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Form 8-K Anaplan, Inc. For: Nov 21

November 21, 2019 7:37 AM

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 21, 2019

 

 

ANAPLAN, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-38698   27-0897861

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Anaplan, Inc.

50 Hawthorne Street

San Francisco, CA

  94105
(Address of principal executive office)   (Zip Code)

Registrant’s telephone number, including area code: (415) 742-8199

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.0001 par value per share   PLAN   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company  ☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☑

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On November 21, 2019, Anaplan, Inc. (the “Company” or “Anaplan”) issued a press release reporting its financial results for the third quarter ended October 31, 2019. The press release is attached to this Current Report on Form 8-K as Exhibit 99.1.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and the exhibit hereto are “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, regardless of any general incorporation language in such filing.

Item 7.01 Regulation FD Disclosure.

Anaplan has issued a Supplemental Financial Information document. The Supplemental Financial Information is available on Anaplan’s Investor Center website at https://investors.anaplan.com. Anaplan management will hold a public webcast today at 5:30 a.m. Pacific Time that can be accessed on its Investor Center website at https://investors.anaplan.com. During today’s webcast, Anaplan will provide an outlook for its fiscal fourth quarter and full fiscal year ending January 31, 2020, including key underlying assumptions. A replay will be available on Anaplan’s Investor Center website at https://investors.anaplan.com shortly following the event’s conclusion. Investors and others should note that Anaplan routinely uses the Investor Center section of its corporate website to announce material information to investors and the marketplace. While not all of the information that Anaplan posts on its corporate website is of a material nature, some information could be deemed to be material. Accordingly, Anaplan encourages investors, the media, and others interested in Anaplan to review the information that it shares on its Investor Center.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 7.01 is “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of such section nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are attached to this Current Report on Form 8-K:

 

Exhibit No.

    
99.1    Press release, dated November 21, 2019, of Anaplan, Inc.


Cautionary Note Regarding Forward-Looking Statements

This Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended, including all statements other than statements of historical fact contained in this report and, in particular, statements about the Company’s plans, strategies and prospects, estimates of enterprise cloud-market growth, market demand, financial outlook for the Company’s fourth fiscal quarter and full fiscal year ending January 31, 2020 and the underlying assumptions, competitive position, current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, short- and long-term business operations and objectives, and financial needs. These statements identify prospective information and may include words such as “expects,” “intends,” “continue,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “should,” “may,” “will,” or the negative version of these words, variations of these words and comparable terminology. These forward-looking statements are based on information available to the Company as of the date of this report and are based on management’s current views and assumptions. These forward-looking statements are conditioned upon and also involve a number of known and unknown risks, uncertainties, and other factors that could cause actual results, performance or events to differ materially from those anticipated by these forward-looking statements. Such risks, uncertainties, and other factors may be beyond the Company’s control and may pose a risk to the Company’s operating and financial condition. Such risks and uncertainties include, but are not limited to: we have a limited history of operating at our current scale and under our current strategy, which makes it difficult to predict our future operating results, and we may not achieve our expected operating results in the future; due to our history of net losses, we anticipate increasing our operating expenses in the future, and we do not expect to be profitable for the foreseeable future; our quarterly results may fluctuate significantly and may not fully reflect the underlying performance of our business; because we derive substantially all of our revenue from a single software platform, failure of our Connected Planning solutions in general and our platform in particular to satisfy customer demands or to achieve increased market acceptance would adversely affect our business, results of operations, financial condition, and growth prospects; if we are unable to attract new customers, both domestically and internationally, the growth of our revenue will be adversely affected and our business may be harmed; if are unable to maintain our entrepreneurial culture, attract and retain a high caliber of executives and employees, our business may be adversely impacted; our business depends substantially on our customers renewing their subscriptions and expanding their use of our platform and failure to achieve renewals and expansions may result in a material adverse effect on our business operations; the markets in which we participate are intensely competitive, and if we do not compete effectively, our business and operating results could be adversely affected; if we experience a security incident, our platform may be perceived as not being secure, our reputation may be harmed, customers may reduce the use of or stop using our platform, we may incur significant liabilities, and our business could be materially adversely affected; real or perceived errors, failures, bugs, service outages, or disruptions in our platform could adversely affect our reputation and harm our business; we have experienced rapid growth in recent periods and expect to continue to invest in our growth for the foreseeable future; if we fail to manage our growth effectively, we may be unable to execute our business plan, maintain high levels of service, or adequately address competitive challenges; we could incur substantial costs in protecting or defending our intellectual property rights; our global operations and sales to customers outside the United States or with international operations subject us to risks inherent in international operations that can harm our business, results of operations, and financial condition; the uncertainty in and volatility of the broader stock market generally or the stock price of our common stock specifically may result in stockholders not being able to resell their shares at or above the price at which they purchased the shares; we may engage in acquisitions and strategic transactions that do not yield the expected results. Information concerning risks, uncertainties and other factors that could cause results to differ materially from the expectations described in this Form 8-K is contained in the Company’s quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on September 9, 2019, the “Risk Factors” section of which is incorporated into this Form 8-K by reference, and other documents filed with or furnished to the Securities and Exchange Commission. These forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made.


The inclusion of Anaplan’s website address in this Form 8-K is intended to be an inactive textual reference only and not an active hyperlink. The information contained in, or that can be accessed through, Anaplan’s website and social media channels are not part of this Form 8-K.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

ANAPLAN, INC.
By:   /s/ David H. Morton, Jr.
Name:   David H. Morton, Jr.
Title:   Executive Vice President, Finance and
Chief Financial Officer
  (Principal Financial Officer)

Date: November 21, 2019

Exhibit 99.1

Anaplan Announces Third Quarter

Fiscal Year 2020 Financial Results

 

   

Third Quarter Subscription Revenue up 47% Year-Over-Year

 

   

Remaining Performance Obligation of $590 million, up 55% Year-Over-Year

 

   

Dollar-Based Net Expansion of 123%

SAN FRANCISCO, November 21, 2019 — Anaplan, Inc. (NYSE: PLAN), a pioneer in Connected Planning, today announced financial results for its third quarter ended October 31, 2019.

“We are proud of all our accomplishments during this first year as a public company. It’s been impressive to see how Connected Planning has resonated throughout the enterprise planning ecosystem,” said Frank Calderoni, chief executive officer at Anaplan. “We hear consistently from our customers that the value they see with our platform is essential and a major competitive advantage.”

Third Quarter Fiscal 2020 Financial Results

 

   

Total revenue was $89.4 million, an increase of 44% year-over-year. Subscription revenue was $79.7 million, an increase of 47% year-over-year.

 

   

GAAP operating loss was $32.5 million or 36.4% of total revenue, compared to $50.3 million in the third quarter of fiscal 2019 or 81.2% of total revenue. Non-GAAP operating loss was $8.8 million, or 9.9% of total revenue, compared to $18.3 million in the third quarter of fiscal 2019, or 29.5% of total revenue.

 

   

GAAP loss per share was $0.26, compared to $1.11 in the third quarter of fiscal 2019. Non-GAAP loss per share was $0.08, compared to $0.18 in the third quarter of fiscal 2019.

 

   

Cash and Cash Equivalents were $310.8 million as of October 31, 2019.

Financial Outlook

The Company is providing the following guidance for its fourth quarter fiscal 2020:

 

   

Total revenue is expected to be between $96.5 and $97.5 million.

 

   

Non-GAAP operating margin is expected to be between negative 14% and 15%.

The Company is updating its previous guidance provided on August 27, 2019 for full year fiscal 2020:

 

   

Total revenue is now expected to be between $346 and $347 million (was between $339 and $343 million).

 

   

Non-GAAP operating margin is now expected to be between negative 17% and 18% (was between negative 19.5% and 20.5%).

 

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The section titled “Non-GAAP Financial Measures” below contains a description of the non-GAAP financial measures used in this press release, definitions of our operating metrics and a reconciliation of GAAP and non-GAAP financial measures is contained in the tables below. A reconciliation of non-GAAP measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, the costs and expenses that may be incurred in the future and therefore, cannot be reasonably predicted. The effect of these excluded items may be significant.

Recent Highlights

 

   

Anaplan Ranked Among Fastest Growing Companies on Deloitte’s 2019 Technology Fast 500

 

   

Anaplan Enables Planning at the Edge with New User Experience and Mobile App, Now Available

 

   

Anaplan Platform Can Deliver a 3X Return, According to Total Economic Impact Study

Webcast and Conference Call Information

Anaplan will host a conference call for investors on November 21, 2019 at 5:30 a.m. Pacific Time and 8:30 a.m. Eastern Time to share the company’s financial results and business highlights. Investors are invited to listen to a live webcast of the conference call by visiting https://investors.anaplan.com. A replay of the webcast will be available for one year. The call can also be accessed live via phone by dialing (877) 823-8690 or, for international callers, (647) 689-4061 with conference ID 8452399. An audio replay will be available shortly after the call and can be accessed by dialing (800) 585-8367 or, for international callers (416) 621-4642. The passcode for the replay is 8452399.

Upcoming Investor Events

Anaplan management will be participating in the following investor conference:

Barclays Global Technology, Media and Telecommunications Conference

San Francisco, CA

December 11, 2019

1:00 PM (PT) / 4:00 PM (ET)

Interested parties can listen to the live audio webcast of Anaplan’s presentation available on Anaplan’s Investor Center website at https://investors.anaplan.com. A replay of the presentation will be available on the website following the completion of the event.

About Anaplan

Anaplan, Inc. (NYSE: PLAN) is pioneering the category of Connected Planning. Our platform, powered by our proprietary Hyperblock® technology, purpose-built for Connected Planning, enables dynamic, collaborative, and intelligent planning. Large global enterprises use our solution to connect people, data, and plans to enable real-time planning and decision-making in rapidly changing business environments to give our customers a competitive advantage. Based in San Francisco, we have over 20 offices globally, 175 partners, and more than 1,300 customers worldwide. To learn more, visit anaplan.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, each as amended, including all statements other than statements of historical fact contained in this press release and, in particular, estimates regarding the value of the Company’s platform to its customers, the quotations

 

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from management, financial outlook and earnings guidance, statements about the Company’s plans, strategies and prospects, estimates of enterprise cloud-market growth, market demand, competitive position, current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, short- and long-term business operations and objectives, and financial needs. These statements identify prospective information and may include words such as “expects,” “intends,” “continue,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “projects,” “potential,” “should,” “may,” “will,” or the negative version of these words, variations of these words and comparable terminology. These forward-looking statements are based on information available to the Company as of the date of this press release and are based on management’s current views and assumptions. These forward-looking statements are conditioned upon and also involve a number of known and unknown risks, uncertainties, and other factors that could cause actual results, performance or events to differ materially from those anticipated by these forward-looking statements. Such risks, uncertainties, and other factors may be beyond the Company’s control and may pose a risk to the Company’s operating and financial condition. Such risks and uncertainties include, but are not limited to: we have a limited history of operating at our current scale and under our current strategy, which makes it difficult to predict our future operating results, and we may not achieve our expected operating results in the future; due to our history of net losses, we anticipate increasing our operating expenses in the future, and we do not expect to be profitable for the foreseeable future; our quarterly results may fluctuate significantly and may not fully reflect the underlying performance of our business; because we derive substantially all of our revenue from a single software platform, failure of our Connected Planning solutions in general and our platform in particular to satisfy customer demands or to achieve increased market acceptance would adversely affect our business, results of operations, financial condition, and growth prospects; if we are unable to attract new customers, both domestically and internationally, the growth of our revenue will be adversely affected and our business may be harmed; our business depends substantially on our customers renewing their subscriptions and expanding their use of our platform and failure to achieve renewals and expansions may result in a material adverse effect on our business operations; the markets in which we participate are intensely competitive, and if we do not compete effectively, our business and operating results could be adversely affected; if we experience a security incident, our platform may be perceived as not being secure, our reputation may be harmed, customers may reduce the use of or stop using our platform, we may incur significant liabilities, and our business could be materially adversely affected; real or perceived errors, failures, bugs, service outages, or disruptions in our platform could adversely affect our reputation and harm our business; we have experienced rapid growth in recent periods and expect to continue to invest in our growth for the foreseeable future; if we fail to manage our growth effectively, we may be unable to execute our business plan, maintain high levels of service, or adequately address competitive challenges; we could incur substantial costs in protecting or defending our intellectual property rights, and any failure to protect our intellectual property rights could impair our ability to protect our proprietary technology and our brand; our global operations and sales to customers outside the United States or with international operations subject us to risks inherent in international operations that can harm our business, results of operations, and financial condition; the uncertainty in and volatility of the broader stock market generally or the stock price of our common stock specifically may result in stockholders not being able to resell their shares at or above the price at which they purchased shares; we may engage in acquisitions and strategic transactions that do not yield the expected results. Information concerning risks, uncertainties and other factors that could cause results to differ materially from the expectations described in this press release is contained in the Company’s quarterly report on Form 10-Q filed with the U.S. Securities and Exchange Commission on September 9, 2019, the “Risk Factors” section of which is incorporated into this press release by reference, and other documents filed with or furnished to the Securities and Exchange Commission. These forward-looking statements should

 

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not be relied upon as representing the Company’s views as of any subsequent date and the Company undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date they were made. The information contained in, or that can be accessed through, Anaplan’s website and social media channels are not part of this press release.

Investor Contact:

Edelita Tichepco

[email protected]

Media Contact:

Caitlin Tridle

[email protected]

 

4


Preliminary Consolidated Statements of Operations

(In thousands, except per share amounts)

(Unaudited)

 

     Three Months Ended October 31,     Nine Months Ended October 31,  
(In thousands, except percentages and per share amounts)    2019     2018     2019     2018  

Revenue:

        

Subscription revenue

   $ 79,695     $ 54,366     $ 218,378     $ 148,905  

Professional services revenue

     9,715       7,648       31,402       22,487  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenue

     89,410       62,014       249,780       171,392  

Cost of revenue:

        

Cost of subscription revenue (1)

     13,108       9,341       36,406       25,915  

Cost of professional services revenue (1)

     9,376       7,904       30,162       21,321  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total cost of revenue

     22,484       17,245       66,568       47,236  

Gross profit

     66,926       44,769       183,212       124,156  

Operating expenses:

        

Research and development (1)

     16,462       12,207       47,963       36,056  

Sales and marketing (1)

     60,644       48,540       180,931       126,462  

General and administrative (1)

     22,344       34,348       65,158       57,218  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     99,450       95,095       294,052       219,736  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from operations

     (32,524     (50,326     (110,840     (95,580

Interest income, net

     1,180       314       3,770       439  

Other income (expense), net

     (2,398     (602     (2,096     (1,242
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before income taxes

     (33,742     (50,614     (109,166     (96,383

Provision for income taxes

     (959     (617     (3,368     (2,077
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (34,701   $ (51,231   $ (112,534   $ (98,460
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss per share attributable to common stockholders, basic and diluted

   $ (0.26   $ (1.11   $ (0.88   $ (3.24
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted

     132,352       46,085       128,286       30,416  
  

 

 

   

 

 

   

 

 

   

 

 

 

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

        

Cost of subscription revenue

   $ 689     $ 231     $ 1,817     $ 369  

Cost of professional services revenue

     539       260       1,577       378  

Research and development

     2,790       1,571       7,120       2,107  

Sales and marketing

     8,927       6,833       23,728       8,869  

General and administrative

     7,948       23,088       23,072       25,160  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total stock-based compensation expense

   $ 20,893     $ 31,983     $ 57,314     $ 36,883  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

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Preliminary Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

     As of  
     October 31,
2019
    January 31,
2019
 

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 310,840     $ 326,863  

Accounts receivable, net

     97,573       92,597  

Deferred commissions, current portion

     22,688       15,827  

Prepaid expenses and other current assets

     11,841       13,377  
  

 

 

   

 

 

 

Total current assets

     442,942       448,664  

Property and equipment, net

     45,809       43,340  

Deferred commissions, net of current portion

     50,062       35,063  

Intangible asset, net

     7,188       35  

Goodwill

     31,935       —    

Operating lease right-of-use asset

     38,250       —    

Other noncurrent assets

     1,939       1,667  
  

 

 

   

 

 

 

TOTAL ASSETS

   $ 618,125     $ 528,769  
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current liabilities:

    

Accounts payable

   $ 7,401     $ 6,182  

Accrued expenses

     71,687       52,570  

Deferred revenue, current portion

     190,312       149,611  

Operating lease liabilities, current portion

     7,824       —    
  

 

 

   

 

 

 

Total current liabilities

     277,224       208,363  

Deferred revenue, net of current portion

     1,647       1,232  

Operating lease liabilities, net of current portion

     33,740       —    

Other noncurrent liabilities

     11,099       11,696  
  

 

 

   

 

 

 

TOTAL LIABILITIES

     323,710       221,291  
  

 

 

   

 

 

 

Commitments and contingencies

    

Stockholders’ equity:

    

Common stock

     13       12  

Accumulated other comprehensive loss

     (2,189     (3,036

Additional paid-in capital

     752,361       653,738  

Accumulated deficit

     (455,770     (343,236
  

 

 

   

 

 

 

TOTAL STOCKHOLDERS’ EQUITY

     294,415       307,478  
  

 

 

   

 

 

 

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

   $ 618,125     $ 528,769  
  

 

 

   

 

 

 

 

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Preliminary Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

     Nine Months Ended October 31,  
     2019     2018  

CASH FLOWS FROM OPERATING ACTIVITIES:

    

Net loss

   $ (112,534   $ (98,460

Adjustments to reconcile net loss to net cash used in operating activities:

    

Depreciation and amortization

     14,355       8,920  

Amortization of deferred commissions

     14,053       8,117  

Stock-based compensation

     57,314       36,883  

Amortization of operating lease right-of-use assets and accretion of operating lease liabilities

     7,840       —    

Loss on disposal of property and equipment

     594       457  

Changes in operating assets and liabilities:

    

Accounts receivable, net

     (4,495     3,249  

Prepaid expenses and other current assets

     1,795       1,755  

Other noncurrent assets

     (170     410  

Deferred commissions

     (36,134     (21,382

Accounts payable and accrued expenses

     16,039       7,462  

Deferred revenue

     39,375       21,741  

Payments for operating lease liabilities

     (7,595     —    

Other noncurrent liabilities

     (3,271     933  
  

 

 

   

 

 

 

Net cash used in operating activities

     (12,834     (29,915

CASH FLOWS FROM INVESTING ACTIVITIES:

    

Purchase of property and equipment

     (2,455     (13,545

Capitalized internal-use software

     (8,021     (5,364

Business combinations, net of acquired cash

     (29,192     —    
  

 

 

   

 

 

 

Net cash used in investing activities

     (39,668     (18,909

CASH FLOWS FROM FINANCING ACTIVITIES:

    

Proceeds from initial public offering, net of underwriting discounts and commissions

     —         281,813  

Proceeds from issuance of common stock in private placement

     —         20,000  

Proceeds from exercise of stock options

     18,862       5,576  

Proceeds from repayment of promissory notes

     11,526       1,644  

Proceeds from employee stock purchase plan

     9,088       —    

Payment of exercise of warrants

     —         12  

Principal payments on capital lease obligations

     (3,777     (818
  

 

 

   

 

 

 

Net cash provided by financing activities

     35,699       308,227  

Effect of exchange rate changes on cash and cash equivalents

     780       (2,232
  

 

 

   

 

 

 

NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH

     (16,023     257,171  

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH - Beginning of period

     326,863       117,026  
  

 

 

   

 

 

 

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH - End of period

   $ 310,840     $ 374,197  
  

 

 

   

 

 

 

 

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Reconciliation of GAAP to Non-GAAP Financial Measures

(In thousands, except percentages and per share amounts)

(Unaudited)

 

     Three Months Ended October 31,     Nine Months Ended October 31,  
(In thousands, except percentages and per share amounts)    2019     2018     2019     2018  

Revenue

   $ 89,410     $ 62,014     $ 249,780     $ 171,392  

GAAP operating loss

   $ (32,524   $ (50,326   $ (110,840   $ (95,580

Stock-based compensation

     20,893       31,983       57,314       36,883  

Employer payroll tax expense related to employee stock plans

     1,303       —         6,432       —    

Business combination and other related cost

     1,390       —         1,390       —    

Amortization of acquired intangibles

     112       53       147       159  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP operating loss

   $ (8,826   $ (18,290   $ (45,557   $ (58,538
  

 

 

   

 

 

   

 

 

   

 

 

 

GAAP operating margin %

     -36.4     -81.2     -44.4     -55.8

Stock-based compensation %

     23.4     51.6     22.9     21.5

Employer payroll tax expense related to employee stock plans %

     1.4     0.0     2.6     0.0

Amortization of acquired intangibles %

     1.7     0.1     0.7     0.1
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP operating margin %

     -9.9     -29.5     -18.2     -34.2
  

 

 

   

 

 

   

 

 

   

 

 

 

GAAP net loss

   $ (34,701   $ (51,231   $ (112,534   $ (98,460

Stock-based compensation

     20,893       31,983       57,314       36,883  

Employer payroll tax expense related to employee stock plans

     1,303       —         6,432       —    

Business combination and other related cost

     1,390       —         1,390       —    

Amortization of acquired intangibles

     112       53       147       159  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP net loss

   $ (11,003   $ (19,195   $ (47,251   $ (61,418
  

 

 

   

 

 

   

 

 

   

 

 

 

GAAP net loss per share, basic and diluted

   $ (0.26   $ (1.11   $ (0.88   $ (3.24

Stock-based compensation

     0.16       0.69       0.45       1.21  

Employer payroll tax expense related to employee stock plans

     0.01       0.00       0.05       0.00  

Business combination and other related cost

     0.01       0.00       0.01       0.00  

Amortization of acquired intangibles

     —         —         —         0.01  

Impact of difference in number of GAAP and non-GAAP shares

     —         0.24       —         1.41  
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP net loss per share

   $ (0.08   $ (0.18   $ (0.37   $ (0.61
  

 

 

   

 

 

   

 

 

   

 

 

 

Shares used to compute GAAP net loss per share attributable to common stockholders, basic and diluted

     132,352       46,085       128,286       30,416  

Weighted average effect of the assumed conversion of convertible preferred stock from the date of issuance

     —         57,605       —         68,214  

Weighted average effect of the assumed vesting of restricted stock unit from the date of issuance

     —         1,680       —         1,982  
  

 

 

   

 

 

   

 

 

   

 

 

 

Shares used to compute Non-GAAP net loss per share

     132,352       105,370       128,286       100,612  
  

 

 

   

 

 

   

 

 

   

 

 

 

GAAP net cash provided by (used in) operating activities

   $ (16,029   $ (14,220   $ (12,834   $ (29,915

Purchase of property and equipment

     (852     (1,126     (2,455     (13,545

Capitalized internal-use software

     (2,970     (1,985     (8,021     (5,364
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP free cash flow

   $ (19,851   $ (17,331   $ (23,310   $ (48,824
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-GAAP Financial Measures

In addition to financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and the accompanying tables contain non-GAAP financial measures, including non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP loss from operations, non-GAAP operating margin, non-GAAP net loss, non-GAAP net loss per share, and free cash flow. The non-GAAP financial information is presented for supplemental informational purposes only, and is not intended to be considered in isolation or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP. The non-GAAP measures presented here may be different from similarly-titled non-GAAP measures used by other companies.

We use these non-GAAP measures in conjunction with GAAP measures as part of our overall assessment of our performance, including the preparation of our annual operating budget and quarterly forecasts, to evaluate the effectiveness of our business strategies and to communicate with our board of directors concerning our financial performance. We believe these non-GAAP measures, when viewed collectively with the GAAP measures, may be helpful to investors because they provide consistency and comparability with our past financial performance and facilitate period-to-period comparisons of our operating results.

 

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There are material limitations associated with the use of non-GAAP financial measures since they exclude significant expenses and income that are required by GAAP to be recorded in our financial statements. The definitions of our non-GAAP measures may differ from the definitions used by other companies and therefore comparability may be limited. In addition, other companies may utilize metrics that are not similar to ours. We compensate for these limitations by analyzing current and future results on a GAAP basis as well as a non-GAAP basis and by providing specific information regarding the GAAP items excluded from these non-GAAP financial measures. Please see the reconciliation tables in this release for the reconciliation of GAAP and non-GAAP results.

We adjust the following items from one or more of our non-GAAP financial measures:

Stock-based compensation expense. We exclude stock-based compensation expense, which is a non-cash expense, from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance. In particular, companies calculate stock-based compensation expense using a variety of valuation methodologies and subjective assumptions.

Employer payroll tax expense related to employee stock plans. We exclude employer payroll tax expense related to employee stock plans, which is a cash expense, from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance. In particular, this expense is tied to the exercise or vesting of underlying equity awards and the price of our common stock at the time of exercise or vesting, which may vary from period to period independent of the operating performance of our business.

Amortization of acquired intangible assets. We exclude amortization of acquired intangible assets, which is a non-cash expense, from certain of our non-GAAP financial measures. Our expenses for amortization of intangible assets are inconsistent in amount and frequency because they are significantly affected by the timing, size of acquisitions and the inherent subjective nature of purchase price allocations. We exclude these amortization expenses because we do not believe these expenses have a direct correlation to the operation of our business.

Internal-use software. We include capitalization and the subsequent amortization of internal-use software, which is a non-cash expense, in certain of our non-GAAP financial measures. We capitalize certain costs incurred for the development of computer software for internal use and then amortize those costs over the estimated useful life. Capitalization and amortization of software development costs can vary significantly depending on the timing of products reaching technological feasibility and being made generally available.

Purchase of property and equipment. We include purchase of property and equipment in certain of our non-GAAP financial measures, such as free cash flow. Our management reviews cash flows generated from operations after taking into consideration capital expenditures such as purchase of property and equipment as these expenditures are considered to be a necessary component of ongoing operations.

 

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Business combinations and related cost. We include transaction and integration expenses that are directly related to business combinations. Such expenses primarily include transaction closing costs, professional service fees and retention payments.

Operating Metrics

Annual recurring revenue (ARR) is calculated as subscription revenue already booked and in backlog that will be recorded over the next 12 months, assuming any contract expiring in those 12 months is renewed and continues on its existing terms and at its prevailing rate of utilization.

Dollar-based Net Expansion Rate is calculated as the ARR at the end of a period for the base set of customers from which we had ARR in the year prior to the calculation, divided by the ARR one year prior to the date of calculation for that same customer base.

 

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