Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 31, 2019 | Aug. 30, 2019 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 31, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | COUP | |
Entity Registrant Name | COUPA SOFTWARE INC | |
Entity Central Index Key | 0001385867 | |
Current Fiscal Year End Date | --01-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 62,842,697 | |
Entity File Number | 001-37901 | |
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 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 613,906 | $ 141,250 |
Marketable securities | 194,304 | 180,169 |
Accounts receivable, net of allowances | 83,949 | 95,274 |
Prepaid expenses and other current assets | 19,738 | 10,343 |
Deferred commissions, current portion | 9,101 | 7,324 |
Total current assets | 920,998 | 434,360 |
Property and equipment, net | 15,021 | 10,549 |
Deferred commissions, net of current portion | 22,757 | 18,904 |
Goodwill | 372,272 | 209,560 |
Intangible assets, net | 103,388 | 55,925 |
Operating lease right-of-use assets | 28,477 | |
Other assets | 14,159 | 10,766 |
Total assets | 1,477,072 | 740,064 |
Current liabilities: | ||
Accounts payable | 2,903 | 5,485 |
Accrued expenses and other current liabilities | 55,239 | 41,792 |
Deferred revenue, current portion | 186,493 | 179,967 |
Operating lease liabilities, current portion | 6,613 | |
Current portion of convertible senior notes, net (Note 9) | 180,696 | 174,615 |
Total current liabilities | 431,944 | 401,859 |
Convertible senior notes, net (Note 9) | 544,107 | |
Deferred revenue, net of current portion | 2,426 | 2,620 |
Operating lease liabilities, net of current portion | 23,617 | |
Other liabilities | 20,906 | 22,304 |
Total liabilities | 1,023,000 | 426,783 |
Commitments and contingencies (Note 10) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value per share; 25,000,000 shares authorized at July 31, 2019 and January 31, 2019; zero shares issued and outstanding at July 31, 2019 and January 31, 2019 | ||
Common stock, $0.0001 par value per share; 625,000,000 shares authorized at July 31, 2019 and January 31, 2019; 62,727,158 and 60,455,381 shares issued and outstanding at July 31, 2019 and January 31, 2019, respectively | 7 | 6 |
Additional paid-in capital | 750,617 | 567,797 |
Accumulated other comprehensive income (loss) | (1,233) | 335 |
Accumulated deficit | (295,319) | (254,857) |
Total stockholders’ equity | 454,072 | 313,281 |
Total liabilities and stockholders’ equity | $ 1,477,072 | $ 740,064 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jul. 31, 2019 | Jan. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 625,000,000 | 625,000,000 |
Common stock, shares issued | 62,727,158 | 60,455,381 |
Common stock, shares outstanding | 62,727,158 | 60,455,381 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Revenues: | ||||
Revenues | $ 95,139,000 | $ 61,651,000 | $ 176,483,000 | $ 118,003,000 |
Cost of revenues: | ||||
Cost of revenues | 34,490,000 | 18,640,000 | 61,819,000 | 36,765,000 |
Gross profit | 60,649,000 | 43,011,000 | 114,664,000 | 81,238,000 |
Operating expenses: | ||||
Research and development | 23,364,000 | 13,415,000 | 44,378,000 | 26,616,000 |
Sales and marketing | 39,820,000 | 26,580,000 | 73,430,000 | 51,240,000 |
General and administrative | 20,269,000 | 13,640,000 | 37,467,000 | 26,075,000 |
Total operating expenses | 83,453,000 | 53,635,000 | 155,275,000 | 103,931,000 |
Loss from operations | (22,804,000) | (10,624,000) | (40,611,000) | (22,693,000) |
Interest expense | (8,511,000) | (3,122,000) | (11,686,000) | (6,095,000) |
Interest income and other, net | 1,479,000 | 372,000 | 2,403,000 | 450,000 |
Loss before provision for (benefit from) income taxes | (29,836,000) | (13,374,000) | (49,894,000) | (28,338,000) |
Provision for (benefit from) income taxes | (9,842,000) | 480,000 | (9,432,000) | 970,000 |
Net loss | $ (19,994,000) | $ (13,854,000) | $ (40,462,000) | $ (29,308,000) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.32) | $ (0.24) | $ (0.66) | $ (0.52) |
Weighted-average number of shares used in computing net loss per share attributable to common stockholders, basic and diluted | 62,038 | 56,966 | 61,422 | 56,429 |
Subscription | ||||
Revenues: | ||||
Revenues | $ 83,482,000 | $ 55,374,000 | $ 156,439,000 | $ 105,340,000 |
Cost of revenues: | ||||
Cost of revenues | 22,062,000 | 11,773,000 | 39,465,000 | 22,947,000 |
Professional Services and Other | ||||
Revenues: | ||||
Revenues | 11,657,000 | 6,277,000 | 20,044,000 | 12,663,000 |
Cost of revenues: | ||||
Cost of revenues | $ 12,428,000 | $ 6,867,000 | $ 22,354,000 | $ 13,818,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Income Statement [Abstract] | ||||
Net loss | $ (19,994) | $ (13,854) | $ (40,462) | $ (29,308) |
Other comprehensive gain (loss) in relation to defined benefit plans, net of tax | (866) | 69 | (1,405) | 109 |
Changes in net unrealized loss on marketable securities, net of tax | (116) | (32) | (163) | (32) |
Comprehensive loss | $ (20,976) | $ (13,817) | $ (42,030) | $ (29,231) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance at Jan. 31, 2018 | $ 240,545 | $ 6 | $ 445,318 | $ (298) | $ (204,481) |
Balance, shares at Jan. 31, 2018 | 55,712,342 | ||||
Cancellation of common stock issued from acquisitions,shares | (848) | ||||
Issuance of common stock for employee share purchase plan | 4,137 | 4,137 | |||
Issuance of common stock for employee share purchase plan, shares | 248,683 | ||||
Exercise of stock options | 6,810 | 6,810 | |||
Exercise of stock options, shares | 1,532,611 | ||||
Vesting of early exercised stock options | 182 | 182 | |||
Stock-based compensation expense | 25,096 | 25,096 | |||
Vested restricted stock units, shares | 388,695 | ||||
Impact of the adoption of new accounting pronouncements | 5,148 | 5,148 | |||
Other comprehensive income (loss) | 77 | 77 | |||
Net loss | (29,308) | (29,308) | |||
Balance at Jul. 31, 2018 | 252,687 | $ 6 | 481,543 | (221) | (228,641) |
Balance, shares at Jul. 31, 2018 | 57,881,483 | ||||
Balance at Apr. 30, 2018 | 249,130 | $ 6 | 464,169 | (258) | (214,787) |
Balance, shares at Apr. 30, 2018 | 56,857,119 | ||||
Exercise of stock options | 3,515 | 3,515 | |||
Exercise of stock options, shares | 751,502 | ||||
Vesting of early exercised stock options | 91 | 91 | |||
Stock-based compensation expense | 13,768 | 13,768 | |||
Vested restricted stock units, shares | 272,862 | ||||
Other comprehensive income (loss) | 37 | 37 | |||
Net loss | (13,854) | (13,854) | |||
Balance at Jul. 31, 2018 | 252,687 | $ 6 | 481,543 | (221) | (228,641) |
Balance, shares at Jul. 31, 2018 | 57,881,483 | ||||
Balance at Jan. 31, 2019 | 313,281 | $ 6 | 567,797 | 335 | (254,857) |
Balance, shares at Jan. 31, 2019 | 60,455,381 | ||||
Equity component of 2025 Notes, net of issuance costs | 246,967 | 246,967 | |||
Purchase of capped calls | (118,738) | (118,738) | |||
Cancellation of common stock issued from acquisitions,shares | (7,784) | ||||
Issuance of common stock for employee share purchase plan | 5,396 | 5,396 | |||
Issuance of common stock for employee share purchase plan, shares | 108,758 | ||||
Exercise of stock options | 10,542 | $ 1 | 10,541 | ||
Exercise of stock options, shares | 1,639,521 | ||||
Stock-based compensation expense | 38,654 | 38,654 | |||
Vested restricted stock units, shares | 531,282 | ||||
Other comprehensive income (loss) | (1,568) | (1,568) | |||
Net loss | (40,462) | (40,462) | |||
Balance at Jul. 31, 2019 | 454,072 | $ 7 | 750,617 | (1,233) | (295,319) |
Balance, shares at Jul. 31, 2019 | 62,727,158 | ||||
Balance at Apr. 30, 2019 | 319,166 | $ 7 | 594,735 | (251) | (275,325) |
Balance, shares at Apr. 30, 2019 | 61,640,573 | ||||
Equity component of 2025 Notes, net of issuance costs | 246,967 | 246,967 | |||
Purchase of capped calls | (118,738) | (118,738) | |||
Exercise of stock options | 6,060 | 6,060 | |||
Exercise of stock options, shares | 783,226 | ||||
Stock-based compensation expense | 21,593 | 21,593 | |||
Vested restricted stock units, shares | 303,359 | ||||
Other comprehensive income (loss) | (982) | (982) | |||
Net loss | (19,994) | (19,994) | |||
Balance at Jul. 31, 2019 | $ 454,072 | $ 7 | $ 750,617 | $ (1,233) | $ (295,319) |
Balance, shares at Jul. 31, 2019 | 62,727,158 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Cash flows from operating activities | ||||
Net loss | $ (19,994,000) | $ (13,854,000) | $ (40,462,000) | $ (29,308,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 11,330,000 | 3,997,000 | ||
Accretion of discounts on marketable securities, net | 668,000 | (295,000) | ||
Amortization of deferred commissions | 2,300,000 | 1,500,000 | 4,309,000 | 2,660,000 |
Amortization of debt discount and issuance costs | 10,998,000 | 5,642,000 | ||
Stock-based compensation | 38,113,000 | 24,870,000 | ||
Other | (95,000) | (541,000) | ||
Changes in operating assets and liabilities net of effects from acquisitions: | ||||
Accounts receivable | 20,450,000 | 11,583,000 | ||
Prepaid expenses and other current assets | (7,662,000) | 625,000 | ||
Other assets | (770,000) | 130,000 | ||
Deferred commissions | (9,939,000) | (5,285,000) | ||
Accounts payable | (4,473,000) | 1,955,000 | ||
Accrued expenses and other liabilities | (4,061,000) | 5,260,000 | ||
Deferred revenue | 1,639,000 | 2,651,000 | ||
Net cash provided by operating activities | 20,045,000 | 23,944,000 | ||
Cash flows from investing activities | ||||
Purchases of marketable securities | (258,991,000) | (160,500,000) | ||
Maturities of marketable securities | 44,796,000 | |||
Sales of marketable securities | 0 | 199,314,000 | ||
Acquisitions, net of cash acquired | (210,468,000) | (1,178,000) | ||
Purchases of property and equipment | (6,173,000) | (3,416,000) | ||
Net cash used in investing activities | (231,522,000) | (165,094,000) | ||
Cash flows from financing activities | ||||
Proceeds from issuance of convertible senior notes, net of issuance costs | 786,567,000 | (639,000) | ||
Purchase of capped calls | (118,738,000) | |||
Proceeds from the exercise of common stock options | 10,909,000 | 6,810,000 | ||
Proceeds from issuance of common stock for employee stock purchase plan | 5,396,000 | 4,137,000 | ||
Net cash provided by financing activities | 684,134,000 | 10,308,000 | ||
Net increase (decrease) in cash, cash equivalents, and restricted cash | 472,657,000 | (130,842,000) | ||
Cash, cash equivalents, and restricted cash at beginning of year | 141,319,000 | 412,976,000 | ||
Cash, cash equivalents, and restricted cash at end of period | 613,976,000 | 282,134,000 | 613,976,000 | 282,134,000 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||||
Cash and cash equivalents | 613,906,000 | 282,061,000 | 613,906,000 | 282,061,000 |
Restricted cash included in other assets | $ 70,000 | $ 73,000 | $ 70,000 | $ 73,000 |
Restricted cash, asset, statement of financial position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Total cash, cash equivalents, and restricted cash | $ 613,976,000 | $ 282,134,000 | $ 613,976,000 | $ 282,134,000 |
Supplemental disclosure of cash flow data | ||||
Cash paid for income taxes | 883,000 | 3,536,000 | ||
Cash paid for interest | 543,000 | 426,000 | ||
Supplemental disclosure of non-cash investing and financing activities | ||||
Vesting of early exercised stock options | $ 91,000 | 182,000 | ||
Property and equipment included in accounts payable and accrued expenses and other current liabilities | $ 348,000 | $ 677,000 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jul. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | Note 1. 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 | 6 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 2. 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, 2019 filed with the SEC on March 27, 2019 (the “Form 10-K”). The condensed consolidated financial statements include the results of the Company and its wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated during consolidation. The condensed consolidated balance sheet as of January 31, 2019, 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. There have been no changes to the significant accounting policies described in the Form 10-K for the year ended January 31, 2019 except for changes applied due to the adoption of Accounting Standard Codification 842, Leases. Refer to the “Updated Significant Accounting Policy” and “Recently Adopted Accounting Pronouncements” sections below for further information. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the 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, stock-based compensation, the fair value of contingent stock consideration, the valuation of acquired intangible assets and the recoverability or impairment of tangible and intangible assets, including goodwill, revenue recognition, the fair value of marketable securities, convertible senior notes fair value, the benefit period of deferred commissions, provision for (benefit from) income taxes, and the discount rate used to calculate lease liabilities. 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. 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 exceed amounts insured by the Federal Deposit Insurance Corporation and the Securities Investor Protection Corporation. 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 income (loss) in relation to defined benefits plans, net of tax, and a net unrealized loss on marketable securities, net of tax. The other comprehensive income (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. Revenue Recognition The Company derives its revenues primarily from subscription fees and professional services fees. 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, 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. Subscription revenues also include fees to provide support and updates to legacy Exari customers. The support and update revenues associated with these customers are recognized ratably over the contract term. 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. 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 and professional services are both 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 basis. The determination of standalone selling price (“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 cloud 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 type of customer. 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 as revenue over time. However, other professional services arrangements, primarily those recognized on a time-and-materials basis, are billed in arrears following services that have been rendered. 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 July 31, 2019 and January 31, 2019, the balance of accounts receivable, net of the allowance for doubtful accounts, was $83.9 million and $95.3 million, respectively. Of these balances, $6.7 million and $1.5 million represent unbilled receivable amounts as of July 31, 2019 and January 31, 2019, respectively. As of July 31, 2019, the Company also had long-term unbilled receivables of approximately $1.1 million which was included in Other assets on the 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, 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 July 31, 2019, approximately $569.3 million of revenue is expected to be recognized from remaining performance obligations, a majority of which is related to multi-year subscription arrangements. 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 and six months ended July 31, 2019, the revenue recognized from performance obligations satisfied in prior periods was approximately $373,000 and $326,000, respectively. Accounts Receivable and Allowance for Doubtful Accounts 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 based on the aging of the receivable balance, historical experience, and communications with customers, and provides a reserve when needed. Accounts receivable are written off when deemed uncollectible. The allowance for doubtful accounts was not material at July 31, 2019 and January 31, 2019. 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 July 31, 2019, the Company recognized revenue of $75.1 million that was included in the deferred revenue balance as of April 30, 2019. During the six months ended July 31, 2019, the Company recognized revenue of $123.1 million that was included in the deferred revenue balance as of January 31, 2019. 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 and professional services 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. The Company capitalized commission costs of $6.2 million and $3.4 million and amortized $2.3 million and $1.5 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the three months ended July 31, 2019 and 2018, respectively. The Company capitalized commission costs of $9.9 million and $14.3 million and amortized $4.3 million and $2.7 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the six months ended July 31, 2019 and 2018, respectively. Updated Significant Accounting Policy Leases Leases arise from contracts which 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. The Company determines whether contracts include a lease at the inception of the contract. Leases are classified at commencement as either operating or finance leases. As of July 31, 2019, all of the Company’s leases are 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 July 31, 2019, the Company was not a lessor in leasing arrangements or a party to any sublease arrangements. Recent Accounting Guidance Recently Adopted Accounting Pronouncements In February 2016, the FASB issued a new accounting standard update on leases. Accounting Standards Codification (“ASC”) 842, Leases. The new lease standard (“ASC 842”) establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. The Company adopted the new lease standard effective on February 1, 2019, and elected to apply practical expedients permitted under the transition guidance that allows the Company to use the beginning of the period of adoption (February 1, 2019) as the date of initial application. As a result, prior period comparative financial information was not recast under the new standard and continues to be presented under the prior lease accounting standards. Other practical expedients include the Company’s election to not separate non-lease components from lease components, and not reassess lease classification, treatment of initial direct costs, or whether an existing or expired contract contains a lease. The Company also elected to apply the short-term lease exception for all leases. Under the short-term lease exception, the Company will not recognize right-of-use assets or lease liabilities for leases that, at the commencement date, have a remaining lease term of 12 months or less. The adoption of the new lease standard on February 1, 2019, resulted in the recognition of operating lease right-of-use assets of $27.3 million and operating lease liabilities of $28.9 million on the condensed consolidated balance sheet. In connection with the adoption of this standard, deferred rent of $1.6 million, which was previously recorded in accrued and other current liabilities on the condensed consolidated balance sheet, was derecognized. In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. ASU 2017-04 also clarifies the requirements for excluding and allocating foreign currency translation adjustments to reporting units related to an entity’s testing of reporting units for goodwill impairment, and clarifies that an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The guidance is effective for annual reporting periods beginning after January 1, 2020 and interim periods within those fiscal years. The Company early adopted this standard on February 1, 2019, and the adoption did not have an impact on the Company’s condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”), which provides the option to reclassify certain income tax effects related to the Tax Cuts and Jobs Act passed in December of 2017 between accumulated other comprehensive income and retained earnings and also requires additional disclosures. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The Company adopted this standard on February 1, 2019, and the adoption did not have an impact on the Company’s condensed consolidated financial statements In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Non-Employee Share-Based Payment Accounting (“ASU 2018-07”), with an intent to reduce cost and complexity and to improve financial reporting for share-based payments issued to non-employees. The amendments in ASU 2018-07 provide for the simplification of the measurement of share-based payment transactions for acquiring goods and services from non-employees. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. This standard expands the scope of Topic 718 to include share-based payments issued to nonemployees for goods or services, aligning the accounting for share-based payments to nonemployees and employees. ASU 2018-17 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those periods, and early adoption is permitted. The Company adopted this standard on February 1, 2019, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-use Software (subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”) . The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The effective date is for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption allowed. The Company early adopted the standard effective February 1, 2019, using the prospective approach, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. New Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-14, which amends FASB ASC Topic 715, "Compensation - Retirement Benefits." The amendments in this guidance modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments in this guidance remove disclosures that no longer are considered cost beneficial, clarify the specific requirements of disclosures and add disclosure requirements identified as relevant. This guidance is effective for annual reporting periods ending after December 15, 2020, with early adoption permitted, and is required to be adopted retrospectively. The Company is currently evaluating the timing and method of adoption and the related impact of ASU 2018-14 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, including trade receivables. ASU No. 2016-13 replaces the existing incurred loss impairment model with an expected loss model that requires the use of forward-looking information to calculate credit loss estimates. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. This guidance is effective for annual reporting periods beginning after December 15, 2019, with early adoption permitted. Entities will apply the amendments using a modified retrospective approach. The Company is currently evaluating the timing and method of adoption and the related impact of ASU 2016-13 on its consolidated financial statements. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jul. 31, 2019 | |
Investments Debt And Equity Securities [Abstract] | |
Marketable Securities | Note 3 . 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): July 31, 2019 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 95,960 $ 3 $ (65 ) $ 95,898 Corporate notes and bonds 57,995 — (46 ) 57,949 Commercial paper 20,251 — — 20,251 Asset backed securities 20,214 — (8 ) 20,206 Total marketable securities $ 194,420 $ 3 $ (119 ) $ 194,304 January 31, 2019 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. agency obligations $ 40,284 $ 16 $ (5 ) $ 40,295 U.S. treasury securities 84,805 29 (4 ) 84,830 Corporate notes and bonds 29,322 10 (6 ) 29,326 Commercial paper 14,876 — — 14,876 Asset backed securities 10,835 9 (2 ) 10,842 Total marketable securities $ 180,122 $ 64 $ (17 ) $ 180,169 As of July 31, 2019, the fair values of available-for-sale marketable securities, by remaining contractual maturity, were as follows (in thousands): Due within one year $ 194,304 Due in one year through five years — $ 194,304 The Company does not believe that any unrealized losses represent other-than-temporary impairments based on its evaluation of available evidence. To determine whether a decline in value is other-than-temporary, the Company evaluates, among other factors: the duration and extent to which the fair value has been less than the carrying value and its intent and ability to retain the marketable securities for a period of time sufficient to allow for any anticipated recovery in fair value. The Company considers all marketable securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities as current assets in the accompanying condensed consolidated balance sheets. No marketable securities were sold during the three months ended July 31, 2019. |
Business Combinations
Business Combinations | 6 Months Ended |
Jul. 31, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | Note 4 . Business Combinations Exari Group, Inc. On May 6, 2019, the Company completed the acquisition of Exari Group, Inc. (“Exari”) for consideration of approximately $216.8 million in cash, which is subject to customary upward or downward adjustments for Exari’s working capital and other matters. The acquisition extends the Company’s BSM platform with advanced contract lifecycle management capabilities to enable companies to comprehensively manage their contract lifecycle and operationalize their contracts against spend transactions. 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 fair value of purchase consideration were as follows (in thousands): May 6, 2019 Cash and cash equivalents $ 6,337 Accounts receivable 9,114 Intangible assets 57,000 Other assets 5,792 Goodwill 162,915 Accounts payable and other current liabilities (5,002 ) Deferred revenue (4,693 ) Deferred tax liability, net (10,943 ) Other non-current liabilities (3,716 ) Total consideration $ 216,804 The purchase price allocation is preliminary. The Company continues to collect information with regards to its estimates and assumptions, including potential liabilities, contingencies, and the determination of the consideration transferred. The Company will record adjustments to the fair value of the net assets acquired and goodwill within the measurement period, if necessary. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Exari and is partially 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 (in Years) Developed technology $ 45,400 3 to 5 Customer relationships 11,100 5 Trademarks 500 1 Total intangible assets $ 57,000 The Company incurred costs related to this acquisition of approximately $2.6 million for the six months ended July 31, 2019. 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. The following unaudited pro forma financial information presents combined revenues for each of the periods presented, as if Exari had been acquired as of the beginning of the comparable prior annual reporting period, giving effect on a pro forma basis to purchase accounting adjustments. The below pro forma total revenue is presented based on the new revenue standards, or ASC 606, for all periods presented. Pro forma net earnings of the Company for the three and six months ended July 31, 2019 and 2018, assuming these purchases had occurred at the beginning of each period presented, would not be materially different from the results reported. The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of the Company’s consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of the Company’s fiscal year 2019 or of the results of the Company’s future operations of the combined business (in thousands). Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Pro forma total revenue $ 95,501 $ 71,271 $ 182,761 $ 133,417 Hiperos, LLC On December 7, 2018, the Company acquired all the outstanding equity securities of Hiperos, LLC, a Delaware limited liability company, and GTCR/Opus Blocker Corp., a Delaware corporation, (together herein referred to as “Hiperos”) for a purchase price of approximately $94.8 million in cash, subject to adjustments based on the amount of working capital of Hiperos. Approximately, $8.6 million of the purchase consideration is being held in escrow for 18 months after the transaction closing date. Hiperos is a third-party risk management provider, and the acquisition enables the Company’s business spend management solution with the advanced technology to extensively evaluate the risk of supplier base to further protect brand and bottom line. 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 fair value of purchase consideration were as follows (in thousands): December 7, 2018 Cash and cash equivalent $ 167 Accounts receivable 3,904 Intangible assets 17,585 Other assets 1,025 Goodwill 83,891 Accounts payable and other current liabilities (2,792 ) Deferred revenue (7,938 ) Other non-current liabilities (1,000 ) Total consideration $ 94,842 The Company continues to collect information with regards to its estimates and assumptions and will record any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Hiperos and is partially 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 are (in thousands): Fair Value Useful life (in Years) Developed technology $ 10,000 6 Customer relationships 7,400 5 Trademarks 185 1 Total intangible assets $ 17,585 The Company incurred costs related to this acquisition of approximately $1.0 million for the year ended January 31, 2019. 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. Vinimaya, Inc. (d/b/a Aquiire) On October 12, 2018, the Company completed its acquisition of Vinimaya, Inc. which conducted business as Aquiire. Aquiire is a real-time supplier catalog search company, and the acquisition extended the Company’s capability to deliver a comprehensive business-to-business shopping experience spanning real-time, cached, and localized catalog search. 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 total fair value of the purchase consideration was approximately $49.5 million, comprised of $30.5 million in cash (of which $3.8 million is being held back by the Company for 18 months after closing of the acquisition) and 300,560 shares of the Company’s common stock with fair value of approximately $19.0 million (of which 37,570 shares are being held back by the Company for 18 months after closing of the acquisition). The major classes of assets and liabilities to which the Company has allocated the fair value of purchase consideration were as follows (in thousands): October 12, 2018 Accounts receivable $ 1,511 Intangible assets 12,400 Other assets 1,104 Goodwill 42,101 Accounts payable and other liabilities (1,610 ) Deferred revenue (2,609 ) Deferred tax liability, net (3,377 ) Total consideration $ 49,520 Other assets include indemnification assets totaling approximately $1.1 million due to an assumed liability for which the seller is responsible. The Company will continue to collect information and reevaluate the estimates and assumptions and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of Aquiire and is not expected to be 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 are (in thousands): Fair Value Useful life (in Years) Developed technology $ 8,900 5 Customer relationships 3,500 5 Total intangible assets $ 12,400 The Company incurred costs related to this acquisition of approximately $517,000 during the year ended January 31, 2019. 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. DCR Workforce, Inc. On August 1, 2018, the Company completed the acquisition of the technology assets of DCR Workforce Inc. ("DCR") for aggregate cash consideration of $25.0 million paid at closing (of which $3.8 million is being held back by the Company until the second anniversary after closing of the acquisition) and contingent stock consideration that may be earned and issued in the future. The maximum contingent stock consideration that may be earned and issued is up to 668,740 shares of the Company’s common stock. The payout of the contingent stock consideration will be determined based on the achievement of distinct revenue performance targets for each of three separate measurement periods that continue through December 31, 2022. The acquisition was accounted for as a business combination. The contingent stock consideration for each of three separate measurement periods may individually result in the delivery of a fixed number of shares and as a result it was classified as equity on the Company’s condensed consolidated balance sheet. The fair value of the contingent consideration as of the acquisition date was determined using the Monte Carlo simulation method. This estimate was based on level 3 inputs under the fair value measurement and disclosure guidance which are not observable in the market including estimated amount and timing of future revenues and discount rate. During the year ended January 31, 2019, the revenue performance target for the first measurement period ending October 31, 2019 has been fully met, and therefore the Company issued 291,602 shares of the Company’s common stock to the shareholders of DCR in the fourth quarter ending January 31, 2019. The aggregate fair value of purchase consideration of $52.2 million, comprised of $25.0 million cash consideration and $27.2 million stock 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 to which the Company has allocated the fair value of purchase consideration were as follows (in thousands): August 1, 2018 Other current assets $ 46 Intangible assets 12,800 Goodwill 39,361 Total consideration $ 52,207 There were no liabilities assumed by the Company for the DCR acquisition. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of DCR and is expected to be deductible for income tax purposes. The Company determined the fair values of intangible assets acquired with the assistance of third-party valuation consultants. Based on this valuation, the intangible assets acquired are as follows (in thousands): Fair Value Useful life (in Years) Developed technology $ 9,500 5 Customer relationships 3,300 5 Total intangible assets $ 12,800 The Company incurred costs related to this acquisition of approximately $327,000 during year ended January 31, 2019. 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. Pro forma results of operations for this acquisition have not been presented as the financial impact to the Company’s condensed consolidated financial statements would be immaterial. In conjunction with the acquisition of technology assets of DCR, the Company signed a license agreement with DCR pursuant to which the Company granted DCR a limited, non-sublicensable, non-transferable, and nonexclusive license right to use certain of the intellectual property that the Company acquired from DCR. The Company also signed a transition service agreement, pursuant to which DCR will provide administrative services to the Company during a transitional service period to support the continuing operation of the acquired business. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5 . 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 full term of 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. The following table summarizes the Company’s fair value hierarchy for its financial assets measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total July 31, 2019 Cash equivalents: (1) Money market funds $ 149,050 $ — $ — $ 149,050 Marketable securities: U.S. treasury securities — 95,898 — 95,898 Corporate notes and bonds — 57,949 — 57,949 Commercial paper — 20,251 — 20,251 Asset backed securities — 20,206 — 20,206 January 31, 2019 Cash equivalents: (1) Money market funds $ 118,204 $ — $ — $ 118,204 U.S. agency obligations — 6,986 — 6,986 Commercial paper — 2,997 — 2,997 Marketable securities: U.S. agency obligations — 40,295 — 40,295 U.S. treasury securities — 84,830 — 84,830 Corporate notes and bonds — 29,326 — 29,326 Commercial paper — 14,876 — 14,876 Asset backed securities — 10,842 — 10,842 (1) Included in cash and cash equivalents. The Company has $805 million in aggregate principal amount of 0.125% convertible senior notes due in 2025 (the “2025 Notes”) and $230.0 million in aggregate principal amount of 0.375% convertible senior notes due in 2023 (the “2023 Notes” and together with the 2025 Notes, the “Convertible Notes”), outstanding as of July 31, 2019. Refer to Note 9 – Convertible Senior Notes for further details on the Convertible Notes. The Company carries the Convertible Notes at face value less unamortized discount and issuance costs on its condensed consolidated balance sheet and presents the fair value for disclosure purposes only. The estimated fair value of the 2025 Notes and 2023 Notes, based on a market approach as of July 31, 2019 was approximately $916.7 million and $742.0 million, respectively, which represents a Level 2 valuation. The estimated fair value of the 2023 Notes, based on a market approach as of January 31, 2019 was approximately $428.4 million which represents a Level 2 valuation. 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. |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Jul. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | Note 6 . Property and Equipment, net Property and equipment consisted of the following (in thousands): July 31, January 31, 2019 2019 Furniture and equipment $ 5,337 $ 3,595 Software development costs 27,988 23,444 Leasehold improvements 1,705 1,255 Construction in progress 29 183 Total property and equipment 35,059 28,477 Less: accumulated depreciation and amortization (20,038 ) (17,928 ) Property and equipment, net $ 15,021 $ 10,549 Depreciation and amortization expense related to property and equipment, excluding software development costs, was approximately $406,000 and $180,000 for the three months ended July 31, 2019 and 2018, respectively, and $745,000 and $376,000 for the six months ended July 31, 2019 and 2018, respectively. Amortization expense related to software development costs was approximately $ and $ for the three months ended July 31, 2019 and 2018, respectively, and $ 1.4 million an d $ million for the six months ended July 31, 2019 and 2018 , respectively . |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jul. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 7 . Goodwill and Other Intangible Assets Goodwill The following tables represent the changes in goodwill (in thousands): Balance at January 31, 2019 $ 209,560 Additions from acquisition 162,915 Adjustment (203 ) Balance at July 31, 2019 $ 372,272 The goodwill acquired during the six months ended July 31, 2019 was from the Exari acquisition. Please see Note 4 for further information on the Exari acquisition. Other Intangible Assets The following table summarizes the other intangible assets balances (in thousands): As of July 31, 2019 January 31, 2019 Weighted Average Remaining Useful Lives (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Developed technology 4.3 $ 93,836 $ (16,080 ) 77,756 $ 48,435 $ (9,198 ) $ 39,237 Customer relationships 4.4 29,994 (4,808 ) 25,186 18,894 (2,363 ) 16,531 Trademarks 0.8 845 (399 ) 446 345 (188 ) 157 Total other intangible assets $ 124,675 $ (21,287 ) $ 103,388 $ 67,674 $ (11,749 ) $ 55,925 The increase in the intangible assets balances during the six months ended July 31, 2019, was primarily attributed to the Exari acquisition. Please see Note 4 for further information on the Exari acquisition. Amortization expense related to other intangible assets was approximately $6.4 million and $1.1 million for the three months ended July 31, 2019 and 2018, respectively, and $9.6 million and $2.2 million for the six months ended July 31, 2019 and 2018, respectively. As of July 31, 2019, the future amortization expense of other intangible assets is as follows (in thousands): Year Ending January 31, 2020 (remaining six months) $ 13,054 2021 25,609 2022 25,053 2023 20,500 2024 15,435 Thereafter 3,737 Total $ 103,388 |
Common Stock and Stockholders'
Common Stock and Stockholders' Equity | 6 Months Ended |
Jul. 31, 2019 | |
Equity [Abstract] | |
Common Stock and Stockholders' Equity | Note 8 . Common Stock and Stockholders’ Equity Common Stock Each share of common stock has the right to one vote. Preferred Stock As of July 31, 2019 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, 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 July 31, 2019, the Company had 7,750,599 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 six months ended July 31, 2019 (aggregate intrinsic value in thousands): Options Outstanding Outstanding Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual (in Years) Aggregate Intrinsic Value Balance at January 31, 2019 6,850,928 $ 11.44 6.84 $ 517,353 Option grants 132,383 94.47 — — Options exercised (1,639,521 ) 6.43 — — Options forfeited (33,032 ) 7.70 — — Balance at July 31, 2019 5,310,758 15.09 6.66 $ 640,609 Exercisable at July 31, 2019 3,825,506 8.68 6.23 $ 485,956 The options exercisable as of July 31, 2019 include options that can be exercised prior to vesting. The aggregate intrinsic value of options vested and exercisable as of July 31, 2019 is calculated based on the difference between the exercise price and the fair value of the Company’s common stock as of July 31, 2019. The aggregate intrinsic value of exercised options was $166.6 million and $74.6 million for the six months ended July 31, 2019 and 2018, 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. The weighted-average grant date fair value of options granted was $41.81 and $21.56 per share for the six months ended July 31, 2019 and 2018, respectively. The total grant date fair value of options vested was Restricted Stock Units (“RSUs”) The following table summarizes the activity related to the Company’s RSUs during the six months ended July 31, 2019: Number of RSUs Outstanding Weighted- Average Grant Date Fair Value Awarded and unvested at January 31, 2019 2,792,117 $ 42.62 Awards granted 1,265,261 $ 97.49 Awards vested (531,282 ) $ 43.54 Awards forfeited (140,401 ) $ 56.69 Awarded and unvested at July 31, 2019 3,385,695 $ 62.40 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 July 31, 2019, the Company had 1,426,545 shares of its common stock available for future issuance 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, in the case of the initial offering period, the price at which one share of common stock is offered to the public in its initial public offering) or the fair market value per share on the applicable purchase date. As of July 31, 2019, 1,055,599 shares of common stock were purchased under the 2016 ESPP. 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 July 31, 2019, total unrecognized compensation cost related to the 2016 ESPP was $5.8 million which will be amortized over a weighted-average period of approximately 1.2 years. Market-based Options 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 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-year period following the grant date. an exercise price of $48.47 per share is eligible to vest based on the achievement of a stock price appreciation target as well as continuous service over a four-year period following the grant date. As of July 31, 2019 July 31, 2019 $830,000 and $1.2 million for the six months ended July 31, 2019 and 2018, respectively. Stock-based Compensation The Company’s total stock-based compensation expense as of the dates indicated was as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Cost of revenue: Subscription $ 1,771 $ 1,093 $ 3,159 $ 1,924 Professional services and other 2,023 1,069 3,468 2,015 Research and development 5,075 2,958 9,123 5,505 Sales and marketing 6,060 3,863 10,899 6,833 General and administrative 6,339 4,575 11,464 8,593 Total $ 21,268 $ 13,558 $ 38,113 $ 24,870 Stock-based compensation capitalized in capitalized software development costs was approximately $1.6 million and $583,000 at July 31, 2019 and 2018, respectively. As of July 31, 2019, there was approximately $16.4 million of total unrecognized compensation cost related to unvested stock options granted to employees and non-employee service providers under the Company’s 2006 Stock Plan and 2016 Equity Incentive Plan. This unrecognized compensation cost is expected to be recognized over an estimated weighted-average amortization period of approximately 1.9 years. As of July 31, 2019, there was approximately $197.9 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 granted during the six months ended July 31, 2019 and 2018 were estimated using the following assumptions: Six Months Ended July 31, 2019 2018 Employee Stock Options: Expected term (in years) 6.0 6.0 Volatility 42.7% 42.2% Risk-free interest rate 2.4% 2.8% Dividend yield — — Employee Stock Purchase Plan: Expected term (in years) 0.5 - 2.0 0.5 - 2.0 Volatility 45.5% - 65.9% 31.1% - 34.1% Risk-free interest rate 2.4% - 2.5% 2.0% - 2.3% Dividend yield — — Market-based Award Expected term (in years) — 7.1 Volatility — 43.7% Risk-free interest rate — 2.8% 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, 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. • 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 awards. • Expected Volatility. Prior to the first quarter of fiscal year 2020, the Company used the historic volatility of publicly traded peer companies as an estimate for expected volatility to determine the fair value of stock options and the shares granted under the ESPP. In considering peer companies, characteristics such as industry, stage of development, size and financial leverage were considered. Beginning from the first quarter of fiscal year 2020, the Company began to use its own sufficient historical trading prices to calculate the expected volatility in determining the fair value of the shares granted under the ESPP. In addition, beginning from the first quarter of fiscal year 2020, the Company began using its own historical volatility in combination with publicly traded peers’ volatility to determine the expected volatility of stock options. |
Convertible Senior Notes
Convertible Senior Notes | 6 Months Ended |
Jul. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Note 9. Convertible Senior Notes 2025 Notes In June 2019, the Company entered into a Purchase Agreement (the “Purchase Agreement”) with certain counterparties relating to the Company’s sale of $805.0 million aggregate principal amount of its 0.125% Convertible Senior Notes due 2025 to the counterparties in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and for initial resale by the Initial Purchasers to qualified institutional buyers pursuant to the exemption from registration provided by Rule 144A under the Securities Act. The 2025 Notes consisted of a $700.0 million initial placement and an overallotment option that provided the initial purchasers of the 2025 Notes with the option to purchase an additional $105.0 million of the 2025 Notes, which was exercised in full by the counterparties prior to the 2025 Notes issuance. On June 11, 2019, for a total of $805.0 million, the 2025 Notes were issued in accordance with an Indenture (the “Indenture”) between the Company and Wilmington Trust, National Association, as trustee. 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 are senior, unsecured obligations of the Company, and interest is payable semi-annually in cash at a rate of 0.125% per annum on June 15 and December 15 of each year, beginning on December 15, 2019. The 2025 Notes will mature on June 15, 2025 unless redeemed, repurchased or converted prior to such date. Prior to the close of business on the business day immediately preceding March 15, 2025, the 2025 Notes are convertible at the option of holders during certain periods, upon satisfaction of certain conditions. On or after March 15, 2025, the 2025 Notes are convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The 2025 Notes will 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 its common stock). The conversion rate is subject to customary adjustments for certain events as described in the Indenture. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. It is the Company’s current intent to settle conversions of the 2025 Notes through combination settlement, which involves repayment of the principal portion in cash and any excess of the conversion value over the principal amount in shares of its common stock. Holders may convert their 2025 Notes, at their option, prior to the close of business on the business day immediately preceding March 15, 2025, in multiples of $1,000 principal amount, only under the following circumstances: • during any fiscal quarter commencing after the fiscal quarter ending on July 31, 2019 (and only during such fiscal quarter), if the last reported sale price of its common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • during the five business day period after any five consecutive trading day period (the “Measurement Period”) in which the trading price per $1,000 principal amount of the 2025 Notes for each trading day of the Measurement Period was less than 98% of the product of the last reported sales price of the Company’s common stock and the conversion rate on each such trading day; • after the Company’s issuance of a notice of redemption and prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or • upon the occurrence of specified corporate events, as defined in the Indenture. If the Company undergoes a fundamental change, as described in the Indenture, subject to certain conditions, holders may require the Company to repurchase for cash all or any portion of their 2025 Notes. The fundamental change repurchase price is equal to 100% of the principal amount of the 2025 Notes to be repurchased, plus accrued and unpaid interest up to, but excluding, the fundamental change repurchase date. If holders elect to convert their 2025 Notes in connection with a make-whole fundamental change or during a redemption period, as described in the Indenture, the Company will, to the extent provided in the Indenture, increase the conversion rate applicable to the 2025 Notes. The 2025 Notes are the Company’s senior unsecured obligations and rank senior in right of payment to any of its indebtedness that is expressly subordinated in right of payment to the 2025 Notes, and equal in right of payment to any of its indebtedness that is not so subordinated. The 2025 Notes are effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) and any preferred equity of its current or future subsidiaries. The Indenture contains customary events of default with respect to the 2025 Notes and provides that upon certain events of default occurring and continuing, the Trustee may, and the Trustee at the request of holders of at least 25% in principal amount of the 2025 Notes shall declare all principal and accrued and unpaid interest, if any, of the 2025 Notes to be due and payable. In case of certain events of bankruptcy, insolvency or reorganization, involving the Company, all of the principal of and accrued and unpaid interest on the 2025 Notes will automatically become due and payable. In accounting for the issuance of the 2025 Notes, the Company separated the 2025 Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the 2025 Notes as a whole. The difference between the principal amount of the 2025 Notes and the liability component, equal to $252.9 million (the “debt discount”), is amortized to interest expense using the effective interest method over the term of the 2025 Notes. The equity component of the 2025 Notes will not be remeasured as long as it continues to meet the conditions for equity classification. The Company incurred $18.8 million of transaction costs related to the issuance of the 2025 Notes. The Company allocated the total amount incurred to the liability and equity components using the same proportions as the proceeds from the 2025 Notes. Issuance costs attributable to the liability component are being amortized to interest expense over the term of the 2025 Notes using the effective interest method, and issuance costs attributable to the equity component are included along with the equity component in stockholders' equity. 2023 Notes In January 2018, the Company issued 2023 Notes in aggregate principal amount of $230.0 million in a private placement to qualified institutional buyers pursuant to Rule144A under the Securities Act of 1933, as amended The net proceeds from the issuance of the Convertible Notes are $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 its 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 2025 Notes and 2023 Notes consisted of the following (in thousands): As of July 31, 2019 January 31, 2019 2025 Notes (1) 2023 Notes 2023 Notes Liability: Principal $ 805,000 $ 230,000 $ 230,000 Unamortized debt discount and issuance costs (2) (260,893 ) (49,304 ) (55,385 ) Net carrying amount $ 544,107 $ 180,696 $ 174,615 Carrying amount of the equity component (3) $ 246,967 $ 60,470 $ 60,470 (1) The 2025 Notes were issued on June 11, 2019. ( 2 ) Included in the condensed consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the Notes. The 2025 Notes are classified as long-term liabilities and the 2023 notes are classified as current liabilities. (3 ) Included in the condensed consolidated balance sheets within additional paid-in capital. The effective interest rates of the liability component of the 2025 Notes and 2023 Notes, excluding each notes conversions options, is 7.05% and 7.66%, respectively. As of July 31, 2019, the if-converted value of the 2025 Company’s Convertible Notes did not exceed the principal amount of the 2025 Notes. As of July 31, 2019 and January 31, 2019, the if-converted value of the 2023 Notes exceeded the principal amount by $471.3 million and $219.4 million, respectively. During the three months ended July 31, 2019 and 2018, the Company recognized $8.0 million and $2.9 million, respectively, of interest expense related to the amortization of debt discount and issuance costs, and $400,000 As of July 31, 2019, the remaining life of the 2025 Notes and 2023 Notes is approximately 6.0 years and 3.5 years, respectively. For more than twenty trading days during the thirty consecutive trading days ended July 31, 2019, the last reported sale price of the Company’s common stock exceeded 130% of the conversion price of the 2023 Notes. 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 July 31, 2019. As of the date of this filing, none of the holders of the 2023 Notes have submitted requests for conversion. The 2025 Notes were not convertible as of July 31, 2019. Capped Calls In conjunction with the issuance of the 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 $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 $295.55 per share for 2025 Notes and $63.821 per share for 2023 Notes, both subject to certain adjustments under the terms of the Capped Call transactions. If either convertible notes conversion option is exercised, the corresponding convertible note capped call will become exercisable on the same date. 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. The cost of the Capped Calls is not expected to be tax deductible as the Company did not elect to integrate the Capped Calls into the respective convertible notes for tax purposes. The cost of the Capped Calls was recorded as a reduction of the Company’s additional paid-in capital in the accompanying condensed consolidated financial statements. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 10 . Commitments and Contingencies Commitments The Company leases office space under non-cancelable operating leases with various expiration dates through June 2025. For the three and six months ended July 31, 2019, lease costs in relation to long term leases were approximately $2.0 million and $3.8 million, respectively. For the three and six months ended July 31, 2019, short term leases costs were approximately $400,000 and $800,000, respectively. Variable lease costs were immaterial for the three and six months ended July 31, 2019. Total lease expenses recognized prior to the adoption of ASC 842 was $1.8 million and $3.6 million for the three and six months ended July 31, 2018. 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 and six months ended July 31, 2019, cash paid for operating lease liabilities was approximately $2.1 million and $3.8 million, respectively. As of July 31, 2019, the weighted-average remaining lease term was 4.4 years, and the weighted-average discount rate was 6.4%. Additionally, the Company has current contractual purchase obligations for hosting services that support business operations. As of July 31, 2019, 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 of Hosting Services 2020 (remaining six months) $ 4,532 $ 5,000 2021 8,852 12,000 2022 8,238 — 2023 7,267 — 2024 6,424 — Thereafter 2,032 — Total payments 37,345 $ 17,000 Less imputed interest (7,115 ) Total $ 30,230 Additionally, there was approximately $1.7 million future minimum payments for the non-cancelable term of an operating lease which has not commenced as of July 31, 2019. This lease will commence subsequent to July 31, 2019 with a non-cancellable lease terms of five years. 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 consolidated financial statements, as a result of these obligations. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 11 . 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 $9.8 million and a tax provision of $480,000 for the three months ended July 31, 2019 and 2018, respectively. The Company recorded a tax benefit of approximately $9.4 million and a provision of $970,000 for the six months ended July 31, 2019 and 2018, respectively, representing effective tax rates of 18.9% and (3.44)%, respectively. The tax benefit during the three and six months ended July 31, 2019 was primarily due to the release of valuation allowance of approximately $9.9 million as a result of recognition of a deferred tax liability from the Exari acquisition, partially offset by the provision for foreign taxes. The difference between the U.S. federal statutory tax rate of 21% and the Company’s effective tax rate is primarily due to a full valuation allowance related to the Company’s U.S. deferred tax assets and foreign expense on the Company’s profitable foreign jurisdictions. For the three and six months ended July 31, 2019, the Company generated a $9.9 million tax benefit related to a valuation allowance related to deferred tax liabilities recognized as part of the Exari acquisition. 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 forward for federal purposes and 2009 and forward 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. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jul. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 12 . Net Loss per Share Basic net loss per share attributable to common stockholders is calculated by dividing the net loss attributable to common stockholders 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 attributable to common stockholders is the same as diluted net loss per share attributable to common stockholders as the effects of potentially dilutive securities are antidilutive given the net loss of the Company. The following table sets forth the computation of the basic and diluted net loss per share attributable to common stockholders (in thousands, except per share amounts): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Numerator: Net loss attributable to common stockholders $ (19,994 ) $ (13,854 ) $ (40,462 ) $ (29,308 ) Denominator: Weighted-average common shares outstanding 62,038 56,966 61,422 56,429 Net loss per share attributable to common stockholders, basic and diluted $ (0.32 ) $ (0.24 ) $ (0.66 ) $ (0.52 ) Since the Company was in a loss position for all periods presented, basic net loss per share attributable to common stockholders 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 July 31, 2019 2018 Options to purchase common stock 5,310,758 8,172,156 RSUs 3,385,695 2,977,073 Unvested common shares subject to repurchase 129,408 364,275 Shares committed under the ESPP 87,289 201,619 Contingent stock consideration for DCR acquisition 377,138 — Holdback shares for Aquiire acquisition 37,570 — Total 9,327,858 11,715,123 Additionally, approximately 5.0 million and 5.2 million shares underlying the conversion option in the 2025 Notes and 2023 Notes, respectively, are not considered in the calculation of diluted net loss per share as the effect would be anti-dilutive. These number of shares are subject to adjustment up to approximately 6.8 million shares for each of the 2025 and 2023 Notes, if certain corporate events occur prior to the maturity date or if the Company issues a notice of redemption. The Company uses the treasury stock method for calculating any potential dilutive effect of the conversion option on diluted net income per share, if applicable. During the three months ended July 31, 2019, the average market price of the Company’s common stock exceeded the conversion price of the 2023 Notes of $44.51 per share and did not exceed the conversion price of the 2025 Notes of $159.60 per share. |
Business Segment Information
Business Segment Information | 6 Months Ended |
Jul. 31, 2019 | |
Segment Reporting [Abstract] | |
Business Segment Information | Note 13. Business Segment Information The 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 | 6 Months Ended |
Jul. 31, 2019 | |
Geographic Areas Revenues From External Customers [Abstract] | |
Significant Customers and Geographic Information | Note 14 . Significant Customers and Geographic Information No customer balance comprised 10% or more of total accounts receivable at July 31, 2019 or January 31, 2019. During the three and six months ended July 31, 2019 and July 31, 2018, revenues by geographic area, based on billing addresses of the customers, were as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 United States $ 59,605 $ 37,819 $ 110,385 $ 72,294 Foreign countries 35,534 23,832 66,098 45,709 Total revenues $ 95,139 $ 61,651 $ 176,483 $ 118,003 No single foreign country represented more than 10% of the Company’s revenues in any period. Additionally, no single customer represented more than 10% of the Company’s revenues in any period. |
Related Parties
Related Parties | 6 Months Ended |
Jul. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 15. Related Parties One of the Company’s customers, T. Rowe Associates, Inc., is also an investment adviser of certain of the Company’s stockholders. The Company recognized subscription revenue from this customer of approximately $141,000 and $146,000 for the three months ended July 31, 2019 and 2018, respectively, and $277,000 and $299,000 for the six months ended July 31, 2019 and 2018, respectively. The Company had no outstanding receivables from this customer as of July 31, 2019 or January 31, 2019. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 31, 2019 | |
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, 2019 filed with the SEC on March 27, 2019 (the “Form 10-K”). The condensed consolidated financial statements include the results of the Company and its wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated during consolidation. The condensed consolidated balance sheet as of January 31, 2019, 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. There have been no changes to the significant accounting policies described in the Form 10-K for the year ended January 31, 2019 except for changes applied due to the adoption of Accounting Standard Codification 842, Leases. Refer to the “Updated Significant Accounting Policy” and “Recently Adopted Accounting Pronouncements” sections below for further information. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the 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, stock-based compensation, the fair value of contingent stock consideration, the valuation of acquired intangible assets and the recoverability or impairment of tangible and intangible assets, including goodwill, revenue recognition, the fair value of marketable securities, convertible senior notes fair value, the benefit period of deferred commissions, provision for (benefit from) income taxes, and the discount rate used to calculate lease liabilities. 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. |
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 exceed amounts insured by the Federal Deposit Insurance Corporation and the Securities Investor Protection Corporation. 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 income (loss) in relation to defined benefits plans, net of tax, and a net unrealized loss on marketable securities, net of tax. The other comprehensive income (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. |
Revenue Recognition | Revenue Recognition The Company derives its revenues primarily from subscription fees and professional services fees. 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, 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. Subscription revenues also include fees to provide support and updates to legacy Exari customers. The support and update revenues associated with these customers are recognized ratably over the contract term. 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. 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 and professional services are both 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 basis. The determination of standalone selling price (“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 cloud 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 type of customer. 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 as revenue over time. However, other professional services arrangements, primarily those recognized on a time-and-materials basis, are billed in arrears following services that have been rendered. 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 July 31, 2019 and January 31, 2019, the balance of accounts receivable, net of the allowance for doubtful accounts, was $83.9 million and $95.3 million, respectively. Of these balances, $6.7 million and $1.5 million represent unbilled receivable amounts as of July 31, 2019 and January 31, 2019, respectively. As of July 31, 2019, the Company also had long-term unbilled receivables of approximately $1.1 million which was included in Other assets on the 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, 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 July 31, 2019, approximately $569.3 million of revenue is expected to be recognized from remaining performance obligations, a majority of which is related to multi-year subscription arrangements. 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 and six months ended July 31, 2019, the revenue recognized from performance obligations satisfied in prior periods was approximately $373,000 and $326,000, respectively. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts 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 based on the aging of the receivable balance, historical experience, and communications with customers, and provides a reserve when needed. Accounts receivable are written off when deemed uncollectible. The allowance for doubtful accounts was not material at July 31, 2019 and January 31, 2019. |
Deferred Revenue | 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 July 31, 2019, the Company recognized revenue of $75.1 million that was included in the deferred revenue balance as of April 30, 2019. During the six months ended July 31, 2019, the Company recognized revenue of $123.1 million that was included in the deferred revenue balance as of January 31, 2019. |
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 and professional services 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. The Company capitalized commission costs of $6.2 million and $3.4 million and amortized $2.3 million and $1.5 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the three months ended July 31, 2019 and 2018, respectively. The Company capitalized commission costs of $9.9 million and $14.3 million and amortized $4.3 million and $2.7 million to sales and marketing expense in the accompanying condensed consolidated statements of operations during the six months ended July 31, 2019 and 2018, respectively. |
Leases | Leases Leases arise from contracts which 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. The Company determines whether contracts include a lease at the inception of the contract. Leases are classified at commencement as either operating or finance leases. As of July 31, 2019, all of the Company’s leases are 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 July 31, 2019, the Company was not a lessor in leasing arrangements or a party to any sublease arrangements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In February 2016, the FASB issued a new accounting standard update on leases. Accounting Standards Codification (“ASC”) 842, Leases. The new lease standard (“ASC 842”) establishes a right-of-use model that requires a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. The Company adopted the new lease standard effective on February 1, 2019, and elected to apply practical expedients permitted under the transition guidance that allows the Company to use the beginning of the period of adoption (February 1, 2019) as the date of initial application. As a result, prior period comparative financial information was not recast under the new standard and continues to be presented under the prior lease accounting standards. Other practical expedients include the Company’s election to not separate non-lease components from lease components, and not reassess lease classification, treatment of initial direct costs, or whether an existing or expired contract contains a lease. The Company also elected to apply the short-term lease exception for all leases. Under the short-term lease exception, the Company will not recognize right-of-use assets or lease liabilities for leases that, at the commencement date, have a remaining lease term of 12 months or less. The adoption of the new lease standard on February 1, 2019, resulted in the recognition of operating lease right-of-use assets of $27.3 million and operating lease liabilities of $28.9 million on the condensed consolidated balance sheet. In connection with the adoption of this standard, deferred rent of $1.6 million, which was previously recorded in accrued and other current liabilities on the condensed consolidated balance sheet, was derecognized. In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. ASU 2017-04 also clarifies the requirements for excluding and allocating foreign currency translation adjustments to reporting units related to an entity’s testing of reporting units for goodwill impairment, and clarifies that an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The guidance is effective for annual reporting periods beginning after January 1, 2020 and interim periods within those fiscal years. The Company early adopted this standard on February 1, 2019, and the adoption did not have an impact on the Company’s condensed consolidated financial statements. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”), which provides the option to reclassify certain income tax effects related to the Tax Cuts and Jobs Act passed in December of 2017 between accumulated other comprehensive income and retained earnings and also requires additional disclosures. ASU 2018-02 is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The Company adopted this standard on February 1, 2019, and the adoption did not have an impact on the Company’s condensed consolidated financial statements In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Non-Employee Share-Based Payment Accounting (“ASU 2018-07”), with an intent to reduce cost and complexity and to improve financial reporting for share-based payments issued to non-employees. The amendments in ASU 2018-07 provide for the simplification of the measurement of share-based payment transactions for acquiring goods and services from non-employees. Currently, the accounting requirements for nonemployee and employee share-based payment transactions are significantly different. This standard expands the scope of Topic 718 to include share-based payments issued to nonemployees for goods or services, aligning the accounting for share-based payments to nonemployees and employees. ASU 2018-17 is effective for annual reporting periods beginning after December 15, 2018, including interim periods within those periods, and early adoption is permitted. The Company adopted this standard on February 1, 2019, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-use Software (subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract (“ASU 2018-15”) . The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The effective date is for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, with early adoption allowed. The Company early adopted the standard effective February 1, 2019, using the prospective approach, and the adoption did not have a material impact on the Company’s condensed consolidated financial statements. |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU No. 2018-14, which amends FASB ASC Topic 715, "Compensation - Retirement Benefits." The amendments in this guidance modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. The amendments in this guidance remove disclosures that no longer are considered cost beneficial, clarify the specific requirements of disclosures and add disclosure requirements identified as relevant. This guidance is effective for annual reporting periods ending after December 15, 2020, with early adoption permitted, and is required to be adopted retrospectively. The Company is currently evaluating the timing and method of adoption and the related impact of ASU 2018-14 on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, including trade receivables. ASU No. 2016-13 replaces the existing incurred loss impairment model with an expected loss model that requires the use of forward-looking information to calculate credit loss estimates. It also eliminates the concept of other-than-temporary impairment and requires credit losses related to available-for-sale debt securities to be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. This guidance is effective for annual reporting periods beginning after December 15, 2019, with early adoption permitted. Entities will apply the amendments using a modified retrospective approach. The Company is currently evaluating the timing and method of adoption and the related impact of ASU 2016-13 on its consolidated financial statements. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
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): July 31, 2019 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. treasury securities $ 95,960 $ 3 $ (65 ) $ 95,898 Corporate notes and bonds 57,995 — (46 ) 57,949 Commercial paper 20,251 — — 20,251 Asset backed securities 20,214 — (8 ) 20,206 Total marketable securities $ 194,420 $ 3 $ (119 ) $ 194,304 January 31, 2019 Amortized Costs Unrealized Gains Unrealized Losses Fair Value U.S. agency obligations $ 40,284 $ 16 $ (5 ) $ 40,295 U.S. treasury securities 84,805 29 (4 ) 84,830 Corporate notes and bonds 29,322 10 (6 ) 29,326 Commercial paper 14,876 — — 14,876 Asset backed securities 10,835 9 (2 ) 10,842 Total marketable securities $ 180,122 $ 64 $ (17 ) $ 180,169 |
Schedule of Fair Values of Available-for-sale Marketable Securities by Remaining Contractual Maturity | As of July 31, 2019, the fair values of available-for-sale marketable securities, by remaining contractual maturity, were as follows (in thousands): Due within one year $ 194,304 Due in one year through five years — $ 194,304 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Exari | |
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 fair value of purchase consideration were as follows (in thousands): May 6, 2019 Cash and cash equivalents $ 6,337 Accounts receivable 9,114 Intangible assets 57,000 Other assets 5,792 Goodwill 162,915 Accounts payable and other current liabilities (5,002 ) Deferred revenue (4,693 ) Deferred tax liability, net (10,943 ) Other non-current liabilities (3,716 ) Total consideration $ 216,804 |
Summary of Intangible Assets Acquired Based on Valuation | Based on this valuation, the intangible assets acquired were (in thousands): Fair Value Useful life (in Years) Developed technology $ 45,400 3 to 5 Customer relationships 11,100 5 Trademarks 500 1 Total intangible assets $ 57,000 |
Summary of Pro Forma Information | The unaudited pro forma information presented below is for informational purposes only and is not necessarily indicative of the Company’s consolidated results of operations of the combined business had the acquisition actually occurred at the beginning of the Company’s fiscal year 2019 or of the results of the Company’s future operations of the combined business (in thousands). Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Pro forma total revenue $ 95,501 $ 71,271 $ 182,761 $ 133,417 |
Hiperos, LLC | |
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 fair value of purchase consideration were as follows (in thousands): December 7, 2018 Cash and cash equivalent $ 167 Accounts receivable 3,904 Intangible assets 17,585 Other assets 1,025 Goodwill 83,891 Accounts payable and other current liabilities (2,792 ) Deferred revenue (7,938 ) Other non-current liabilities (1,000 ) Total consideration $ 94,842 |
Summary of Intangible Assets Acquired Based on Valuation | Based on this valuation, the intangible assets acquired are (in thousands): Fair Value Useful life (in Years) Developed technology $ 10,000 6 Customer relationships 7,400 5 Trademarks 185 1 Total intangible assets $ 17,585 |
Aquiire | |
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 fair value of purchase consideration were as follows (in thousands): October 12, 2018 Accounts receivable $ 1,511 Intangible assets 12,400 Other assets 1,104 Goodwill 42,101 Accounts payable and other liabilities (1,610 ) Deferred revenue (2,609 ) Deferred tax liability, net (3,377 ) Total consideration $ 49,520 |
Summary of Intangible Assets Acquired Based on Valuation | 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 are (in thousands): Fair Value Useful life (in Years) Developed technology $ 8,900 5 Customer relationships 3,500 5 Total intangible assets $ 12,400 |
DCR | |
Summary of Major Classes of Assets and Liabilities Allocated the Fair Value of Purchase Consideration | The major classes of assets to which the Company has allocated the fair value of purchase consideration were as follows (in thousands): August 1, 2018 Other current assets $ 46 Intangible assets 12,800 Goodwill 39,361 Total consideration $ 52,207 |
Summary of Intangible Assets Acquired Based on Valuation | The Company determined the fair values of intangible assets acquired with the assistance of third-party valuation consultants. Based on this valuation, the intangible assets acquired are as follows (in thousands): Fair Value Useful life (in Years) Developed technology $ 9,500 5 Customer relationships 3,300 5 Total intangible assets $ 12,800 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Hierarchy for Financial Assets Measured at Fair Value on Recurring Basis | The following table summarizes the Company’s fair value hierarchy for its financial assets measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total July 31, 2019 Cash equivalents: (1) Money market funds $ 149,050 $ — $ — $ 149,050 Marketable securities: U.S. treasury securities — 95,898 — 95,898 Corporate notes and bonds — 57,949 — 57,949 Commercial paper — 20,251 — 20,251 Asset backed securities — 20,206 — 20,206 January 31, 2019 Cash equivalents: (1) Money market funds $ 118,204 $ — $ — $ 118,204 U.S. agency obligations — 6,986 — 6,986 Commercial paper — 2,997 — 2,997 Marketable securities: U.S. agency obligations — 40,295 — 40,295 U.S. treasury securities — 84,830 — 84,830 Corporate notes and bonds — 29,326 — 29,326 Commercial paper — 14,876 — 14,876 Asset backed securities — 10,842 — 10,842 (1) Included in cash and cash equivalents. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in thousands): July 31, January 31, 2019 2019 Furniture and equipment $ 5,337 $ 3,595 Software development costs 27,988 23,444 Leasehold improvements 1,705 1,255 Construction in progress 29 183 Total property and equipment 35,059 28,477 Less: accumulated depreciation and amortization (20,038 ) (17,928 ) Property and equipment, net $ 15,021 $ 10,549 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Goodwill | The following tables represent the changes in goodwill (in thousands): Balance at January 31, 2019 $ 209,560 Additions from acquisition 162,915 Adjustment (203 ) Balance at July 31, 2019 $ 372,272 |
Summary of Other Intangible Assets Balances | The following table summarizes the other intangible assets balances (in thousands): As of July 31, 2019 January 31, 2019 Weighted Average Remaining Useful Lives (in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Developed technology 4.3 $ 93,836 $ (16,080 ) 77,756 $ 48,435 $ (9,198 ) $ 39,237 Customer relationships 4.4 29,994 (4,808 ) 25,186 18,894 (2,363 ) 16,531 Trademarks 0.8 845 (399 ) 446 345 (188 ) 157 Total other intangible assets $ 124,675 $ (21,287 ) $ 103,388 $ 67,674 $ (11,749 ) $ 55,925 |
Future Amortization Expense of Other Intangible Assets | As of July 31, 2019, the future amortization expense of other intangible assets is as follows (in thousands): Year Ending January 31, 2020 (remaining six months) $ 13,054 2021 25,609 2022 25,053 2023 20,500 2024 15,435 Thereafter 3,737 Total $ 103,388 |
Common Stock and Stockholders_2
Common Stock and Stockholders' Equity (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [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 six months ended July 31, 2019 (aggregate intrinsic value in thousands): Options Outstanding Outstanding Stock Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual (in Years) Aggregate Intrinsic Value Balance at January 31, 2019 6,850,928 $ 11.44 6.84 $ 517,353 Option grants 132,383 94.47 — — Options exercised (1,639,521 ) 6.43 — — Options forfeited (33,032 ) 7.70 — — Balance at July 31, 2019 5,310,758 15.09 6.66 $ 640,609 Exercisable at July 31, 2019 3,825,506 8.68 6.23 $ 485,956 |
Summary of Activity Related to RSUs | The following table summarizes the activity related to the Company’s RSUs during the six months ended July 31, 2019: Number of RSUs Outstanding Weighted- Average Grant Date Fair Value Awarded and unvested at January 31, 2019 2,792,117 $ 42.62 Awards granted 1,265,261 $ 97.49 Awards vested (531,282 ) $ 43.54 Awards forfeited (140,401 ) $ 56.69 Awarded and unvested at July 31, 2019 3,385,695 $ 62.40 |
Total Stock-Based Compensation Expense | The Company’s total stock-based compensation expense as of the dates indicated was as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Cost of revenue: Subscription $ 1,771 $ 1,093 $ 3,159 $ 1,924 Professional services and other 2,023 1,069 3,468 2,015 Research and development 5,075 2,958 9,123 5,505 Sales and marketing 6,060 3,863 10,899 6,833 General and administrative 6,339 4,575 11,464 8,593 Total $ 21,268 $ 13,558 $ 38,113 $ 24,870 |
Assumptions used to Estimate Fair Values of Stock Options Granted | The fair values of the Company’s stock options granted during the six months ended July 31, 2019 and 2018 were estimated using the following assumptions: Six Months Ended July 31, 2019 2018 Employee Stock Options: Expected term (in years) 6.0 6.0 Volatility 42.7% 42.2% Risk-free interest rate 2.4% 2.8% Dividend yield — — Employee Stock Purchase Plan: Expected term (in years) 0.5 - 2.0 0.5 - 2.0 Volatility 45.5% - 65.9% 31.1% - 34.1% Risk-free interest rate 2.4% - 2.5% 2.0% - 2.3% Dividend yield — — Market-based Award Expected term (in years) — 7.1 Volatility — 43.7% Risk-free interest rate — 2.8% Dividend yield — — |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Debt Instruments [Abstract] | |
Schedule of Components of Convertible Senior Notes | The 2025 Notes and 2023 Notes consisted of the following (in thousands): As of July 31, 2019 January 31, 2019 2025 Notes (1) 2023 Notes 2023 Notes Liability: Principal $ 805,000 $ 230,000 $ 230,000 Unamortized debt discount and issuance costs (2) (260,893 ) (49,304 ) (55,385 ) Net carrying amount $ 544,107 $ 180,696 $ 174,615 Carrying amount of the equity component (3) $ 246,967 $ 60,470 $ 60,470 (1) The 2025 Notes were issued on June 11, 2019. ( 2 ) Included in the condensed consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the Notes. The 2025 Notes are classified as long-term liabilities and the 2023 notes are classified as current liabilities. (3 ) Included in the condensed consolidated balance sheets within additional paid-in capital. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Remaining Maturities of Operating Lease Liabilities and Future Purchase Obligations | Additionally, the Company has current contractual purchase obligations for hosting services that support business operations. As of July 31, 2019, 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 of Hosting Services 2020 (remaining six months) $ 4,532 $ 5,000 2021 8,852 12,000 2022 8,238 — 2023 7,267 — 2024 6,424 — Thereafter 2,032 — Total payments 37,345 $ 17,000 Less imputed interest (7,115 ) Total $ 30,230 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
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 attributable to common stockholders (in thousands, except per share amounts): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 Numerator: Net loss attributable to common stockholders $ (19,994 ) $ (13,854 ) $ (40,462 ) $ (29,308 ) Denominator: Weighted-average common shares outstanding 62,038 56,966 61,422 56,429 Net loss per share attributable to common stockholders, basic and diluted $ (0.32 ) $ (0.24 ) $ (0.66 ) $ (0.52 ) |
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 July 31, 2019 2018 Options to purchase common stock 5,310,758 8,172,156 RSUs 3,385,695 2,977,073 Unvested common shares subject to repurchase 129,408 364,275 Shares committed under the ESPP 87,289 201,619 Contingent stock consideration for DCR acquisition 377,138 — Holdback shares for Aquiire acquisition 37,570 — Total 9,327,858 11,715,123 |
Significant Customers and Geo_2
Significant Customers and Geographic Information (Tables) | 6 Months Ended |
Jul. 31, 2019 | |
Geographic Areas Revenues From External Customers [Abstract] | |
Revenues by Geographic Area | During the three and six months ended July 31, 2019 and July 31, 2018, revenues by geographic area, based on billing addresses of the customers, were as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2019 2018 2019 2018 United States $ 59,605 $ 37,819 $ 110,385 $ 72,294 Foreign countries 35,534 23,832 66,098 45,709 Total revenues $ 95,139 $ 61,651 $ 176,483 $ 118,003 |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | Feb. 01, 2019 | Jan. 31, 2019 | |
Significant Accounting Policies [Line Items] | ||||||
Subscriptions revenue contracts term | 3 years | |||||
Accounts receivable, net of allowances | $ 83,949,000 | $ 83,949,000 | $ 95,274,000 | |||
Unbilled receivables | 6,700,000 | 6,700,000 | $ 1,500,000 | |||
Revenue expected to be recognized from remaining performance obligation | 569,300,000 | 569,300,000 | ||||
Revenue recognized from performance obligations satisfied in prior periods | 373,000 | 326,000 | ||||
Revenue recognized from deferred revenue | $ 75,100,000 | $ 123,100,000 | ||||
Deferred commission, amortization period | 5 years | 5 years | ||||
Capitalized commission costs | $ 6,200,000 | $ 3,400,000 | $ 9,900,000 | $ 14,300,000 | ||
Amortization of deferred commissions | 2,300,000 | $ 1,500,000 | 4,309,000 | $ 2,660,000 | ||
Operating lease right-of-use assets | 28,477,000 | 28,477,000 | $ 27,300,000 | |||
Operating lease liabilities | 30,230,000 | $ 30,230,000 | 28,900,000 | |||
Deferred rent | $ 1,600,000 | |||||
Maximum | ||||||
Significant Accounting Policies [Line Items] | ||||||
Payment terms of customers | 30 days | |||||
Other Assets | ||||||
Significant Accounting Policies [Line Items] | ||||||
Long-term unbilled receivables | $ 1,100,000 | $ 1,100,000 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Details1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2019-08-01 | Jul. 31, 2019 |
Significant Accounting Policies [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 |
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 | Jul. 31, 2019 | Jan. 31, 2019 |
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | $ 194,420 | $ 180,122 |
Unrealized Gains | 3 | 64 |
Unrealized Losses | (119) | (17) |
Fair Value | 194,304 | 180,169 |
U.S. treasury securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | 95,960 | 84,805 |
Unrealized Gains | 3 | 29 |
Unrealized Losses | (65) | (4) |
Fair Value | 95,898 | 84,830 |
Corporate notes and bonds | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | 57,995 | 29,322 |
Unrealized Gains | 10 | |
Unrealized Losses | (46) | (6) |
Fair Value | 57,949 | 29,326 |
Asset backed securities | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | 20,214 | 10,835 |
Unrealized Gains | 9 | |
Unrealized Losses | (8) | (2) |
Fair Value | 20,206 | 10,842 |
U.S. agency obligations | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | 40,284 | |
Unrealized Gains | 16 | |
Unrealized Losses | (5) | |
Fair Value | 40,295 | |
Commercial paper | ||
Schedule Of Available For Sale Securities [Line Items] | ||
Amortized Costs | 20,251 | 14,876 |
Fair Value | $ 20,251 | $ 14,876 |
Marketable Securities - Schedul
Marketable Securities - Schedule of Fair Values of Available-for-sale Marketable Securities by Remaining Contractual Maturity (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 |
Available For Sale Securities Debt Maturities [Abstract] | ||
Due within one year | $ 194,304 | |
Total fair values of available-for-sale investment securities | $ 194,304 | $ 180,169 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended |
Jul. 31, 2019 | Jul. 31, 2019 | |
Available For Sale Securities Debt Maturities [Abstract] | ||
Proceeds from sale of debt securities, available-for-sale | $ 0 | $ 199,314,000 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) - USD ($) | May 06, 2019 | Dec. 07, 2018 | Oct. 12, 2018 | Aug. 01, 2018 | Jul. 31, 2019 | Jan. 31, 2019 |
Exari | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, effective date of acquisition | May 6, 2019 | |||||
Business acquisition consideration paid in cash | $ 216,800,000 | |||||
Exari | General and Administrative Expenses | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition related costs | $ 2,600,000 | |||||
Hiperos, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, effective date of acquisition | Dec. 7, 2018 | |||||
Business acquisition consideration paid in cash | $ 94,800,000 | |||||
Amount held in escrow deposit | $ 8,600,000 | |||||
Escrow deposit held in period | 18 months | |||||
Hiperos, LLC | General and Administrative Expenses | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition related costs | $ 1,000,000 | |||||
Aquiire | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, effective date of acquisition | Oct. 12, 2018 | |||||
Business acquisition consideration paid in cash | $ 30,500,000 | |||||
Amount held in escrow deposit | $ 3,800,000 | |||||
Escrow deposit held in period | 18 months | |||||
Fair value of purchase consideration | $ 49,500,000 | |||||
Number of common stock issued under purchase consideration | 300,560 | |||||
Number of common stock held in escrow deposit | 37,570 | |||||
Fair value of shares issued for acquisition | $ 19,000,000 | |||||
Aquiire | Other assets | ||||||
Business Acquisition [Line Items] | ||||||
Business combination, indemnification assets | $ 1,100,000 | |||||
Aquiire | General and Administrative Expenses | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition related costs | $ 517,000 | |||||
DCR | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, effective date of acquisition | Aug. 1, 2018 | |||||
Business acquisition consideration paid in cash | $ 25,000,000 | |||||
Amount held in escrow deposit | 3,800,000 | |||||
Fair value of purchase consideration | $ 52,200,000 | |||||
Number of common stock issued under purchase consideration | 291,602 | |||||
Contingent stock consideration payout description | The payout of the contingent stock consideration will be determined based on the achievement of distinct revenue performance targets for each of three separate measurement periods that continue through December 31, 2022. | |||||
Payout of contingent stock consideration expiration date | Dec. 31, 2022 | |||||
Fair value of purchase consideration, stock | $ 27,200,000 | |||||
Liabilities assumed | $ 0 | |||||
DCR | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Number of common stock issued under purchase consideration | 668,740 | |||||
DCR | General and Administrative Expenses | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition related costs | $ 327,000 |
Business Combinations - Summary
Business Combinations - Summary of Major Classes of Assets and Liabilities Allocated the Purchase Price (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | May 06, 2019 | Jan. 31, 2019 | Dec. 07, 2018 | Oct. 12, 2018 | Aug. 01, 2018 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 372,272 | $ 209,560 | ||||
Exari | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 6,337 | |||||
Accounts receivable | 9,114 | |||||
Intangible assets | 57,000 | |||||
Other assets | 5,792 | |||||
Goodwill | 162,915 | |||||
Accounts payable and other current liabilities | (5,002) | |||||
Deferred revenue | (4,693) | |||||
Deferred tax liability, net | (10,943) | |||||
Other non-current liabilities | (3,716) | |||||
Total consideration | $ 216,804 | |||||
Hiperos, LLC | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | $ 167 | |||||
Accounts receivable | 3,904 | |||||
Intangible assets | 17,585 | |||||
Other assets | 1,025 | |||||
Goodwill | 83,891 | |||||
Accounts payable and other current liabilities | (2,792) | |||||
Deferred revenue | (7,938) | |||||
Other non-current liabilities | (1,000) | |||||
Total consideration | $ 94,842 | |||||
Aquiire | ||||||
Business Acquisition [Line Items] | ||||||
Accounts receivable | $ 1,511 | |||||
Intangible assets | 12,400 | |||||
Other assets | 1,104 | |||||
Goodwill | 42,101 | |||||
Accounts payable and other current liabilities | (1,610) | |||||
Deferred revenue | (2,609) | |||||
Deferred tax liability, net | (3,377) | |||||
Total consideration | $ 49,520 | |||||
DCR | ||||||
Business Acquisition [Line Items] | ||||||
Other current assets | $ 46 | |||||
Intangible assets | 12,800 | |||||
Goodwill | 39,361 | |||||
Total consideration | $ 52,207 |
Business Combinations - Summa_2
Business Combinations - Summary of Intangible Assets Acquired Based on Valuation (Details) - USD ($) $ in Thousands | May 06, 2019 | Dec. 07, 2018 | Oct. 12, 2018 | Aug. 01, 2018 |
Exari | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 57,000 | |||
Exari | Developed technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 45,400 | |||
Exari | Developed technology | Minimum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Useful life (in Years) | 3 years | |||
Exari | Developed technology | Maximum | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Useful life (in Years) | 5 years | |||
Exari | Customer relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 11,100 | |||
Useful life (in Years) | 5 years | |||
Exari | Trademarks | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 500 | |||
Useful life (in Years) | 1 year | |||
Hiperos, LLC | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 17,585 | |||
Hiperos, LLC | Developed technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 10,000 | |||
Useful life (in Years) | 6 years | |||
Hiperos, LLC | Customer relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 7,400 | |||
Useful life (in Years) | 5 years | |||
Hiperos, LLC | Trademarks | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 185 | |||
Useful life (in Years) | 1 year | |||
Aquiire | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 12,400 | |||
Aquiire | Developed technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 8,900 | |||
Useful life (in Years) | 5 years | |||
Aquiire | Customer relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 3,500 | |||
Useful life (in Years) | 5 years | |||
DCR | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 12,800 | |||
DCR | Developed technology | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 9,500 | |||
Useful life (in Years) | 5 years | |||
DCR | Customer relationships | ||||
Acquired Finite Lived Intangible Assets [Line Items] | ||||
Intangible Assets, Fair Value | $ 3,300 | |||
Useful life (in Years) | 5 years |
Business Combinations - Summa_3
Business Combinations - Summary of Pro Forma Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Exari | ||||
Business Acquisition [Line Items] | ||||
Pro forma total revenue | $ 95,501 | $ 71,271 | $ 182,761 | $ 133,417 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Hierarchy for Financial Assets Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | $ 194,304 | $ 180,169 | |
U.S. agency obligations | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 40,295 | ||
Corporate notes and bonds | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 57,949 | 29,326 | |
U.S. treasury securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 95,898 | 84,830 | |
Asset backed securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 20,206 | 10,842 | |
Fair value measurements recurring | U.S. agency obligations | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 6,986 | |
Marketable securities | 40,295 | ||
Fair value measurements recurring | Money market funds | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 149,050 | 118,204 |
Fair value measurements recurring | Corporate notes and bonds | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 57,949 | 29,326 | |
Fair value measurements recurring | U.S. treasury securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 95,898 | 84,830 | |
Fair value measurements recurring | Commercial paper | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 2,997 | |
Marketable securities | 20,251 | 14,876 | |
Fair value measurements recurring | Asset backed securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | 20,206 | 10,842 | |
Fair value measurements recurring | Level 1 | Money market funds | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 149,050 | 118,204 |
Fair value measurements recurring | Level 2 | U.S. agency obligations | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 6,986 | |
Marketable securities | 40,295 | ||
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 | 57,949 | 29,326 | |
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 | 95,898 | 84,830 | |
Fair value measurements recurring | Level 2 | Commercial paper | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents | [1] | 2,997 | |
Marketable securities | 20,251 | 14,876 | |
Fair value measurements recurring | Level 2 | Asset backed securities | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Marketable securities | $ 20,206 | $ 10,842 | |
[1] | Included in cash and cash equivalents. |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 | Jan. 31, 2018 | |
0.125% Convertible Senior Notes Due 2025 | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Debt instrument, Principal amount | [1] | $ 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 | $ 916,700 | |||
0.375% Convertible Senior Notes Due 2023 | ||||
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | ||||
Debt instrument, Principal amount | $ 230,000 | $ 230,000 | $ 230,000 | |
Debt instrument, Interest rate | 0.375% | 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 | $ 742,000 | $ 428,400 | ||
[1] | The 2025 Notes were issued on June 11, 2019. |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 35,059 | $ 28,477 |
Less: accumulated depreciation and amortization | (20,038) | (17,928) |
Property and equipment, net | 15,021 | 10,549 |
Furniture and equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 5,337 | 3,595 |
Software development costs | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 27,988 | 23,444 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 1,705 | 1,255 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 29 | $ 183 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation and amortization expense excluding software development costs | $ 406,000 | $ 180,000 | $ 745,000 | $ 376,000 |
Amortization expense related to software development costs | $ 696,000 | $ 787,000 | $ 1,400,000 | $ 1,600,000 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Changes in Goodwill (Details) $ in Thousands | 6 Months Ended |
Jul. 31, 2019USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 209,560 |
Additions from acquisition | 162,915 |
Adjustment | (203) |
Ending balance | $ 372,272 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets Balances (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2019 | Jan. 31, 2019 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 124,675 | $ 67,674 |
Accumulated Amortization | (21,287) | (11,749) |
Net Carrying Amount | $ 103,388 | 55,925 |
Developed technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 4 years 3 months 18 days | |
Gross Carrying Amount | $ 93,836 | 48,435 |
Accumulated Amortization | (16,080) | (9,198) |
Net Carrying Amount | $ 77,756 | 39,237 |
Customer relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 4 years 4 months 24 days | |
Gross Carrying Amount | $ 29,994 | 18,894 |
Accumulated Amortization | (4,808) | (2,363) |
Net Carrying Amount | $ 25,186 | 16,531 |
Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 9 months 18 days | |
Gross Carrying Amount | $ 845 | 345 |
Accumulated Amortization | (399) | (188) |
Net Carrying Amount | $ 446 | $ 157 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense related to other intangible assets | $ 6.4 | $ 1.1 | $ 9.6 | $ 2.2 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Future Amortization Expense of Other Intangible Assets (Details) $ in Thousands | Jul. 31, 2019USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2020 (remaining six months) | $ 13,054 |
2021 | 25,609 |
2022 | 25,053 |
2023 | 20,500 |
2024 | 15,435 |
Thereafter | 3,737 |
Total | $ 103,388 |
Common Stock and Stockholders_3
Common Stock and Stockholders' Equity - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 162 Months Ended | ||||
Mar. 31, 2018$ / sharesshares | Sep. 30, 2016$ / sharesshares | Jul. 31, 2019USD ($)Vote$ / sharesshares | Jul. 31, 2018USD ($) | Jul. 31, 2019USD ($)VotePeriod$ / sharesshares | Jul. 31, 2018USD ($)$ / shares | Jul. 31, 2019USD ($)Vote$ / sharesshares | Jan. 31, 2019$ / sharesshares | |
Class Of Stock [Line Items] | ||||||||
Common stock voting rights | Each share of common stock has the right to one vote. | |||||||
Number of common stock voting rights | Vote | 1 | 1 | 1 | |||||
Dividends declared | $ | $ 0 | |||||||
Dividends paid | $ | $ 0 | |||||||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | 25,000,000 | 25,000,000 | ||||
Preferred stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares issued | 0 | 0 | 0 | 0 | ||||
Preferred stock, shares outstanding | 0 | 0 | 0 | 0 | ||||
Aggregate intrinsic value of exercised options | $ | $ 166,600,000 | $ 74,600,000 | ||||||
Weighted-average grant date fair value of options granted | $ / shares | $ 41.81 | $ 21.56 | ||||||
Total grant date fair value of options vested | $ | $ 2,300,000 | $ 2,300,000 | $ 4,300,000 | $ 4,300,000 | ||||
Stock-based compensation expense recognized for market-based awards | $ | $ 21,268,000 | 13,558,000 | 38,113,000 | 24,870,000 | ||||
Capitalized Software Development Costs | ||||||||
Class Of Stock [Line Items] | ||||||||
Stock-based compensation capitalized in capitalized software development costs | $ | $ 1,600,000 | 583,000 | ||||||
2016 Employee Stock Purchase Plan | ||||||||
Class Of Stock [Line Items] | ||||||||
Common stock reserved for issuance | 1,426,545 | 1,426,545 | 1,426,545 | |||||
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 | 1,250,000 | 1,250,000 | |||||
Duration of maximum offering period | 27 months | |||||||
Initial offering period end date | Sep. 15, 2018 | |||||||
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% | 15.00% | 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 | 1,055,599 | |||||||
Total unrecognized compensation cost | $ | $ 5,800,000 | $ 5,800,000 | $ 5,800,000 | |||||
Total unrecognized compensation cost, weighted-average amortization period | 1 year 2 months 12 days | |||||||
2016 Equity Incentive Plan | ||||||||
Class Of Stock [Line Items] | ||||||||
Common stock reserved for issuance | 7,750,599 | 7,750,599 | 7,750,599 | |||||
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 | Restricted Stock Units (RSUs) | ||||||||
Class Of Stock [Line Items] | ||||||||
Total unrecognized compensation cost, weighted-average amortization period | 2 years 10 months 24 days | |||||||
Total unrecognized compensation cost related to unvested restricted stock units | $ | $ 197,900,000 | $ 197,900,000 | $ 197,900,000 | |||||
2006 Stock Plan | Market-based Options | 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 | 385,421 | 385,421 | 385,421 | |||||
Stock-based compensation expense recognized for market-based awards | $ | $ 420,000 | 531,000 | $ 830,000 | 1,200,000 | ||||
2016 Equity Plan | Market-based Options | 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 | 0 | 0 | |||||
Stock-based compensation expense recognized for market-based awards | $ | $ 420,000 | $ 531,000 | $ 830,000 | $ 1,200,000 | ||||
2006 Stock Plan and 2016 Equity Incentive Plan | ||||||||
Class Of Stock [Line Items] | ||||||||
Number of stock options granted | 132,383 | |||||||
Stock options granted, exercise price | $ / shares | $ 94.47 | |||||||
Total unrecognized compensation cost related to unvested stock options | $ | $ 16,400,000 | $ 16,400,000 | $ 16,400,000 | |||||
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 10 months 24 days |
Common Stock and Stockholders_4
Common Stock and Stockholders' Equity - Summary of Stock Option Activity (Details) - 2006 Stock Plan and 2016 Plan $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 31, 2019USD ($)$ / sharesshares | Jan. 31, 2019USD ($)$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Stock Options, Outstanding, Beginning Balance | shares | 6,850,928 | |
Stock Options, grants | shares | 132,383 | |
Stock Options, exercised | shares | (1,639,521) | |
Stock Options, forfeited | shares | (33,032) | |
Stock Options, Outstanding, Ending Balance | shares | 5,310,758 | 6,850,928 |
Stock Options, Exercisable | shares | 3,825,506 | |
Weighted-Average Exercise Price, Options Outstanding, Beginning Balance | $ / shares | $ 11.44 | |
Weighted-Average Exercise Price, Option grants | $ / shares | 94.47 | |
Weighted-Average Exercise Price, Options exercised | $ / shares | 6.43 | |
Weighted-Average Exercise Price, Options forfeited | $ / shares | 7.70 | |
Weighted-Average Exercise Price, Options Outstanding, Ending Balance | $ / shares | 15.09 | $ 11.44 |
Weighted-Average Exercise Price, Exercisable | $ / shares | $ 8.68 | |
Weighted-Average Remaining Contractual Life (in Years), Options Outstanding | 6 years 7 months 28 days | 6 years 10 months 2 days |
Weighted-Average Remaining Contractual Life (in Years), Exercisable | 6 years 2 months 23 days | |
Aggregate Intrinsic Value, Options Outstanding | $ | $ 640,609 | $ 517,353 |
Aggregate Intrinsic Value, Exercisable | $ | $ 485,956 |
Common Stock and Stockholders_5
Common Stock and Stockholders' Equity - Summary of Activity Related to RSUs (Details) - 2016 Equity Incentive Plan - Restricted Stock Units (RSUs) | 6 Months Ended |
Jul. 31, 2019$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of RSUs Outstanding, Awarded and unvested, Beginning balance | shares | 2,792,117 |
Number of RSUs Outstanding, Awards granted | shares | 1,265,261 |
Number of RSUs Outstanding, Awards vested | shares | (531,282) |
Number of RSUs Outstanding, Awards forfeited | shares | (140,401) |
Number of RSUs Outstanding, Awarded and unvested, Ending balance | shares | 3,385,695 |
Weighted-Average Grant Date Fair Value, Awarded and unvested, Beginning balance | $ / shares | $ 42.62 |
Weighted-Average Grant Date Fair Value, Awards granted | $ / shares | 97.49 |
Weighted-Average Grant Date Fair Value, Awards vested | $ / shares | 43.54 |
Weighted-Average Grant Date Fair Value, Awards forfeited | $ / shares | 56.69 |
Weighted-Average Grant Date Fair Value, Awarded and unvested, Ending balance | $ / shares | $ 62.40 |
Common Stock and Stockholders_6
Common Stock and Stockholders' Equity - Total Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 21,268 | $ 13,558 | $ 38,113 | $ 24,870 |
Subscription | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 1,771 | 1,093 | 3,159 | 1,924 |
Professional services and other | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 2,023 | 1,069 | 3,468 | 2,015 |
Research and development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 5,075 | 2,958 | 9,123 | 5,505 |
Sales and marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 6,060 | 3,863 | 10,899 | 6,833 |
General and administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 6,339 | $ 4,575 | $ 11,464 | $ 8,593 |
Common Stock and Stockholders_7
Common Stock and Stockholders' Equity - Assumptions used to Estimate Fair Values of Stock Options Granted (Details) | 6 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Employee Stock Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 6 years | 6 years |
Volatility | 42.70% | 42.20% |
Risk-free interest rate | 2.40% | 2.80% |
Market-based Options | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Expected term (in years) | 7 years 1 month 6 days | |
Volatility | 43.70% | |
Risk-free interest rate | 2.80% | |
Employee Stock Purchase Plan | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Volatility, minimum | 45.50% | 31.10% |
Volatility, maximum | 65.90% | 34.10% |
Risk-free interest rate, minimum | 2.40% | 2.00% |
Risk-free interest rate, maximum | 2.50% | 2.30% |
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 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) $ in Thousands | Mar. 31, 2019 | Jun. 30, 2019USD ($)d$ / shares | Jul. 31, 2019USD ($)d$ / shares | Jul. 31, 2018USD ($) | Jul. 31, 2019USD ($)d$ / shares | Jul. 31, 2018USD ($) | Jan. 31, 2018USD ($)$ / shares | Jun. 11, 2019USD ($) | Jan. 31, 2019USD ($) | |
Debt Instrument [Line Items] | ||||||||||
Net proceeds from issuance of convertible notes | $ 786,567 | $ (639) | ||||||||
Multiples of principal amount | $ 1,000,000 | |||||||||
Interest expense | $ 8,000 | $ 2,900 | 11,000 | 5,600 | ||||||
Amortization of debt discount | 400,000,000 | 400,000,000 | 600,000,000 | 600,000,000 | ||||||
Amortization of debt issuance costs | 200,000,000 | $ 200,000,000 | 400,000,000 | $ 400,000,000 | ||||||
0.125% Convertible Senior Notes Due 2025 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | [1] | $ 805,000 | $ 805,000 | |||||||
Debt instrument, Interest rate | 0.125% | 0.125% | ||||||||
Debt instrument, Issued amount | $ 805,000 | |||||||||
Net proceeds from issuance of convertible notes | $ 667,400 | |||||||||
Debt instrument, Interest payment terms | interest is payable semi-annually in cash at a rate of 0.125% per annum on June 15 and December 15 of each year, beginning on December 15, 2019. | |||||||||
Debt instrument, Frequency of periodic payment | semi-annually | |||||||||
Debt Instrument, Date of first required payment | Dec. 15, 2019 | |||||||||
Debt instrument, Maturity date | Jun. 15, 2025 | |||||||||
Debt Instrument, Convertible terms | Prior to the close of business on the business day immediately preceding March 15, 2025, the 2025 Notes are convertible at the option of holders during certain periods, upon satisfaction of certain conditions. On or after March 15, 2025, the 2025 Notes are convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. | |||||||||
Debt instrument, Initial conversion rate of shares of common stock per $1,000 principal | 6.2658 | |||||||||
Debt instrument, Initial conversion price per share | $ / shares | $ 159.60 | |||||||||
Debt instrument, fundamental change, repurchase price, equals to principal amount of convertible notes | 100.00% | |||||||||
Debt discount | $ 252,900 | |||||||||
Transaction costs related to convertible notes | $ 18,800 | |||||||||
Effective interest rate of the liability component, excluding notes conversions options | 7.05% | 7.05% | ||||||||
Remaining life period | 6 years | |||||||||
0.125% Convertible Senior Notes Due 2025 | Capped Call Options | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Purchase price of capped call options | $ 118,700 | |||||||||
Capped call exercise price | $ / shares | 295.55 | 295.55 | ||||||||
0.125% Convertible Senior Notes Due 2025 | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Percentage of principal amount shall be declare as due and payable upon certain events of default | 25.00% | |||||||||
0.125% Convertible Senior Notes Due 2025 | Conversion Notes Holders Conversion Rights, Circumstances 1 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, convertible, threshold trading/business days | d | 20 | |||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 130.00% | |||||||||
0.125% Convertible Senior Notes Due 2025 | Conversion Notes Holders Conversion Rights, Circumstances 2 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, convertible, threshold trading/business days | d | 5 | |||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 5 | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 98.00% | |||||||||
0.125% Convertible Senior Notes Due 2025 | Private Placement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | $ 805,000 | |||||||||
Debt instrument, Interest rate | 0.125% | |||||||||
0.125% Convertible Senior Notes Due 2025 | Initial Placement | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | $ 700,000 | |||||||||
0.125% Convertible Senior Notes Due 2025 | Overallotment Option | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | $ 105,000 | |||||||||
0.375% Convertible Senior Notes Due 2023 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | $ 230,000 | $ 230,000 | $ 230,000 | $ 230,000 | ||||||
Debt instrument, Interest rate | 0.375% | 0.375% | 0.375% | |||||||
Net proceeds from issuance of convertible notes | $ 200,400 | |||||||||
Debt instrument, Interest payment terms | 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. | |||||||||
Debt instrument, Frequency of periodic payment | semi-annually | |||||||||
Debt Instrument, Date of first required payment | Jul. 15, 2018 | |||||||||
Debt instrument, Initial conversion rate of shares of common stock per $1,000 principal | 22.4685 | |||||||||
Debt instrument, Initial conversion price per share | $ / shares | $ 44.5068 | |||||||||
Effective interest rate of the liability component, excluding notes conversions options | 7.66% | 7.66% | ||||||||
Remaining life period | 3 years 6 months | |||||||||
0.375% Convertible Senior Notes Due 2023 | Capped Call Options | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Purchase price of capped call options | $ 23,300 | |||||||||
Capped call exercise price | $ / shares | 63.821 | 63.821 | ||||||||
0.375% Convertible Senior Notes Due 2023 | Minimum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, Principal amount | $ 471,300 | $ 471,300 | $ 219,400 | |||||||
0.375% Convertible Senior Notes Due 2023 | Conversion Notes Holders Conversion Rights, Circumstances 1 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, convertible, threshold trading/business days | d | 20 | |||||||||
Debt instrument, convertible, threshold consecutive trading days | d | 30 | |||||||||
Debt instrument, convertible, threshold percentage of sales price of common stock | 130.00% | |||||||||
[1] | The 2025 Notes were issued on June 11, 2019. |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedule of Components of Convertible Senior Notes (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jan. 31, 2019 | Jan. 31, 2018 | |
Liability: | ||||
Net carrying amount | $ 544,107 | |||
0.125% Convertible Senior Notes Due 2025 | ||||
Liability: | ||||
Principal | [1] | 805,000 | ||
Unamortized debt discount and issuance costs | [1],[2] | (260,893) | ||
Net carrying amount | [1] | 544,107 | ||
Carrying amount of the equity component | [1],[3] | 246,967 | ||
0.375% Convertible Senior Notes Due 2023 | ||||
Liability: | ||||
Principal | 230,000 | $ 230,000 | $ 230,000 | |
Unamortized debt discount and issuance costs | [2] | (49,304) | (55,385) | |
Net carrying amount | 180,696 | 174,615 | ||
Carrying amount of the equity component | [3] | $ 60,470 | $ 60,470 | |
[1] | The 2025 Notes were issued on June 11, 2019. | |||
[2] | Included in the condensed consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the Notes. The 2025 Notes are classified as long-term liabilities and the 2023 notes are classified as current liabilities. | |||
[3] | Included in the condensed consolidated balance sheets within additional paid-in capital. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | ||||
Non-cancelable operating leases expiration dates | through June 2025 | |||
Long term leases costs | $ 2,000,000 | $ 3,800,000 | ||
Short term leases costs | 400,000 | 800,000 | ||
Total lease expenses | $ 1,800,000 | $ 3,600,000 | ||
Cash paid for operating lease liabilities | $ 2,100,000 | $ 3,800,000 | ||
Operating lease, weighted-average remaining lease term | 4 years 4 months 24 days | 4 years 4 months 24 days | ||
Operating lease, weighted-average discount rate | 6.40% | 6.40% | ||
Operating lease not commenced, future minimum payments | $ 1,700,000 | $ 1,700,000 | ||
Operating lease not commenced, non-cancellable term | 5 years | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Remaining Maturities of Operating Lease Liabilities and Future Purchase Obligations (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Feb. 01, 2019 |
Operating Lease Obligations | ||
2020 (remaining six months) | $ 4,532 | |
2021 | 8,852 | |
2022 | 8,238 | |
2023 | 7,267 | |
2024 | 6,424 | |
Thereafter | 2,032 | |
Total payments | 37,345 | |
Less imputed interest | (7,115) | |
Total | 30,230 | $ 28,900 |
Future Purchase Obligations of Hosting Services | ||
2020 (remaining six months) | 5,000 | |
2021 | 12,000 | |
Total payments | $ 17,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Income Tax [Line Items] | ||||
Income tax provision (benefit) | $ (9,842,000) | $ 480,000 | $ (9,432,000) | $ 970,000 |
Effective tax rate | 18.90% | (3.44%) | ||
U.S. federal statutory tax rate | 21.00% | |||
Income tax examination, description | As a result of net operating loss carryforwards, the Company is subject to audits for tax years 2006 and forward for federal purposes and 2009 and forward for California purposes. | |||
Exari | ||||
Income Tax [Line Items] | ||||
Release of valuation allowance of deferred tax liability | $ 9,900,000 | $ 9,900,000 |
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 | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Numerator: | ||||
Net loss attributable to common stockholders | $ (19,994) | $ (13,854) | $ (40,462) | $ (29,308) |
Denominator: | ||||
Weighted-average common shares outstanding | 62,038 | 56,966 | 61,422 | 56,429 |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.32) | $ (0.24) | $ (0.66) | $ (0.52) |
Net Loss per Share - Potentiall
Net Loss per Share - Potentially Dilutive Securities Not Included in Diluted per Share Calculations (Details) - shares | 6 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share | 9,327,858 | 11,715,123 |
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 | 5,310,758 | 8,172,156 |
RSUs | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share | 3,385,695 | 2,977,073 |
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 | 129,408 | 364,275 |
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 | 87,289 | 201,619 |
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 | 377,138 | |
Holdback shares for Aquiire acquisition | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share | 37,570 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) - $ / shares shares in Millions | 6 Months Ended | ||
Jul. 31, 2019 | Jun. 30, 2019 | Jan. 31, 2018 | |
2025 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Additionally shares underlying conversion option | 5 | ||
Convertible, conversion price per share | $ 159.60 | ||
2025 Notes | Maximum | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Number of shares subject to adjustment | 6.8 | ||
2023 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Additionally shares underlying conversion option | 5.2 | ||
Convertible, conversion price per share | $ 44.5068 | ||
2023 Notes | Maximum | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Number of shares subject to adjustment | 6.8 | ||
Common Stock | 2025 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Convertible, conversion price per share | $ 159.60 | ||
Common Stock | 2023 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Convertible, conversion price per share | $ 44.51 |
Business Segment Information -
Business Segment Information - Additional Information (Details) | 6 Months Ended |
Jul. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reporting segment | 1 |
Significant Customers and Geo_3
Significant Customers and Geographic Information - Additional Information (Details) - Customer | Jul. 31, 2019 | Jan. 31, 2019 |
Accounts Receivable | Customer | ||
Concentration Risk [Line Items] | ||
Number of customers comprising 10% or more of total accounts receivable | 0 | 0 |
Revenue | Customer | ||
Concentration Risk [Line Items] | ||
Number of customers comprising more than 10% of revenues | 0 | 0 |
Revenue | Geographic Concentration Risk | Foreign Countries | ||
Concentration Risk [Line Items] | ||
Number of customers comprising more than 10% of revenues | 0 | 0 |
Significant Customers and Geo_4
Significant Customers and Geographic Information - Revenues by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Total revenues | $ 95,139 | $ 61,651 | $ 176,483 | $ 118,003 |
United States | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Total revenues | 59,605 | 37,819 | 110,385 | 72,294 |
Foreign Countries | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Total revenues | $ 35,534 | $ 23,832 | $ 66,098 | $ 45,709 |
Related Parties - Additional In
Related Parties - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | Jan. 31, 2019 | |
Related Party Transaction [Line Items] | |||||
Revenues | $ 95,139,000 | $ 61,651,000 | $ 176,483,000 | $ 118,003,000 | |
Subscription | |||||
Related Party Transaction [Line Items] | |||||
Revenues | 83,482,000 | 55,374,000 | 156,439,000 | 105,340,000 | |
T. Rowe Associates, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Outstanding receivables | 0 | 0 | $ 0 | ||
T. Rowe Associates, Inc. | Subscription | |||||
Related Party Transaction [Line Items] | |||||
Revenues | $ 141,000 | $ 146,000 | $ 277,000 | $ 299,000 |