common stock is greater than or equal to $12.00 for a period of at least 20 trading days within a consecutive 30-trading-day period, or based on the per share equity value in a transaction in which our shareholders sell their shares; and 2) 50% when the volume weighted average price (the “VWAP) of Class A common stock is greater than or equal to $14.00 for a period of at least 20 trading days within a consecutive 30-trading-day period, or based on the per share equity value in a transaction in which our shareholders sell their shares. The sponsor and management earnout shares are classified as equity transactions at initial issuance and at settlement when the release conditions are met. Until the shares are issued and released, the earnout shares are not included in shares outstanding. The earnout shares are not considered stock-based compensation. As of the date of the Transactions, the sponsor and management earnout shares had a fair value of $26.0 million for 5,051,000 shares of Class A common stock.
Noncontrolling Interest	Noncontrolling Interest Noncontrolling interest represents the Company’s noncontrolling interest in consolidated subsidiaries which are not attributable, directly or indirectly, to the controlling Class A common stock ownership of the Company. The Transactions occurred on July 21, 2021. As a result, net income (loss) for the year ended December 31, 2021 was attributed to the pre-Transactions period from January 1, 2021 through July 21, 2021 and to the post-Transactions period from July 22, 2021 through December 31, 2021. Net income (loss) in the pre-Transactions period was attributable to consolidated MarketWise, LLC and its respective noncontrolling interests and in the post-Transactions period was attributable to consolidated MarketWise, Inc. and its respective noncontrolling interests. Net income for the year ended December 31, 2022 was fully attributable to consolidated MarketWise, Inc. and its respective noncontrolling interests in the post-Transactions period. As of December 31, 2022, MarketWise, Inc.’s controlling interest in MarketWise, LLC was 9.1% and the noncontrolling interest was 90.9%. For the year ended December 31, 2022 net income attributable to controlling interests included a $14,931 gain on warrant liabilities and a $1,490 tax provision, both of which are 100% attributable to the controlling interest.
Earnings Per Share	Earnings Per Share Basic net income per share is based on the weighted average number of shares of Class A common stock issued and outstanding after the closing of the Transactions. Diluted net income per share is based on the weighted average number of shares of Class A common stock issued and outstanding and the effect of all dilutive common stock equivalents and potentially dilutive share based compensation awards outstanding during the period after the closing of the Transactions. Class B common stock is not a participating security, therefore it is not included in the earnings per share calculation.
Adjustments Related to Prior Period Financial Statements	Adjustments Related to Prior Period Financial Statements During the year ended December 31, 2021, the Company determined that there were immaterial misstatements of revenue and general and administrative expenses in our previously issued annual financial statements. The Company corrected these misstatements by recognizing out-of-period adjustments during the year ended December 31, 2021, which increased our revenue by $5.7 million and decreased our general and administrative expenses by $2.8 million for the period. For the year ended December 31, 2021, the out-of-period adjustments were a cumulative $8.5 million decrease in net loss. Management determined that the correction of these misstatements were not material to our previously issued financial statements on both a quantitative and qualitative basis nor our 2021 financial statements on both a quantitative and qualitative basis.
Recently Issued and Adopted Accounting Pronouncements	Recently Issued and Adopted Accounting Pronouncements In October 2021, the FASB issued ASU 2021-08: Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The amendments in this ASU adds contract assets and contract liabilities to the list of exceptions to the recognition and measurement principles that apply to business combinations. As a result, acquiring entities are required to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, instead of fair value. We have early adopted and applied this ASU to the Buttonwood Publishing transaction (as defined herein). See Note 4 – Acquisitions for additional disclosure on the Buttonwood Publishing transaction. The FASB issued the following ASUs to provide temporary, optional expedients related to the accounting for contract modifications and hedge accounting as a result of the anticipated market transition away from the use of London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates: •ASU 2020-04: Facilitation of the Effects of Reference Rate Reform on Financial Reporting, issued and effective in March 2020 •ASU 2021-01: Reference Rate Reform: Scope, issued and effective in January 2021 •ASU 2022-06: Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848, issued and effective in December 2022 The Company may elect to apply the guidance through December 31, 2024. The Company does not expect that the adoption will have a material impact on its consolidated financial statements and related disclosures.

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2022

Disaggregation of Revenue


	Year Ended December 31, 2022
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	508,894	$	—	$	—	$	—	$	508,894
Transferred at a point in time	—		744		2,363		402		3,509
Total	$	508,894	$	744	$	2,363	$	402	$	512,403


	Year Ended December 31, 2021
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	543,881	$	—	$	—	$	—	$	543,881
Transferred at a point in time	—		2,479		1,284		1,539		5,302
Total	$	543,881	$	2,479	$	1,284	$	1,539	$	549,183


	Year Ended December 31, 2020
	Subscriptions		Advertising		Revenue Share (Related Party)		Revenue Share (Third-party)		Total
Timing of transfer:
Transferred over time	$	356,265	$	—	$	—	$	—	$	356,265
Transferred at a point in time	—		1,965		3,386		2,563		7,914
Total	$	356,265	$	1,965	$	3,386	$	2,563	$	364,179

Revenue recognition by subscription type was as follows:


	Year Ended December 31,
	2022		2021		2020
Membership subscriptions	$	195,370	$	192,273	$	134,525
Term subscriptions	313,524		351,608		221,740
Non-subscription revenue	3,509		5,302		7,914
Total	$	512,403	$	549,183	$	364,179

Net revenue by principal geographic areas was as follows:


	Year Ended December 31,
	2022		2021		2020
United States	$	512,083	$	547,026	$	361,547
International	320		2,157		2,632
Total	$	512,403	$	549,183	$	364,179

Summary of Contract Balances

Accounts receivable, deferred revenue and obligation for refunds are as follows:


	As of December 31,
	2022		2021		2020
Contract balances
Accounts receivable	$	4,040	$	7,805	$	12,398
Obligations for refunds	4,676		5,590		3,448
Deferred revenue – current	310,555		311,543		274,819
Deferred revenue – non-current	348,273		393,043		254,481

Capitalized Costs Associated with Contracts With Customers

The following table presents the opening and closing balances of our capitalized costs associated with contracts with customers:


Balance at January 1, 2020	$	42,314
Royalties and sales commissions – additions	43,273
Revenue share and cost per acquisition fees – additions	52,193
Amortization of capitalized costs	(30,544)
Balance at December 31, 2020	$	107,236
Royalties and sales commissions – additions	68,938
Revenue share and cost per acquisition fees – additions	98,747
Amortization of capitalized costs	(71,850)
Balance at December 31, 2021	$	203,071
Royalties and sales commissions – additions	35,223
Revenue share and cost per acquisition fees – additions	57,173
Amortization of capitalized costs	(97,849)
Balance at December 31, 2022	$	197,618

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:


Right of use asset	$	50
Goodwill	8,019
Tradenames	709
Customer relationships	9,350
Total assets acquired	18,128

Deferred revenue, current	(2,648)
Operating lease liabilities, current	(22)
Operating lease liabilities, noncurrent	(28)
Deferred revenue, noncurrent	(2,660)

Liabilities assumed	(5,358)

Net assets acquired	$	12,770

The following table summarizes the fair value of assets acquired and liabilities assumed as of the acquisition date:


Cash	$	151
Other current assets	138
Customer relationships	3,664
Tradenames	657
Software	247
Goodwill	5,187
Other noncurrent assets	443
Total assets acquired	10,487
Liabilities assumed	(2,387)
Net assets acquired	$	8,100

Cash consideration	$	7,290
Noncontrolling interest	810
Total consideration	$	8,100

Goodwill and Intangible Assets, Net (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying amounts of goodwill are as follows:


Balance at January 1, 2021	$	18,101
Acquisition of Chaikin	5,187
Balance at December 31, 2021	23,288

Acquisition of Buttonwood Publishing	8,019

Balance at December 31, 2022	$	31,307

The reporting units to which goodwill is allocated that have negative carrying amounts are as follows:


	As of December 31,
	2022		2021
1729 Research	$	6,134	$	6,134
Legacy Research	5,961		5,961
Alta	11,193		11,193

Schedule of Indefinite-Lived Intangible Assets

Intangible assets, net consisted of the following as of the dates indicated:


	December 31, 2022
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	21,718	$	(9,924)	$	11,794	5.4
Tradenames	4,287		(2,265)		$	2,022	5.8
Capitalized software development costs	3,002		(1,858)		1,144		2.0
Finite-lived intangible assets, net	29,007		(14,047)		14,960

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	30,094	$	(14,047)	$	16,047


	December 31, 2021
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	12,368	$	(8,105)	$	4,263	4.4
Tradenames	3,578		(1,838)		1,740		5.3
Capitalized software development costs	2,866		(1,344)		1,522		3.1
Finite-lived intangible assets, net	18,812		(11,287)		7,525

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	19,899	$	(11,287)	$	8,612

Schedule of Finite-Lived Intangible Assets

Intangible assets, net consisted of the following as of the dates indicated:


	December 31, 2022
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	21,718	$	(9,924)	$	11,794	5.4
Tradenames	4,287		(2,265)		$	2,022	5.8
Capitalized software development costs	3,002		(1,858)		1,144		2.0
Finite-lived intangible assets, net	29,007		(14,047)		14,960

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	30,094	$	(14,047)	$	16,047


	December 31, 2021
	Cost		Accumulated Amortization		Net Book Value		Weighted-Average Remaining Useful Life (in years)
Finite-lived intangible assets:
Customer relationships	$	12,368	$	(8,105)	$	4,263	4.4
Tradenames	3,578		(1,838)		1,740		5.3
Capitalized software development costs	2,866		(1,344)		1,522		3.1
Finite-lived intangible assets, net	18,812		(11,287)		7,525

Indefinite-lived intangible assets:

Internet domain names	1,087		—		1,087
Indefinite-lived intangible assets, net	1,087		—		1,087
Intangible assets, net	$	19,899	$	(11,287)	$	8,612

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

As of December 31, 2022, the total expected future amortization expense for finite-lived intangible assets is as follows:


2023	$	3,531
2024	3,040
2025	2,523
2026	2,262
2027	1,647
Thereafter	1,957
Finite-lived intangible assets, net	$	14,960

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

The following tables summarize our financial assets and liabilities measured at fair value on a recurring basis by level within the fair value hierarchy as of the dates indicated:


	December 31, 2022
	Level 1		Level 2		Level 3		Aggregate Fair Value
Assets:
Money market funds	$	80,327	$	—	$	—	$	80,327
Total assets	80,327		—		—		80,327
Liabilities:

Derivative liabilities, noncurrent	—		—		1,281		1,281



Total liabilities	$	—	$	—	$	1,281	$	1,281


	December 31, 2021
	Level 1		Level 2		Level 3		Aggregate Fair Value
Assets:
Money market funds	$	25,001	$	—	$	—	$	25,001
Total assets	25,001		—		—		25,001
Liabilities:
Derivative liabilities, noncurrent	—		—		2,015		2,015
Warrant Liabilities - Public Warrants	19,599		—		—		19,599
Warrant Liabilities - Private Placement Warrants	—		—		9,733		9,733
Total liabilities	$	19,599	$	—	$	11,748	$	31,347

Schedule of Fair Value Measurements Inputs

The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates:


	As of
	December 31, 2022
Volatility	37.30	%
Discount Rate	21.80	%
Credit spread	0.20	%
Risk-free rate	3.50	%

Schedule of Changes in Fair Value of Liabilities

The following table summarizes the change in fair value of the derivative liabilities during the years ended December 31, 2020, 2021, and 2022:


Balance – January 1, 2020	$	119,307
Change in fair value of derivative instruments	3,069
Incremental Class B Units	18,745
Change in fair value of Class B Units	456,457
Balance – December 31, 2020	597,578
Incremental Class B Units	206,914
Establishment of warrant liabilities on July 21, 2021 (date of the Transactions)	45,021
Change in fair value of derivative instruments	(18,017)
Change in fair value of Class B Units	728,079
Reclassification of Class B Units from liability to equity on July 21, 2021 (date of the Transactions)	(1,528,228)
Balance – December 31, 2021	31,347
Change in fair value of derivative instruments	(15,665)
Warrants exchanged for Class A common stock (see Note 18 – Warrant Exchange)	(14,401)
Balance – December 31, 2022	$	1,281

Schedule of Changes in Fair Value by Income Statement Location

The following table summarizes the change in fair value of the Class B Units by income statement line item during the years ended December 31, 2022, 2021 and 2020:


	Year Ended December 31,
		2022		2021		2020
Cost of revenue		$	—	$	136,417	$	86,907
Sales and marketing		—		10,870		6,545
General and administrative		—		580,792		363,005
Total change in fair value of Class B Units		$	—	$	728,079	$	456,457

Balance Sheet Components (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Property and Equipment, Net

Property and equipment, net consists of the following:


		As of December 31,
	Estimated Useful Lives	2022		2021
Furniture and fixtures	5 years	$	960	$	960
Computers, software and equipment	3 years	1,458		1,423
Leasehold improvements	Shorter of estimated useful life or remaining term of lease	1,278		1,278
		3,696		3,661
Less: Accumulated depreciation and amortization		(2,804)		(2,473)
Total property and equipment, net		$	892	$	1,188

Schedule of Accrued Expenses

Accrued expenses consist of the following:


	As of December 31,
	2022		2021
Commission and variable compensation	$	24,207	$	22,155
Payroll and benefits	5,258		5,164

Other accrued expenses	16,511		19,134
Total accrued expenses	$	45,976	$	46,453

Derivative Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments, Gains (Losses)

The following table presents information on the location and amounts of derivative instruments gains and losses:


		Year Ended December 31,

Derivatives Not Designated as Hedging Instruments	Location of Gain (Loss) Recognized in Income Statement	2022		2021		2020
Warrants	Other income, net	$	14,931	$	15,689	$	—
Phantom Interests in Net Income	Other income, net	—		—		(3,069)
Phantom Interests in Net Income	General and administrative	734		2,328		—
Option	General and administrative	—		(662)		—
Total		$	15,665	$	17,355	$	(3,069)

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Lease, Cost

The components of lease expense were as follows:


	Year Ended December 31,
	2022		2021		2020
Operating lease cost	$	2,590	$	2,435	$	3,267
Variable lease costs	86		97		49
Total lease costs	$	2,676	$	2,532	$	3,316

Other information related to leases was as follows:


	As of December 31,
	2022		2021		2020
Lease Term and Discount Rate
Weighted average remaining lease term (in years)	4.7		5.7		6.6
Weighted average discount rate	6.8	%	7.0	%	7.1	%

Lessee, Operating Lease, Liability, Maturity

As of December 31, 2022, maturities of lease liabilities were as follows:


Year Ending December 31:	Operating Leases
2023	$	1,937
2024	1,825
2025	1,789
2026	1,697
2027	686
Thereafter	701
Total lease payments	$	8,635
Less: Imputed interest	(1,320)
Total lease liabilities	$	7,315

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Stock-Based Compensation Expense

Included within cost of revenue, sales and marketing, and general and administrative expenses are stock-based compensation expenses as follows:


	Year Ended December 31,
	2022		2021		2020
Cost of revenue	$	1,972	$	171,804	$	102,736
Sales and marketing	2,209		48,098		10,567
General and administrative	4,864		843,449		440,297
Total stock-based compensation expense	$	9,045	$	1,063,351	$	553,600


	Year Ended December 31,
	2022		2021		2020
2021 Incentive Award Plan	$	8,608	$	4,909	$	—
Employee Stock Purchase Plan	437		—		—
Vested Class B units and change in fair value of Class B liability awards	—		934,993		475,202
Profits distributions to Class B unitholders	—		123,449		78,398
Total stock-based compensation expense	$	9,045	$	1,063,351	$	553,600

The amount of stock-based compensation

expense related to the Class B Units included in each of the line items in the accompanying consolidated statements of operations is as follows:


	Year Ended December 31,
		2022		2021		2020
Cost of revenue		$	—	$	170,536	$	102,736
Sales and marketing		—		46,417		10,567
General and administrative		—		841,489		440,297
Total stock based-compensation expense		$	—	$	1,058,442	$	553,600

Summary of Activities of RSUs


	RSUs			SARs
	Units	Weighted-Average Grant Date Fair Value		Units	Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2022	2,334,490	$	8.30	1,935,131	$	4.05
Granted	4,689,604	1.92		—	—
Vested (RSUs) or Exercised (SARs)	(660,363)	8.17		—	—
Forfeited	(102,188)	5.91		(187,658)	4.05

Outstanding at December 31, 2022	6,261,543	$	3.45	1,747,473	$	4.05
Exercisable at December 31, 2022	—	$	—	454,517	$	4.05

Summary of Activities of SARs


	RSUs			SARs
	Units	Weighted-Average Grant Date Fair Value		Units	Weighted-Average Grant Date Fair Value
Outstanding at January 1, 2022	2,334,490	$	8.30	1,935,131	$	4.05
Granted	4,689,604	1.92		—	—
Vested (RSUs) or Exercised (SARs)	(660,363)	8.17		—	—
Forfeited	(102,188)	5.91		(187,658)	4.05

Outstanding at December 31, 2022	6,261,543	$	3.45	1,747,473	$	4.05
Exercisable at December 31, 2022	—	$	—	454,517	$	4.05

Schedule of Unvested Share Activity

The following is a rollforward of Class B Units activity for the year ended December 31, 2021:


Unvested at January 1, 2021			75,044
Granted			17,690
Vested			(92,734)
Unvested at December 31, 2021			—

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share for the period from July 22, 2021 through December 31, 2022:


	Year Ended December 31, 2022		Period from July 22, 2021 through December 31, 2021
Basic earnings per share:
Numerator:
Net income	$	101,170	$	78,728
Less: Net income attributable to noncontrolling interests	83,180		60,476
Net income attributable to Class A common shareholders	$	17,990	$	18,252

Denominator:
Weighted average shares outstanding (in thousands)	24,635		25,035

Basic earnings per share	$	0.73	$	0.73

Diluted earnings per share:
Numerator:
Net income	$	101,170	$	78,728
Less: Net income attributable to noncontrolling interests	83,180		60,476
Net income attributable to Class A common shareholders	$	17,990	$	18,252

Denominator:
Weighted average shares outstanding (in thousands)	24,747		25,035

Diluted earnings per share	$	0.73	$	0.73

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The components of income tax expense consisted of the following:


	Year Ended December 31,
	2022		2021
Current income tax expense (benefit):
Federal	$	—	$	—
State	—		—
Deferred income tax expense (benefit):
Federal	1,294		1,942
State	196		416
Total income tax expense (benefit)	$	1,490	$	2,358

Schedule of Effective Income Tax Rate Reconciliation

A reconciliation of the U.S. statutory income tax rate to the Company's effective income tax rate is as follows:


	Year Ended December 31,
	2022		2021
Statutory federal tax rate	21.00	%	21.00	%

State income taxes, net of federal benefit	3.85	%	4.50	%

Fair value of warrant liabilities	(3.61)	%	—	%
Permanent items	(2.13)	%	(0.55)	%
Income attributable to noncontrolling interests	(17.66)	%	(25.20)	%



Effective income tax rate	1.45	%	(0.25)	%

Schedule of Deferred Tax Assets and Liabilities

Details of the Company’s deferred tax assets and liabilities are as follows:


	December 31,
	2022		2021
Deferred tax assets:
Reserves	$	182	$	216
Accrued expenses	170		127
Deferred revenue	7,100		9,899
Derivatives	29		40
Stock-based compensation	240		102
Investment in MarketWise, LLC	29,088		28,981
Net operating loss carryforwards	3,147		1,260
Investment in flow-through partnerships	712		296
Lease liabilities	165		158
Fixed assets	—		9
Charitable contributions	9		25
Intangible assets	—		1,057
Research and development capitalization	86		—
Total deferred tax assets	$	40,928	$	42,170
Deferred tax liabilities
Deferred expense	$	(4,236)	$	(3,959)
Related party interest	—		(53)
Right-of-use asset	(216)		(213)
Fixed assets	(18)		—
Intangible assets	(38)		—
Total deferred tax liabilities	$	(4,508)	$	(4,225)
Valuation allowance	(29,088)		(28,981)
Net deferred tax assets	$	7,332	$	8,964

Variable Interest Entities (Tables)

12 Months Ended

Dec. 31, 2022

Variable Interest Entities [Abstract]

Schedule of Variable Interest Entities

The following represents financial information for the consolidated VIE included in the consolidated balance sheets:


	As of December 31,
	2022		2021
Current assets	$	3,678	$	3,901
Noncurrent assets	300		2
Total assets	$	3,978	$	3,903

Current liabilities	$	227	$	274

Total liabilities	$	227	$	274

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Supplemental Cash Flow Information (Tables)

12 Months Ended

Dec. 31, 2022

Supplemental Cash Flow Disclosures

Supplemental cash flow disclosures are as follows:


	Year Ended December 31,
	2022		2021		2020
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest	$	864	$	67	$	339
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	(2,264)		(1,761)		(2,767)
Operating lease right-of-use assets obtained in exchange for lease obligations	(795)		—		(409)
Operating lease right-of-use assets obtained in exchange for lease obligations from acquisitions	(51)		398		—

Supplemental Disclosures of Non-Cash Investing and Financing Activities:

Capitalized software included in accounts payable	38		12		—


Reconciliation of Cash and Cash Equivalents and Restricted Cash:
Cash and cash equivalents	$	158,575	$	139,078	$	114,422
Restricted cash	—		500		505
Total	$	158,575	$	139,578	$	114,927

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2022

Equity [Abstract]

Schedule of Stock by Class


	Authorized	Issued	Outstanding
Common stock - Class A	950,000,000	29,039,655	29,039,655
Common stock - Class B	300,000,000	291,092,303	291,092,303
Preferred stock	100,000,000	—	—
Total	1,350,000,000	320,131,958	320,131,958

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

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Organization (Details) $ / shares in Units, $ in Thousands	Jul. 21, 2021 USD ($) $ / shares shares	Dec. 31, 2022 $ / shares shares	Dec. 31, 2021 $ / shares shares
Subsidiary, Sale of Stock [Line Items]
Recapitalization exchange ratio	1
Number of shares called by each warrant (in shares)	1
Recapitalization units exchange ratio, shares (in shares)	1
Recapitalization units exchange ratio, warrants (in shares)	0.5
Reverse recapitalization, common units issued (in shares)	28,003,096
Warrants issued (in shares)	30,979,993
PIPE Investors shares subscribed (in shares)	15,000,000
Sale of stock price per share (USD per share) \| $ / shares	$ 10.00
Consideration received \| $	$ 150,000
Sponsor earn out shares (in shares)	5,051,000
Warrants outstanding (in shares)	30,979,993	0
Reverse Recapitalization cash proceeds \| $	$ 113,600
Proceeds from recapitalization, reclassification of Trust Account \| $	414,600
Proceeds from PIPE investment \| $	150,000
Payment of non-recurring transaction costs \| $	48,800
Settlement of deferred underwriters' discount \| $	14,500
Payments to redeeming shareholders \| $	387,700
Establishment of warrant liabilities \| $	45,000
Establishment of deferred taxes \| $	$ 11,136
Private Warrants
Subsidiary, Sale of Stock [Line Items]
Warrants outstanding (in shares)	10,280,000
Sponsor
Subsidiary, Sale of Stock [Line Items]
Sponsor earn out shares (in shares)	3,051,000
Ascendant Digital Acquisition Corp Public Shareholders \| MarketWise, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage	0.10%
MarketWise Members \| MarketWise, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage	91.20%
Ascendant Sponsor LP \| MarketWise, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage	3.20%
PIPE Investors \| MarketWise, Inc.
Subsidiary, Sale of Stock [Line Items]
Ownership percentage	4.70%
Common Stock - Class A
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (USD per share) \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, outstanding (in shares)	28,003,096	29,039,655	24,718,402
Common Stock - Class A \| Ascendant Digital Acquisition Corp.
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (USD per share) \| $ / shares	$ 0.0001
Common Stock - Class B
Subsidiary, Sale of Stock [Line Items]
Common stock, par value (USD per share) \| $ / shares	$ 0.0001	$ 0.0001	$ 0.0001
Stock issued during reverse recapitalization (in shares)	291,092,303
Common stock, outstanding (in shares)	291,092,303	291,092,303	291,092,303

Summary of Significant Accounting Policies (Details)
$ / shares in Units, $ in Thousands

5 Months Ended

7 Months Ended

12 Months Ended

Jan. 01, 2022

Jul. 21, 2021

USD ($)

tradingDay

$ / shares

Dec. 31, 2021

USD ($)

Jul. 21, 2021

USD ($)

Dec. 31, 2022

USD ($)

Dec. 31, 2022

segment

Dec. 31, 2022

reportableSegment

Dec. 31, 2021

USD ($)

Dec. 31, 2020

USD ($)

Jul. 22, 2021

Number of reportable segments

Goodwill impairment charges

$ 0

Gain (loss) from sale of cryptocurrency

$ 0

(105)

Capitalized contract cost, amortization period

4 years

Advertising expense

$ 97,704

144,561

149,191

Capitalized computer software, amortization period

3 years

Sponsor earn out shares (in shares) | shares

5,051,000

Earnout period

4 years

Earnout fair value

$ 26,000

Gain on derivative warrant liabilities

$ (15,689)

14,931

Income tax expense

2,358

1,490

2,358

Revenue

510,040

547,899

360,793

General and administrative expenses

^[1],[2]

(114,810)

(960,183)

(526,561)

Net income (loss)

$ 78,728

$ (1,032,611)

$ 101,170

(953,883)

$ (541,091)

Revision of Prior Period, Adjustment

General and administrative expenses

Revenue

5,700

2,800

Net income (loss)

$ 8,500

Earnout period one

Earnout shares percentage released

50.00%

VWAP threshold (in USD per share) | $ / shares

$ 12.00

VWAP trading days threshold | tradingDay

VWAP consecutive trading days threshold | tradingDay

Earnout period two

Earnout shares percentage released

50.00%

VWAP threshold (in USD per share) | $ / shares

$ 14.00

VWAP trading days threshold | tradingDay

VWAP consecutive trading days threshold | tradingDay

Sponsor

Sponsor earn out shares (in shares) | shares

3,051,000

Management members

Sponsor earn out shares (in shares) | shares

2,000,000

Common Stock - Class A

Offering period

6 months

Common Stock - Class B

Exercise of put option, period from issuance date

Offering period

6 months

Vesting period

8 years

25 months

Employee Stock Purchase Plan

Common stock reserved for issuance (in shares) | shares

6,557,847

Purchase price of common stock, percent of fair market value

85.00%

2021 Incentive Award Plan

Common stock reserved for issuance (in shares) | shares

32,938,082

Maximum number of shares that may be issued (in shares) | shares

32,045,000

Marketwise, LLC

Ownership interest, controlling

9.10%

7.90%

Ownership percentage

9.10%

7.90%

Ownership interest, noncontrolling

90.90%

92.10%

[1]	(1) Included within cost of revenue, sales and marketing, and general and administrative expenses are stock-based compensation expenses as follows (see Note 11):
[2]	(2) Cost of revenue, sales and marketing, general and administrative, and research and development expenses are exclusive of depreciation and amortization shown as a separate line item

Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Disaggregation of Revenue [Line Items]
Net revenue	$ 510,040	$ 547,899	$ 360,793
Revenue Share (Related Party)	2,363	1,284	3,386
Total net revenue	512,403	549,183	364,179
United States
Disaggregation of Revenue [Line Items]
Total net revenue	512,083	547,026	361,547
International
Disaggregation of Revenue [Line Items]
Total net revenue	320	2,157	2,632
Membership subscriptions
Disaggregation of Revenue [Line Items]
Total net revenue	195,370	192,273	134,525
Term subscriptions
Disaggregation of Revenue [Line Items]
Total net revenue	313,524	351,608	221,740
Non-subscription revenue
Disaggregation of Revenue [Line Items]
Total net revenue	3,509	5,302	7,914
Transferred over time
Disaggregation of Revenue [Line Items]
Revenue Share (Related Party)	0	0	0
Total net revenue	508,894	543,881	356,265
Transferred at a point in time
Disaggregation of Revenue [Line Items]
Revenue Share (Related Party)	2,363	1,284	3,386
Total net revenue	3,509	5,302	7,914
Subscriptions
Disaggregation of Revenue [Line Items]
Net revenue	508,894	543,881	356,265
Subscriptions \| Transferred over time
Disaggregation of Revenue [Line Items]
Net revenue	508,894	543,881	356,265
Subscriptions \| Transferred at a point in time
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0
Advertising
Disaggregation of Revenue [Line Items]
Net revenue	744	2,479	1,965
Advertising \| Transferred over time
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0
Advertising \| Transferred at a point in time
Disaggregation of Revenue [Line Items]
Net revenue	744	2,479	1,965
Revenue Share (Third-party)
Disaggregation of Revenue [Line Items]
Net revenue	402	1,539	2,563
Revenue Share (Third-party) \| Transferred over time
Disaggregation of Revenue [Line Items]
Net revenue	0	0	0
Revenue Share (Third-party) \| Transferred at a point in time
Disaggregation of Revenue [Line Items]
Net revenue	$ 402	$ 1,539	$ 2,563

Revenue Recognition - Summary of Contract Balances (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Accounts receivable	$ 4,040	$ 7,805	$ 12,398
Obligations for refunds	4,676	5,590	3,448
Deferred revenue – current	310,555	311,543	274,819
Deferred revenue – non-current	$ 348,273	$ 393,043	$ 254,481

Revenue Recognition - Narrative (Details) - USD ($)	12 Months Ended
Revenue Recognition - Narrative (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Contract liability, revenue recognized	$ 335,608,000	$ 289,728,000
Accounts receivable	4,040,000	7,805,000	$ 12,398,000
Impairment on capitalized costs	0	$ 0	$ 0
Remaining performance obligation	$ 663,504,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01
Revenue from Contract with Customer [Abstract]
Remaining performance obligation, percentage	48.00%
Disaggregation of Revenue [Line Items]
Remaining performance obligation, timing of satisfaction	12 months

Revenue Recognition - Capitalized Service Contract Costs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Capitalized Contract Cost [Roll Forward]
Capitalized costs, beginning balance	$ 203,071	$ 107,236	$ 42,314
Royalties and sales commissions – additions	35,223	68,938	43,273
Revenue share and cost per acquisition fees – additions	57,173	98,747	52,193
Amortization of capitalized costs	(97,849)	(71,850)	(30,544)
Capitalized costs, ending balance	$ 197,618	$ 203,071	$ 107,236

Acquisitions - Narrative (Details) - USD ($) $ in Thousands			3 Months Ended	12 Months Ended
Acquisitions - Narrative (Details) - USD ($) $ in Thousands	Jan. 21, 2021	Jan. 05, 2020	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Cash paid for acquisitions, net of cash acquired				$ 12,770	$ 7,139	$ 0
Amortization of intangible assets				2,760	2,245	2,102
Revenue				512,403	549,183	364,179
Buttonwood Publishing
Business Acquisition [Line Items]
Percentage of interests acquired			100.00%
Cash paid for acquisitions, net of cash acquired			$ 12,770
Amortization of intangible assets				632
Revenue				1,961
Buttonwood Publishing \| Tradenames
Business Acquisition [Line Items]
Acquired finite-lived intangible assets, weighted average useful life (years)			9 years
Buttonwood Publishing \| Customer relationships
Business Acquisition [Line Items]
Acquired finite-lived intangible assets, weighted average useful life (years)			6 years 6 months
Chaikin Holdings LLC.
Business Acquisition [Line Items]
Percentage of interests acquired	90.00%		3.70%
Cash paid for acquisitions, net of cash acquired	$ 7,139
Amortization of intangible assets				688	648
Revenue				$ 29,438	$ 7,514
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition, percentage			93.70%
Business combination, consideration transferred	$ 8,100		$ 297
Chaikin Holdings LLC. \| Tradenames
Business Acquisition [Line Items]
Acquired finite-lived intangible assets, weighted average useful life (years)	8 years 6 months
Chaikin Holdings LLC. \| Customer relationships
Business Acquisition [Line Items]
Acquired finite-lived intangible assets, weighted average useful life (years)	6 years
TradeSmith
Business Acquisition [Line Items]
Percentage of interests acquired		25.00%
Business combination, step acquisition, equity interest in acquiree, including subsequent acquisition, percentage		100.00%
Business combination, consideration transferred		$ 9,164
Business acquisition, transaction costs						$ 164

Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed - Winans Media Holdings LLC (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill	$ 31,307	$ 23,288	$ 18,101
Buttonwood Publishing
Business Acquisition [Line Items]
Right of use asset	50
Goodwill	8,019
Total assets acquired	18,128
Deferred revenue, current	(2,648)
Operating lease liabilities, current	(22)
Operating lease liabilities, noncurrent	(28)
Deferred revenue, noncurrent	(2,660)
Liabilities assumed	(5,358)
Net assets acquired	12,770
Buttonwood Publishing \| Tradenames
Business Acquisition [Line Items]
Finite-lived intangibles	709
Buttonwood Publishing \| Customer relationships
Business Acquisition [Line Items]
Finite-lived intangibles	$ 9,350

Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed - Chaikin Holdings LLC (Details) - USD ($) $ in Thousands		3 Months Ended
	Jan. 21, 2021	Sep. 30, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill			$ 31,307	$ 23,288	$ 18,101
Chaikin Holdings LLC.
Business Acquisition [Line Items]
Cash	$ 151
Other current assets	138
Goodwill	5,187
Other noncurrent assets	443
Total assets acquired	10,487
Liabilities assumed	(2,387)
Net assets acquired	8,100
Cash consideration	7,290
Noncontrolling interest	810
Total consideration	8,100	$ 297
Chaikin Holdings LLC. \| Customer relationships
Business Acquisition [Line Items]
Finite-lived intangibles	3,664
Chaikin Holdings LLC. \| Tradenames
Business Acquisition [Line Items]
Finite-lived intangibles	657
Chaikin Holdings LLC. \| Software
Business Acquisition [Line Items]
Finite-lived intangibles	$ 247

Goodwill and Intangible Assets, Net - Schedule of Goodwill (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 23,288	$ 18,101
Goodwill, ending balance	31,307	23,288
Chaikin Holdings LLC.
Goodwill [Roll Forward]
Acquisition		$ 5,187
Buttonwood Publishing
Goodwill [Roll Forward]
Acquisition	8,019
Goodwill, ending balance	$ 8,019

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

Goodwill and Intangible Assets, Net - Narrative (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2022 segment	Dec. 31, 2022 reporting_unit	Dec. 31, 2022 reportableSegment	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Number of reporting units \| reporting_unit			4
Number of reportable segments		1		1
Amortization of intangible assets	$ 2,760				$ 2,245	$ 2,102
Amortization of capitalized software development costs	514				410	415
Additions to capitalized software development costs	135				370	0
Acquired software development costs	$ 0				$ 247	$ 0

Goodwill and Intangible Assets, Net - Schedule of Reporting Units, Negative Goodwill Allocation (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
1729 Research
Goodwill [Line Items]
Amount of allocated goodwill to reporting unit	$ 6,134	$ 6,134
Legacy Research
Goodwill [Line Items]
Amount of allocated goodwill to reporting unit	5,961	5,961
Alta
Goodwill [Line Items]
Amount of allocated goodwill to reporting unit	$ 11,193	$ 11,193

Goodwill and Intangible Assets, Net - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Finite-lived intangible assets:
Cost	$ 29,007	$ 18,812
Accumulated Amortization	(14,047)	(11,287)
Net Book Value	14,960	7,525
Indefinite-lived intangible assets:
Indefinite-lived intangible assets	1,087	1,087
Cost	30,094	19,899
Intangible assets, net	16,047	8,612
Internet domain names
Indefinite-lived intangible assets:
Indefinite-lived intangible assets	1,087	1,087
Customer relationships
Finite-lived intangible assets:
Cost	21,718	12,368
Accumulated Amortization	(9,924)	(8,105)
Net Book Value	$ 11,794	$ 4,263
Weighted-Average Remaining Useful Life (in years)	5 years 4 months 24 days	4 years 4 months 24 days
Tradenames
Finite-lived intangible assets:
Cost	$ 4,287	$ 3,578
Accumulated Amortization	(2,265)	(1,838)
Net Book Value	$ 2,022	$ 1,740
Weighted-Average Remaining Useful Life (in years)	5 years 9 months 18 days	5 years 3 months 18 days
Capitalized software development costs
Finite-lived intangible assets:
Cost	$ 3,002	$ 2,866
Accumulated Amortization	(1,858)	(1,344)
Net Book Value	$ 1,144	$ 1,522
Weighted-Average Remaining Useful Life (in years)	2 years	3 years 1 month 6 days

Goodwill and Intangible Assets, Net - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
2023	$ 3,531
2024	3,040
2025	2,523
2026	2,262
2027	1,647
Thereafter	1,957
Net Book Value	$ 14,960	$ 7,525

Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Liabilities:
Derivative liabilities, noncurrent	$ 1,281	$ 2,015
Warrant liabilities	0	29,332
Recurring
Assets:
Total assets	80,327	25,001
Liabilities:
Total liabilities	1,281	31,347
Recurring \| Public Warrants
Liabilities:
Warrant liabilities		19,599
Recurring \| Private Warrants
Liabilities:
Warrant liabilities		9,733
Recurring \| Other
Liabilities:
Derivative liabilities, noncurrent	1,281	2,015
Recurring \| Money market funds
Assets:
Money market funds	80,327	25,001
Level 1 \| Recurring
Assets:
Total assets	80,327	25,001
Liabilities:
Total liabilities	0	19,599
Level 1 \| Recurring \| Public Warrants
Liabilities:
Warrant liabilities		19,599
Level 1 \| Recurring \| Private Warrants
Liabilities:
Warrant liabilities		0
Level 1 \| Recurring \| Other
Liabilities:
Derivative liabilities, noncurrent	0	0
Level 1 \| Recurring \| Money market funds
Assets:
Money market funds	80,327	25,001
Level 2 \| Recurring
Assets:
Total assets	0	0
Liabilities:
Total liabilities	0	0
Level 2 \| Recurring \| Public Warrants
Liabilities:
Warrant liabilities		0
Level 2 \| Recurring \| Private Warrants
Liabilities:
Warrant liabilities		0
Level 2 \| Recurring \| Other
Liabilities:
Derivative liabilities, noncurrent	0	0
Level 2 \| Recurring \| Money market funds
Assets:
Money market funds	0	0
Level 3 \| Recurring
Assets:
Total assets	0	0
Liabilities:
Total liabilities	1,281	11,748
Level 3 \| Recurring \| Public Warrants
Liabilities:
Warrant liabilities		0
Level 3 \| Recurring \| Private Warrants
Liabilities:
Warrant liabilities		9,733
Level 3 \| Recurring \| Other
Liabilities:
Derivative liabilities, noncurrent	1,281	2,015
Level 3 \| Recurring \| Money market funds
Assets:
Money market funds	$ 0	$ 0

Fair Value Measurements - Schedule of Fair Value Measurements Inputs (Details)	Dec. 31, 2022
Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	0.3730
Discount Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	0.2180
Credit spread
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	0.0020
Risk-free rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants, measurement input	0.0350

Fair Value Measurements - Schedule of Changes in Fair Value of Liabilities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 31,347	$ 597,578	$ 119,307
Incremental Class B Units		206,914	18,745
Establishment of warrant liabilities on July 21, 2021 (date of the Transactions)		45,021
Reclassification of Class B Units from liability to equity on July 21, 2021 (date of the Transactions)		(1,528,228)
Warrants exchanged for Class A common stock (see Note 18 – Warrant Exchange)	(14,401)
Ending balance	1,281	31,347	597,578
Other
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value	$ (15,665)	(18,017)	3,069
Class B Units
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value		$ 728,079	$ 456,457

Fair Value Measurements - Schedule of Fair Value Changes by Income Statement Location (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total change in fair value of Class B Units	$ 0	$ (728,079)	$ (456,457)
Common Stock - Class B
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total change in fair value of Class B Units	0	728,079	456,457
Cost of revenue \| Common Stock - Class B
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total change in fair value of Class B Units	0	136,417	86,907
Sales and marketing \| Common Stock - Class B
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total change in fair value of Class B Units	0	10,870	6,545
General and administrative \| Common Stock - Class B
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total change in fair value of Class B Units	$ 0	$ 580,792	$ 363,005

Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cloud computing implementation costs capitalized during the period	$ 1,493	$ 287	$ 356
Capitalized cloud computing implementation costs amortization expense	372	210	17
Depreciation expense	$ 331	$ 431	$ 451

Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 3,696	$ 3,661
Less: Accumulated depreciation and amortization	(2,804)	(2,473)
Total property and equipment, net	$ 892	1,188
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Estimated Useful Lives	5 years
Property and equipment, gross	$ 960	960
Computers, software and equipment
Property, Plant and Equipment [Line Items]
Estimated Useful Lives	3 years
Property and equipment, gross	$ 1,458	1,423
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,278	$ 1,278

Balance Sheet Components - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Commission and variable compensation	$ 24,207	$ 22,155
Payroll and benefits	5,258	5,164
Other accrued expenses	16,511	19,134
Total accrued expenses	$ 45,976	$ 46,453

Derivative Financial Instruments - Schedule of Location and Amounts and Derivative Instruments Gains and Losses (Details) - Derivatives Not Designated as Hedging Instruments - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Derivative [Line Items]
Derivative gains (losses)	$ 15,665	$ 17,355	$ (3,069)
Warrants
Derivative [Line Items]
Derivative gains (losses)	15,689	15,689	0
Option
Derivative [Line Items]
Derivative gains (losses)	0	(662)	0
Other income, net \| Phantom Interests in Net Income
Derivative [Line Items]
Derivative gains (losses)	0	0	(3,069)
General and administrative \| Phantom Interests in Net Income
Derivative [Line Items]
Derivative gains (losses)	$ 734	$ 2,328	$ 0

Debt (Details)	Oct. 29, 2021 USD ($)
Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 150,000,000
Additional potential increase (up to)	$ 65,000,000
Debt instrument, term	3 years
Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 5,000,000

Commitments and Contingencies - Narrative (Details)	Dec. 31, 2022
Lease One
Lessee, Lease, Description [Line Items]
Lessee, operating lease, renewal term	5 years
Lease Two
Lessee, Lease, Description [Line Items]
Lessee, operating lease, renewal term	3 years
Minimum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, term of contract	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, term of contract	6 years

Commitments and Contingencies - Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 2,590	$ 2,435	$ 3,267
Variable lease costs	86	97	49
Total lease costs	$ 2,676	$ 2,532	$ 3,316

Commitments and Contingencies - Other Information Related to Leases (Details)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Weighted average remaining lease term (in years)	4 years 8 months 12 days	5 years 8 months 12 days	6 years 7 months 6 days
Weighted average discount rate (percent)	6.80%	7.00%	7.10%

Commitments and Contingencies - Maturity of Operating Leases (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2023	$ 1,937
2024	1,825
2025	1,789
2026	1,697
2027	686
Thereafter	701
Total lease payments	8,635
Less: Imputed interest	(1,320)
Total lease liabilities	$ 7,315

Stock-Based Compensation - Stock-based Compensation Expense by Statement of Operations Line Item (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 9,045	$ 1,063,351	$ 553,600
Class B Share Based Compensation Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	1,058,442	553,600
Cost of revenue
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	1,972	171,804	102,736
Cost of revenue \| Class B Share Based Compensation Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	170,536	102,736
Sales and marketing
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	2,209	48,098	10,567
Sales and marketing \| Class B Share Based Compensation Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	46,417	10,567
General and administrative
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	4,864	843,449	440,297
General and administrative \| Class B Share Based Compensation Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 0	$ 841,489	$ 440,297

Stock-Based Compensation - Stock Based Compensation Expense by Category (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 9,045	$ 1,063,351	$ 553,600
2021 Incentive Award Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	8,608	4,909	0
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	437	0	0
Vested Class B units and change in fair value of Class B liability awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	0	934,993	475,202
Profits distributions to Class B unitholders
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense	$ 0	$ 123,449	$ 78,398

Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands					12 Months Ended
	Dec. 16, 2022	Jun. 02, 2022	May 16, 2022	Jan. 01, 2022	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jul. 21, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense					$ 9,045	$ 1,063,351	$ 553,600
Stock price (USD per share)								$ 10
Class B Share Based Compensation Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense					$ 0	$ 1,058,442	553,600
Common Stock - Class B
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted stock (in shares)						17,690
Vesting period					8 years
Total stock-based compensation expense						$ 123,449	$ 78,398
Offering period				6 months
Weighted-average grant-date fair value of awards granted (in USD per share)						$ 2,195.16
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted stock (in shares)					4,689,604
Weighted-average grant-date fair value of awards granted (in USD per share)					$ 1.92
RSU and SAR
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period					4 years
Total stock-based compensation expense					$ 8,608	$ 2,340
SARs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted stock (in shares)					0
Remaining contractual term					8 years 3 months 18 days
Weighted-average grant-date fair value of awards granted (in USD per share)					$ 0
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock-based compensation expense					$ 437
Common stock reserved for issuance (in shares)				6,557,847	6,557,847
Purchase price of common stock, percent of fair market value				85.00%
Amount withheld on behalf of employees					$ 2
2021 Incentive Award Plan \| RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted stock (in shares)	4,026,915	289,555	373,134

Stock-Based Compensation - Activities of RSUs and SARs (Details)	12 Months Ended
	Dec. 31, 2022 $ / shares shares
RSUs
Shares
Outstanding (in shares) \| shares	2,334,490
Granted (in shares) \| shares	4,689,604
Vested (RSUs) or Exercised (SARs) (in shares) \| shares	(660,363)
Forfeited (in shares) \| shares	(102,188)
Outstanding (in shares) \| shares	6,261,543
Exercisable (in shares) \| shares	0
Weighted-Average Grant Date Fair Value
Outstanding (in USD per share) \| $ / shares	$ 8.30
Granted (in USD per share) \| $ / shares	1.92
Vested (RSUs) or Exercised (SARs) (in USD per share) \| $ / shares	8.17
Forfeited (in USD per share) \| $ / shares	5.91
Outstanding (in USD per share) \| $ / shares	3.45
Exercisable (in dollars per share) \| $ / shares	$ 0
SARs
Shares
Outstanding (in shares) \| shares	1,935,131
Granted (in shares) \| shares	0
Vested (RSUs) or Exercised (SARs) (in shares) \| shares	0
Forfeited (in shares) \| shares	(187,658)
Outstanding (in shares) \| shares	1,747,473
Exercisable (in shares) \| shares	454,517
Weighted-Average Grant Date Fair Value
Outstanding (in USD per share) \| $ / shares	$ 4.05
Granted (in USD per share) \| $ / shares	0
Vested (RSUs) or Exercised (SARs) (in USD per share) \| $ / shares	0
Forfeited (in USD per share) \| $ / shares	4.05
Outstanding (in USD per share) \| $ / shares	4.05
Exercisable (in dollars per share) \| $ / shares	$ 4.05

Stock-Based Compensation - Schedule of Unvested Share Activity (Details) - Common Stock - Class B	12 Months Ended
	Dec. 31, 2021 shares
Shares
Outstanding (in shares)	75,044
Granted stock (in shares)	17,690
Vested (in shares)	(92,734)
Outstanding (in shares)	0

Earnings Per Share - Narrative (Details) - USD ($) $ in Thousands	5 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jul. 22, 2021	Jul. 21, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Gain on derivative warrant liabilities	$ (15,689)	$ 14,931
Income tax expense	$ 2,358	$ 1,490	$ 2,358	$ 0
Warrants outstanding (in shares)		0				30,979,993
Public Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	20,699,993
Private Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	10,280,000
Sponsor Earn Out Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)		3,051,000
Member Earn Out Shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)		2,000,000
Marketwise, LLC
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Ownership percentage		9.10%			7.90%
Ownership percentage		90.90%			92.10%

Earnings Per Share - Computation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	5 Months Ended	7 Months Ended	12 Months Ended
	Dec. 31, 2021	Jul. 21, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Numerator:
Net income	$ 78,728	$ (1,032,611)	$ 101,170	$ (953,883)	$ (541,091)
Less: Net income attributable to noncontrolling interests	60,476	$ (1,050)	83,180	$ 59,426	$ (2,718)
Net income attributable to Class A common shareholders	18,252		17,990
Net income attributable to Class A common shareholders	$ 18,252		$ 17,990
Denominator:
Weighted average shares outstanding (in shares)	25,035		24,635
Basic earnings per share (USD per share)	$ 0.73		$ 0.73
Weighted average shares outstanding (in shares)	25,035		24,747
Diluted earnings per share (USD per share)	$ 0.73		$ 0.73

Income Taxes - Schedule of Components of Income Tax Expense (Details) - USD ($) $ in Thousands	5 Months Ended	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current income tax expense (benefit):
Federal		$ 0	$ 0
State		0	0
Deferred income tax expense (benefit):
Federal		1,294	1,942
State		196	416
Total income tax expense (benefit)	$ 2,358	$ 1,490	$ 2,358	$ 0

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

Income Taxes - Schedule of Effective Income Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Statutory federal tax rate	21.00%	21.00%
State income taxes, net of federal benefit	3.85%	4.50%
Fair value of warrant liabilities	(3.61%)	0.00%
Permanent items	(2.13%)	(0.55%)
Income attributable to noncontrolling interests	(17.66%)	(25.20%)
Effective income tax rate	1.45%	(0.25%)

Income Taxes - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating Loss Carryforwards [Line Items]
Effective income tax rate	1.45%	(0.25%)
Valuation allowance	$ 29,088	$ 28,981
Federal
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	5,997	4,942
State
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 4,145	$ 272

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Reserves	$ 182	$ 216
Accrued expenses	170	127
Deferred revenue	7,100	9,899
Derivatives	29	40
Stock-based compensation	240	102
Investment in MarketWise, LLC	29,088	28,981
Net operating loss carryforwards	3,147	1,260
Investment in flow-through partnerships	712	296
Lease liabilities	165	158
Fixed assets	0	9
Charitable contributions	9	25
Intangible assets	0	1,057
Research and development capitalization	86	0
Total deferred tax assets	40,928	42,170
Deferred tax liabilities
Deferred expense	(4,236)	(3,959)
Related party interest	0	(53)
Right-of-use asset	(216)	(213)
Fixed assets	(18)	0
Intangible assets	(38)	0
Total deferred tax liabilities	(4,508)	(4,225)
Valuation allowance	(29,088)	(28,981)
Net deferred tax assets	$ 7,332	$ 8,964

Related Party Transactions (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Jul. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Apr. 30, 2020	Aug. 31, 2019
Related Party Transaction [Line Items]
Revenue Share (Related Party)		$ 2,363	$ 1,284	$ 3,386
Related party payables, net		1,004	970
Related party receivables		1,512	496
Operating cash flows from operating leases		2,264	1,761	2,767
Operating lease right-of-use assets		9,468	10,901
Total lease liabilities		7,315
Related Party Owner
Related Party Transaction [Line Items]
Operating cash flows from operating leases		1,824	1,536	1,505
Operating lease, expense		2,378	2,224	2,224
Operating lease right-of-use assets		9,210	10,323
Total lease liabilities		7,041	7,545
Revenue Share Expenses \| Related Party Owner And Affiliates
Related Party Transaction [Line Items]
Expenses from transactions with related party		3,110	10,326	5,891
Call Center Support And Other Services Expense \| Related Party Owner And Affiliates
Related Party Transaction [Line Items]
Expenses from transactions with related party		800	1,260	1,005
Fees For Board Of Directors \| Board of Directors
Related Party Transaction [Line Items]
Expenses from transactions with related party		293	152	0
Corporate Functions \| Related Party Owner
Related Party Transaction [Line Items]
Expenses from transactions with related party		85	92	122
Related party payables, net		1,043	1,037
Fees And Accounting And Marketing Services Revenue \| Class B Unitholders
Related Party Transaction [Line Items]
Revenue Share (Related Party)		656	358	348
Related party receivables		403	358
Class A Unitholder Note Issued April 2020 \| Class A Unitholders
Related Party Transaction [Line Items]
Notes receivable			1,158		$ 1,148
Interest income		$ 17	$ 10
One-Time Bonus Payment \| Founder
Related Party Transaction [Line Items]
Expenses from transactions with related party	$ 10,000
Related Party Vendor \| Lead Generation Marketing Expense
Related Party Transaction [Line Items]
Expenses from transactions with related party				15,326
Class B Unitholder Note, Issued August 2019 \| Class B Unitholders
Related Party Transaction [Line Items]
Notes receivable						$ 3,000
Interest income				$ 25

Variable Interest Entities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Variable Interest Entity [Line Items]
Current assets	$ 279,175	$ 246,389
Total assets	442,508	421,554
Current liabilities	385,506	395,493
Total liabilities	740,891	826,816
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Current assets	3,678	3,901
Noncurrent assets	300	2
Total assets	3,978	3,903
Current liabilities	227	274
Total liabilities	$ 227	$ 274

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Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.

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