Cover Page
Cover Page - shares | 3 Months Ended | |
Apr. 30, 2021 | Jun. 03, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-37901 | |
Entity Registrant Name | COUPA SOFTWARE INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-4429448 | |
Entity Address, Address Line One | 1855 S. Grant Street | |
Entity Address, City or Town | San Mateo | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94402 | |
City Area Code | 650 | |
Local Phone Number | 931-3200 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | COUP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 73,525,323 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001385867 | |
Current Fiscal Year End Date | --01-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 362,509 | $ 323,284 |
Marketable securities | 237,836 | 283,036 |
Accounts receivable, net of allowances | 150,352 | 196,009 |
Prepaid expenses and other current assets | 43,825 | 36,381 |
Deferred commissions, current portion | 16,052 | 15,541 |
Total current assets | 810,574 | 854,251 |
Property and equipment, net | 28,147 | 28,266 |
Deferred commissions, net of current portion | 36,812 | 36,832 |
Goodwill | 1,514,514 | 1,480,847 |
Intangible assets, net | 610,664 | 632,173 |
Operating lease right-of-use assets | 39,367 | 41,305 |
Other assets | 31,779 | 31,491 |
Total assets | 3,071,857 | 3,105,165 |
Current liabilities: | ||
Accounts payable | 7,553 | 4,831 |
Accrued expenses and other current liabilities | 79,710 | 80,271 |
Deferred revenue, current portion | 338,533 | 356,115 |
Current portion of convertible senior notes, net (Note 8) | 616,400 | 609,068 |
Operating lease liabilities, current portion | 11,568 | 11,222 |
Total current liabilities | 1,053,764 | 1,061,507 |
Convertible senior notes, net (Note 8) | 914,994 | 897,525 |
Deferred revenue, net of current portion | 5,001 | 5,773 |
Operating lease liabilities, net of current portion | 29,530 | 31,845 |
Other liabilities | 66,259 | 67,915 |
Total liabilities | 2,069,548 | 2,064,565 |
Commitments and contingencies (Note 9) | ||
Redeemable non-controlling interests | 2,223 | 0 |
Other temporary equity (Note 8) | 0 | 369 |
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value per share; 25,000,000 shares authorized at April 30, 2021 and January 31, 2021; zero shares issued and outstanding at April 30, 2021 and January 31, 2021 | 0 | 0 |
Common stock, $0.0001 par value per share; 625,000,000 shares authorized at April 30, 2021 and January 31, 2021; 73,464,780 and 72,753,659 shares issued and outstanding at April 30, 2021 and January 31, 2021, respectively | 7 | 7 |
Additional paid-in capital | 1,617,223 | 1,556,865 |
Accumulated other comprehensive income | 9,019 | 9,165 |
Accumulated deficit | (626,163) | (525,806) |
Total stockholders’ equity | 1,000,086 | 1,040,231 |
Total liabilities, redeemable non-controlling interests, other temporary equity and stockholders’ equity | $ 3,071,857 | $ 3,105,165 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 30, 2021 | Jan. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 625,000,000 | 625,000,000 |
Common stock, shares issued (in shares) | 73,464,780 | 72,753,659 |
Common stock, shares outstanding (in shares) | 73,464,780 | 72,753,659 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Revenues: | ||
Total revenues | $ 166,929 | $ 119,214 |
Cost of revenues: | ||
Total cost of revenues | 79,727 | 42,838 |
Gross profit | 87,202 | 76,376 |
Operating expenses: | ||
Research and development | 43,837 | 26,719 |
Sales and marketing | 77,843 | 46,139 |
General and administrative | 39,377 | 9,144 |
Total operating expenses | 161,057 | 82,002 |
Loss from operations | (73,855) | (5,626) |
Interest expense | (29,103) | (12,289) |
Interest income and other, net | 535 | 3,328 |
Loss before provision for (benefit from) income taxes | (102,423) | (14,587) |
Provision for (benefit from) income taxes | (2,066) | 229 |
Net loss | $ (100,357) | $ (14,816) |
Net loss per share, basic and diluted (in dollars per share) | $ (1.38) | $ (0.23) |
Weighted-average number of shares used in computing net loss per share , basic and diluted (in shares) | 72,865 | 65,468 |
Subscription | ||
Revenues: | ||
Total revenues | $ 140,104 | $ 105,735 |
Cost of revenues: | ||
Total cost of revenues | 51,025 | 29,002 |
Professional services and other | ||
Revenues: | ||
Total revenues | 26,825 | 13,479 |
Cost of revenues: | ||
Total cost of revenues | $ 28,702 | $ 13,836 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Income Statement [Abstract] | ||
Net loss | $ (100,357) | $ (14,816) |
Other comprehensive gain in relation to defined benefit plans, net of tax | 268 | 397 |
Changes in unrealized gain (loss) on marketable securities, net of tax | (30) | 1,639 |
Foreign currency translation adjustments, net of tax | (384) | 0 |
Comprehensive loss | $ (100,503) | $ (12,780) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Balance (in shares) at Jan. 31, 2020 | 64,528,970 | ||||
Balance at Jan. 31, 2020 | $ 445,657 | $ 7 | $ 790,468 | $ 871 | $ (345,689) |
Issuance of common stock for acquisitions (in shares) | 37,568 | ||||
Issuance of common stock for employee share purchase plan (in shares) | 104,818 | ||||
Issuance of common stock for employee share purchase plan | 7,391 | 7,391 | |||
Exercise of stock options (in shares) | 404,858 | ||||
Exercise of stock options | 3,228 | 3,228 | |||
Stock-based compensation expense | 24,547 | 24,547 | |||
Vested restricted stock units (in shares) | 298,155 | ||||
Temporary equity reclassification | (752) | (752) | |||
Settlement of Notes (in shares) | 1,453,221 | ||||
Settlement of 2023 Notes (Note 8) | (2,169) | (2,169) | |||
Other comprehensive income (loss) | 2,036 | 2,036 | |||
Net loss | (14,816) | (14,816) | |||
Balance (in shares) at Apr. 30, 2020 | 66,827,590 | ||||
Balance at Apr. 30, 2020 | 465,122 | $ 7 | 822,713 | 2,907 | (360,505) |
Balance (in shares) at Jan. 31, 2021 | 72,753,659 | ||||
Balance at Jan. 31, 2021 | 1,040,231 | $ 7 | 1,556,865 | 9,165 | (525,806) |
Issuance of common stock for acquisitions (in shares) | 22,370 | ||||
Issuance of common stock for employee share purchase plan (in shares) | 82,462 | ||||
Issuance of common stock for employee share purchase plan | 10,477 | 10,477 | |||
Exercise of stock options (in shares) | 202,912 | ||||
Exercise of stock options | 2,248 | 2,248 | |||
Stock-based compensation expense | 47,504 | 47,504 | |||
Vested restricted stock units (in shares) | 346,450 | ||||
Temporary equity reclassification | 369 | 369 | |||
Settlement of Notes (in shares) | 56,927 | ||||
Settlement of 2023 Notes (Note 8) | (240) | (240) | |||
Other comprehensive income (loss) | (146) | (146) | |||
Net loss | (100,357) | (100,357) | |||
Balance (in shares) at Apr. 30, 2021 | 73,464,780 | ||||
Balance at Apr. 30, 2021 | $ 1,000,086 | $ 7 | $ 1,617,223 | $ 9,019 | $ (626,163) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (100,357) | $ (14,816) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 36,539 | 10,502 |
Amortization of premium on marketable securities, net | 326 | 471 |
Amortization of deferred commissions | 4,213 | 3,162 |
Amortization of debt discount and issuance costs | 27,390 | 11,950 |
Stock-based compensation | 47,292 | 24,197 |
Loss (gain) on conversion of convertible senior notes | 129 | (2,571) |
Repayments of convertible senior notes attributable to debt discount (Note 8) | (516) | (10,604) |
Other | (1,586) | 881 |
Changes in operating assets and liabilities net of effects from acquisitions: | ||
Accounts receivable | 47,750 | 26,633 |
Prepaid expenses and other current assets | (7,011) | 5,945 |
Other assets | 4,836 | 595 |
Deferred commissions | (4,706) | (2,007) |
Accounts payable | 2,799 | (885) |
Accrued expenses and other liabilities | (5,872) | (20,742) |
Deferred revenue | (19,144) | (17,303) |
Net cash provided by operating activities | 32,082 | 15,408 |
Cash flows from investing activities | ||
Purchases of marketable securities | (48,787) | (49,514) |
Maturities of marketable securities | 41,013 | 137,143 |
Sales of marketable securities | 52,643 | 2,929 |
Acquisitions, net of cash acquired | (45,095) | (3,604) |
Purchases of other investments | (2,500) | 0 |
Purchases of property and equipment | (2,754) | (3,599) |
Net cash provided by (used in) investing activities | (5,480) | 83,355 |
Cash flows from financing activities | ||
Investment from redeemable non-controlling interests | 2,223 | 0 |
Repayments of convertible senior notes | (2,439) | (81,444) |
Proceeds from the exercise of common stock options | 2,261 | 2,938 |
Proceeds from issuance of common stock for employee stock purchase plan | 10,477 | 7,391 |
Net cash provided by financing activities | 12,522 | (71,115) |
Effects of foreign currency exchange rates on cash, cash equivalents, and restricted cash | (13) | 0 |
Net increase in cash, cash equivalents, and restricted cash | 39,111 | 27,648 |
Cash, cash equivalents, and restricted cash at beginning of year | 327,589 | 268,280 |
Cash, cash equivalents, and restricted cash at end of period | 366,700 | 295,928 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 362,509 | 295,806 |
Restricted cash included in other assets | 4,191 | 122 |
Total cash, cash equivalents, and restricted cash | $ 366,700 | $ 295,928 |
Restricted cash, asset, statement of financial position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets |
Supplemental disclosure of cash flow data | ||
Cash paid for income taxes | $ 1,622 | $ 554 |
Supplemental disclosure of non-cash investing and financing activities | ||
Property and equipment included in accounts payable and accrued expenses and other current liabilities | $ 149 | $ 476 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Apr. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Coupa Software Incorporated (the “Company”) was incorporated in the state of Delaware in 2006. The Company provides a comprehensive, cloud-based business spend management (or “BSM”) platform that provides greater visibility into and control over how companies spend money. The BSM platform enables businesses to achieve savings that drive profitability. The Company is based in San Mateo, California . The Company’s fiscal year ends on January 31. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Apr. 30, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared using accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2021 filed with the SEC on March 18, 2021 (the “Form 10-K”). The condensed consolidated financial statements include the results of the Company, its wholly-owned subsidiaries, as well as subsidiaries in which the Company has a controlling interest. All significant intercompany transactions and balances have been eliminated during consolidation. The condensed consolidated balance sheet as of January 31, 2021, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results to be expected for the full fiscal year or any other period. There have been no changes to the significant accounting policies described in the Form 10-K for the year ended January 31, 2021. Use of Estimates The preparation of condensed 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 condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates its significant estimates including, but not limited to, the valuation of accounts receivable, the lives of tangible and intangible assets, the fair value of certain equity awards, the fair value of contingent purchase consideration, the valuation of acquired intangible assets and the recoverability or impairment of intangible assets, including goodwill, revenue recognition, redemption value of redeemable non-controlling interests, convertible senior notes fair value, the benefit period of deferred commissions, and provision for (benefit from) income taxes. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates and such differences could be material to the financial position and results of operations. Foreign Currency Translation The functional currency of the Company's foreign operations is primarily the U.S. dollar, while a few of its subsidiaries use the local currency as their functional currency. In cases where the Company uses a foreign functional currency, the Company translates the foreign functional currency financial statements to U.S. dollars using the exchange rates at the balance sheet date for assets and liabilities, the period average exchange rates for revenues and expenses, and the historical exchange rates for equity. The effects of foreign currency translation adjustments are recorded in other comprehensive income as a component of stockho lder s ' equity and the related periodic movements are presented in the condensed consolidated stateme nt s of comprehensive loss. Foreign currency transaction gains and losses are included in interest income and other , ne t, in the condensed consolidated statements of operations for the period. Concentration of Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, marketable securities, and accounts receivable. Cash deposits may, at times, exceed amounts insured by the Federal Deposit Insurance Corporation and the Securities Investor Protection Corporation (“SIPC”). Marketable securities balances may, at times, also exceed SIPC limits. The Company has not experienced any losses on its deposits of cash and cash equivalents to date. Refer to Note 14, “Significant Customers and Geographic Information” for additional information on significant customers during the period. Comprehensive Loss Comprehensive loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss consists of net loss, other comprehensive gain (loss) in relation to defined benefits plans, net of tax, changes in unrealized gain (loss) on marketable securities, net of tax, and foreign currency translation adjustments, net of tax. The other comprehensive gain (loss) in relation to defined benefits plans represents net deferred gains and losses and prior service costs and credits for the defined benefit pension plans. Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Subsequent changes in fair value of these financial assets and liabilities are recognized in earnings or other comprehensive loss when they occur. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurement or assumptions that market participants would use in pricing the assets or liabilities, such as inherent risk, transfer restrictions and credit risk. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Observable inputs other than quoted price in active markets for identical assets or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 - Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the assets or liabilities. Revenue Recognition The Company derives its revenues primarily from subscription fees, professional services fees and other. Revenues are recognized when control of these services are transferred to the Company’s customers in an amount that reflects the consideration expected to be entitled to in exchange for those services. Revenues are recognized net of applicable taxes imposed on the related transaction. The Company’s revenue recognition policy follows guidance from Accounting Standards Codification 606, Revenue from Contracts with Customers (Topic 606) . The Company determines revenue recognition through the following five-step framework: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Subscription Revenues The Company offers subscriptions to its cloud-based business spend management platform, including procurement, invoicing and expense management. Subscription revenues consist primarily of fees to provide the Company’s customers access to its cloud-based platform, which includes routine customer support. Subscription contracts do not provide customers with the right to take possession of the software, are non-cancelable, and do not contain general rights of return. Generally, subscription revenues are recognized ratably over the contractual term of the arrangement, beginning on the date that the service is made available to the customer. Subscription contracts typically have a term of three years with invoicing occurring in annual installments at the beginning of each year in the subscription period. Term-based licenses are sold as bundled arrangements that include the rights to a term license and post-contract customer support (“PCS”). Accordingly, the Company allocates the transaction price to each performance obligation. The revenues related to the amount allocated to PCS are included in subscription revenue, which are recognized ratably over the contract term beginning on the license delivery date. Professional Services Revenues and Other The Company offers professional services which primarily include deployment services, optimization services, and training. Professional services are generally sold on a fixed-fee or time-and-materials basis. For services billed on a fixed-fee basis, invoicing typically occurs in advance, and revenue is recognized over time based on the proportion performed. For services billed on a time-and-materials basis, revenue is recognized over time as services are performed. Term-based licenses are sold as bundled arrangements that include the rights to a term license and PCS. Accordingly, the Company allocates the transaction price to each performance obligation. The revenues related to the amount allocated to term-based licenses are included in other revenue, which is recognized at the start of the license term when delivery is complete. Refer to Note 14, “Significant Customers and Geographic Information” for additional information on disaggregated revenue during the period. Significant Judgments The Company’s contracts with customers often include promises to transfer multiple products and services to a customer. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. Subscription services, professional services, term-based licenses, and related PCS are distinct performance obligations that are accounted for separately. In contracts with multiple performance obligations, the transaction price is allocated to separate performance obligations on a relative standalone selling price ("SSP") basis. The determination of SSP for each distinct performance obligation requires judgment. The Company determines SSP for performance obligations based on overall pricing objectives, which take into consideration market conditions and entity-specific factors. This includes a review of historical data related to the size of arrangements, the applications being sold, customer demographics and the numbers and types of users within the arrangements. The Company uses a range of amounts to estimate SSP for performance obligations. There is typically more than one SSP for individual products and services due to the stratification of those products and services by considerations such as size and sales regions. Contract Balances The timing of revenue recognition may differ from the timing of invoicing for contracts with customers. The Company records a receivable when revenue is recognized prior to invoicing. Deferred revenue primarily consists of billings or payments received in advance of revenue recognition. Subscription and fixed-fee professional services arrangements are commonly billed in advance, recognized as deferred revenue, and then amortized into revenue over time. The Company's term-based license contracts are billed in advance, recognized as deferred revenue, and then recognized as revenues upfront for the license component and ratably over the term license for the PCS component. However, other professional services arrangements, primarily those recognized on a time-and-materials basis, are billed in arrears following services that have been rendered. In addition, for multi-year term-based license contracts, the revenue allocated to license component is recognized upfront while the billing is on annual basis. This may result in revenue recognition greater than invoiced amounts which results in a receivable balance. Receivables represent an unconditional right to payment. As of April 30, 2021 and January 31, 2021, the balance of accounts receivable, net of the allowance for doubtful accounts, was $150.4 million and $196.0 million, respectively. Of these balances, $24.0 million and $24.2 million represent unbilled receivable amounts as of April 30, 2021 and January 31, 2021, respectively. In addition, as of April 30, 2021 and January 31, 2021, the balance of long-term unbilled receivables was approximately $6.1 million and $7.1 million, respectively, which were included in other assets on the Company's condensed consolidated balance sheet. When the timing of revenue recognition differs from the timing of invoicing, the Company uses judgment to determine whether the contract includes a significant financing component requiring adjustment to the transaction price. Various factors are considered in this determination including the duration of the contract, payment terms, and other circumstances. Generally, the Company determined that contracts do not include a significant financing component. The Company applies the practical expedient for instances where, at contract inception, the expected timing difference between when promised goods or services are transferred and associated payment will be one year or less. Payment terms vary by contract type, however arrangements typically stipulate a requirement for the customer to pay within 30 days. At any point in the contract term, the transaction price may be allocated to performance obligations that are unsatisfied or are partially unsatisfied. These amounts relate to remaining performance obligations on non-cancelable contracts which include both the deferred revenue balance and amounts that will be invoiced and recognized as revenue in future periods. As of April 30, 2021, approximately $972.9 million of the transaction price from contracts with customers is allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately three-fourths of these remaining performance obligations within the next 24 months and the remainder thereafter. The Company applies the practical expedient to exclude remaining performance obligations that are part of contracts with an original expected duration of one year or less. During the three months ended April 30, 2021, the revenue recognized from performance obligations satisfied in prior periods was approximately $0.9 million. Accounts Receivable and Allowances for Doubtful Accounts and Credit Losses The Company extends credit to its customers in the normal course of business and does not require cash collateral or other security to support the collection of customer receivables. The Company estimates the amount of uncollectible accounts receivable at the end of each reporting period and provides a reserve when needed based on an assessment of various factors including the aging of the receivable balance, historical experience, and expectations of forward-looking loss estimates. When developing the expectations of forward-looking loss estimates, the Company takes into consideration forecasts of future economic conditions, information about past events, such as historical trends of write-offs, and customer-specific circumstances, such as bankruptcies and disputes. Accounts receivable are written off when deemed uncollectible. The allowances for doubtful accounts and credit losses were not material as of April 30, 2021 and January 31, 2021. Marketable Securities Marketable securities consist of financial instruments such as U.S. treasury securities, U.S. agency obligations, corporate notes and bonds, commercial paper, asset backed securities and certificates of deposit. The Company classifies marketable securities as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All marketable securities are recorded at estimated fair value. Credit losses related to the marketable securities are recorded in interest income and other, net in the consolidated statements of operations through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. No credit losses related to marketable securities were recorded by the Company during the three months ended April 30, 2021. Any remaining unrealized losses, or any unrealized gains, for marketable securities are included in accumulated other comprehensive income, a component of stockholders’ equity. If quoted prices for identical instruments are available in an active market, marketable securities are classified within Level 1 of the fair value hierarchy. If quoted prices for identical instruments in active markets are not available, fair values are estimated using quoted prices of similar instruments and are classified within Level 2 of the fair value hierarchy. Deferred Revenue Deferred revenue consists of customer billings or payments received in advance of the recognition of revenue and is recognized as revenue as the revenue recognition criteria are met. The Company generally invoices its customers annually for the forthcoming year of service. Accordingly, the Company’s deferred revenue balance does not include revenue for future years of multiple year non-cancellable contracts that have not yet been billed. During the three months ended April 30, 2021 and 2020, the Company recognized revenue of $133.5 million and $83.3 million that was included in the deferred revenue balance as of January 31, 2021 and 2020, respectively. Deferred Commissions Commissions are earned by sales personnel upon the execution of the sales contract by the customer, and commission payments are made shortly after they are earned. Commission costs can be associated specifically with subscription, professional services and license arrangements. Commissions earned by the Company’s sales personnel are considered incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized over a period of benefit of five years. The Company determined the period of benefit by taking into consideration its past experience with customers, future cash flows expected from customers, industry peers and other available information. For commissions earned from the sale of term-based license contracts, the Company allocates the costs of commission in proportion to the allocation of transaction price of license and PCS performance obligations. Commissions associated with the license component are expensed at the time the related revenue is recognized. Commissions allocated to PCS are deferred and then amortized over five years. The Company capitalized commission costs of $4.7 million and $2.0 million, and amortized $4.2 million and $3.2 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the three months ended April 30, 2021 and 2020, respectively. Redeemable Non-Controlling Interests During the quarter ended April 30, 2021, the Company established a joint venture in Japan, which is a variable interest entity, obtaining a 51% controlling interest. Accordingly, the Company consolidated the financial results of the joint venture. The share of the earnings in the joint venture attributable to the non-controlling interests was not material during the three months ended April 30, 2021. Leases Leases arise from contracts that convey the right to control the use of identified property or equipment for a period of time in exchange for consideration. The Company’s leasing arrangements are primarily for office space used to conduct operations. Leases are classified at commencement as either operating or finance leases. As of April 30, 2021, all of the Company’s leases were classified as operating leases. Rent expense for operating leases is recognized using the straight-line method over the term of the agreement beginning on the lease commencement date. At commencement, the Company records a lease liability at the present value of future lease payments, net of any future lease incentives to be received. Lease agreements may include options to renew the lease term, which is not included in the lease periods to calculate future lease payments unless it is reasonably certain the Company will renew the lease. The Company estimates its incremental borrowing rate (“IBR”) based on the information available at the lease commencement date in determining the present value of lease payments. In determining the appropriate IBR, the Company considers information including, but not limited to, the lease term and the currency in which the arrangement is denominated. At commencement, the Company also records a corresponding right-of-use asset, which is calculated based on the amount of the lease liability, adjusted for any advance lease payments made and initial direct costs incurred. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets. As of April 30, 2021, the Company was not a material lessor in leasing arrangements or a party to material sublease arrangements. Recent Accounting Guidance New Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40), which simplifies the accounting for convertible instruments. The guidance removes certain accounting models that separate the embedded conversion features from the host contract for convertible instruments, requiring bifurcation only if the convertible debt feature qualifies as a derivative under ASC 815 or for convertible debt issued at a substantial premium. The ASU removes certain settlement conditions required for equity contracts to qualify for the derivative scope exception, permitting more contracts to qualify for it. In addition, the guidance eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The ASU is effective for annual reporting periods beginning after December 15, 2021, including interim reporting periods within those annual periods, with early adoption permitted no earlier than the fiscal year beginning after December 15, 2020. The ASU allows entities to use a modified or full retrospective transition method. Under the modified approach, entities will apply the guidance to all financial instruments that are outstanding as of the beginning of the year of adoption with the cumulative effect recognized as an adjustment to the opening balance of retained earnings. Under the full retrospective method, entities will apply it to all outstanding financial instruments for each prior reporting period presented. The Company will adopt this new standard on February 1, 2022. The Company is currently evaluating the method of adoption and the related impact of the new guidance on the earnings per share and on its financial statements. |
Marketable Securities
Marketable Securities | 3 Months Ended |
Apr. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities The following is a summary of available-for-sale marketable securities, excluding those securities classified within cash and cash equivalents on the condensed consolidated balance sheets (in thousands): April 30, 2021 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 227,010 $ 57 $ (1) $ 227,066 Corporate notes and bonds 10,447 43 — 10,490 Certificates of deposit 280 — — 280 Total marketable securities $ 237,737 $ 100 $ (1) $ 237,836 January 31, 2021 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 268,141 $ 29 $ (1) $ 268,169 Corporate notes and bonds 14,487 100 — 14,587 Certificates of deposit 280 — — 280 Total marketable securities $ 282,908 $ 129 $ (1) $ 283,036 As of April 30, 2021, the fair values of available-for-sale marketable securities, by remaining contractual maturity, were as follows (in thousands): Due within one year $ 179,753 Due in one year through five years 58,083 Total $ 237,836 The Company's marketable securities consist primarily of U.S. Treasury securities and high credit quality corporate notes and bonds. The Company views its marketable securities as available to support its current operations, therefore these marketable securities have been classified as short-term available-for-sale securities. During the three months ended April 30, 2021 and 2020, there were no material gross realized gains or losses from the sale of certain available-for-sale marketable securities that were reclassified out of accumulated other comprehensive loss. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Apr. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis at April 30, 2021 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: (1) Money market funds $ 146,111 $ — $ — $ 146,111 Marketable securities: U.S. treasury securities — 227,066 — 227,066 Corporate notes and bonds — 10,490 — 10,490 Certificate of deposit — 280 — 280 Total assets $ 146,111 $ 237,836 $ — $ 383,947 (1) Included in cash and cash equivalents. The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis at January 31, 2021 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: (1) Money market funds $ 90,437 $ — $ — $ 90,437 Marketable securities: U.S. treasury securities — 268,169 — 268,169 Corporate notes and bonds — 14,587 — 14,587 Certificates of deposit — 280 — 280 Total assets $ 90,437 $ 283,036 $ — $ 373,473 Derivative liabilities: (2) Foreign currency forward contracts not designated as hedges $ — $ 47 $ — $ 47 Total liabilities $ — $ 47 $ — $ 47 (1) Included in cash and cash equivalents. (2) The derivative liabilities were related to foreign currency forward contracts at a notional amount of $2.9 million. The derivative liabilities were included in the accrued expenses and other current liabilities on the Company’s condensed consolidated balance sheets at January 31, 2021. The foreign currency forward contracts were accounted for as an economic hedge and as a result the changes in the fair value of the derivative assets and liabilities were recognized in the Company’s condensed consolidated statements of operations. The changes in the fair value during the year ended January 31, 2021 were not material. The Company has $1,380.0 million in aggregate principal amount of 0.375% convertible senior notes due in 2026 (the “2026 Notes”), $805.0 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (the “2025 Notes”) and $5.9 million in aggregate principal amount of 0.375% convertible senior notes due in 2023 (the “2023 Notes” and together with the 2025 Notes and 2026 Notes, the “Convertible Notes”), outstanding as of April 30, 2021. Refer to Note 8, “Convertible Senior Notes” for further details on the Convertible Notes. The Company carries the Convertible Notes at par value less the portion allocated to equity and the related unamortized discount and issuance costs on its condensed consolidated balance sheets and presents the fair value for disclosure purposes only. The estimated fair value of the 2026 Notes, 2025 Notes and 2023 Notes, based on a market approach as of April 30, 2021 was approximately $1,618.5 million, $1,426.0 million and $35.6 million, respectively, which represents a Level 2 valuation estimate. The estimated fair value of the 2026 Notes, 2025 Notes and 2023 Notes, based on a market approach as of January 31, 2021 was approximately $1,775.0 million, $1,617.5 million and $61.2 million, respectively, which represents a Level 2 valuation estimate. The estimated fair value was determined based on the estimated or actual bids and offers of the Convertible Notes in an over-the-counter market on the last trade completed prior to the end of the period. |
Business Combinations
Business Combinations | 3 Months Ended |
Apr. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Pana Industries, Inc. On February 1, 2021, the Company acquired all of the equity interest in Pana Industries, Inc. ("Pana"), a corporate travel booking solution company. The purchase consideration was approximately $48.5 million in cash (of which $7.1 million is being held in escrow for fifteen months after the transaction closing date). In addition, the Company issued 23,822 shares of unvested common stock with an approximate fair value of $7.6 million to two of Pana's shareholders. These shares are subject to service-based vesting conditions including continued employment with the Company, and all these shares were unvested as of April 30, 2021. The value assigned to the unvested common stock will be recorded as post-acquisition compensation expense as the shares vest and has been excluded from the purchase consideration. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): February 1, 2021 Cash and cash equivalents $ 3,413 Intangible assets 12,200 Other assets 772 Goodwill 34,374 Accounts payable and other liabilities (2,251) Total consideration $ 48,508 The purchase price allocation is preliminary. The Company continues to collect information with regard to its estimates and assumptions, including potential liabilities and contingencies. The Company will record adjustments to the fair value of the assets acquired, liabilities assumed and goodwill within the twelve month me asurement period, if necessary. The goodwill recognized was primarily attributed to the assembled workforce and increased synergies that are expected to be achieved from the integration of Pana and is not deductible for income tax purposes. The Company determined the fair values of intangible assets acquired and liabilities assumed. The identifiable intangible assets acquired were as follows (in thousands): Fair Value Useful life Developed technology $ 10,500 4 Customer relationships 1,700 4 Total $ 12,200 The Company incurred costs related to this acquisition of approximately $359,000 for the three months ended April 30, 2021. All acquisition related costs were expensed as incurred and have been recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations. The revenue and earnings of the acquired business have been included in the Company’s results since the acquisition date and are not material to the Company’s condensed consolidated financial results. Pro forma results of operations for this acquisition have not been presented as the financial impact on the Company’s condensed consolidated financial statements would be immaterial. LLamasoft, Inc. On November 2, 2020, the Company completed the acquisition of Laurel Parent Holdings, Inc. and its subsidiaries ("LLamasoft"), a supply chain design and analysis software and solutions company. The acquisition strengthens Coupa’s supply chain capabilities, enabling businesses to drive greater value through Business Spend Management. In connection with the acquisition, all outstanding equity securities of LLamasoft were cancelled with the payment by the Company of approximately $1.4 billion, of which approximately $791.5 million was paid in cash, and the remainder was paid in the form of 2,371,014 shares of the Company's common stock with a fair value of approximately $634.5 million. Approximately $15.0 million of the cash paid is being held in escrow for fifteen months after the transaction closing date as security for the former LLamasoft stockholders' indemnification obligations. Out of the total payment, approximately $27.8 million, comprised of $19.4 million of cash and 31,098 shares of the Company's common stock issued with a fair value of $8.3 million, was accounted for as a one-time post acquisition stock-based compensation expense. This stock-based compensation expense was due to accelerated vesting of legacy LLamasoft employee stock awards in connection with the acquisition. The total purchase consideration as of November 2, 2020 is as follows (in thousands): Total cash paid $ 791,532 Fair value of share consideration 634,507 Less: One-time stock-based compensation expense (27,750) Total purchase consideration $ 1,398,289 In addition, the Company issued 45,889 shares of common stock subject to vesting restrictions with an approximate fair value of $12.3 million to certain employee-shareholders of LLamasoft. These shares are subject to service-based vesting conditions including continued employment with the Company. The value assigned to these shares will be recorded as post-acquisition compensation expense as the shares vest and has been excluded from the purchase consideration. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): November 2, 2020 Cash and cash equivalents $ 1,389 Accounts receivable 38,473 Goodwill 932,587 Intangible assets 517,600 Operating lease right-of-use assets 14,820 Other assets 23,437 Accounts payable and other current liabilities (10,110) Deferred revenue (14,798) Operating lease liabilities (14,644) Deferred tax liability, net (76,091) Other non-current liabilities (14,374) Total consideration $ 1,398,289 Other assets include indemnification assets totaling approximately $2.1 million due to an assumed liability for which the seller is responsible. The purchase price allocation is preliminary. The Company continues to collect information with regard to its estimates and assumptions, including potential liabilities and contingencies. The Company will record adjustments to the fair value of the assets acquired, liabilities assumed and goodwill within the twelve months measurement period, if necessary. The goodwill recognized was primarily attributed to the assembled workforce and increased synergies that are expected to be achieved from the integration of LLamasoft and is not deductible for income tax purposes. The Company determined the fair values of intangible assets acquired and liabilities assumed with the assistance of third-party valuation consultants. Based on this valuation, the intangible assets acquired were (in thousands): Fair Value Useful life Developed technology $ 316,100 7 Customer relationships 200,300 5 Trademarks 1,200 1 Total intangible assets $ 517,600 The Company incurred costs related to this acquisition of approximately $3.2 million for the year ended January 31, 2021. All acquisition related costs were expensed as incurred and have been recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations. Much-Net GmbH On September 15, 2020, the Company acquired all of the equity interest in Much-Net GmbH, ("Much-Net"), a financial instrument software and service provider that specializes in risk management. The purchase consideration was approximately $4.3 million in cash which is net of $1.8 million in cash acquired. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. In aggregate, the Company recorded $1.0 million for developed technology intangible assets with an estimated useful life of four years, and $4.1 million of goodwill which is primarily attributed to assembled workforce and expected synergies. The goodwill is not deductible for income tax purposes. The other assets acquired and liabilities assumed were not material. The purchase price allocation is preliminary. The Company continues to collect information with regard to its estimates and assumptions, including potential liabilities and contingencies. The Company will record adjustments to the fair value of the net assets acquired and goodwill within the twelve months measurement period, if necessary. Bellin Treasury International GmbH On June 9, 2020, the Company acquired all of the equity interest in Bellin Treasury International GmbH, (“Bellin”), a cloud-based treasury management software platform that improves visibility and control over cash, and optimizes treasury processes. The purchase consideration was approximately $121.0 million, comprised of $79.1 million in cash (of which $8.0 million is being held in escrow for eighteen months after the transaction closing date) and 186,300 shares of the Company’s common stock with a fair value of approximately $41.8 million as of the transaction close date. In addition, the Company issued 208,766 shares of unvested common stock with an approximate fair value of $46.9 million to one of the sellers who became a Coupa employee. These shares are subject to service-based vesting conditions including continued employment with the Company, and all these shares were unvested as of April 30, 2021. The value assigned to the unvested common stock will be recorded as post-acquisition compensation expense as the shares vest and has been excluded from the purchase consideration. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): June 9, 2020 Cash and cash equivalents $ 4,783 Accounts receivable 5,345 Intangible assets 42,745 Other assets 5,203 Goodwill 85,301 Accounts payable and other current liabilities (3,795) Deferred revenue (4,230) Deferred tax liability, net (11,610) Other non-current liabilities (2,769) Total consideration $ 120,973 The goodwill recognized was primarily attributed to the assembled workforce and increased synergies that are expected to be achieved from the integration of Bellin and is not deductible for income tax purposes. The Company determined the fair values of intangible assets acquired and liabilities assumed with the assistance of third-party valuation consultants. Based on this valuation, the intangible assets acquired were (in thousands): Fair Value Useful life Developed technology $ 27,800 5 Customer relationships 14,700 5 Trademarks 245 0.5 Total intangible assets $ 42,745 The Company incurred costs related to this acquisition of approximately $1.2 million for the year ended January 31, 2021. All acquisition related costs were expensed as incurred and have been recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations. ConnXus, Inc. On May 1, 2020, the Company acquired all of the equity interest in ConnXus, Inc. (“ConnXus”), a cloud-based supplier relationship management platform that enables enterprises, health systems and government agencies to monitor all aspects of their supplier diversity compliance programs. The purchase consideration was approximately $10.0 million in cash of which approximately $1.4 million is being held back by the Company for fifteen months after the transaction closing date. The acquisition was accounted for as a business combination and, accordingly, the total fair value of purchase consideration was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values on the acquisition date. The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): May 1, 2020 Intangible assets $ 1,900 Other assets 540 Goodwill 8,527 Accounts payable and other liabilities (967) Total consideration $ 10,000 The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of ConnXus and is not deductible for income tax purposes. The Company determined the fair values of intangible assets acquired and liabilities assumed. Based on this valuation, the intangible assets acquired was (in thousands): Fair Value Useful life Developed technology $ 1,900 4 Total intangible assets $ 1,900 The Company incurred costs related to this acquisition of approximately $400,000 for the year ended January 31, 2021. All acquisition related costs were expensed as incurred and have been recorded in general and administrative expenses in the accompanying condensed consolidated statements of operations. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Apr. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consisted of the following (in thousands): April 30, January 31, Furniture and equipment $ 12,488 $ 11,955 Software development costs 46,360 43,857 Leasehold improvements 5,575 5,465 Construction in progress 1,050 848 Total property and equipment 65,473 62,125 Less: accumulated depreciation and amortization (37,326) (33,859) Property and equipment, net $ 28,147 $ 28,266 Depreciation and amortization expense related to property and equipment, excluding software development costs, was approximately $1.3 million and $552,000 for the three months ended April 30, 2021 and 2020, respectively. Amortization expense related to software development costs was approximately $2.2 million and $1.4 million for the three months ended April 30, 2021 and 2020, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Apr. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill The following table represents the changes in goodwill (in thousands): Balance at January 31, 2021 $ 1,480,847 Additions from acquisitions 34,374 Foreign currency translation adjustments (343) Other adjustments (364) Balance at April 30, 2021 $ 1,514,514 Other Intangible Assets The following table summarizes the other intangible assets balances (in thousands): As of April 30, 2021 January 31, 2021 Weighted Gross Accumulated Net Gross Accumulated Net Developed technology 5.7 $ 484,510 $ (89,971) $ 394,539 $ 474,120 $ (69,560) $ 404,560 Customer relationships 4.4 256,081 (40,561) 215,520 254,437 (27,727) 226,710 Trademarks 0.6 2,419 (1,814) 605 2,419 (1,516) 903 Total other intangible assets $ 743,010 $ (132,346) $ 610,664 $ 730,976 $ (98,803) $ 632,173 Amortization expense related to other intangible assets was approximately $33.5 million and $8.9 million for the three months ended April 30, 2021 and 2020, respectively. As of April 30, 2021, the future amortization expense of other intangible assets is as follows (in thousands): Year Ending January 31, 2022 (remaining nine months) $ 100,001 2023 128,111 2024 121,994 2025 102,849 2026 78,559 Thereafter 79,150 Total $ 610,664 |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Apr. 30, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior Notes 2026 Notes In June 2020, the Company issued the 2026 Notes in aggregate principal amount of $1,380.0 million in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the issuance of the 2026 Notes were $1,162.3 million, net of debt issuance costs, including the underwriting discount and the cash used to purchase the capped call discussed below. The 2026 Notes have an initial conversion rate of 3.3732 shares of common stock per $1,000 principal (equivalent to an initial conversion price of approximately $296.45 per share of common stock). The interest rate is fixed at 0.375% per annum for the 2026 Notes and is payable semi-annually in arrears on June 15 and December 15 of each year, which commenced on December 15, 2020. Refer to the Company’s consolidated financial statements for the year ended January 31, 2021 for details of the issuance and accounting of 2026 Notes. The 2026 Notes were not convertible at April 30, 2021, as none of the 2026 Notes conversion conditions were met. The Company may redeem for cash all or any portion of the 2026 Notes, at its option, on or after June 20, 2023 and prior to the 21st scheduled trading day immediately preceding the maturity date, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2026 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. 2025 Notes In June 2019, the Company issued the 2025 Notes in aggregate principal amount of $805.0 million in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the issuance of the 2025 Notes were $667.4 million, net of debt issuance costs, including the underwriting discount and the cash used to purchase the capped call, discussed below. The 2025 Notes have an initial conversion rate of 6.2658 shares of common stock per $1,000 principal (equivalent to an initial conversion price of approximately $159.60 per share of common stock). The interest rate is fixed at 0.125% per annum for the 2025 Notes and is payable semi-annually in arrears on June 15 and December 15 of each year, which commenced on December 15, 2019. Refer to the Company’s consolidated financial statements for the year ended January 31, 2020 for details of the issuance and accounting of 2025 Notes. The conversion condition for the 2025 Notes was initially met during the three months ended July 31, 2020 and it continued to be met during the three months ended April 30, 2021. As a result, the 2025 Notes continued to be convertible at the option of the holders and remained classified as current liabilities on the condensed consolidated balance sheet as of April 30, 2021. As of April 30, 2021, approximately $805.0 million principal amount of 2025 Notes remained outstanding. In addition, from May 1, 2021 to the date of this filing, the Company has not received any additional conversion requests for the 2025 Notes. The Company may redeem for cash all or any portion of the 2025 Notes, at its option, on or after June 20, 2022, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2025 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. 2023 Notes In January 2018, the Company issued the 2023 Notes in aggregate principal amount of $230.0 million in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The net proceeds from the issuance of the 2023 Notes were $200.4 million, net of debt issuance costs, including the underwriting discount and the cash used to purchase the capped call, discussed below. The 2023 Notes have an initial conversion rate of 22.4685 shares of common stock per $1,000 principal (equivalent to an initial conversion price of approximately $44.5068 per share of common stock). The interest rate is fixed at 0.375% per annum for the 2023 Notes and is payable semi-annually in arrears on July 15 and January 15 of each year, which commenced on July 15, 2018. Refer to the Company’s consolidated financial statements for the year ended January 31, 2019 for details of the issuance of 2023 Notes. The conversion condition for the 2023 Notes was initially met during the three months ended April 30, 2019, and has been met for each subsequent fiscal quarter. As a result, the 2023 Notes were convertible at the option of the holders and remained classified as current liabilities on the condensed consolidated balance sheet as of April 30, 2021. For the year ended January 31, 2021, the Company settled conversion requests on the principal amount of the 2023 Notes totaling approximately $132.1 million by paying cash for the principal amount of $132.1 million and issuing approximately 2.2 million shares of the Company’s common stock, bearing a fair value of approximately $410.0 million. In addition, during the year ended January 31, 2021, using proceeds from the 2026 Notes issuance, the Company repurchased approximately $89.0 million principal amount of the 2023 Notes by paying cash of approximately $450.6 million. For the three months ended April 30, 2021, the Company settled conversion requests on the principal amount of the 2023 Notes totaling approximately $3.0 million by paying cash for the principal amount of $3.0 million and issuing approximately 56,923 shares of the Company’s common stock, bearing a fair value of approximately $13.8 million. Correspondingly, for the three months ended April 30, 2021, the Company recognized a loss of approximately $0.1 million on the conversion and repurchase of the 2023 Notes representing the net carrying amount in excess of the fair value of the liability component of the converted and repurchased notes on the respective settlement dates. The amount is included in interest income and other, net in the Company’s condensed consolidated statement of operations. As of April 30, 2021, approximately $5.9 million principal amount of 2023 Notes remained outstanding. In addition, from May 1, 2021 to the date of this filing, the Company received conversion requests for an immaterial principal amount of the 2023 Notes. The Company may redeem for cash all or any portion of the 2023 Notes, at its option, on or after January 20, 2021, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2023 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. During the three months ended April 30, 2021, the Company did not redeem any of the 2023 Notes. The 2026 Notes, 2025 Notes and 2023 Notes consisted of the following (in thousands): As of As of April 30, 2021 January 31, 2021 2026 Notes 2025 Notes 2023 Notes 2026 Notes 2025 Notes 2023 Notes Liability: Principal $ 1,380,000 $ 804,997 $ 5,877 $ 1,380,000 $ 804,999 $ 8,832 Unamortized debt discount and issuance costs (1) (465,006) (193,811) (663) (482,475) (203,638) (1,125) Net carrying amount $ 914,994 $ 611,186 $ 5,214 $ 897,525 $ 601,361 $ 7,707 Carrying amount of the equity component (2) $ 501,053 $ 246,966 $ 1,544 $ 501,053 $ 246,966 $ 1,560 (1) Included in the condensed consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the convertible senior notes. The 2026 Notes are classified as long-term liabilities, and the 2025 Notes and 2023 Notes are classified as current liabilities. (2) Included in the condensed consolidated balance sheets within additional paid-in capital and temporary equity. The effective interest rates of the liability component of the 2026 Notes, 2025 Notes and 2023 Notes, excluding each tranche of notes’ conversions options, is 8.83%, 7.05% and 7.66%, respectively. As of April 30, 2021 the if-converted value of the 2026 Notes did not exceed the principal amount and as of January 31, 2021 the if-converted value of the 2026 Notes exceeded the principal amount by $62.5 million. As of April 30, 2021 and January 31, 2021, the if-converted value of the 2025 Notes exceeded the principal amount by $552.0 million and $757.9 million, respectively. As of April 30, 2021 and January 31, 2021, the if-converted value of the 2023 Notes exceeded the principal amount by $29.6 million and $52.7 million, respectively. During the three months ended April 30, 2021 and 2020, the Company recognized $27.4 million and $11.9 million, respectively, of interest expense related to the amortization of debt discount and issuance costs, and $1.5 million and $400,000, respectively, of coupon interest expense. As of April 30, 2021, the remaining life of the 2026 Notes, 2025 Notes and 2023 Notes is approximately 5.1 years, 4.1 years and 1.7 years, respectively. Capped Calls In conjunction with the issuance of the 2026 Notes, 2025 Notes and 2023 Notes, the Company entered into capped call transactions (the “Capped Calls”) on the Company’s stock with certain counterparties at a price of $192.8 million, $118.7 million and $23.3 million, respectively. The Capped Calls exercise price is equal to the initial conversion price of each of the Convertible Notes, and the cap price is $503.42 per share for 2026 Notes, $295.55 per share for 2025 Notes and $63.821 per share for 2023 Notes, each subject to certain adjustments under the terms of the Capped Call transactions. If any tranche of convertible notes’ conversion option is exercised, the corresponding convertible note capped call will become exercisable on the same date. As of the date of filing, the Company has not exercised the Capped Calls in relation to the conversion of 2023 Notes or 2025 Notes. By entering into the Capped Calls, the Company expects to reduce the potential dilution to its common stock (or, in the event the conversion is settled in cash, to reduce its cash payment obligation) in the event that at the time of conversion its stock price exceeds the conversion price. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments The Company leases office space under non-cancelable operating leases with various expiration dates through February 2030. For the three months ended April 30, 2021 and 2020, lease costs in relation to long-term leases were approximately $3.5 million and $2.6 million, respectively. For the three months ended April 30, 2021 and 2020, short-term leases costs were approximately $600,000 and $300,000, respectively. Variable lease costs were immaterial for the three months ended April 30, 2021 and 2020. Certain lease agreements include options to renew or terminate the lease, which are not reasonably certain to be exercised and therefore are not factored into the determination of lease payments or the lease right-of-use asset/lease liability. For the three months ended April 30, 2021 and 2020, cash paid for operating lease liabilities was approximately $3.6 million and $2.7 million, respectively. For the three months ended April 30, 2021 and 2020, right-of-use assets obtained in exchange of lease obligations was approximately $900,000 and $125,000, respectively. As of April 30, 2021, the weighted-average remaining lease term was 3.8 years, and the weighted-average discount rate was 6.2%. As of April 30, 2021, the remaining maturities of operating lease liabilities and future purchase obligations are as follows (in thousands): Year Ending January 31, Operating Lease Obligations Future Purchase Obligations 2022 (remaining nine months) $ 10,337 $ 10,862 2023 12,826 18,692 2024 11,499 4,884 2025 6,155 600 2026 3,010 550 Thereafter 2,301 — Total payments 46,128 $ 35,588 Less imputed interest (5,030) Total $ 41,098 The Company's future obligations in the table above primarily includes contractual purchase obligations for hosting services and other services to support the Company's business operations. Contingencies The Company may become involved in legal proceedings or be subject to claims arising in the ordinary course of business. Although the results of litigation and claims cannot be predicted with certainty, the Company currently believes that the final outcome of these ordinary course matters will not have a material adverse effect on the Company’s business, operating results, financial condition or cash flows. The Company accrues estimates for resolution of legal and other contingencies when losses are probable and estimable. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. Warranties and Indemnifications The Company’s cloud-based software platform and applications are typically warranted against material decreases in functionality and to perform in a manner consistent with general industry standards and in accordance with the Company’s online documentation under normal use and circumstances. The Company includes service level commitments to its customers, typically regarding certain levels of uptime reliability and performance and if the Company fails to meet those levels, customers can receive credits and, in some cases, terminate their relationship with the Company. To date, the Company has not incurred any material costs as a result of such commitments. The Company generally agrees to defend and indemnify its customers against legal claims that the Company’s platform infringes patents, copyrights or other intellectual property rights of third parties. To date, the Company has not been required to make any payment resulting from such infringement claims and has not recorded any related liabilities. In addition, the Company has indemnification agreements with its directors and certain of its officers that require the Company to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. To date, the Company has not incurred any material costs, and not accrued any liabilities in its condensed consolidated financial statements, as a result of these obligations. |
Common Stock and Stockholders'
Common Stock and Stockholders' Equity | 3 Months Ended |
Apr. 30, 2021 | |
Equity [Abstract] | |
Common Stock and Stockholders' Equity | Common Stock and Stockholders’ Equity Common Stock Each share of common stock has the right to one vote. The holders of the common stock are also entitled to receive dividends whenever funds are legally available and when declared by the board of directors of the Company (the “Board of Directors”), subject to the prior rights of holders of all classes of stock outstanding having priority rights as to dividends. No dividends have been declared or paid since inception. Preferred Stock As of April 30, 2021, the Company had authorized 25,000,000 shares of preferred stock, par value $0.0001, of which no shares were issued and outstanding. 2016 Equity Incentive Plan The 2016 Equity Incentive Plan (the “2016 Plan”) was approved by the Company’s stockholders in September 2016. The 2016 Plan provides for the grant of incentive stock options, nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights and performance cash awards. Awards could be granted under the 2016 Plan beginning on the effective date of the registration statement relating to the Company’s initial public offering, October 5, 2016. The 2016 Plan replaced the Company’s 2006 Stock Plan; however, awards outstanding under the 2006 Stock Plan will continue to be governed by their existing terms. As of April 30, 2021, the Company had 12,911,235 shares of its common stock available for future issuance under the 2016 Plan. The number of shares reserved for issuance under the 2016 Plan will automatically increase on the first day of each fiscal year during the term of the 2016 Plan by a number of shares equal to 5% of its outstanding shares of common stock on the last day of the prior fiscal year. The number and class of shares reserved under the Company’s 2016 Plan will be adjusted in the event of a stock split, stock dividend or other changes in its capitalization. The following table summarizes stock option activity under the Company’s 2006 Stock Plan and the 2016 Plan during the three months ended April 30, 2021 (aggregate intrinsic value in thousands): Options Outstanding Outstanding Weighted- Weighted- Aggregate Balance at January 31, 2021 2,608,640 $ 20.65 5.61 $ 754,478 Option grants — $ — — — Options exercised (202,912) $ 11.08 — — Options forfeited — $ — — — Balance at April 30, 2021 2,405,728 $ 21.45 5.40 $ 595,623 Exercisable at April 30, 2021 2,208,482 $ 17.77 5.24 $ 554,929 (1) The above table includes 878,869 stock options with market and service based conditions. The options exercisable as of April 30, 2021 include options that are exercisable prior to vesting. The aggregate intrinsic value of options vested and exercisable as of April 30, 2021 is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of April 30, 2021. The aggregate intrinsic value of exercised options was $57.4 million and $59.5 million for the three months ended April 30, 2021 and 2020, respectively, and is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of the exercise date. No options were granted during the three months ended April 30, 2021 and 2020. The total grant date fair value of options vested was $1.1 million and $1.5 million for the three months ended April 30, 2021 and 2020, respectively. Restricted Stock Units (“RSUs”) The following table summarizes the activity related to the Company’s RSUs during the three months ended April 30, 2021: Number of Weighted- Awarded and unvested at January 31, 2021 2,530,280 $ 123.56 Awards granted 657,140 $ 254.93 Awards vested (346,450) $ 75.59 Awards forfeited (55,970) $ 184.75 Awarded and unvested at April 30, 2021 2,785,000 $ 159.29 (1) The above table includes 209,427 restricted share units with market and service based conditions. 2016 Employee Stock Purchase Plan The Board of Directors adopted the 2016 Employee Stock Purchase Plan (the “ESPP”) in September 2016 and it has been approved by the Company’s stockholders. The ESPP allows eligible employees to purchase shares of common stock through payroll deductions and is intended to qualify under Section 423 of the Internal Revenue Code. As of April 30, 2021, the Company had 2,400,888 shares of its common stock available for future issuances under the ESPP. The number of shares reserved for issuance under the ESPP will automatically increase on the first day of each fiscal year during the term of the ESPP by a number of shares equal to the least of (i) 1% of its outstanding shares of common stock on the last day of the prior fiscal year, (ii) 1,250,000 shares or (iii) a lesser number of shares determined by the board of directors. The number and class of shares reserved under the ESPP will be adjusted in the event of a stock split, stock dividend or other changes in its capitalization. Each offering period will last a number of months determined by the administrator, up to a maximum of 27 months. The initial offering period began on the effective date of the Company’s initial public offering, October 5, 2016, and ended on September 15, 2018, and new 24-month offering periods will begin on each March 16 and September 16 thereafter. Currently, each offering period consists of four consecutive purchase periods, of approximately six months duration, at the end of which payroll contributions are used to purchase shares of the Company’s common stock. Participants may purchase the Company’s common stock through payroll deductions, up to a maximum of 15% of their eligible compensation. Participants may withdraw from the ESPP and receive a refund of their accumulated payroll contributions at any time prior to a purchase date. Unless changed by the administrator, the purchase price for each share of common stock purchased under the ESPP will be 85% of the lower of the fair market value per share on the first day of the applicable offering period or the fair market value per share on the applicable purchase date. The Company purchased 82,462 and 104,818 shares of common stock under the 2016 ESPP during the three months ended April 30, 2021 and 2020, respectively. The Company selected the Black-Scholes option-pricing model as the method for determining the estimated fair value for the Company’s 2016 ESPP. As of April 30, 2021, the total unrecognized compensation cost related to the 2016 ESPP was $17.4 million which will be amortized over a weighted-average period of approximately 1.5 years. Market-based Options and Awards In September 2016, the Board of Directors of the Company granted 544,127 stock options to the Chief Executive Officer (the “2016 CEO Grant”) under the 2006 Stock Plan with an exercise price of $13.04 per share. The 2016 CEO Grant is eligible to vest based on the achievement of market capital appreciation targets after the consummation of the initial public offering, as well as continuous service over a four four In March 2020, the Board of Directors of the Company granted market-based restricted stock unit awards (the “2020 PSU Grant”) to certain members of management. The target number of market-based restricted stock unit awards granted was 100,178. The number of shares that could be earned will range from 0% to 200% of the target number of shares, based on the relative growth of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the three three In March 2021, the Board of Directors of the Company granted market-based restricted stock unit awards (the “2021 PSU Grant”) to certain members of management. The target number of market-based restricted stock unit awards granted was 109,249. The number of shares that could be earned will range from 0% to 200% of the target number of shares, based on the relative growth of the per share price of the Company’s common stock as compared to the Nasdaq Composite Index over the three three As of April 30, 2021, all market-based milestones of the 2016 CEO Grant and 2018 CEO Grant were achieved, resulting in 554,127 shares and 258,030 shares, respectively, being vested and exercisable. As of April 30, 2021, the three Stock-based Compensation The Company’s total stock-based compensation expense was as follows (in thousands): Three Months Ended 2021 2020 Cost of revenue: Subscription $ 3,305 $ 2,158 Professional services and other 3,898 2,412 Research and development 10,663 6,124 Sales and marketing 11,221 7,513 General and administrative 18,205 5,990 Total $ 47,292 $ 24,197 As of April 30, 2021 and January 31, 2021, the balance of stock-based compensation included in capitalized software development costs was approximately $3.4 million and $3.2 million, respectively. As of April 30, 2021, there was approximately $3.6 million of total unrecognized compensation cost related to unvested stock options granted to employees under the 2016 Equity Incentive Plan. This unrecognized compensation cost is expected to be recognized over an estimated weighted-average amortization period of approximately 1.4 years. As of April 30, 2021, there was approximately $440.5 million of total unrecognized compensation cost related to unvested restricted stock units granted to employees under the 2016 Equity Incentive Plan. This unrecognized compensation cost is expected to be recognized over an estimated weighted-average amortization period of approximately 2.9 years. The fair values of the Company’s stock options, ESPP and market-based awards granted during the three months ended April 30, 2021 and 2020 were estimated using the following assumptions: Three Months Ended 2021 2020 Employee Stock Purchase Plan: Expected term (in years) 0.5 - 2.0 0.5 - 2.0 Volatility 53.9 % - 61.2 % 48.6 % - 54.8 % Risk-free interest rate 0.1 % - 0.2 % 0.3 % - 0.4 % Dividend yield — — Market-based Award Expected term (in years) 3.0 3.0 Volatility 54.6% 48.4% Risk-free interest rate 0.3% 0.4% Dividend yield — — These assumptions and estimates are as follows: • Fair Value of Common Stock . The Company used the publicly quoted price as reported on the Nasdaq Global Select Market as the fair value of its common stock. • Expected Term . The expected term represents the weighted-average period that the stock options are expected to remain outstanding. To determine the expected term for employee stock options, the Company generally applies the simplified approach in which the expected term of an award is presumed to be the mid-point between the vesting date and the expiration date of the award as the Company does not have sufficient historical exercise data to provide a reasonable basis for an estimate of expected term. The expected term for the employee stock purchase plan ranges from six months, the length of one purchase period, to two years, the length of one offering period. The market-based awards have a three • Risk-Free Interest Rate . The Company bases the risk-free interest rate on the yields of U.S. Treasury securities with maturities approximately equal to the term of employee stock option or market-based awards. • Expected Volatility. The Company uses its historical trading prices to calculate the expected volatility in determining the fair value of the shares granted under the ESPP and market-based awards. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is subject to federal and various state income taxes in the United States as well as income taxes in foreign jurisdictions in which it conducts business. The Company does not provide for federal income taxes on the undistributed earnings of its foreign subsidiaries as such earnings are reinvested indefinitely. The Company recorded a tax benefit of approximately $2.1 million for the three months ended April 30, 2021, representing an effective tax rate of 2.02%, which was primarily attributable to a reversal of a U.S. deferred tax liability and excess tax benefits related to stock-based compensation offset by foreign tax expense. The Company recorded a tax provision of approximately $229,000 for the three months ended April 30, 2020, representing an effective tax rate of (1.57)% which was primarily attributable to foreign tax expense offset by excess benefits related to stock-based compensation. The difference between the U.S. federal statutory rate of 21% and the Company's effective tax rate in all periods presented is primarily due to a full valuation allowance related to the Company's U.S. deferred tax assets, reversal of a U.S. deferred tax liability as a result of current year intangible amortization and convertible note original issue discount amortization, and foreign expense on the Company's profitable jurisdictions. The Company's material income tax jurisdictions are the United States (federal) and California. As a result of net operating loss carryforwards, the Company is subject to audits for tax years 2006 and onward for federal purposes and 2009 and onward for California purposes. There are tax years which remain subject to examination in various other state and foreign jurisdictions that are not material to the Company's financial statements. On March 27, 2020, the President signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES” Act). The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of Social Security taxes, technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property, and the creation of certain refundable employee retention credits. The Company does not expect there to be a significant tax impact on its condensed consolidated financial statements at this time and will continue to assess the implications of the CARES Act and its continuing developments and interpretations. |
Net Loss per Share
Net Loss per Share | 3 Months Ended |
Apr. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, without consideration for potentially dilutive securities as they do not share in losses. During periods when the Company is in a net loss position, basic net loss per share is the same as diluted net loss per share as the effects of potentially dilutive securities are antidilutive given the net loss of the Company. During the quarter ended April 30, 2021, the Company entered into a joint venture and the share of earnings in the joint venture attributable to the non-controlling interests was not material. Refer to Note 2, "Significant Accounting Policies" for further information on the Company's redeemable non-controlling interests. The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except per share amounts): Three Months Ended 2021 2020 Numerator: Net loss $ (100,357) $ (14,816) Denominator: Weighted-average common shares outstanding 72,865 65,468 Net loss per share, basic and diluted $ (1.38) $ (0.23) Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share for all periods as the inclusion of all potential common shares outstanding would have been anti-dilutive. Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: As of April 30, 2021 2020 Options to purchase common stock 2,405,728 3,824,566 RSUs 2,785,000 3,399,474 Unvested common shares subject to repurchase 241,526 66,450 Shares committed under the ESPP 22,844 30,751 Contingent stock consideration for DCR acquisition 171,073 377,138 Total 5,626,171 7,698,379 |
Business Segment Information
Business Segment Information | 3 Months Ended |
Apr. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment InformationThe Company’s chief operating decision maker is the Chief Executive Officer (“CEO”). The CEO reviews the financial information presented on a consolidated basis for purposes of allocating resources and evaluating the Company’s financial performance. Accordingly, the Company has determined that it operates in a single reporting segment: cloud platform. |
Significant Customers and Geogr
Significant Customers and Geographic Information | 3 Months Ended |
Apr. 30, 2021 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Significant Customers and Geographic Information | Significant Customers and Geographic Information No customer balance comprised 10% or more of total accounts receivable at April 30, 2021 or January 31, 2021. During the three months ended April 30, 2021 and April 30, 2020, revenues by geographic area, based on billing addresses of the customers, were as follows (in thousands): Three Months Ended 2021 2020 United States $ 99,019 $ 78,716 Foreign countries 67,910 40,498 Total revenues $ 166,929 $ 119,214 |
Related Parties
Related Parties | 3 Months Ended |
Apr. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Parties | Related PartiesOne of the Company’s customers, T. Rowe Associates, Inc., is also an investment adviser of certain of the Company’s stockholders. T. Rowe Associates, Inc. held more than 10% of the Company’s voting common stock during the three months ended April 30, 2021. The Company recognized subscription revenue from this customer of approximately $258,000 and $265,000 for the three months ended April 30, 2021 and April 30, 2020, respectively. The Company had no receivables balance from this customer at April 30, 2021 or January 31, 2021. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared using accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2021 filed with the SEC on March 18, 2021 (the “Form 10-K”). The condensed consolidated financial statements include the results of the Company, its wholly-owned subsidiaries, as well as subsidiaries in which the Company has a controlling interest. All significant intercompany transactions and balances have been eliminated during consolidation. The condensed consolidated balance sheet as of January 31, 2021, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results to be expected for the full fiscal year or any other period. There have been no changes to the significant accounting policies described in the Form 10-K for the year ended January 31, 2021. |
Use of Estimates | Use of Estimates The preparation of condensed 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 condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates its significant estimates including, but not limited to, the valuation of accounts receivable, the lives of tangible and intangible assets, the fair value of certain equity awards, the fair value of contingent purchase consideration, the valuation of acquired intangible assets and the recoverability or impairment of intangible assets, including goodwill, revenue recognition, redemption value of redeemable non-controlling interests, convertible senior notes fair value, the benefit period of deferred commissions, and provision for (benefit from) income taxes. Management bases its estimates on historical experience and on various other market-specific and relevant assumptions that management believes to be reasonable under the circumstances. Actual results could differ from those estimates and such differences could be material to the financial position and results of operations. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company's foreign operations is primarily the U.S. dollar, while a few of its subsidiaries use the local currency as their functional currency. In cases where the Company uses a foreign functional currency, the Company translates the foreign functional currency financial statements to U.S. dollars using the exchange rates at the balance sheet date for assets and liabilities, the period average exchange rates for revenues and expenses, and the historical exchange rates for equity. The effects of foreign currency translation adjustments are recorded in other comprehensive income as a component of stockho lder s ' equity and the related periodic movements are presented in the condensed consolidated stateme nt s of comprehensive loss. Foreign currency transaction gains and losses are included in interest income and other , ne t, in the condensed consolidated statements of operations for the period. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents, marketable securities, and accounts receivable. Cash deposits may, at times, exceed amounts insured by the Federal Deposit Insurance Corporation and the Securities Investor Protection Corporation (“SIPC”). Marketable securities balances may, at times, also exceed SIPC limits. The Company has not experienced any losses on its deposits of cash and cash equivalents to date. Refer to Note 14, “Significant Customers and Geographic Information” for additional information on significant customers during the period. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. The Company’s comprehensive loss consists of net loss, other comprehensive gain (loss) in relation to defined benefits plans, net of tax, changes in unrealized gain (loss) on marketable securities, net of tax, and foreign currency translation adjustments, net of tax. The other comprehensive gain (loss) in relation to defined benefits plans represents net deferred gains and losses and prior service costs and credits for the defined benefit pension plans. |
Fair Value Measurements | Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Subsequent changes in fair value of these financial assets and liabilities are recognized in earnings or other comprehensive loss when they occur. When determining the fair value measurements for assets and liabilities which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurement or assumptions that market participants would use in pricing the assets or liabilities, such as inherent risk, transfer restrictions and credit risk. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Observable inputs other than quoted price in active markets for identical assets or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3 - Inputs that are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the assets or liabilities. |
Revenue Recognition | Revenue Recognition The Company derives its revenues primarily from subscription fees, professional services fees and other. Revenues are recognized when control of these services are transferred to the Company’s customers in an amount that reflects the consideration expected to be entitled to in exchange for those services. Revenues are recognized net of applicable taxes imposed on the related transaction. The Company’s revenue recognition policy follows guidance from Accounting Standards Codification 606, Revenue from Contracts with Customers (Topic 606) . The Company determines revenue recognition through the following five-step framework: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when, or as, the Company satisfies a performance obligation. Subscription Revenues The Company offers subscriptions to its cloud-based business spend management platform, including procurement, invoicing and expense management. Subscription revenues consist primarily of fees to provide the Company’s customers access to its cloud-based platform, which includes routine customer support. Subscription contracts do not provide customers with the right to take possession of the software, are non-cancelable, and do not contain general rights of return. Generally, subscription revenues are recognized ratably over the contractual term of the arrangement, beginning on the date that the service is made available to the customer. Subscription contracts typically have a term of three years with invoicing occurring in annual installments at the beginning of each year in the subscription period. Term-based licenses are sold as bundled arrangements that include the rights to a term license and post-contract customer support (“PCS”). Accordingly, the Company allocates the transaction price to each performance obligation. The revenues related to the amount allocated to PCS are included in subscription revenue, which are recognized ratably over the contract term beginning on the license delivery date. Professional Services Revenues and Other The Company offers professional services which primarily include deployment services, optimization services, and training. Professional services are generally sold on a fixed-fee or time-and-materials basis. For services billed on a fixed-fee basis, invoicing typically occurs in advance, and revenue is recognized over time based on the proportion performed. For services billed on a time-and-materials basis, revenue is recognized over time as services are performed. Term-based licenses are sold as bundled arrangements that include the rights to a term license and PCS. Accordingly, the Company allocates the transaction price to each performance obligation. The revenues related to the amount allocated to term-based licenses are included in other revenue, which is recognized at the start of the license term when delivery is complete. Refer to Note 14, “Significant Customers and Geographic Information” for additional information on disaggregated revenue during the period. Significant Judgments The Company’s contracts with customers often include promises to transfer multiple products and services to a customer. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. Subscription services, professional services, term-based licenses, and related PCS are distinct performance obligations that are accounted for separately. In contracts with multiple performance obligations, the transaction price is allocated to separate performance obligations on a relative standalone selling price ("SSP") basis. The determination of SSP for each distinct performance obligation requires judgment. The Company determines SSP for performance obligations based on overall pricing objectives, which take into consideration market conditions and entity-specific factors. This includes a review of historical data related to the size of arrangements, the applications being sold, customer demographics and the numbers and types of users within the arrangements. The Company uses a range of amounts to estimate SSP for performance obligations. There is typically more than one SSP for individual products and services due to the stratification of those products and services by considerations such as size and sales regions. Contract Balances The timing of revenue recognition may differ from the timing of invoicing for contracts with customers. The Company records a receivable when revenue is recognized prior to invoicing. Deferred revenue primarily consists of billings or payments received in advance of revenue recognition. Subscription and fixed-fee professional services arrangements are commonly billed in advance, recognized as deferred revenue, and then amortized into revenue over time. The Company's term-based license contracts are billed in advance, recognized as deferred revenue, and then recognized as revenues upfront for the license component and ratably over the term license for the PCS component. However, other professional services arrangements, primarily those recognized on a time-and-materials basis, are billed in arrears following services that have been rendered. In addition, for multi-year term-based license contracts, the revenue allocated to license component is recognized upfront while the billing is on annual basis. This may result in revenue recognition greater than invoiced amounts which results in a receivable balance. Receivables represent an unconditional right to payment. As of April 30, 2021 and January 31, 2021, the balance of accounts receivable, net of the allowance for doubtful accounts, was $150.4 million and $196.0 million, respectively. Of these balances, $24.0 million and $24.2 million represent unbilled receivable amounts as of April 30, 2021 and January 31, 2021, respectively. In addition, as of April 30, 2021 and January 31, 2021, the balance of long-term unbilled receivables was approximately $6.1 million and $7.1 million, respectively, which were included in other assets on the Company's condensed consolidated balance sheet. When the timing of revenue recognition differs from the timing of invoicing, the Company uses judgment to determine whether the contract includes a significant financing component requiring adjustment to the transaction price. Various factors are considered in this determination including the duration of the contract, payment terms, and other circumstances. Generally, the Company determined that contracts do not include a significant financing component. The Company applies the practical expedient for instances where, at contract inception, the expected timing difference between when promised goods or services are transferred and associated payment will be one year or less. Payment terms vary by contract type, however arrangements typically stipulate a requirement for the customer to pay within 30 days. At any point in the contract term, the transaction price may be allocated to performance obligations that are unsatisfied or are partially unsatisfied. These amounts relate to remaining performance obligations on non-cancelable contracts which include both the deferred revenue balance and amounts that will be invoiced and recognized as revenue in future periods. As of April 30, 2021, approximately $972.9 million of the transaction price from contracts with customers is allocated to the remaining performance obligations. The Company expects to recognize revenue on approximately three-fourths of these remaining performance obligations within the next 24 months and the remainder thereafter. The Company applies the practical expedient to exclude remaining performance obligations that are part of contracts with an original expected duration of one year or less. During the three months ended April 30, 2021, the revenue recognized from performance obligations satisfied in prior periods was approximately $0.9 million. |
Accounts Receivable and Allowances for Doubtful Accounts and Credit Losses | Accounts Receivable and Allowances for Doubtful Accounts and Credit Losses The Company extends credit to its customers in the normal course of business and does not require cash collateral or other security to support the collection of customer receivables. The Company estimates the amount of uncollectible accounts receivable at the end of each reporting period and provides a reserve when needed based on an assessment of various factors including the aging of the receivable balance, historical experience, and expectations of forward-looking loss estimates. When developing the expectations of forward-looking loss estimates, the Company takes into consideration forecasts of future economic conditions, information about past events, such as historical trends of write-offs, and customer-specific circumstances, such as bankruptcies and disputes. Accounts receivable are written off when deemed uncollectible. The allowances for doubtful accounts and credit losses were not material as of April 30, 2021 and January 31, 2021. |
Marketable Securities | Marketable Securities Marketable securities consist of financial instruments such as U.S. treasury securities, U.S. agency obligations, corporate notes and bonds, commercial paper, asset backed securities and certificates of deposit. The Company classifies marketable securities as available-for-sale at the time of purchase and reevaluates such classification as of each balance sheet date. All marketable securities are recorded at estimated fair value. Credit losses related to the marketable securities are recorded in interest income and other, net in the consolidated statements of operations through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. No credit losses related to marketable securities were recorded by the Company during the three months ended April 30, 2021. Any remaining unrealized losses, or any unrealized gains, for marketable securities are included in accumulated other comprehensive income, a component of stockholders’ equity. If quoted prices for identical instruments are available in an active market, marketable securities are classified within Level 1 of the fair value hierarchy. If quoted prices for identical instruments in active markets are not available, fair values are estimated using quoted prices of similar instruments and are classified within Level 2 of the fair value hierarchy. |
Deferred Revenue | Deferred RevenueDeferred revenue consists of customer billings or payments received in advance of the recognition of revenue and is recognized as revenue as the revenue recognition criteria are met. The Company generally invoices its customers annually for the forthcoming year of service. Accordingly, the Company’s deferred revenue balance does not include revenue for future years of multiple year non-cancellable contracts that have not yet been billed. During the three months ended April 30, 2021 and 2020, the Company recognized revenue of $133.5 million and $83.3 million that was included in the deferred revenue balance as of January 31, 2021 and 2020, respectively. |
Deferred Commissions | Deferred Commissions Commissions are earned by sales personnel upon the execution of the sales contract by the customer, and commission payments are made shortly after they are earned. Commission costs can be associated specifically with subscription, professional services and license arrangements. Commissions earned by the Company’s sales personnel are considered incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized over a period of benefit of five years. The Company determined the period of benefit by taking into consideration its past experience with customers, future cash flows expected from customers, industry peers and other available information. For commissions earned from the sale of term-based license contracts, the Company allocates the costs of commission in proportion to the allocation of transaction price of license and PCS performance obligations. Commissions associated with the license component are expensed at the time the related revenue is recognized. Commissions allocated to PCS are deferred and then amortized over five years. The Company capitalized commission costs of $4.7 million and $2.0 million, and amortized $4.2 million and $3.2 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the three months ended April 30, 2021 and 2020, respectively. |
Redeemable Non-Controlling Interests | Redeemable Non-Controlling Interests During the quarter ended April 30, 2021, the Company established a joint venture in Japan, which is a variable interest entity, obtaining a 51% controlling interest. Accordingly, the Company consolidated the financial results of the joint venture. The share of the earnings in the joint venture attributable to the non-controlling interests was not material during the three months ended April 30, 2021. |
Leases | Leases Leases arise from contracts that convey the right to control the use of identified property or equipment for a period of time in exchange for consideration. The Company’s leasing arrangements are primarily for office space used to conduct operations. Leases are classified at commencement as either operating or finance leases. As of April 30, 2021, all of the Company’s leases were classified as operating leases. Rent expense for operating leases is recognized using the straight-line method over the term of the agreement beginning on the lease commencement date. At commencement, the Company records a lease liability at the present value of future lease payments, net of any future lease incentives to be received. Lease agreements may include options to renew the lease term, which is not included in the lease periods to calculate future lease payments unless it is reasonably certain the Company will renew the lease. The Company estimates its incremental borrowing rate (“IBR”) based on the information available at the lease commencement date in determining the present value of lease payments. In determining the appropriate IBR, the Company considers information including, but not limited to, the lease term and the currency in which the arrangement is denominated. At commencement, the Company also records a corresponding right-of-use asset, which is calculated based on the amount of the lease liability, adjusted for any advance lease payments made and initial direct costs incurred. Right-of-use assets are subject to evaluation for impairment or disposal on a basis consistent with other long-lived assets. As of April 30, 2021, the Company was not a material lessor in leasing arrangements or a party to material sublease arrangements. |
Recent Accounting Guidance | Recent Accounting Guidance New Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40), which simplifies the accounting for convertible instruments. The guidance removes certain accounting models that separate the embedded conversion features from the host contract for convertible instruments, requiring bifurcation only if the convertible debt feature qualifies as a derivative under ASC 815 or for convertible debt issued at a substantial premium. The ASU removes certain settlement conditions required for equity contracts to qualify for the derivative scope exception, permitting more contracts to qualify for it. In addition, the guidance eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The ASU is effective for annual reporting periods beginning after December 15, 2021, including interim reporting periods within those annual periods, with early adoption permitted no earlier than the fiscal year beginning after December 15, 2020. The ASU allows entities to use a modified or full retrospective transition method. Under the modified approach, entities will apply the guidance to all financial instruments that are outstanding as of the beginning of the year of adoption with the cumulative effect recognized as an adjustment to the opening balance of retained earnings. Under the full retrospective method, entities will apply it to all outstanding financial instruments for each prior reporting period presented. The Company will adopt this new standard on February 1, 2022. The Company is currently evaluating the method of adoption and the related impact of the new guidance on the earnings per share and on its financial statements. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available-for-sale Marketable Securities Excluding Securities Classified within Cash and Cash Equivalents on Consolidated Balance Sheets | The following is a summary of available-for-sale marketable securities, excluding those securities classified within cash and cash equivalents on the condensed consolidated balance sheets (in thousands): April 30, 2021 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 227,010 $ 57 $ (1) $ 227,066 Corporate notes and bonds 10,447 43 — 10,490 Certificates of deposit 280 — — 280 Total marketable securities $ 237,737 $ 100 $ (1) $ 237,836 January 31, 2021 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 268,141 $ 29 $ (1) $ 268,169 Corporate notes and bonds 14,487 100 — 14,587 Certificates of deposit 280 — — 280 Total marketable securities $ 282,908 $ 129 $ (1) $ 283,036 |
Schedule of Fair Values of Available-for-sale Marketable Securities by Remaining Contractual Maturity | As of April 30, 2021, the fair values of available-for-sale marketable securities, by remaining contractual maturity, were as follows (in thousands): Due within one year $ 179,753 Due in one year through five years 58,083 Total $ 237,836 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Hierarchy for Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis at April 30, 2021 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: (1) Money market funds $ 146,111 $ — $ — $ 146,111 Marketable securities: U.S. treasury securities — 227,066 — 227,066 Corporate notes and bonds — 10,490 — 10,490 Certificate of deposit — 280 — 280 Total assets $ 146,111 $ 237,836 $ — $ 383,947 (1) Included in cash and cash equivalents. The following table summarizes the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis at January 31, 2021 (in thousands): Level 1 Level 2 Level 3 Total Cash equivalents: (1) Money market funds $ 90,437 $ — $ — $ 90,437 Marketable securities: U.S. treasury securities — 268,169 — 268,169 Corporate notes and bonds — 14,587 — 14,587 Certificates of deposit — 280 — 280 Total assets $ 90,437 $ 283,036 $ — $ 373,473 Derivative liabilities: (2) Foreign currency forward contracts not designated as hedges $ — $ 47 $ — $ 47 Total liabilities $ — $ 47 $ — $ 47 (1) Included in cash and cash equivalents. (2) The derivative liabilities were related to foreign currency forward contracts at a notional amount of $2.9 million. The derivative liabilities were included in the accrued expenses and other current liabilities on the Company’s condensed consolidated balance sheets at January 31, 2021. The foreign currency forward contracts were accounted for as an economic hedge and as a result the changes in the fair value of the derivative assets and liabilities were recognized in the Company’s condensed consolidated statements of operations. The changes in the fair value during the year ended January 31, 2021 were not material. |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Pana Industries, Inc. | |
Summary of Major Classes of Assets and Liabilities Allocated the Fair Value of Purchase Consideration | The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): February 1, 2021 Cash and cash equivalents $ 3,413 Intangible assets 12,200 Other assets 772 Goodwill 34,374 Accounts payable and other liabilities (2,251) Total consideration $ 48,508 |
Summary of Intangible Assets Acquired Based on Valuation | The identifiable intangible assets acquired were as follows (in thousands): Fair Value Useful life Developed technology $ 10,500 4 Customer relationships 1,700 4 Total $ 12,200 |
LLamasoft, Inc. | |
Summary of Major Classes of Assets and Liabilities Allocated the Fair Value of Purchase Consideration | The total purchase consideration as of November 2, 2020 is as follows (in thousands): Total cash paid $ 791,532 Fair value of share consideration 634,507 Less: One-time stock-based compensation expense (27,750) Total purchase consideration $ 1,398,289 November 2, 2020 Cash and cash equivalents $ 1,389 Accounts receivable 38,473 Goodwill 932,587 Intangible assets 517,600 Operating lease right-of-use assets 14,820 Other assets 23,437 Accounts payable and other current liabilities (10,110) Deferred revenue (14,798) Operating lease liabilities (14,644) Deferred tax liability, net (76,091) Other non-current liabilities (14,374) Total consideration $ 1,398,289 |
Summary of Intangible Assets Acquired Based on Valuation | Based on this valuation, the intangible assets acquired were (in thousands): Fair Value Useful life Developed technology $ 316,100 7 Customer relationships 200,300 5 Trademarks 1,200 1 Total intangible assets $ 517,600 |
Bellin Treasury International GmbH | |
Summary of Major Classes of Assets and Liabilities Allocated the Fair Value of Purchase Consideration | The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): June 9, 2020 Cash and cash equivalents $ 4,783 Accounts receivable 5,345 Intangible assets 42,745 Other assets 5,203 Goodwill 85,301 Accounts payable and other current liabilities (3,795) Deferred revenue (4,230) Deferred tax liability, net (11,610) Other non-current liabilities (2,769) Total consideration $ 120,973 |
Summary of Intangible Assets Acquired Based on Valuation | Based on this valuation, the intangible assets acquired were (in thousands): Fair Value Useful life Developed technology $ 27,800 5 Customer relationships 14,700 5 Trademarks 245 0.5 Total intangible assets $ 42,745 |
ConnXus, Inc. | |
Summary of Major Classes of Assets and Liabilities Allocated the Fair Value of Purchase Consideration | The major classes of assets and liabilities to which the Company has allocated the total fair value of purchase consideration were as follows (in thousands): May 1, 2020 Intangible assets $ 1,900 Other assets 540 Goodwill 8,527 Accounts payable and other liabilities (967) Total consideration $ 10,000 |
Summary of Intangible Assets Acquired Based on Valuation | Based on this valuation, the intangible assets acquired was (in thousands): Fair Value Useful life Developed technology $ 1,900 4 Total intangible assets $ 1,900 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in thousands): April 30, January 31, Furniture and equipment $ 12,488 $ 11,955 Software development costs 46,360 43,857 Leasehold improvements 5,575 5,465 Construction in progress 1,050 848 Total property and equipment 65,473 62,125 Less: accumulated depreciation and amortization (37,326) (33,859) Property and equipment, net $ 28,147 $ 28,266 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill | The following table represents the changes in goodwill (in thousands): Balance at January 31, 2021 $ 1,480,847 Additions from acquisitions 34,374 Foreign currency translation adjustments (343) Other adjustments (364) Balance at April 30, 2021 $ 1,514,514 |
Summary of Other Intangible Assets Balances | The following table summarizes the other intangible assets balances (in thousands): As of April 30, 2021 January 31, 2021 Weighted Gross Accumulated Net Gross Accumulated Net Developed technology 5.7 $ 484,510 $ (89,971) $ 394,539 $ 474,120 $ (69,560) $ 404,560 Customer relationships 4.4 256,081 (40,561) 215,520 254,437 (27,727) 226,710 Trademarks 0.6 2,419 (1,814) 605 2,419 (1,516) 903 Total other intangible assets $ 743,010 $ (132,346) $ 610,664 $ 730,976 $ (98,803) $ 632,173 |
Future Amortization Expense of Other Intangible Assets | As of April 30, 2021, the future amortization expense of other intangible assets is as follows (in thousands): Year Ending January 31, 2022 (remaining nine months) $ 100,001 2023 128,111 2024 121,994 2025 102,849 2026 78,559 Thereafter 79,150 Total $ 610,664 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Components of Convertible Senior Notes | The 2026 Notes, 2025 Notes and 2023 Notes consisted of the following (in thousands): As of As of April 30, 2021 January 31, 2021 2026 Notes 2025 Notes 2023 Notes 2026 Notes 2025 Notes 2023 Notes Liability: Principal $ 1,380,000 $ 804,997 $ 5,877 $ 1,380,000 $ 804,999 $ 8,832 Unamortized debt discount and issuance costs (1) (465,006) (193,811) (663) (482,475) (203,638) (1,125) Net carrying amount $ 914,994 $ 611,186 $ 5,214 $ 897,525 $ 601,361 $ 7,707 Carrying amount of the equity component (2) $ 501,053 $ 246,966 $ 1,544 $ 501,053 $ 246,966 $ 1,560 (1) Included in the condensed consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the convertible senior notes. The 2026 Notes are classified as long-term liabilities, and the 2025 Notes and 2023 Notes are classified as current liabilities. (2) Included in the condensed consolidated balance sheets within additional paid-in capital and temporary equity. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Remaining Maturities of Operating Lease Liabilities and Future Purchase Obligations | As of April 30, 2021, the remaining maturities of operating lease liabilities and future purchase obligations are as follows (in thousands): Year Ending January 31, Operating Lease Obligations Future Purchase Obligations 2022 (remaining nine months) $ 10,337 $ 10,862 2023 12,826 18,692 2024 11,499 4,884 2025 6,155 600 2026 3,010 550 Thereafter 2,301 — Total payments 46,128 $ 35,588 Less imputed interest (5,030) Total $ 41,098 |
Common Stock and Stockholders_2
Common Stock and Stockholders' Equity (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Equity [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity under the Company’s 2006 Stock Plan and the 2016 Plan during the three months ended April 30, 2021 (aggregate intrinsic value in thousands): Options Outstanding Outstanding Weighted- Weighted- Aggregate Balance at January 31, 2021 2,608,640 $ 20.65 5.61 $ 754,478 Option grants — $ — — — Options exercised (202,912) $ 11.08 — — Options forfeited — $ — — — Balance at April 30, 2021 2,405,728 $ 21.45 5.40 $ 595,623 Exercisable at April 30, 2021 2,208,482 $ 17.77 5.24 $ 554,929 (1) The above table includes 878,869 stock options with market and service based conditions. |
Summary of Activity Related to RSUs | The following table summarizes the activity related to the Company’s RSUs during the three months ended April 30, 2021: Number of Weighted- Awarded and unvested at January 31, 2021 2,530,280 $ 123.56 Awards granted 657,140 $ 254.93 Awards vested (346,450) $ 75.59 Awards forfeited (55,970) $ 184.75 Awarded and unvested at April 30, 2021 2,785,000 $ 159.29 (1) The above table includes 209,427 restricted share units with market and service based conditions. |
Total Stock-Based Compensation Expense | The Company’s total stock-based compensation expense was as follows (in thousands): Three Months Ended 2021 2020 Cost of revenue: Subscription $ 3,305 $ 2,158 Professional services and other 3,898 2,412 Research and development 10,663 6,124 Sales and marketing 11,221 7,513 General and administrative 18,205 5,990 Total $ 47,292 $ 24,197 |
Assumptions used to Estimate Fair Values of Stock Options Granted | The fair values of the Company’s stock options, ESPP and market-based awards granted during the three months ended April 30, 2021 and 2020 were estimated using the following assumptions: Three Months Ended 2021 2020 Employee Stock Purchase Plan: Expected term (in years) 0.5 - 2.0 0.5 - 2.0 Volatility 53.9 % - 61.2 % 48.6 % - 54.8 % Risk-free interest rate 0.1 % - 0.2 % 0.3 % - 0.4 % Dividend yield — — Market-based Award Expected term (in years) 3.0 3.0 Volatility 54.6% 48.4% Risk-free interest rate 0.3% 0.4% Dividend yield — — |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders | The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except per share amounts): Three Months Ended 2021 2020 Numerator: Net loss $ (100,357) $ (14,816) Denominator: Weighted-average common shares outstanding 72,865 65,468 Net loss per share, basic and diluted $ (1.38) $ (0.23) |
Potentially Dilutive Securities Not Included in Diluted per Share Calculations | Potentially dilutive securities that were not included in the diluted per share calculations because they would be anti-dilutive were as follows: As of April 30, 2021 2020 Options to purchase common stock 2,405,728 3,824,566 RSUs 2,785,000 3,399,474 Unvested common shares subject to repurchase 241,526 66,450 Shares committed under the ESPP 22,844 30,751 Contingent stock consideration for DCR acquisition 171,073 377,138 Total 5,626,171 7,698,379 |
Significant Customers and Geo_2
Significant Customers and Geographic Information (Tables) | 3 Months Ended |
Apr. 30, 2021 | |
Geographic Areas, Revenues from External Customers [Abstract] | |
Revenues by Geographic Area | During the three months ended April 30, 2021 and April 30, 2020, revenues by geographic area, based on billing addresses of the customers, were as follows (in thousands): Three Months Ended 2021 2020 United States $ 99,019 $ 78,716 Foreign countries 67,910 40,498 Total revenues $ 166,929 $ 119,214 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 30, 2021 | Apr. 30, 2020 | Jan. 31, 2021 | |
Significant Accounting Policies [Line Items] | |||
Subscriptions revenue contracts term | 3 years | ||
Accounts receivable, net of allowances | $ 150,352 | $ 196,009 | |
Short-term unbilled receivable | 24,000 | 24,200 | |
Revenue expected to be recognized from remaining performance obligation | 972,900 | ||
Revenue recognized from performance obligations satisfied in prior periods | 900 | ||
Revenue recognized from deferred revenue | $ 133,500 | $ 83,300 | |
Deferred commission, amortization period | 5 years | ||
Capitalized commission costs | $ 4,700 | 2,000 | |
Amortization of deferred commissions | $ 4,213 | $ 3,162 | |
Variable Interest Entity, Primary Beneficiary | |||
Significant Accounting Policies [Line Items] | |||
Ownership percentage | 51.00% | ||
Maximum | |||
Significant Accounting Policies [Line Items] | |||
Payment terms of customers | 30 days | ||
Other Assets | |||
Significant Accounting Policies [Line Items] | |||
Long-term unbilled receivables | $ 6,100 | $ 7,100 |
Significant Accounting Polici_4
Significant Accounting Policies - Remaining Performance Obligations (Details) | Apr. 30, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized from remaining performance obligation with in next 24 months | 75.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 24 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized from remaining performance obligation with in next 24 months | 25.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period |
Marketable Securities - Summary
Marketable Securities - Summary of Available-for-sale Marketable Securities Excluding Securities Classified within Cash and Cash Equivalents on Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Costs | $ 237,737 | $ 282,908 |
Unrealized Gains | 100 | 129 |
Unrealized Losses | (1) | (1) |
Fair Value | 237,836 | 283,036 |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Costs | 227,010 | 268,141 |
Unrealized Gains | 57 | 29 |
Unrealized Losses | (1) | (1) |
Fair Value | 227,066 | 268,169 |
Corporate notes and bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Costs | 10,447 | 14,487 |
Unrealized Gains | 43 | 100 |
Unrealized Losses | 0 | 0 |
Fair Value | 10,490 | 14,587 |
Certificate of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Costs | 280 | 280 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | $ 280 | $ 280 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Fair Values of Available-for-sale Marketable Securities by Remaining Contractual Maturity (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 |
Investments, Debt and Equity Securities [Abstract] | ||
Due within one year | $ 179,753 | |
Due in one year through five years | 58,083 | |
Total fair values of available-for-sale investment securities | $ 237,836 | $ 283,036 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) | 3 Months Ended |
Apr. 30, 2020USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Gross realized gain (loss) from available-for-sale marketable securities | $ 0 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Hierarchy for Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 237,836 | $ 283,036 |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 227,066 | 268,169 |
Corporate notes and bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 10,490 | 14,587 |
Fair value measurements recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 383,947 | 373,473 |
Total liabilities | 47 | |
Fair value measurements recurring | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 280 | 280 |
Fair value measurements recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 146,111 | 90,437 |
Fair value measurements recurring | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 227,066 | 268,169 |
Fair value measurements recurring | Corporate notes and bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 10,490 | 14,587 |
Fair value measurements recurring | Foreign currency forward contracts | Not designated as hedges | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 47 | |
Fair value measurements recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 146,111 | 90,437 |
Total liabilities | 0 | |
Fair value measurements recurring | Level 1 | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Fair value measurements recurring | Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 146,111 | 90,437 |
Fair value measurements recurring | Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Fair value measurements recurring | Level 1 | Corporate notes and bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Fair value measurements recurring | Level 1 | Foreign currency forward contracts | Not designated as hedges | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 0 | |
Fair value measurements recurring | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 237,836 | 283,036 |
Total liabilities | 47 | |
Fair value measurements recurring | Level 2 | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 280 | 280 |
Fair value measurements recurring | Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair value measurements recurring | Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 227,066 | 268,169 |
Fair value measurements recurring | Level 2 | Corporate notes and bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 10,490 | 14,587 |
Fair value measurements recurring | Level 2 | Foreign currency forward contracts | Not designated as hedges | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | 47 | |
Fair value measurements recurring | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Total liabilities | 0 | |
Fair value measurements recurring | Level 3 | Certificate of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Fair value measurements recurring | Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Fair value measurements recurring | Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Fair value measurements recurring | Level 3 | Corporate notes and bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 0 | 0 |
Fair value measurements recurring | Level 3 | Foreign currency forward contracts | Not designated as hedges | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liabilities | $ 0 |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Fair Value Hierarchy for Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Table Footnote) (Details) $ in Millions | Jan. 31, 2021USD ($) |
Foreign currency forward contracts | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivative notional amount | $ 2.9 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 | Jun. 30, 2019 | Jan. 31, 2019 |
0.375% Convertible Senior Notes Due 2026 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Debt instrument, principal amount | $ 1,380,000 | $ 1,380,000 | ||
Debt instrument, interest rate | 0.375% | |||
0.375% Convertible Senior Notes Due 2026 | Level 2 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Estimated fair value of convertible notes | $ 1,618,500 | 1,775,000 | ||
0.125% Convertible Senior Notes Due 2025 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Debt instrument, principal amount | $ 804,997 | 804,999 | $ 805,000 | |
Debt instrument, interest rate | 0.125% | |||
0.125% Convertible Senior Notes Due 2025 | Level 2 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Estimated fair value of convertible notes | $ 1,426,000 | 1,617,500 | ||
0.375% Convertible Senior Notes Due 2023 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Debt instrument, principal amount | $ 5,877 | 8,832 | $ 230,000 | |
Debt instrument, interest rate | 0.375% | |||
0.375% Convertible Senior Notes Due 2023 | Level 2 | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||||
Estimated fair value of convertible notes | $ 35,600 | $ 61,200 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) $ in Thousands | Feb. 01, 2021 | Nov. 02, 2020 | Sep. 15, 2020 | Jun. 09, 2020 | May 01, 2020 | Apr. 30, 2021 | Apr. 30, 2020 | Jan. 31, 2021 |
Business Acquisition [Line Items] | ||||||||
Purchase consideration, cash portion | $ 45,095 | $ 3,604 | ||||||
Goodwill | $ 1,514,514 | $ 1,480,847 | ||||||
Developed technology | ||||||||
Business Acquisition [Line Items] | ||||||||
Estimated useful life (in years) | 5 years 8 months 12 days | |||||||
Pana Industries, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Amount held in escrow | $ 7,100 | |||||||
Escrow period | 15 months | |||||||
Number of common stock issued under purchase consideration (in shares) | 23,822 | |||||||
Fair value of share consideration | $ 7,600 | |||||||
Business Acquisition, Transaction Costs | 359 | |||||||
Total cash paid | 48,500 | |||||||
Goodwill | $ 34,374 | |||||||
LLamasoft, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Amount held in escrow | $ 15,000 | |||||||
Escrow period | 15 months | |||||||
Fair value of share consideration | $ 634,507 | |||||||
Business Acquisition, Transaction Costs | $ 3,200 | |||||||
Total purchase consideration | 1,398,289 | |||||||
One-time stock-based compensation expense | 27,750 | |||||||
Purchase consideration, stock-based compensation expense, cash payment | $ 19,400 | |||||||
Purchase consideration, stock-based compensation expense, shares issued (in shares) | 31,098 | |||||||
Purchase consideration, stock-based compensation expense, fair value | $ 8,300 | |||||||
Purchase consideration, stock-based compensation expense, shares subject to vesting restrictions (in shares) | 45,889 | |||||||
Purchase consideration, stock-based compensation expense, fair value subject to vesting restrictions | $ 12,300 | |||||||
Indemnification assets | 2,100 | |||||||
Total cash paid | 791,532 | |||||||
Goodwill | $ 932,587 | |||||||
LLamasoft, Inc. | Common Stock | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of common stock issued under purchase consideration (in shares) | 2,371,014 | |||||||
Much-Net GmbH | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase consideration, cash portion | $ 4,300 | |||||||
Business acquisition, cash acquired | 1,800 | |||||||
Goodwill | 4,100 | |||||||
Much-Net GmbH | Developed technology | ||||||||
Business Acquisition [Line Items] | ||||||||
Intangible assets acquired | $ 1,000 | |||||||
Estimated useful life (in years) | 4 years | |||||||
Bellin Treasury International GmbH | ||||||||
Business Acquisition [Line Items] | ||||||||
Fair value of share consideration | $ 41,800 | |||||||
Total purchase consideration | 121,000 | |||||||
Total cash paid | 79,100 | |||||||
Goodwill | 85,301 | |||||||
Amount held in escrow deposit | $ 8,000 | |||||||
Escrow deposit held in period | 18 months | |||||||
Bellin Treasury International GmbH | General and Administrative Expenses | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquisition related costs | $ 1,200 | |||||||
Bellin Treasury International GmbH | Common Stock | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of common stock issued under purchase consideration (in shares) | 186,300 | |||||||
Bellin Treasury International GmbH | Unvested Common Stock | ||||||||
Business Acquisition [Line Items] | ||||||||
Number of common stock issued under purchase consideration (in shares) | 208,766 | |||||||
Fair value of share consideration | $ 46,900 | |||||||
ConnXus, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Total cash paid | $ 10,000 | |||||||
Goodwill | 8,527 | |||||||
Amount held in escrow deposit | $ 1,400 | |||||||
Escrow deposit held in period | 15 months | |||||||
ConnXus, Inc. | General and Administrative Expenses | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquisition related costs | $ 400 |
Business Combinations - Summary
Business Combinations - Summary of Major Classes of Assets and Liabilities Allocated the Purchase Price (Details) - USD ($) $ in Thousands | Feb. 01, 2021 | Nov. 02, 2020 | Jun. 09, 2020 | May 01, 2020 | Apr. 30, 2021 | Jan. 31, 2021 |
Business Acquisition [Line Items] | ||||||
Operating lease right-of-use assets | $ 14,820 | |||||
Goodwill | $ 1,514,514 | $ 1,480,847 | ||||
Operating lease liabilities | (14,644) | |||||
Pana Industries, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 3,413 | |||||
Intangible assets | 12,200 | |||||
Other assets | 772 | |||||
Goodwill | 34,374 | |||||
Accounts payable and other current liabilities | (2,251) | |||||
Total consideration | 48,508 | |||||
Total cash paid | 48,500 | |||||
Fair value of share consideration | $ 7,600 | |||||
LLamasoft, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | 1,389 | |||||
Accounts receivable | 38,473 | |||||
Intangible assets | 517,600 | |||||
Other assets | 23,437 | |||||
Goodwill | 932,587 | |||||
Accounts payable and other current liabilities | (10,110) | |||||
Deferred revenue | (14,798) | |||||
Deferred tax liability, net | (76,091) | |||||
Other non-current liabilities | (14,374) | |||||
Total consideration | 1,398,289 | |||||
Total cash paid | 791,532 | |||||
Fair value of share consideration | 634,507 | |||||
Less: One-time stock-based compensation expense | (27,750) | |||||
Total purchase consideration | $ 1,398,289 | |||||
Bellin Treasury International GmbH | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 4,783 | |||||
Accounts receivable | 5,345 | |||||
Intangible assets | 42,745 | |||||
Other assets | 5,203 | |||||
Goodwill | 85,301 | |||||
Accounts payable and other current liabilities | (3,795) | |||||
Deferred revenue | (4,230) | |||||
Deferred tax liability, net | (11,610) | |||||
Other non-current liabilities | (2,769) | |||||
Total consideration | 120,973 | |||||
Total cash paid | 79,100 | |||||
Fair value of share consideration | 41,800 | |||||
Total purchase consideration | $ 121,000 | |||||
ConnXus, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 1,900 | |||||
Other assets | 540 | |||||
Goodwill | 8,527 | |||||
Accounts payable and other current liabilities | (967) | |||||
Total consideration | 10,000 | |||||
Total cash paid | $ 10,000 |
Business Combinations - Summa_2
Business Combinations - Summary of Intangible Assets Acquired Based on Valuation (Details) - USD ($) $ in Thousands | Feb. 01, 2021 | Nov. 02, 2020 | Jun. 09, 2020 | May 01, 2020 |
Pana Industries, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 12,200 | |||
LLamasoft, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 517,600 | |||
Bellin Treasury International GmbH | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 42,745 | |||
ConnXus, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 1,900 | |||
Developed technology | Pana Industries, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 10,500 | |||
Useful life (in Years) | 4 years | |||
Developed technology | LLamasoft, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 316,100 | |||
Useful life (in Years) | 7 years | |||
Developed technology | Bellin Treasury International GmbH | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 27,800 | |||
Useful life (in Years) | 5 years | |||
Developed technology | ConnXus, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 1,900 | |||
Useful life (in Years) | 4 years | |||
Customer relationships | Pana Industries, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 1,700 | |||
Useful life (in Years) | 4 years | |||
Customer relationships | LLamasoft, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 200,300 | |||
Useful life (in Years) | 5 years | |||
Customer relationships | Bellin Treasury International GmbH | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 14,700 | |||
Useful life (in Years) | 5 years | |||
Trademarks | LLamasoft, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 1,200 | |||
Useful life (in Years) | 1 year | |||
Trademarks | Bellin Treasury International GmbH | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Fair Value | $ 245 | |||
Useful life (in Years) | 6 months |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 65,473 | $ 62,125 |
Less: accumulated depreciation and amortization | (37,326) | (33,859) |
Property and equipment, net | 28,147 | 28,266 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 12,488 | 11,955 |
Software development costs | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 46,360 | 43,857 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 5,575 | 5,465 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,050 | $ 848 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense excluding software development costs | $ 1,300 | $ 552 |
Amortization expense related to software development costs | $ 2,200 | $ 1,400 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Changes in Goodwill (Details) $ in Thousands | 3 Months Ended |
Apr. 30, 2021USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 1,480,847 |
Additions from acquisitions | 34,374 |
Foreign currency translation adjustments | (343) |
Other adjustments | (364) |
Ending balance | $ 1,514,514 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Jan. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 743,010 | $ 730,976 |
Accumulated Amortization | (132,346) | (98,803) |
Net Carrying Amount | $ 610,664 | 632,173 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in Years) | 5 years 8 months 12 days | |
Gross Carrying Amount | $ 484,510 | 474,120 |
Accumulated Amortization | (89,971) | (69,560) |
Net Carrying Amount | $ 394,539 | 404,560 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in Years) | 4 years 4 months 24 days | |
Gross Carrying Amount | $ 256,081 | 254,437 |
Accumulated Amortization | (40,561) | (27,727) |
Net Carrying Amount | $ 215,520 | 226,710 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in Years) | 7 months 6 days | |
Gross Carrying Amount | $ 2,419 | 2,419 |
Accumulated Amortization | (1,814) | (1,516) |
Net Carrying Amount | $ 605 | $ 903 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense related to other intangible assets | $ 33.5 | $ 8.9 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Future Amortization Expense of Other Intangible Assets (Details) $ in Thousands | Apr. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 (remaining nine months) | $ 100,001 |
2023 | 128,111 |
2024 | 121,994 |
2025 | 102,849 |
2026 | 78,559 |
Thereafter | 79,150 |
Total | $ 610,664 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Jun. 30, 2020USD ($)d$ / shares | Jun. 30, 2019USD ($)d$ / shares | Jun. 30, 2018d | Apr. 30, 2021USD ($)$ / shares$ / sharesshares | Apr. 30, 2020USD ($) | Jul. 31, 2020USD ($) | Jul. 31, 2018USD ($) | Jan. 31, 2021USD ($)shares | Jan. 31, 2019USD ($)$ / shares | |
Debt Instrument [Line Items] | |||||||||
Multiples of principal amount | $ 1,000 | $ 1,000 | $ 1,000 | ||||||
Interest expense | $ 27,400,000 | $ 11,900,000 | |||||||
Coupon interest expense | 1,500,000 | $ 400,000 | |||||||
0.375% Convertible Senior Notes Due 2026 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, principal amount | $ 1,380,000,000 | $ 1,380,000,000 | |||||||
Net proceeds from issuance of convertible notes | $ 1,162,300,000 | ||||||||
Debt instrument, initial conversion rate of shares of common stock per $1,000 principal | 3.3732 | ||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 296.45 | ||||||||
Debt instrument, interest rate | 0.375% | ||||||||
Debt instrument, fundamental change, repurchase price, equals to principal amount of convertible notes | 100.00% | ||||||||
Debt conversion, shares issued (in shares) | shares | 4,700,000 | ||||||||
Effective interest rate of the liability component, excluding notes conversions options | 8.83% | ||||||||
Remaining life period | 5 years 1 month 6 days | ||||||||
0.375% Convertible Senior Notes Due 2026 | Capped Call Options | |||||||||
Debt Instrument [Line Items] | |||||||||
Purchase price of capped call options | $ 192,800,000 | ||||||||
Capped call exercise price (in dollars per share) | $ / shares | 503.42 | ||||||||
0.375% Convertible Senior Notes Due 2026 | Common Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 296.45 | ||||||||
0.375% Convertible Senior Notes Due 2026 | Conversion Notes Holders Conversion Rights, Circumstances 1 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 130.00% | ||||||||
Debt instrument, convertible, threshold trading/business days | d | 20 | ||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | ||||||||
0.375% Convertible Senior Notes Due 2026 | Private Placement | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, principal amount | $ 1,380,000,000 | 62,500,000 | |||||||
Debt instrument, interest rate | 0.375% | ||||||||
0.125% Convertible Senior Notes Due 2025 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, principal amount | 805,000,000 | $ 804,997,000 | 804,999,000 | ||||||
Net proceeds from issuance of convertible notes | $ 667,400,000 | ||||||||
Debt instrument, initial conversion rate of shares of common stock per $1,000 principal | 6.2658 | ||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 159.60 | ||||||||
Debt instrument, interest rate | 0.125% | ||||||||
Debt instrument, fundamental change, repurchase price, equals to principal amount of convertible notes | 100.00% | ||||||||
Debt conversion, shares issued (in shares) | shares | 5,000,000 | ||||||||
Effective interest rate of the liability component, excluding notes conversions options | 7.05% | ||||||||
If-converted value in excess of principal amount | $ 552,000,000 | $ 757,900,000 | |||||||
Remaining life period | 4 years 1 month 6 days | ||||||||
0.125% Convertible Senior Notes Due 2025 | Capped Call Options | |||||||||
Debt Instrument [Line Items] | |||||||||
Purchase price of capped call options | $ 118,700,000 | ||||||||
Capped call exercise price (in dollars per share) | $ / shares | 295.55 | ||||||||
0.125% Convertible Senior Notes Due 2025 | Common Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 296.45 | $ 159.60 | $ 159.60 | $ 44.51 | |||||
0.125% Convertible Senior Notes Due 2025 | Conversion Notes Holders Conversion Rights, Circumstances 1 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 130.00% | ||||||||
Debt instrument, convertible, threshold trading/business days | d | 20 | ||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | ||||||||
0.125% Convertible Senior Notes Due 2025 | Private Placement | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, principal amount | $ 805,000,000 | ||||||||
0.375% Convertible Senior Notes Due 2023 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, principal amount | $ 5,877,000 | 8,832,000 | $ 230,000,000 | ||||||
Net proceeds from issuance of convertible notes | $ 200,400,000 | ||||||||
Debt instrument, initial conversion rate of shares of common stock per $1,000 principal | 22.4685 | ||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 44.5068 | ||||||||
Debt instrument, interest rate | 0.375% | ||||||||
Debt instrument, fundamental change, repurchase price, equals to principal amount of convertible notes | 100.00% | ||||||||
Debt conversion, principal amount | $ 3,000,000 | 132,100,000 | |||||||
Debt conversion, shares issued (in shares) | shares | 100,000 | ||||||||
Debt instrument, fair value | $ 13,800,000 | $ 410,000,000 | |||||||
Debt instrument, cancellation of principal amount | 89,000,000 | ||||||||
Gain (loss) on conversion and cancellation of debt | $ 100,000 | ||||||||
Effective interest rate of the liability component, excluding notes conversions options | 7.66% | ||||||||
If-converted value in excess of principal amount | $ 29,600,000 | $ 52,700,000 | |||||||
Remaining life period | 1 year 8 months 12 days | ||||||||
0.375% Convertible Senior Notes Due 2023 | Capped Call Options | |||||||||
Debt Instrument [Line Items] | |||||||||
Purchase price of capped call options | $ 23,300,000 | ||||||||
Capped call exercise price (in dollars per share) | $ / shares | 63.821 | ||||||||
0.375% Convertible Senior Notes Due 2023 | Common Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, initial conversion price per share (in dollars per share) | $ / shares | $ 44.51 | ||||||||
Debt conversion, shares issued (in shares) | shares | 56,923 | 2,200,000 | |||||||
0.375% Convertible Senior Notes Due 2023 | Conversion Notes Holders Conversion Rights, Circumstances 1 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 130.00% | ||||||||
Debt instrument, convertible, threshold trading/business days | d | 20 | ||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | ||||||||
0.375% Convertible Senior Notes Due 2023 | $125.0 Million Principal Amount of Notes Converted | |||||||||
Debt Instrument [Line Items] | |||||||||
Cash payment | $ 3,000,000 | ||||||||
0.375% Convertible Senior Notes Due 2023 | $89.0 Million Principal Amount of Notes Cancelled | |||||||||
Debt Instrument [Line Items] | |||||||||
Cash payment | $ 450,600,000 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) - USD ($) $ in Thousands | Apr. 30, 2021 | Jan. 31, 2021 | Jun. 30, 2019 | Jan. 31, 2019 |
Liability: | ||||
Net carrying amount | $ 914,994 | $ 897,525 | ||
0.375% Convertible Senior Notes Due 2026 | ||||
Liability: | ||||
Principal | 1,380,000 | 1,380,000 | ||
Unamortized debt discount and issuance costs | (465,006) | (482,475) | ||
Net carrying amount | 914,994 | 897,525 | ||
Carrying amount of the equity component | 501,053 | 501,053 | ||
0.125% Convertible Senior Notes Due 2025 | ||||
Liability: | ||||
Principal | 804,997 | 804,999 | $ 805,000 | |
Unamortized debt discount and issuance costs | (193,811) | (203,638) | ||
Net carrying amount | 611,186 | 601,361 | ||
Carrying amount of the equity component | 246,966 | 246,966 | ||
0.375% Convertible Senior Notes Due 2023 | ||||
Liability: | ||||
Principal | 5,877 | 8,832 | $ 230,000 | |
Unamortized debt discount and issuance costs | (663) | (1,125) | ||
Net carrying amount | 5,214 | 7,707 | ||
Carrying amount of the equity component | $ 1,544 | $ 1,560 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Long term leases costs | $ 3,500 | $ 2,600 |
Short term leases costs | 600 | 300 |
Cash paid for operating lease liabilities | 3,600 | 2,700 |
Operating lease,right-of-use assets obtained in exchange of lease obligations | $ 900 | $ 125 |
Operating lease, weighted-average remaining lease term | 3 years 9 months 18 days | |
Operating lease, weighted-average discount rate | 6.20% |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Remaining Maturities of Operating Lease Liabilities and Future Purchase Obligations (Details) $ in Thousands | Apr. 30, 2021USD ($) |
Operating Lease Obligations | |
2022 (remaining nine months) | $ 10,337 |
2023 | 12,826 |
2024 | 11,499 |
2025 | 6,155 |
2026 | 3,010 |
Thereafter | 2,301 |
Total payments | 46,128 |
Less imputed interest | (5,030) |
Total | 41,098 |
Future Purchase Obligations of Hosting Services | |
2022 (remaining nine months) | 10,862 |
2023 | 18,692 |
2024 | 4,884 |
2025 | 600 |
2026 | 550 |
Thereafter | 0 |
Total payments | $ 35,588 |
Common Stock and Stockholders_3
Common Stock and Stockholders' Equity - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Mar. 31, 2021shares | Mar. 31, 2020shares | Mar. 31, 2018$ / sharesshares | Sep. 30, 2016$ / sharesshares | Apr. 30, 2021USD ($)voteperiod$ / sharesshares | Apr. 30, 2020USD ($) | Jul. 31, 2020USD ($) | Jan. 31, 2021$ / sharesshares | |
Class of Stock [Line Items] | ||||||||
Number of common stock voting rights | vote | 1 | |||||||
Dividends declared | $ | $ 0 | |||||||
Dividends paid | $ | $ 0 | |||||||
Preferred stock, shares authorized (in shares) | 25,000,000 | 25,000,000 | ||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||||
Preferred stock, shares issued (in shares) | 0 | 0 | ||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||||||
Aggregate intrinsic value of exercised options | $ | $ 57,400,000 | $ 59,500,000 | ||||||
Number of stock options granted | 0 | |||||||
Total grant date fair value of options vested | $ | $ 1,100,000 | 1,500,000 | ||||||
Vesting, maximum payout multiplier | 4 | |||||||
Stock-based compensation expense recognized for market-based awards | $ | 47,292,000 | $ 24,197,000 | ||||||
Capitalized Software Development Costs | ||||||||
Class of Stock [Line Items] | ||||||||
Stock-based compensation capitalized in capitalized software development costs | $ | $ 3,400,000 | $ 3,200,000 | ||||||
2016 Employee Stock Purchase Plan | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock reserved for issuance | 2,400,888 | |||||||
Increase in number of shares reserved for issuance as percentage of outstanding shares of common stock on last day of prior fiscal year | 1.00% | |||||||
Increase in common stock reserved for issuance shares | 1,250,000 | |||||||
Duration of maximum offering period | 27 months | |||||||
Duration of new offering period | 24 months | |||||||
Number of consecutive purchase periods | period | 4 | |||||||
Duration of consecutive purchase period | 6 months | |||||||
Maximum percentage of eligible compensation for participants to purchase common stock through payroll deductions | 15.00% | |||||||
Purchase price for each share of common stock as percentage of lower of fair market value per share on first day of applicable offering period | 85.00% | |||||||
Number of shares of common stock purchased | 82,462 | |||||||
Total unrecognized compensation cost | $ | $ 17,400,000 | |||||||
Total unrecognized compensation cost, weighted-average amortization period | 1 year 6 months | |||||||
Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Expected term (in years) | 6 months | |||||||
Minimum | 2016 Employee Stock Purchase Plan | ||||||||
Class of Stock [Line Items] | ||||||||
Expected term (in years) | 6 months | 6 months | ||||||
Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Expected term (in years) | 2 years | |||||||
Maximum | 2016 Employee Stock Purchase Plan | ||||||||
Class of Stock [Line Items] | ||||||||
Expected term (in years) | 2 years | 2 years | ||||||
Market-Based Award | ||||||||
Class of Stock [Line Items] | ||||||||
Expected term (in years) | 3 years | 3 years | ||||||
2016 Equity Incentive Plan | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock reserved for issuance | 12,911,235 | |||||||
Increase in number of shares reserved for issuance as percentage of outstanding shares of common stock on last day of prior fiscal year | 5.00% | |||||||
2016 Equity Incentive Plan | Market Based Restricted Stock Unit Awards | ||||||||
Class of Stock [Line Items] | ||||||||
Awards granted (in shares) | 109,249 | 100,178 | ||||||
Performance term | 3 years | 3 years | ||||||
2016 Equity Incentive Plan | Market Based Restricted Stock Unit Awards | Minimum | ||||||||
Class of Stock [Line Items] | ||||||||
Options earning percentage | 0.00% | 0.00% | ||||||
2016 Equity Incentive Plan | Market Based Restricted Stock Unit Awards | Maximum | ||||||||
Class of Stock [Line Items] | ||||||||
Options earning percentage | 200.00% | 200.00% | ||||||
2016 Equity Incentive Plan | Restricted Stock Units (RSUs) | ||||||||
Class of Stock [Line Items] | ||||||||
Total unrecognized compensation cost, weighted-average amortization period | 2 years 10 months 24 days | |||||||
Awards granted (in shares) | 657,140 | |||||||
Total unrecognized compensation cost related to unvested restricted stock units | $ | $ 440,500,000 | |||||||
2006 Stock Plan | Market-Based Award | Chief Executive Officer | ||||||||
Class of Stock [Line Items] | ||||||||
Number of stock options granted | 544,127 | |||||||
Stock options granted, exercise price | $ / shares | $ 13.04 | |||||||
Stock option vesting period | 4 years | |||||||
Stock option, number of shares vested and exercisable | 554,127 | |||||||
Stock-based compensation expense recognized for market-based awards | $ | $ 2,500,000 | $ 1,000,000 | ||||||
2016 Equity Plan | Market Based Restricted Stock Unit Awards | Chief Executive Officer | ||||||||
Class of Stock [Line Items] | ||||||||
Stock option, number of shares vested and exercisable | 258,030 | |||||||
2016 Equity Plan | Market-Based Award | Chief Executive Officer | ||||||||
Class of Stock [Line Items] | ||||||||
Number of stock options granted | 334,742 | |||||||
Stock options granted, exercise price | $ / shares | $ 48.47 | |||||||
Stock option vesting period | 4 years | |||||||
Stock option, number of shares vested and exercisable | 0 | |||||||
2006 Stock Plan and 2016 Equity Incentive Plan | ||||||||
Class of Stock [Line Items] | ||||||||
Number of stock options granted | 0 | |||||||
Stock options granted, exercise price | $ / shares | $ 0 | |||||||
Total unrecognized compensation cost related to unvested stock options | $ | $ 3,600,000 | |||||||
2006 Stock Plan and 2016 Equity Incentive Plan | Employee Stock Options | ||||||||
Class of Stock [Line Items] | ||||||||
Total unrecognized compensation cost, weighted-average amortization period | 1 year 4 months 24 days |
Common Stock and Stockholders_4
Common Stock and Stockholders' Equity - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |
Apr. 30, 2021 | Jul. 31, 2020 | Jan. 31, 2021 | |
Outstanding Stock Options | |||
Option grants (in shares) | 0 | ||
2006 Stock Plan and 2016 Plan | |||
Outstanding Stock Options | |||
Beginning balance (in shares) | 2,608,640 | ||
Option grants (in shares) | 0 | ||
Options exercised (in shares) | (202,912) | ||
Options forfeited (in shares) | 0 | ||
Ending balance (in shares) | 2,405,728 | ||
Outstanding stock options, exercisable (in shares) | 2,208,482 | ||
Weighted- Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 20.65 | ||
Option grants (in dollars per share) | 0 | ||
Options exercised (in dollars per share) | 11.08 | ||
Options forfeited (in dollars per share) | 0 | ||
Ending balance (in dollars per share) | 21.45 | ||
Weighted-average exercise price, exercisable (in dollars per share) | $ 17.77 | ||
Weighted- Average Remaining Contractual Life (in Years) | |||
Weighted-average remaining contractual life (in years), options outstanding | 5 years 4 months 24 days | 5 years 7 months 9 days | |
Weighted-average remaining contractual life (in years), exercisable | 5 years 2 months 26 days | ||
Aggregate intrinsic value, options outstanding | $ 595,623 | $ 754,478 | |
Aggregate intrinsic value, exercisable | $ 554,929 |
Common Stock and Stockholders_5
Common Stock and Stockholders' Equity - Summary of Stock Option Activity (Table Footnote) (Details) - 2006 Stock Plan and 2016 Plan - shares | Apr. 30, 2021 | Jan. 31, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding number | 2,405,728 | 2,608,640 |
Market and Service Based Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options outstanding number | 878,869 |
Common Stock and Stockholders_6
Common Stock and Stockholders' Equity - Summary of Activity Related to RSUs (Details) - 2016 Equity Incentive Plan - Restricted Stock Units (RSUs) | 3 Months Ended |
Apr. 30, 2021$ / sharesshares | |
Number of RSUs Outstanding | |
Awarded and unvested, beginning balance (in shares) | shares | 2,530,280 |
Awards granted (in shares) | shares | 657,140 |
Awards vested (in shares) | shares | (346,450) |
Awards forfeited (in shares) | shares | (55,970) |
Awarded and unvested, ending balance (in shares) | shares | 2,785,000 |
Weighted- Average Grant Date Fair Value | |
Awarded and unvested, beginning balance (in dollars per share) | $ / shares | $ 123.56 |
Awards granted (in dollars per share) | $ / shares | 254.93 |
Awards vested (in dollars per share) | $ / shares | 75.59 |
Awards forfeited (in dollars per share) | $ / shares | 184.75 |
Awarded and unvested, ending balance (in dollars per share) | $ / shares | $ 159.29 |
Common Stock and Stockholders_7
Common Stock and Stockholders' Equity - Summary of Activity Related to RSUs (Table Footnote) (Details) | 3 Months Ended |
Apr. 30, 2021shares | |
2016 Equity Incentive Plan | Market and Service Based Restricted Share Stock Unit Awards | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs Outstanding, Awards granted | 209,427 |
Common Stock and Stockholders_8
Common Stock and Stockholders' Equity - Total Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 47,292 | $ 24,197 |
Subscription | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 3,305 | 2,158 |
Professional services and other | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 3,898 | 2,412 |
Research and development | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 10,663 | 6,124 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | 11,221 | 7,513 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Stock-based compensation expense | $ 18,205 | $ 5,990 |
Common Stock and Stockholders_9
Common Stock and Stockholders' Equity - Assumptions used to Estimate Fair Values of Stock Options Granted (Details) | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 months | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 2 years | |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility, minimum | 53.90% | 48.60% |
Volatility, maximum | 61.20% | 54.80% |
Risk-free interest rate, minimum | 0.10% | 0.30% |
Risk-free interest rate, maximum | 0.20% | 0.40% |
Dividend yield | 0.00% | 0.00% |
Employee Stock Purchase Plan | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 months | 6 months |
Employee Stock Purchase Plan | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 2 years | 2 years |
Market-Based Award | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 3 years | 3 years |
Volatility | 54.60% | 48.40% |
Risk-free interest rate | 0.30% | 0.40% |
Dividend yield | 0.00% | 0.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||
Provision for (benefit from) income taxes | $ (2,066) | $ 229 |
Effective tax rate | 2.02% | (1.57%) |
U.S. federal statutory tax rate | 21.00% |
Net Loss per Share - Computatio
Net Loss per Share - Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Numerator: | ||
Net loss | $ (100,357) | $ (14,816) |
Denominator: | ||
Weighted-average common shares outstanding (in shares) | 72,865 | 65,468 |
Net loss per share, basic and diluted (in dollars per share) | $ (1.38) | $ (0.23) |
Net Loss per Share - Potentiall
Net Loss per Share - Potentially Dilutive Securities Not Included in Diluted per Share Calculations (Details) - shares | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 5,626,171 | 7,698,379 |
Options to purchase common stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 2,405,728 | 3,824,566 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 2,785,000 | 3,399,474 |
Unvested common shares subject to repurchase | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 241,526 | 66,450 |
Shares committed under the ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 22,844 | 30,751 |
Contingent stock consideration for DCR acquisition | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 171,073 | 377,138 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |||
Apr. 30, 2021 | Jan. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2019 | Jan. 31, 2019 | |
2026 Notes | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Additional shares underlying conversion option (in shares) | 4,700,000 | ||||
Convertible, conversion price per share (in dollars per share) | $ 296.45 | ||||
2026 Notes | Common Stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Convertible, conversion price per share (in dollars per share) | $ 296.45 | ||||
2026 Notes | Maximum | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Number of shares subject to adjustment (in shares) | 6,200,000 | ||||
2025 Notes | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Additional shares underlying conversion option (in shares) | 5,000,000 | ||||
Convertible, conversion price per share (in dollars per share) | $ 159.60 | ||||
2025 Notes | Common Stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Convertible, conversion price per share (in dollars per share) | $ 159.60 | $ 296.45 | $ 159.60 | $ 44.51 | |
2025 Notes | Maximum | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Number of shares subject to adjustment (in shares) | 6,800,000 | ||||
2023 Notes | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Additional shares underlying conversion option (in shares) | 100,000 | ||||
Convertible, conversion price per share (in dollars per share) | $ 44.5068 | ||||
2023 Notes | Common Stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Additional shares underlying conversion option (in shares) | 56,923 | 2,200,000 | |||
Convertible, conversion price per share (in dollars per share) | $ 44.51 | ||||
2023 Notes | Maximum | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Number of shares subject to adjustment (in shares) | 200,000 |
Business Segment Information -
Business Segment Information - Additional Information (Details) | 3 Months Ended |
Apr. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of reporting segment | 1 |
Significant Customers and Geo_3
Significant Customers and Geographic Information - Revenues by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2021 | Apr. 30, 2020 | |
Revenue from External Customer [Line Items] | ||
Total revenues | $ 166,929 | $ 119,214 |
United States | ||
Revenue from External Customer [Line Items] | ||
Total revenues | 99,019 | 78,716 |
Foreign countries | ||
Revenue from External Customer [Line Items] | ||
Total revenues | $ 67,910 | $ 40,498 |
Related Parties - Additional In
Related Parties - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jun. 30, 2019 | Jan. 31, 2018 | Apr. 30, 2021 | Apr. 30, 2020 | Jan. 31, 2021 | |
Related Party Transaction [Line Items] | |||||
Revenue recognized | $ 258 | $ 265 | |||
Morgan Stanley | |||||
Related Party Transaction [Line Items] | |||||
Outstanding receivables | 0 | $ 0 | |||
Morgan Stanley | Capped Call Options | |||||
Related Party Transaction [Line Items] | |||||
Fees paid | $ 29,700 | $ 7,000 | |||
Morgan Stanley | Capped Call Options | 2025 Notes | |||||
Related Party Transaction [Line Items] | |||||
Fees earned | 8,000 | ||||
Morgan Stanley | Capped Call Options | 2023 Notes | |||||
Related Party Transaction [Line Items] | |||||
Fees earned | $ 2,800 | ||||
Morgan Stanley | Capped Call Options | Minimum | |||||
Related Party Transaction [Line Items] | |||||
Common stock, voting percentage | 10.00% |