Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 24, 2020 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38498 | |
Entity Registrant Name | PLURALSIGHT, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3605465 | |
Entity Address, Address Line One | 182 North Union Avenue | |
Entity Address, City or Town | Farmington | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84025 | |
City Area Code | 801 | |
Local Phone Number | 784-9007 | |
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Trading Symbol | PS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001725579 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 105,525,933 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 23,010,178 | |
Class C Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 14,373,295 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 94,476 | $ 90,515 |
Short-term investments | 311,684 | 332,234 |
Accounts receivable, net of allowances of $4,634 and $3,465 as of March 31, 2020 and December 31, 2019, respectively | 61,208 | 101,576 |
Deferred contract acquisition costs | 17,796 | 18,331 |
Prepaid expenses and other current assets | 13,957 | 14,174 |
Total current assets | 499,121 | 556,830 |
Restricted cash and cash equivalents | 24,431 | 28,916 |
Long-term investments | 126,214 | 105,805 |
Property and equipment, net | 35,401 | 22,896 |
Right-of-use assets | 13,912 | 15,804 |
Content library, net | 9,777 | 8,958 |
Intangible assets, net | 21,204 | 22,631 |
Goodwill | 262,532 | 262,532 |
Deferred contract acquisition costs, noncurrent | 5,937 | 5,982 |
Other assets | 1,771 | 1,599 |
Total assets | 1,000,300 | 1,031,953 |
Current liabilities: | ||
Accounts payable | 7,770 | 10,615 |
Accrued expenses | 35,595 | 40,703 |
Accrued author fees | 11,596 | 11,694 |
Lease liabilities | 4,532 | 5,752 |
Deferred revenue | 214,505 | 215,137 |
Total current liabilities | 273,998 | 283,901 |
Deferred revenue, noncurrent | 17,416 | 19,517 |
Convertible senior notes, net | 476,819 | 470,228 |
Lease liabilities, noncurrent | 10,058 | 11,167 |
Other liabilities | 859 | 980 |
Total liabilities | 779,150 | 785,793 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value per share, 100,000,000 shares authorized, no shares issued and outstanding as of March 31, 2020 and December 31, 2019 | 0 | 0 |
Additional paid-in capital | 659,480 | 641,128 |
Accumulated other comprehensive (loss) income | (1,102) | 225 |
Accumulated deficit | (493,700) | (458,381) |
Total stockholders’ equity attributable to Pluralsight, Inc. | 164,692 | 182,985 |
Non-controlling interests | 56,458 | 63,175 |
Total stockholders’ equity | 221,150 | 246,160 |
Total liabilities and stockholders' equity | 1,000,300 | 1,031,953 |
Class A Common Stock | ||
Stockholders' equity: | ||
Common stock | 11 | 10 |
Class B Common Stock | ||
Stockholders' equity: | ||
Common stock | 2 | 2 |
Class C Common Stock | ||
Stockholders' equity: | ||
Common stock | $ 1 | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Allowance for doubtful accounts | $ 4,643 | $ 3,465 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 105,459,701 | 104,083,271 |
Common stock, shares outstanding (in shares) | 105,459,701 | 104,083,271 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 23,010,178 | 23,221,418 |
Common stock, shares outstanding (in shares) | 23,010,178 | 23,221,418 |
Class C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 14,373,295 | 14,269,199 |
Common stock, shares outstanding (in shares) | 14,373,295 | 14,269,199 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 92,646 | $ 69,617 |
Cost of revenue | 19,008 | 16,712 |
Gross profit | 73,638 | 52,905 |
Operating expenses: | ||
Sales and marketing | 62,415 | 44,171 |
Technology and content | 30,144 | 20,271 |
General and administrative | 23,371 | 22,191 |
Total operating expenses | 115,930 | 86,633 |
Loss from operations | (42,292) | (33,728) |
Other income (expense): | ||
Interest expense | (7,149) | (1,678) |
Other income, net | 2,170 | 1,676 |
Loss before income taxes | (47,271) | (33,730) |
Provision for income taxes | (242) | (154) |
Net loss | (47,513) | (33,884) |
Less: Net loss attributable to non-controlling interests | (12,194) | (14,809) |
Net loss attributable to Pluralsight, Inc. | $ (35,319) | $ (19,075) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.34) | $ (0.25) |
Weighted average shares of Class A common stock used in computing basic and diluted net loss per share (in shares) | 104,631 | 75,927 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (47,513) | $ (33,884) |
Other comprehensive income (loss): | ||
Unrealized losses on investments | (1,565) | 0 |
Foreign currency translation (losses) gains, net | (222) | 18 |
Comprehensive loss | (49,300) | (33,866) |
Less: Comprehensive loss attributable to non-controlling interests | (12,654) | (14,801) |
Comprehensive loss attributable to Pluralsight, Inc. | $ (36,646) | $ (19,065) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common StockClass A Common Stock | Common StockClass B Common Stock | Common StockClass C Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Non-Controlling Interests |
Beginning balance (in shares) at Dec. 31, 2018 | 65,191,907,000 | 57,490,881,000 | 14,586,173,000 | |||||
Beginning balance at Dec. 31, 2018 | $ 208,593 | $ 7 | $ 6 | $ 1 | $ 456,899 | $ (41) | $ (355,446) | $ 107,167 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Effect of exchanges of LLC Units (in shares) | 28,949,710,000 | (28,419,092,000) | (530,618,000) | |||||
Effect of exchanges of LLC Units | 0 | $ 3 | $ (3) | 49,495 | (49,495) | |||
Exercise of common stock options (in shares) | 174,753,000 | |||||||
Exercise of common stock options | 2,621 | 2,621 | ||||||
Vesting of restricted stock units (in shares) | 780,609,000 | 106,756,000 | ||||||
Vesting of restricted stock units | 0 | |||||||
Equity component of convertible senior notes, net of issuance costs | 137,033 | 137,033 | ||||||
Purchase of capped calls related to issuance of convertible senior notes | (69,432) | (69,432) | ||||||
Equity-based compensation | 20,616 | 20,616 | ||||||
Adjustments to non-controlling interests | 0 | (32,137) | 32,137 | |||||
Other comprehensive income | 18 | 10 | 8 | |||||
Net loss | (33,884) | (19,075) | (14,809) | |||||
Ending balance (in shares) at Mar. 31, 2019 | 95,096,979,000 | 29,071,789,000 | 14,162,311,000 | |||||
Ending balance at Mar. 31, 2019 | 285,561 | $ 10 | $ 3 | $ 1 | 565,095 | (31) | (364,798) | 85,281 |
Beginning balance (in shares) at Dec. 31, 2019 | 104,083,271,000 | 23,211,418,000 | 14,269,199,000 | |||||
Beginning balance at Dec. 31, 2019 | 246,160 | $ 10 | $ 2 | $ 1 | 641,128 | 225 | (458,381) | 63,175 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Effect of exchanges of LLC Units (in shares) | 201,240,000 | (201,240,000) | ||||||
Effect of exchanges of LLC Units | $ 0 | 354 | (354) | |||||
Exercise of common stock options (in shares) | 57,749 | 57,749,000 | ||||||
Exercise of common stock options | $ 699 | 699 | ||||||
Vesting of restricted stock units (in shares) | 1,117,441,000 | |||||||
Vesting of restricted stock units | 0 | $ 1 | $ 104,096 | (1) | ||||
Shares withheld for tax withholding on equity awards | (2,350) | (2,350) | ||||||
Equity-based compensation | 25,941 | 25,941 | ||||||
Adjustments to non-controlling interests | 0 | (6,291) | 6,291 | |||||
Other comprehensive income | (1,787) | (1,327) | (460) | |||||
Net loss | (47,513) | (35,319) | (12,194) | |||||
Ending balance (in shares) at Mar. 31, 2020 | 105,459,701,000 | 23,010,178,000 | 14,373,295,000 | |||||
Ending balance at Mar. 31, 2020 | $ 221,150 | $ 11 | $ 2 | $ 1 | $ 659,480 | $ (1,102) | $ (493,700) | $ 56,458 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating activities | ||
Net loss | $ (47,513) | $ (33,884) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation of property and equipment | 2,643 | 2,247 |
Amortization of acquired intangible assets | 1,435 | 702 |
Amortization of course creation costs | 761 | 579 |
Equity-based compensation | 25,578 | 20,268 |
Amortization of deferred contract acquisition costs | 6,451 | 5,867 |
Amortization of debt discount and issuance costs | 6,591 | 1,545 |
Investment discount and premium amortization, net | (376) | 0 |
Other | 661 | 25 |
Changes in assets and liabilities: | ||
Accounts receivable | 39,200 | 11,392 |
Deferred contract acquisition costs | (5,871) | (5,851) |
Prepaid expenses and other assets | 286 | (1,801) |
Right-of-use assets | 1,490 | 1,284 |
Accounts payable | (2,467) | 1,035 |
Accrued expenses and other liabilities | (6,331) | (5,159) |
Accrued author fees | (98) | 735 |
Lease liabilities | (1,925) | (1,736) |
Deferred revenue | (2,220) | 8,288 |
Net cash provided by operating activities | 18,295 | 5,536 |
Investing activities | ||
Purchases of property and equipment | (13,894) | (2,133) |
Purchases of content library | (1,680) | (937) |
Purchases of investments | (161,862) | 0 |
Proceeds from maturities of investments | 160,535 | 0 |
Net cash used in investing activities | (16,901) | (3,070) |
Proceeds from maturities of investments | ||
Proceeds from issuance of common stock from employee equity plans | 699 | 2,621 |
Taxes paid related to net share settlement | (2,350) | 0 |
Proceeds from issuance of convertible senior notes, net of discount and issuance costs | 0 | 617,663 |
Purchase of capped calls related to issuance of convertible senior notes | 0 | (69,432) |
Net cash (used in) provided by financing activities | (1,651) | 550,852 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash and cash equivalents | (267) | 26 |
Net (decrease) increase in cash, cash equivalents, and restricted cash and cash equivalents | (524) | 553,344 |
Cash, cash equivalents, and restricted cash and cash equivalents, beginning of period | 119,431 | 211,071 |
Cash, cash equivalents, and restricted cash and cash equivalents, end of period | 118,907 | 764,415 |
Supplemental cash flow disclosure: | ||
Cash paid for interest | 1,113 | 0 |
Cash paid for income taxes, net | 270 | 116 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Unpaid capital expenditures | 5,008 | 870 |
Equity-based compensation capitalized as internal-use software | 363 | 348 |
Unrealized losses on investments | (1,565) | 0 |
Reconciliation of cash, cash equivalents and restricted cash as shown in the statement of cash flows: | ||
Restricted cash | 24,431 | 27,849 |
Total cash, cash equivalents, and restricted cash | $ 118,907 | $ 764,415 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Pluralsight, Inc. was incorporated as a Delaware corporation on December 4, 2017 as a holding company for the purpose of facilitating an initial public offering (“IPO”) and other related transactions in order to carry on the business of Pluralsight Holdings, LLC (“Pluralsight Holdings”) and its subsidiaries (together with Pluralsight, Inc., the “Company” or “Pluralsight”). In May 2018, Pluralsight, Inc. completed its IPO and used the net proceeds to purchase newly issued common limited liability company units (“LLC Units") from Pluralsight Holdings. Following the reorganization transactions completed in connection with the IPO ("Reorganization Transactions"), Pluralsight, Inc. became the sole managing member of Pluralsight Holdings. As the sole managing member, Pluralsight, Inc. has the sole voting interest in Pluralsight Holdings and controls all of the business operations, affairs, and management of Pluralsight Holdings. Accordingly, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings and reports the non-controlling interests representing the economic interests held by the other members of Pluralsight Holdings. As of March 31, 2020 , Pluralsight, Inc. owned 74.5% of Pluralsight Holdings and the members of Pluralsight Holdings who retained LLC Units prior to the IPO (the "Continuing Members") owned the remaining 25.5% of Pluralsight Holdings. Pluralsight operates a cloud-based technology skills platform that provides a broad range of tools for businesses and individuals, including skill assessments, a curated library of courses, learning paths, developer productivity metrics, and business analytics. As the sole managing member of Pluralsight Holdings, Pluralsight, Inc. operates and controls all of the business operations and affairs of Pluralsight. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | Summary of Significant Accounting Policies and Recent Accounting Pronouncements Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and the applicable regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2019 included in Pluralsight, Inc.'s Annual Report on Form 10-K/A, as filed with the SEC on March 2, 2020 ("Annual Report"). These unaudited condensed consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. As discussed in Note 1—Organization and Description of Business, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. Under the VIE accounting model, Pluralsight, Inc. is the primary beneficiary as it has the majority economic interest in Pluralsight Holdings, and, as the sole managing member, has decision making authority that significantly affects the economic performance of the entity, while the limited partners have no substantive kick-out or participating rights. The assets and liabilities of Pluralsight Holdings represent substantially all of the consolidated assets and liabilities of Pluralsight, Inc. with the exception of certain deferred taxes and liabilities under the Tax Receivable Agreement ("TRA") as discussed in Note 15—Income Taxes and the obligations under the Company's convertible senior notes discussed in Note 10—Convertible Senior Notes. Interim Unaudited Condensed Consolidated Financial Statements The accompanying condensed consolidated balance sheet as of March 31, 2020 , and the condensed consolidated statements of operations, comprehensive loss, stockholders' equity, and cash flows for the three months ended March 31, 2020 and 2019 , are unaudited. The condensed consolidated balance sheet as of December 31, 2019 was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The interim unaudited condensed consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company's financial condition, its operations and cash flows for the periods presented. The historical results are not necessarily indicative of future results, and the results of operations for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the full year or any other period. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, the fair value of the liability and equity components of the convertible senior notes, the fair value of identified assets and liabilities acquired in business combinations, the useful lives of property and equipment, content library and intangible assets, impairment of long-lived and intangible assets, including goodwill, provisions for doubtful accounts receivable, the standalone selling price (“SSP”) of performance obligations, the determination of the period of benefit for deferred contract acquisition costs, certain accrued expenses, including author fees, and the discount rate used for operating leases. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. Significant Accounting Policies The Company’s significant accounting policies are discussed in Note 2—Summary of Significant Accounting Policies and Recent Accounting Pronouncements in the Annual Report. There have been no significant changes to these policies that have had a material impact on the Company's unaudited condensed consolidated financial statements and related notes during the three months ended March 31, 2020 , except as noted below. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of credit losses for newly recognized financial assets and subsequent changes in the allowance for credit losses are recorded in the statements of operations. The allowance for credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The ASU also amends the impairment model for available-for-sale debt securities and requires any credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down, with changes presented through earnings. The Company adopted the standard effective January 1, 2020 using the modified retrospective approach. The effect of the adoption was not material to the Company's condensed consolidated financial statements. In August 2018, the FASB issued ASU 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, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset. The Company adopted the standard prospectively effective January 1, 2020. As a result of the adoption, the Company capitalizes certain implementation costs that were previously expensed as incurred. These costs will be amortized to expense over the term of the hosting arrangement. The effect of adopting the standard was not material to the Company's condensed consolidated financial statements for the three months ended March 31, 2020 . |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue Subscription revenue accounted for approximately 96% and 99% of the Company's revenue for the three months ended March 31, 2020 and 2019 , respectively. Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Three Months Ended March 31, Growth 2020 2019 Rate Amount % Amount % % United States $ 58,166 63 % $ 43,581 63 % 33 % Europe, Middle East and Africa (1) 25,972 28 % 18,986 27 % 37 % Other foreign locations 8,508 9 % 7,050 10 % 21 % Total revenue $ 92,646 100 % $ 69,617 100 % (1) Revenue from the United Kingdom represented 12% and 11% of revenue for the three months ended March 31, 2020 and 2019 , respectively. No other foreign country accounted for 10% or more of revenue during the three months ended March 31, 2020 and 2019 . Revenue by type of customer, was as follows (dollars in thousands): Three Months Ended March 31, 2020 2019 Business customers $ 81,291 $ 58,567 Individual customers 11,355 11,050 Total revenue $ 92,646 $ 69,617 Contract Balances Contract assets represent amounts for which we have recognized revenue, pursuant to our revenue recognition policy, for contracts that have not yet been invoiced to our customers where there is a remaining performance obligation, typically for multi-year arrangements. Total contract assets were $0.9 million and $0.8 million as of March 31, 2020 and December 31, 2019 , respectively. The change in contract assets reflects the difference in timing between our satisfaction of remaining performance obligations and our contractual right to bill our customers. Deferred revenue consists of contract liabilities and includes payments received in advance of performance under the contract. Such amounts are generally recognized as revenue over the contractual period. For the three months ended March 31, 2020 and 2019 , the Company recognized revenue of $80.3 million and $58.6 million , respectively, that was included in the corresponding deferred revenue balance at the beginning of the period. Remaining Performance Obligations As of March 31, 2020 , the aggregate amount of the transaction price allocated to remaining performance obligations was $308.4 million . The Company expects to recognize 76% of the transaction price over the next 12 months . Costs to Obtain a Contract The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Three Months Ended March 31, 2020 2019 Beginning balance $ 24,313 $ 20,212 Capitalization of contract acquisition costs 5,871 5,851 Amortization of deferred contract acquisition costs (6,451 ) (5,867 ) Ending balance $ 23,733 $ 20,196 |
Cash Equivalents and Investment
Cash Equivalents and Investments | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | Cash Equivalents and Investments Cash equivalents, short-term investments, and long-term investments consisted of the following (in thousands): March 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 72,737 $ — $ — $ 72,737 Commercial paper 998 — — 998 Corporate notes and obligations 1,981 — (1 ) 1,980 Total cash equivalents $ 75,716 $ — $ (1 ) $ 75,715 Short-term investments Commercial paper $ 36,801 $ — $ — $ 36,801 U.S. treasury securities 139,636 334 — 139,970 Corporate notes and obligations 135,100 95 (282 ) 134,913 Total short-term investments $ 311,537 $ 429 $ (282 ) $ 311,684 Restricted cash equivalents Money market funds $ 23,897 $ — $ — $ 23,897 Long-term investments Corporate notes and obligations $ 107,694 $ 123 $ (1,510 ) $ 106,307 U.S. agency obligations 18,954 14 (5 ) 18,963 Certificates of deposit 944 — — 944 Total long-term investments $ 127,592 $ 137 $ (1,515 ) $ 126,214 Total cash equivalents, restricted cash equivalents, and investments $ 538,742 $ 566 $ (1,798 ) $ 537,510 December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper 4,991 — — 4,991 Total cash equivalents $ 67,076 $ — $ — $ 67,076 Short-term investments Commercial paper $ 33,627 $ — $ — $ 33,627 U.S. treasury securities 149,353 53 — 149,406 Corporate notes and obligations 148,993 215 (7 ) 149,201 Total short-term investments $ 331,973 $ 268 $ (7 ) $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ 78,353 $ 121 $ (46 ) $ 78,428 U.S. agency obligations 26,436 1 (4 ) 26,433 Certificates of deposit 944 — — 944 Total long-term investments $ 105,733 $ 122 $ (50 ) $ 105,805 Total cash equivalents, restricted cash equivalents, and investments $ 533,153 $ 390 $ (57 ) $ 533,486 The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of March 31, 2020 (in thousands): Amortized Cost Fair Value Due within one year $ 311,537 $ 311,684 Due between one and two years 127,592 126,214 Total investments $ 439,129 $ 437,898 The Company reviews the individual securities that have unrealized losses in its investment portfolio on a regular basis to evaluate whether or not any declines in fair value are the result of credit losses. The Company evaluates, among other factors, whether it has the intention to sell any of these investments and whether it is more likely than not that it will be required to sell any of them before recovery of the amortized cost basis. Based on this evaluation, the Company determined that the unrealized losses were primarily related to investments in corporate notes and obligations, and were due to increases in credit spreads and temporary declines in liquidity for the asset class that were not specific to the underlying issuer of the investments. The Company does not intend to sell the investments with unrealized losses and it is not more likely than not that the Company will be required to sell its investments before the recovery of the amortized cost basis. As a result of this evaluation, no credit losses were recorded for investments as of March 31, 2020 . The investments with unrealized loss positions have been in an unrealized loss position for less than 12 months. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company’s financial instruments that are measured at fair value on a recurring basis consist of money market funds and investments in available-for-sale debt securities. The following three levels of inputs are used to measure the fair value of financial instruments: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The fair value of the Company’s financial instruments was as follows (in thousands): March 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 72,737 $ — $ — $ 72,737 Commercial paper — 998 — 998 Corporate notes and obligations — 1,980 — 1,980 Total cash equivalents $ 72,737 $ 2,978 $ — $ 75,715 Short-term investments Commercial paper $ — $ 36,801 $ — $ 36,801 U.S. treasury securities — 139,970 — 139,970 Corporate notes and obligations — 134,913 — 134,913 Total short-term investments $ — $ 311,684 $ — $ 311,684 Restricted cash equivalents Money market funds $ 23,897 $ — $ — $ 23,897 Long-term investments Corporate notes and obligations $ — $ 106,307 $ — $ 106,307 U.S. agency obligations — 18,963 — 18,963 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 126,214 $ — $ 126,214 December 31, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper — 4,991 — 4,991 Total cash equivalents $ 62,085 $ 4,991 $ — $ 67,076 Short-term investments Commercial paper $ — $ 33,627 $ — $ 33,627 U.S. treasury securities — 149,406 — 149,406 Corporate notes and obligations — 149,201 — 149,201 Total short-term investments $ — $ 332,234 $ — $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ — $ 78,428 $ — $ 78,428 U.S. agency obligations — 26,433 — 26,433 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 105,805 $ — $ 105,805 Convertible Senior Notes As of March 31, 2020 , the estimated fair value of the Company's convertible senior notes, with aggregate principal totaling $593.5 million , was $442.2 million . The Company estimates the fair value based on quoted market prices in an inactive market on the last trading day of the reporting period (Level 2). These convertible senior notes are recorded at face value less unamortized debt discount and transaction costs on the Company's condensed consolidated balance sheet. Refer to Note 10—Convertible Senior Notes for further information. Fair Value of Other Financial Instruments |
Balance Sheet Components
Balance Sheet Components | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): March 31, December 31, Prepaid expenses $ 11,485 $ 11,469 Other current assets 2,472 2,705 Prepaid expenses and other current assets $ 13,957 $ 14,174 Accrued Expenses Accrued expenses consisted of the following (in thousands): March 31, December 31, Accrued compensation $ 17,287 $ 23,310 Accrued income and other taxes payable 6,241 7,116 Accrued other current liabilities 12,067 10,277 Accrued expenses $ 35,595 $ 40,703 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consisted of the following (in thousands): March 31, December 31, Computer equipment $ 9,690 $ 9,047 Software 2,354 2,047 Capitalized internal-use software costs 24,802 23,021 Furniture and fixtures 5,956 5,826 Leasehold improvements 9,896 9,871 Construction in progress 16,689 4,427 Total property and equipment 69,387 54,239 Less: Accumulated depreciation (33,986 ) (31,343 ) Property and equipment, net $ 35,401 $ 22,896 Depreciation expense totaled $2.6 million and $2.2 million for the three months ended March 31, 2020 and 2019 , respectively. |
Acquisition of GitPrime, Inc.
Acquisition of GitPrime, Inc. | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisition of GitPrime, Inc. | Acquisition of GitPrime, Inc. On May 9, 2019, the Company completed the acquisition of GitPrime, Inc. ("GitPrime"), a leading provider of software developer productivity software. Under the terms of the agreement, the Company acquired all of the outstanding stock of GitPrime for approximately $163.8 million in cash, excluding cash acquired and including working capital adjustments. The Company accounted for the transaction as a business combination using the acquisition method of accounting. The Company allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill. The goodwill is attributable to GitPrime's assembled workforce and synergies acquired, and is not deductible for income tax purposes. The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Right-of-use assets 549 Goodwill 139,413 Intangible assets 24,800 Lease liabilities (549 ) Deferred revenue (1,367 ) Other liabilities assumed (1,303 ) Total fair value of net assets acquired $ 169,061 The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired (in thousands) Useful Lives (in years) Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 The fair value of the technology acquired in the acquisition was determined using the excess earnings model and the customer relationships acquired was determined using a distributor model. These models utilize certain unobservable inputs, including discounted cash flows, historical and projected financial information, customer attrition rates, and technology obsolescence rates, classified as Level 3 measurements as defined by Fair Value Measurement (Topic 820). The Company engaged third-party valuation specialists to assist in management's analysis of the fair value of the acquired intangibles. All estimates, key assumptions, and forecasts were reviewed by the Company. While the Company chose to utilize a third-party valuation specialist for assistance, the fair value analysis and related valuations reflect the conclusions of management and not those of any third party. During the year ended December 31, 2019, the Company incurred acquisition costs of $0.8 million . These costs include legal and accounting fees, and other costs directly related to the acquisition and are classified within general and administrative expenses in the Company's consolidated statements of operations. Unaudited Pro Forma Information The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on January 1, 2018. It includes pro forma adjustments related to the amortization of acquired intangible assets, equity-based compensation expense, adjustments for ASC 606, and fair value adjustments for deferred revenue. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisition occurred on January 1, 2018, or of future results of operations (in thousands, except per share amounts): Three Months Ended Revenue $ 72,269 Net loss (37,464 ) Net loss per share, basic and diluted $ (0.28 ) |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets, net are summarized as follows (in thousands): March 31, 2020 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,788 $ 47 Course creation costs 19,012 9,282 9,730 Total $ 51,847 $ 42,070 $ 9,777 Intangible assets: Technology $ 28,500 $ 7,962 $ 20,538 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,929 621 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 11,483 $ 21,204 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,780 $ 55 Course creation costs 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology $ 28,500 $ 6,585 $ 21,915 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,879 671 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of acquired intangible assets was $1.4 million and $0.7 million for the three months ended March 31, 2020 and 2019 , respectively Amortization expense of course creation costs was $0.8 million and $0.6 million for the three months ended March 31, 2020 and 2019 , respectively. Based on the recorded intangible assets at March 31, 2020 , estimated amortization expense is expected to be as follows (in thousands): Year Ending December 31, Amortization 2020 (remaining nine months) 6,417 2021 8,094 2022 7,228 2023 6,562 2024 2,593 2025 42 Total $ 30,936 |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior Notes Convertible Senior Notes In March 2019, Pluralsight, Inc. issued $633.5 million aggregate principal amount of 0.375% convertible senior notes due in 2024 (the "Notes"), which includes the initial purchasers’ exercise in full of their option to purchase an additional $83.5 million principal amount of the Notes, in a private placement to qualified institutional buyers exempt from registration under the Securities Act. The net proceeds from the issuance of the Notes were $616.7 million after deducting the initial purchasers’ discounts and estimated issuance costs. The Notes are governed by an indenture (the “Indenture”) between the Company, as the issuer, and U.S. Bank National Association, as trustee. The Notes are Pluralsight, Inc.'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 Notes; equal in right of payment to any of the Company's unsecured indebtedness then existing and future liabilities that are not so subordinated; 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) of its subsidiaries. The Indenture does not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness, or the issuance or repurchase of securities by the Company or any of its subsidiaries. The Notes mature on March 1, 2024 unless earlier repurchased or converted. Interest is payable semi-annually in arrears on March 1 and September 1 of each year. The Notes have an initial conversion rate of 25.8023 shares of the Company's Class A common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $38.76 per share of its Class A common stock and is subject to adjustment if certain events occur. Following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such corporate event. Additionally, upon the occurrence of a corporate event that constitutes a “fundamental change” per the Indenture, holders of the Notes may require the Company to repurchase for cash all or a portion of their Notes at a purchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. Holders of the Notes may convert all or any portion of their Notes at any time prior to the close of business on December 1, 2023, in integral multiples of $1,000 principal amount, only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ended on June 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Company's Class A 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 calendar 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 as defined in the Indenture per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on each such trading day; or • Upon the occurrence of specified corporate events described in the Indenture. These events include a change in control transaction, or a recapitalization, liquidation, or delisiting of the Company's Class A common stock. On or after December 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at the conversion rate at any time irrespective of the foregoing conditions. Upon conversion, holders will receive cash, shares of the Company's Class A common stock or a combination of cash and shares of Class A common stock, at the Company's election. During the three months ended March 31, 2020 , the conditions allowing holders of the Notes to convert were not met. The Notes are therefore not currently convertible and are classified as long-term debt. The Company accounts for the Notes as separate liability and equity components. The Company determined the carrying amount of the liability component as the present value of its cash flows using a discount rate of approximately 5.5% based on comparable debt transactions for similar companies. The estimated interest rate was applied to the Notes, which resulted in a fair value of the liability component of $492.7 million upon issuance, calculated as the present value of future contractual payments based on the $633.5 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the Notes using the effective interest method. The $140.8 million difference between the gross proceeds received from issuance of the Notes of $633.5 million and the estimated fair value of the liability component represents the equity component, or the conversion option, of the Notes and was recorded in additional paid-in capital. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The Company allocated issuance costs related to the issuance of the Notes to the liability and equity components using the same proportions as the initial carrying value of the Notes. Issuance costs attributable to the liability component were $13.1 million and are being amortized to interest expense using the effective interest method over the term of the Notes. Issuance costs attributable to the equity components were $3.7 million and are netted with the equity component of the Notes in stockholders’ equity on the condensed consolidated balance sheets. In September 2019, Pluralsight, Inc. repurchased a total of $40.0 million in aggregate principal of its Notes for approximately $35.0 million in cash. The Company first allocated the cash paid to repurchase the Notes to the liability component based on the estimated fair value of that component immediately prior to the extinguishment. The difference between the fair value of the liability component and the carrying value of the repurchased Notes resulted in a loss on debt extinguishment of $1.0 million . The remaining consideration of approximately $3.0 million was allocated to the reacquisition of the equity component and recorded as a reduction of stockholders' equity. The net carrying value of the liability component of the Notes was as follows (in thousands): March 31, Principal $ 593,500 Less: Unamortized debt discount (106,746 ) Less: Unamortized issuance costs (9,935 ) Net carrying amount $ 476,819 The net carrying value of the equity component of the Notes was as follows (in thousands): March 31, Proceeds allocated to the conversion option (debt discount) $ 140,776 Less: Issuance costs (3,743 ) Less: Reacquisition of conversion option related to the repurchases of convertible senior notes (2,965 ) Net carrying amount $ 134,068 The interest expense recognized related to the Notes was as follows (in thousands): Three Months Ended March 31, 2020 2019 Contractual interest expense $ 556 $ 132 Amortization of debt issuance costs and discount 6,591 1,545 Total $ 7,147 $ 1,677 Capped Calls In connection with the offering of the Notes, the Company entered into privately-negotiated capped call transactions ("Capped Calls") with certain counterparties. The Capped Calls each have an initial strike price of approximately $38.76 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $58.50 per share, subject to certain adjustments. The Capped Calls cover, subject to anti-dilution adjustments, 16,345,757 shares of the Company's Class A common stock. The Capped Calls are generally intended to reduce or offset the potential dilution from shares of Class A common stock issued upon any conversion of the Notes with such reduction or offset, as the case may be, subject to a cap based on the cap price. As the Capped Call transactions are considered indexed to the Company's own stock and are considered equity classified, they are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of $69.4 million incurred in connection with the Capped Calls was recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets. In connection with the repurchase of the convertible senior notes in September 2019, the Company terminated a portion of its existing Capped Calls that cover 1,032,092 shares of the Company's Class A common stock, which corresponds to the number of shares underlying the principal amount of Notes that were repurchased. The Company received proceeds of $1.3 million in connection with the portion of the Capped Calls that were terminated in September 2019. Intercompany Convertible Promissory Note with Pluralsight Holdings In connection with the issuance of the Notes, Pluralsight, Inc. entered into an intercompany convertible promissory note with Pluralsight Holdings, whereby Pluralsight, Inc. provided the net proceeds from the issuance of the Notes to Pluralsight Holdings. The terms of the convertible promissory note mirror the terms of the Notes issued by Pluralsight, Inc. The intent of the convertible promissory note is to maintain the parity of shares of Class A common stock with LLC Units as required by the LLC Agreement in order to preserve the Company's legal structure. This note was amended in September 2019 in connection with the Repurchase. All effects of the convertible promissory note on the condensed consolidated financial statements have been eliminated in consolidation. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases The Company leases office space under non-cancellable operating leases with lease terms expiring between 2020 and 2024. These leases require monthly lease payments that may be subject to annual increases throughout the lease term. Certain of these leases also include renewal options at the election of the Company to renew or extend the lease for an additional three to five years . These optional periods have not been considered in the determination of the right-of-use assets or lease liabilities associated with these leases as the Company did not consider it reasonably certain it would exercise the options. The Company performed evaluations of its contracts and determined that each of its identified leases are operating leases. The components of operating lease expense were as follows: Three Months Ended March 31, 2020 2019 Operating lease expense $ 1,800 $ 1,460 Variable lease expense 173 60 Short-term lease expense 271 17 Total lease expense $ 2,244 $ 1,537 Variable lease expense consists of the Company’s proportionate share of operating expenses, property taxes, and insurance and is classified as lease expense due to the Company’s election to not separate lease and non-lease components. Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended March 31, 2020 and 2019 was $1.7 million and $1.3 million , respectively, and was included in net cash used in operating activities in the consolidated statements of cash flows. As of March 31, 2020 , the maturities of the Company's operating lease liabilities were as follows (in thousands): Year Ending December 31, 2020 (remaining nine months) $ 4,602 2021 3,786 2022 3,598 2023 3,012 2024 2,119 Total lease payments 17,117 Less: Imputed interest (2,527 ) Lease liabilities $ 14,590 As of March 31, 2020 , the weighted average remaining lease term is 3.8 years and the weighted average discount rate used to determine operating lease liabilities was 5.6% . The Company has various sublease agreements with third parties. These subleases have remaining lease terms of between one and three years . Sublease income, which is recorded within other income, was $0.1 million during the three months ended March 31, 2020 and 2019 . In August 2018, the Company entered into a non-cancellable lease agreement to rent office space for the Company's future headquarters to be constructed in Draper, Utah for a period of 15 years beginning on the earlier to occur of the date that the Company opens for business in the leased premises or the commencement date of June 24, 2020 (which date may be extended by construction delays). The Company will pay basic annual rent in monthly installments beginning on the rent commencement date. The annual rent amount will be determined based on the cost of construction of the premises. Based on the current estimate of the cost of construction, the basic rent amount for the first year is expected to be $7.9 million and excludes maintenance, insurance, taxes and other variable costs. The annual rent amount will increase by two percent each year following the rent commencement date. In the event the costs incurred by the landlord exceed the agreed upon cost of construction of $90.0 million , the landlord may elect to pay such amounts and add such amounts to the cost of construction and increase the basic rent amount or require the Company to pay such amounts. The landlord has agreed to an abatement of basic rent payments at the commencement of the initial lease term of up to approximately $3.2 million . As of March 31, 2020 , the lease has not yet commenced and is excluded from the table above. In connection with the lease agreement, the Company is required to maintain a deposit of $16.0 million with a financial institution for the benefit of the landlord to secure the Company’s obligations under the lease. The deposit is recorded within restricted cash and cash equivalents on the condensed consolidated balance sheets. The lease agreement provides for both a partial and full release of the deposit funds to the Company, provided the Company meets certain liquidity and other financial conditions. Additionally, as of March 31, 2020 and December 31, 2019 , the Company recorded a deposit of $7.2 million and $11.6 million , respectively, into restricted cash and cash equivalents on its condensed consolidated balance sheet for use in constructing tenant improvements in connection with the Draper headquarters. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit As of March 31, 2020 and December 31, 2019 , the Company had a total of $2.1 million in letters of credit outstanding with financial institutions. These outstanding letters of credit were issued for purposes of securing certain of the Company’s obligations under facility leases. The letters of credit were collateralized by $1.2 million and $1.3 million of the Company’s cash, as of March 31, 2020 and December 31, 2019 , respectively, which is reflected as restricted cash and cash equivalents on the condensed consolidated balance sheets. Other Commitments The Company has also entered into certain non-cancellable agreements primarily related to cloud infrastructure and software subscriptions in the ordinary course of business. There have been no material changes in the Company's commitments and contingencies, as disclosed in the Annual Report. Legal Proceedings In August 2019, a class action complaint was filed by a stockholder of the Company in the U.S. District Court for the Southern District of New York against the Company, and certain of the Company's officers alleging violation of securities laws and seeking unspecified damages. In October 2019, the action was transferred to the U.S. District Court for the District of Utah and in March 2020, a lead plaintiff was appointed. An amended complaint is due to be filed by June 3, 2020. The Company believes this suit is without merit and intends to defend it vigorously. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision. If an unfavorable outcome were to occur, it is possible that the impact could be material to the Company's results of operations in the period(s) in which any such outcome becomes probable and estimable. In March 2020, a derivative lawsuit was filed by a shareholder in the United States District Court for the District of Delaware as an outgrowth of the aforementioned class action. It includes as defendants certain of the Company’s officers and the Board of Directors, alleging violations of fiduciary duties to the Company. The Company is named as a nominal defendant. No response to the compliant has yet been filed. The Company is involved in other legal proceedings from time to time arising in the normal course of business. The Company is unable to estimate a range of loss, if any, that could result were there to be an adverse final decision. Management believes that the outcome of these proceedings will not have a material impact on the Company’s financial condition, results of operations, or liquidity. Warranties and Indemnification The performance of the Company’s cloud-based technology skills platform is typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable. The Company’s contractual arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third-party’s intellectual property rights. In addition, the Company has some contractual arrangements with provisions for indemnifying customers against liabilities in the case of breaches of the Company’s platform or the other systems or networks used in the Company’s business, including those of vendors, contractors, or others with which the Company has strategic relationships. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying condensed consolidated financial statements. The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
Non-Controlling Interests
Non-Controlling Interests | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Non-Controlling Interests In connection with the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings and as a result consolidates the results of operations of Pluralsight Holdings. The non-controlling interests balance represents the economic interests of the LLC Units held by other members of Pluralsight Holdings. During the three months ended March 31, 2020 , the adjustments to the non-controlling interests were primarily related to equity-based compensation and the settlement of equity-based awards. Income or loss is attributed to the non-controlling interests based on the weighted-average ownership percentages of LLC Units outstanding during the period, excluding LLC Units that are subject to time-based vesting requirements. As of March 31, 2020 , the non-controlling interests of Pluralsight Holdings owned 25.5% of the outstanding LLC Units, with the remaining 74.5% owned by Pluralsight, Inc. The ownership of the LLC Units is summarized as follows: March 31, 2020 December 31, 2019 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 105,459,701 74.5 % 104,083,271 74.3 % LLC Units owned by the Continuing Members (1) 36,152,429 25.5 % 35,936,804 25.7 % 141,612,130 100.0 % 140,020,075 100.0 % (1) Excludes 1,231,044 and 1,543,813 LLC Units still subject to time-based vesting requirements as of March 31, 2020 and December 31, 2019 , respectively |
Equity-Based Compensation
Equity-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation Equity Incentive Plans In June 2017, Pluralsight Holdings adopted the 2017 Equity Incentive Plan (“2017 Plan”) and issued RSUs to employees. In connection with the IPO, the 2017 Plan was terminated. In May 2018, Pluralsight, Inc. adopted the 2018 Equity Incentive Plan (“2018 Plan”). The 2018 Plan provides for the grant of nonstatutory stock options, restricted stock, RSUs, stock appreciation rights, performance units, and performance shares to employees, directors, and consultants of the Company. The number of shares available for issuance under the 2018 Plan also includes an annual increase on the first day of each fiscal year, equal to the lesser of: (i) 14,900,000 shares, (ii) 5.0% of the outstanding shares of capital stock as of the last day of the immediately preceding fiscal year, or (iii) a lower number of shares determined by the 2018 Plan administrator. The number of shares available under the 2018 Plan also includes shares under the 2017 Plan that expire, terminate, are forfeited or repurchased by the Company, or are withheld by the Company to cover tax withholding obligations. As of March 31, 2020 , a total of 20,404,161 shares were available for issuance under the 2018 Plan. Stock Options In connection with the IPO, the Company granted to employees stock options under the 2018 Plan to purchase shares of Class A common stock at an exercise price equal to the IPO price of $15.00 per share. The stock options vest ratably in equal six-month periods over a period of two years from the IPO date. In connection with the GitPrime acquisition, the stock options granted to GitPrime employees under GitPrime’s 2015 and 2018 Equity Incentive Plans were replaced with options to purchase shares of the Company's Class A common stock, subject to appropriate adjustments to the number of shares issuable pursuant to such options and the exercise price of such options as provided in the Merger Agreement. The options are subject to time-based vesting conditions and continue to vest over the remaining vesting period of the original award ranging from two to four years . The following table summarizes the stock option activity for the three months ended March 31, 2020 : Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2019 4,361,718 $ 14.55 Granted — — Exercised (57,749 ) 12.11 Forfeited or cancelled (10,843 ) 4.45 Outstanding as of March 31, 2020 4,293,126 $ 14.61 8.1 $ 1.2 Vested and exercisable as of March 31, 2020 3,104,307 $ 14.84 8.1 $ 0.3 The total intrinsic value of options exercised during the three months ended March 31, 2020 was $0.4 million . As of March 31, 2020 , the total unrecognized equity-based compensation costs related to the stock options was $4.9 million , which is expected to be recognized over a weighted-average period of 1.2 years . RSUs The Company has granted RSUs to employees under the 2018 Plan and previously under the 2017 Plan. RSUs represent the right to receive shares of Pluralsight Inc.’s Class A common stock at a specified future date. Restricted share units of Pluralsight Holdings under the 2017 Plan are subject to both a service condition and a liquidity condition, whereas RSUs under the 2018 Plan are generally subject to service conditions only. The service conditions are generally satisfied over four years , whereby 25% of the share units satisfy this condition on the first anniversary of the grant date and then ratably on a quarterly basis thereafter through the end of the vesting period. The liquidity condition for RSUs granted under the 2017 Plan is deemed a performance condition and was satisfied upon the expiration of the lock-up period following the IPO. RSUs with both performance and service conditions, including shares issued under the 2017 Plan, are recognized using the accelerated attribution method. RSUs issued under the 2018 Plan are primarily subject to service conditions only and are recognized over the remaining requisite service period using the straight-line attribution method. Under the 2017 Plan, all restricted share units granted were initially restricted share units of Pluralsight Holdings. In connection with the IPO, all restricted share units were converted into RSUs of Pluralsight, Inc., except for restricted share units of Pluralsight Holdings that convey the right to receive LLC Units and corresponding shares of Class C common stock of Pluralsight, Inc. upon vesting. The activity for RSUs of Pluralsight, Inc. and restricted share units of Pluralsight Holdings for the three months ended March 31, 2020 was as follows: Number of RSUs or Units Weighted-Average Grant Date Fair Value RSUs of Pluralsight, Inc.: Balance at December 31, 2019 7,672,038 $ 22.71 Granted 5,604,865 19.69 Forfeited or cancelled (284,697 ) 20.80 Vested (1,157,244 ) 25.45 Balance at March 31, 2020 11,834,962 $ 21.06 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2019 1,312,500 $ 8.24 Vested (187,500 ) 8.24 Balance at March 31, 2020 1,125,000 $ 8.24 As of March 31, 2020 , the total unrecognized equity-based compensation cost related to the RSUs, including the restricted share units of Pluralsight Holdings, was $212.1 million , which is expected to be recognized over a weighted-average period of 3.2 years . Employee Stock Purchase Plan In May 2018, Pluralsight Inc.’s Board of Directors adopted the ESPP. The number of shares of Class A common stock available for issuance under the ESPP will be increased on the first day of each fiscal year equal to the lesser of: (i) 2,970,000 shares of Class A common stock, (ii) 1.5% of the outstanding shares of all classes of common stock of the Company on the last day of the immediately preceding fiscal year, or (iii) an amount determined by the plan administrator. As of March 31, 2020 , the total number of shares available for issuance under the ESPP was 5,016,379 . The ESPP generally provides for consecutive overlapping 24 -month offering periods comprised of four six-month purchase periods. The offering periods are scheduled to start on the first trading day on or after May 31 and November 30 of each year. The ESPP permits participants to elect to purchase shares of Class A common stock through fixed contributions from eligible compensation paid during each purchase period during an offering period, provided that this fixed contribution amount will not exceed $12,500 . A participant may purchase a maximum of 5,000 shares during each purchase period. Amounts deducted and accumulated by the participant will be used to purchase shares of Class A common stock at the end of each purchase period. The purchase price of the shares will be 85% of the lower of the fair market value of Class A common stock on the first trading day of each offering period or on the purchase date. If the fair market value of the common stock on any purchase date within an offering period is lower than the stock price as of the beginning of the offering period, the offering period will immediately reset after the purchase of shares on such purchase date and participants will automatically be re-enrolled in a new offering period. Participants may end their participation at any time during an offering period and will be paid their accrued contributions that have not yet been used to purchase shares of common stock. Participation ends automatically upon termination of employment. As of March 31, 2020 , a total of 1,216,623 shares were issuable to employees based on contribution elections made under the ESPP. As of March 31, 2020 , total unrecognized equity-based compensation costs was $6.7 million , which is expected to be recognized over a weighted-average period of 1.0 year . ESPP employee payroll contributions accrued at March 31, 2020 and December 31, 2019 totaled $5.8 million and $1.6 million , respectively, and are included within accrued expenses in the condensed consolidated balance sheets. Employee payroll contributions ultimately used to purchase shares under the ESPP will be reclassified to stockholders' equity at the end of the purchase period. Incentive Unit Plan The Company granted incentive units of Pluralsight Holdings to certain employees and directors prior to its IPO pursuant to the Incentive Unit Plan (“2013 Plan”). In connection with the Reorganization Transactions and the IPO, the 2013 Plan was terminated and all outstanding incentive units were converted into LLC Units of Pluralsight Holdings. In addition, certain holders elected to exchange LLC Units for shares of Class A common stock of Pluralsight, Inc. Shares of Class A common stock and LLC Units issued as a result of the exchange or conversion of unvested incentive units remain subject to the same time-based vesting requirements that existed prior to the Reorganization Transactions, and as such the Company continues to record equity-based compensation expense for unvested awards. The activity of unvested LLC Units during the three months ended March 31, 2020 was as follows: Unvested Units Weighted- Average Grant Date Fair Value Unvested LLC Units outstanding—December 31, 2019 1,543,813 $ 8.72 Vested (312,769 ) 8.78 Unvested LLC Units outstanding—March 31, 2020 1,231,044 $ 8.71 As of March 31, 2020 , total unrecognized equity-based compensation related to all unvested Class A common shares and unvested LLC Units was $8.6 million , which is expected to be recognized over a weighted-average period of 1.2 years . The total fair value of Class A common shares and LLC Units vested during the three months ended March 31, 2020 was $5.9 million . Equity-Based Compensation Expense Equity-based compensation expense was classified as follows in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended March 31, 2020 2019 Cost of revenue $ 270 $ 84 Sales and marketing 9,522 6,276 Technology and content 6,336 3,710 General and administrative 9,450 10,198 Total equity-based compensation $ 25,578 $ 20,268 Equity-based compensation costs capitalized as internal-use software was $0.4 million and $0.3 million for the three months ended March 31, 2020 and 2019 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Pluralsight, Inc. is the sole managing member of Pluralsight Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Pluralsight Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pluralsight Holdings is passed through to, and included in, the taxable income or loss of its members, including Pluralsight, Inc., on a pro rata basis, except as otherwise provided under Section 704 of the Internal Revenue Code. Pluralsight, Inc. is subject to U.S. federal income taxes, in addition to state and local income taxes with respect to its allocable share of any taxable income of Pluralsight Holdings. The Company is also subject to taxes in foreign jurisdictions. The tax provision for interim periods is determined using an estimate of the Company's annual effective tax rate, adjusted for discrete items, if any, that arise during the period. Each quarter, the Company updates its estimate of its annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period. The quarterly tax provision and estimate of the Company's annual effective tax rate are subject to variation due to several factors including variability in pre-tax income (or loss), the mix of jurisdictions to which such income relates, changes in how the Company conducts business, and tax law developments. For the three months ended March 31, 2020 and 2019 the Company's estimated effective tax rate was (0.5)% and (0.8)% , respectively. The variations between the Company's estimated effective tax rate and the U.S. statutory rate are primarily due to the portion of the Company's earnings (or loss) attributable to non-controlling interests and the domestic valuation allowance. The Company is subject to income tax in the U.S. as well as other tax jurisdictions in which the Company operates. The provision for income taxes consists primarily of income taxes and withholding taxes in foreign jurisdictions in which the Company conducts business. The Company's U.S. operations have resulted in losses, and as such, the Company maintains a valuation allowance against substantially all its U.S. deferred tax assets. While the Company believes its current valuation allowance is appropriate, the Company assesses the need for an adjustment to the valuation allowance on a quarterly basis. The assessment is based on estimates of future sources of taxable income for the jurisdictions in which the Company operates and the periods over which deferred tax assets will be realizable. In the event the Company determines that it will be able to realize all or part of its net deferred tax assets in the future, all or part of the valuation allowance will be released in the period in which the Company makes such determination. The release of all or part of the valuation allowance against deferred tax assets may cause greater volatility in the effective tax rate in the periods in which it is released. Tax Receivable Agreement On the date of the IPO, the Company entered into a Tax Receivable Agreement (“TRA”) with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. During the three months ended March 31, 2020 , certain Continuing Members exchanged 201,240 LLC Units for shares of Class A common stock. The Company has concluded that, based on applicable accounting standards, it is more-likely-than-not that its deferred tax assets subject to the TRA will not be realized; therefore, the Company has not recorded a TRA liability related to the tax savings it may realize from the utilization of deferred tax assets arising from the exchanges that have occurred through March 31, 2020 . The total unrecorded TRA liability as of March 31, 2020 is approximately $271.9 million . |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share for the periods following the Reorganization Transactions (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Numerator: Net loss $ (47,513 ) $ (33,884 ) Less: Net loss attributable to non-controlling interests (12,194 ) (14,809 ) Net loss attributable to Pluralsight, Inc. $ (35,319 ) $ (19,075 ) Denominator: Weighted-average shares of Class A common stock outstanding, basic and diluted 104,631 75,927 Net loss per share: Net loss per share, basic and diluted $ (0.34 ) $ (0.25 ) Shares of Class B and Class C common stock do not share in the earnings or losses of Pluralsight and are therefore not participating securities. As such, separate presentation of basic and diluted earnings per share of Class B and Class C common stock under the two-class method has not been presented. During the three months ended March 31, 2020 , the Company incurred net losses and, therefore, the effect of the Company’s potentially dilutive securities were not included in the calculation of diluted loss per share as the effect would be anti-dilutive. The following table contains share/unit totals with a potentially dilutive impact (in thousands): March 31, LLC Units held by Continuing Members 37,383 Stock options 4,293 RSUs of Pluralsight, Inc. 11,835 Restricted Share Units of Pluralsight Holdings 1,125 Purchase rights committed under the ESPP 1,217 Total 55,853 The Notes will not have an impact on the Company's diluted earnings per share until the average market share price of Class A common stock exceeds the conversion price of $58.50 per share, as the Company intends and has the ability to settle the principal amount of the Notes in cash upon conversion. The Company is required under the treasury stock method to compute the potentially dilutive shares of common stock related to the Notes for periods it reports net income. However, upon conversion, until the average market price of the Company's common stock exceeds the cap price of $58.50 per share, exercise of the Capped Calls will mitigate dilution from the Notes from the conversion price up to the cap price. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be antidilutive under the treasury stock method. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company utilizes an aircraft owned by the Company’s Chief Executive Officer on an as-needed basis. The Company has agreed to reimburse the Chief Executive Officer for use of the private aircraft for business purposes at an hourly rate per flight hour. The reimbursement rate was approved by the Company's Board of Directors based upon a review of comparable chartered aircraft rates. The Company accrued approximately $0.1 million as of March 31, 2020 and December 31, 2019 included within accrued expenses on the condensed consolidated balance sheets. A total of $0.4 million and $0.5 million has been paid under the arrangement during the three months ended March 31, 2020 and 2019 , respectively. Tax Receivable Agreement On the date of the IPO, the Company entered into a TRA with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. As discussed in Note 15—Income Taxes, no amounts were paid or payable to Continuing Members under the TRA as it is more-likely-than-not that the Company’s tax benefits obtained from exchanges subject to the TRA will not be realized. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and the applicable regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2019 included in Pluralsight, Inc.'s Annual Report on Form 10-K/A, as filed with the SEC on March 2, 2020 ("Annual Report"). |
Consolidation | These unaudited condensed consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. As discussed in Note 1—Organization and Description of Business, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. Under the VIE accounting model, Pluralsight, Inc. is the primary beneficiary as it has the majority economic interest in Pluralsight Holdings, and, as the sole managing member, has decision making authority that significantly affects the economic performance of the entity, while the limited partners have no substantive kick-out or participating rights. The assets and liabilities of Pluralsight Holdings represent substantially all of the consolidated assets and liabilities of Pluralsight, Inc. with the exception of certain deferred taxes and liabilities under the Tax Receivable Agreement ("TRA") as discussed in Note 15—Income Taxes and the obligations under the Company's convertible senior notes discussed in Note 10—Convertible Senior Notes. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, the fair value of the liability and equity components of the convertible senior notes, the fair value of identified assets and liabilities acquired in business combinations, the useful lives of property and equipment, content library and intangible assets, impairment of long-lived and intangible assets, including goodwill, provisions for doubtful accounts receivable, the standalone selling price (“SSP”) of performance obligations, the determination of the period of benefit for deferred contract acquisition costs, certain accrued expenses, including author fees, and the discount rate used for operating leases. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The measurement of credit losses for newly recognized financial assets and subsequent changes in the allowance for credit losses are recorded in the statements of operations. The allowance for credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectibility of the reported amount. The ASU also amends the impairment model for available-for-sale debt securities and requires any credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down, with changes presented through earnings. The Company adopted the standard effective January 1, 2020 using the modified retrospective approach. The effect of the adoption was not material to the Company's condensed consolidated financial statements. In August 2018, the FASB issued ASU 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, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset. The Company adopted the standard prospectively effective January 1, 2020. As a result of the adoption, the Company capitalizes certain implementation costs that were previously expensed as incurred. These costs will be amortized to expense over the term of the hosting arrangement. The effect of adopting the standard was not material to the Company's condensed consolidated financial statements for the three months ended March 31, 2020 . |
Fair Value Measurements | The Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Three Months Ended March 31, Growth 2020 2019 Rate Amount % Amount % % United States $ 58,166 63 % $ 43,581 63 % 33 % Europe, Middle East and Africa (1) 25,972 28 % 18,986 27 % 37 % Other foreign locations 8,508 9 % 7,050 10 % 21 % Total revenue $ 92,646 100 % $ 69,617 100 % (1) Revenue from the United Kingdom represented 12% and 11% of revenue for the three months ended March 31, 2020 and 2019 , respectively. No other foreign country accounted for 10% or more of revenue during the three months ended March 31, 2020 and 2019 . Revenue by type of customer, was as follows (dollars in thousands): Three Months Ended March 31, 2020 2019 Business customers $ 81,291 $ 58,567 Individual customers 11,355 11,050 Total revenue $ 92,646 $ 69,617 |
Summary of Deferred Contract Acquisition Costs Activity | The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Three Months Ended March 31, 2020 2019 Beginning balance $ 24,313 $ 20,212 Capitalization of contract acquisition costs 5,871 5,851 Amortization of deferred contract acquisition costs (6,451 ) (5,867 ) Ending balance $ 23,733 $ 20,196 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash Equivalents, Short-term and Long-term Investments | Cash equivalents, short-term investments, and long-term investments consisted of the following (in thousands): March 31, 2020 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 72,737 $ — $ — $ 72,737 Commercial paper 998 — — 998 Corporate notes and obligations 1,981 — (1 ) 1,980 Total cash equivalents $ 75,716 $ — $ (1 ) $ 75,715 Short-term investments Commercial paper $ 36,801 $ — $ — $ 36,801 U.S. treasury securities 139,636 334 — 139,970 Corporate notes and obligations 135,100 95 (282 ) 134,913 Total short-term investments $ 311,537 $ 429 $ (282 ) $ 311,684 Restricted cash equivalents Money market funds $ 23,897 $ — $ — $ 23,897 Long-term investments Corporate notes and obligations $ 107,694 $ 123 $ (1,510 ) $ 106,307 U.S. agency obligations 18,954 14 (5 ) 18,963 Certificates of deposit 944 — — 944 Total long-term investments $ 127,592 $ 137 $ (1,515 ) $ 126,214 Total cash equivalents, restricted cash equivalents, and investments $ 538,742 $ 566 $ (1,798 ) $ 537,510 December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper 4,991 — — 4,991 Total cash equivalents $ 67,076 $ — $ — $ 67,076 Short-term investments Commercial paper $ 33,627 $ — $ — $ 33,627 U.S. treasury securities 149,353 53 — 149,406 Corporate notes and obligations 148,993 215 (7 ) 149,201 Total short-term investments $ 331,973 $ 268 $ (7 ) $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ 78,353 $ 121 $ (46 ) $ 78,428 U.S. agency obligations 26,436 1 (4 ) 26,433 Certificates of deposit 944 — — 944 Total long-term investments $ 105,733 $ 122 $ (50 ) $ 105,805 Total cash equivalents, restricted cash equivalents, and investments $ 533,153 $ 390 $ (57 ) $ 533,486 |
Summary of Investments Based on Stated Maturities | The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of March 31, 2020 (in thousands): Amortized Cost Fair Value Due within one year $ 311,537 $ 311,684 Due between one and two years 127,592 126,214 Total investments $ 439,129 $ 437,898 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The fair value of the Company’s financial instruments was as follows (in thousands): March 31, 2020 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 72,737 $ — $ — $ 72,737 Commercial paper — 998 — 998 Corporate notes and obligations — 1,980 — 1,980 Total cash equivalents $ 72,737 $ 2,978 $ — $ 75,715 Short-term investments Commercial paper $ — $ 36,801 $ — $ 36,801 U.S. treasury securities — 139,970 — 139,970 Corporate notes and obligations — 134,913 — 134,913 Total short-term investments $ — $ 311,684 $ — $ 311,684 Restricted cash equivalents Money market funds $ 23,897 $ — $ — $ 23,897 Long-term investments Corporate notes and obligations $ — $ 106,307 $ — $ 106,307 U.S. agency obligations — 18,963 — 18,963 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 126,214 $ — $ 126,214 December 31, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 62,085 $ — $ — $ 62,085 Commercial paper — 4,991 — 4,991 Total cash equivalents $ 62,085 $ 4,991 $ — $ 67,076 Short-term investments Commercial paper $ — $ 33,627 $ — $ 33,627 U.S. treasury securities — 149,406 — 149,406 Corporate notes and obligations — 149,201 — 149,201 Total short-term investments $ — $ 332,234 $ — $ 332,234 Restricted cash equivalents Money market funds $ 28,371 $ — $ — $ 28,371 Long-term investments Corporate notes and obligations $ — $ 78,428 $ — $ 78,428 U.S. agency obligations — 26,433 — 26,433 Certificates of deposit — 944 — 944 Total long-term investments $ — $ 105,805 $ — $ 105,805 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): March 31, December 31, Prepaid expenses $ 11,485 $ 11,469 Other current assets 2,472 2,705 Prepaid expenses and other current assets $ 13,957 $ 14,174 |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): March 31, December 31, Accrued compensation $ 17,287 $ 23,310 Accrued income and other taxes payable 6,241 7,116 Accrued other current liabilities 12,067 10,277 Accrued expenses $ 35,595 $ 40,703 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consisted of the following (in thousands): March 31, December 31, Computer equipment $ 9,690 $ 9,047 Software 2,354 2,047 Capitalized internal-use software costs 24,802 23,021 Furniture and fixtures 5,956 5,826 Leasehold improvements 9,896 9,871 Construction in progress 16,689 4,427 Total property and equipment 69,387 54,239 Less: Accumulated depreciation (33,986 ) (31,343 ) Property and equipment, net $ 35,401 $ 22,896 |
Acquisition of GitPrime, Inc. (
Acquisition of GitPrime, Inc. (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Summary of Acquisition Date Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Right-of-use assets 549 Goodwill 139,413 Intangible assets 24,800 Lease liabilities (549 ) Deferred revenue (1,367 ) Other liabilities assumed (1,303 ) Total fair value of net assets acquired $ 169,061 |
Schedule of Identifiable Intangible Assets Fair Value and Useful Lives | The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows: Fair Value of Intangible Assets Acquired (in thousands) Useful Lives (in years) Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 |
Summary of Unaudited Pro Forma Information | The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisition occurred on January 1, 2018, or of future results of operations (in thousands, except per share amounts): Three Months Ended Revenue $ 72,269 Net loss (37,464 ) Net loss per share, basic and diluted $ (0.28 ) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets, net are summarized as follows (in thousands): March 31, 2020 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,788 $ 47 Course creation costs 19,012 9,282 9,730 Total $ 51,847 $ 42,070 $ 9,777 Intangible assets: Technology $ 28,500 $ 7,962 $ 20,538 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,929 621 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 11,483 $ 21,204 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,780 $ 55 Course creation costs 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology $ 28,500 $ 6,585 $ 21,915 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,879 671 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets, net are summarized as follows (in thousands): March 31, 2020 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,788 $ 47 Course creation costs 19,012 9,282 9,730 Total $ 51,847 $ 42,070 $ 9,777 Intangible assets: Technology $ 28,500 $ 7,962 $ 20,538 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,929 621 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 11,483 $ 21,204 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,780 $ 55 Course creation costs 17,717 8,814 8,903 Total $ 50,552 $ 41,594 $ 8,958 Intangible assets: Technology $ 28,500 $ 6,585 $ 21,915 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,879 671 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 10,056 $ 22,631 |
Schedule of Estimated Amortization Expense | Based on the recorded intangible assets at March 31, 2020 , estimated amortization expense is expected to be as follows (in thousands): Year Ending December 31, Amortization 2020 (remaining nine months) 6,417 2021 8,094 2022 7,228 2023 6,562 2024 2,593 2025 42 Total $ 30,936 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Senior Notes Liability and Equity Components, and Interest Expense Recognized | The net carrying value of the liability component of the Notes was as follows (in thousands): March 31, Principal $ 593,500 Less: Unamortized debt discount (106,746 ) Less: Unamortized issuance costs (9,935 ) Net carrying amount $ 476,819 The net carrying value of the equity component of the Notes was as follows (in thousands): March 31, Proceeds allocated to the conversion option (debt discount) $ 140,776 Less: Issuance costs (3,743 ) Less: Reacquisition of conversion option related to the repurchases of convertible senior notes (2,965 ) Net carrying amount $ 134,068 The interest expense recognized related to the Notes was as follows (in thousands): Three Months Ended March 31, 2020 2019 Contractual interest expense $ 556 $ 132 Amortization of debt issuance costs and discount 6,591 1,545 Total $ 7,147 $ 1,677 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Components of Operating Lease Expense | The Company performed evaluations of its contracts and determined that each of its identified leases are operating leases. The components of operating lease expense were as follows: Three Months Ended March 31, 2020 2019 Operating lease expense $ 1,800 $ 1,460 Variable lease expense 173 60 Short-term lease expense 271 17 Total lease expense $ 2,244 $ 1,537 |
Schedule of Maturities of Operating Lease Liabilities | As of March 31, 2020 , the maturities of the Company's operating lease liabilities were as follows (in thousands): Year Ending December 31, 2020 (remaining nine months) $ 4,602 2021 3,786 2022 3,598 2023 3,012 2024 2,119 Total lease payments 17,117 Less: Imputed interest (2,527 ) Lease liabilities $ 14,590 |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Ownership of the LLC Units | The ownership of the LLC Units is summarized as follows: March 31, 2020 December 31, 2019 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 105,459,701 74.5 % 104,083,271 74.3 % LLC Units owned by the Continuing Members (1) 36,152,429 25.5 % 35,936,804 25.7 % 141,612,130 100.0 % 140,020,075 100.0 % (1) Excludes 1,231,044 and 1,543,813 LLC Units still subject to time-based vesting requirements as of March 31, 2020 and December 31, 2019 , respectively |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation, Stock Options, Activity | The following table summarizes the stock option activity for the three months ended March 31, 2020 : Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding as of December 31, 2019 4,361,718 $ 14.55 Granted — — Exercised (57,749 ) 12.11 Forfeited or cancelled (10,843 ) 4.45 Outstanding as of March 31, 2020 4,293,126 $ 14.61 8.1 $ 1.2 Vested and exercisable as of March 31, 2020 3,104,307 $ 14.84 8.1 $ 0.3 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The activity for RSUs of Pluralsight, Inc. and restricted share units of Pluralsight Holdings for the three months ended March 31, 2020 was as follows: Number of RSUs or Units Weighted-Average Grant Date Fair Value RSUs of Pluralsight, Inc.: Balance at December 31, 2019 7,672,038 $ 22.71 Granted 5,604,865 19.69 Forfeited or cancelled (284,697 ) 20.80 Vested (1,157,244 ) 25.45 Balance at March 31, 2020 11,834,962 $ 21.06 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2019 1,312,500 $ 8.24 Vested (187,500 ) 8.24 Balance at March 31, 2020 1,125,000 $ 8.24 |
Schedule of Share-based Compensation, Performance Shares Award Activity | The activity of unvested LLC Units during the three months ended March 31, 2020 was as follows: Unvested Units Weighted- Average Grant Date Fair Value Unvested LLC Units outstanding—December 31, 2019 1,543,813 $ 8.72 Vested (312,769 ) 8.78 Unvested LLC Units outstanding—March 31, 2020 1,231,044 $ 8.71 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | Equity-based compensation expense was classified as follows in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended March 31, 2020 2019 Cost of revenue $ 270 $ 84 Sales and marketing 9,522 6,276 Technology and content 6,336 3,710 General and administrative 9,450 10,198 Total equity-based compensation $ 25,578 $ 20,268 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the calculation of basic and diluted net loss per share for the periods following the Reorganization Transactions (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Numerator: Net loss $ (47,513 ) $ (33,884 ) Less: Net loss attributable to non-controlling interests (12,194 ) (14,809 ) Net loss attributable to Pluralsight, Inc. $ (35,319 ) $ (19,075 ) Denominator: Weighted-average shares of Class A common stock outstanding, basic and diluted 104,631 75,927 Net loss per share: Net loss per share, basic and diluted $ (0.34 ) $ (0.25 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table contains share/unit totals with a potentially dilutive impact (in thousands): March 31, LLC Units held by Continuing Members 37,383 Stock options 4,293 RSUs of Pluralsight, Inc. 11,835 Restricted Share Units of Pluralsight Holdings 1,125 Purchase rights committed under the ESPP 1,217 Total 55,853 |
Organization and Description _2
Organization and Description of Business (Details) - Pluralsight Holdings | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | ||
Ownership interest | 100.00% | 100.00% |
Continuing Members | ||
Subsidiary, Sale of Stock [Line Items] | ||
Ownership interest | 25.50% | 25.70% |
Pluralsight, Inc. | ||
Subsidiary, Sale of Stock [Line Items] | ||
Ownership interest | 74.50% | 74.30% |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Contract assets | $ 0.9 | $ 0.8 | |
Revenue recognized | $ 80.3 | $ 58.6 | |
Product Concentration Risk | Revenue | Subscription Accounts | |||
Disaggregation of Revenue [Line Items] | |||
Revenue, percent | 96.00% | 99.00% |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 92,646 | $ 69,617 |
Business customers | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 81,291 | 58,567 |
Individual customers | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 11,355 | $ 11,050 |
Revenue | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 100.00% | 100.00% |
United States | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 58,166 | $ 43,581 |
Growth rate | 33.00% | |
United States | Revenue | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 63.00% | 63.00% |
Europe, Middle East And Africa | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 25,972 | $ 18,986 |
Growth rate | 37.00% | |
Europe, Middle East And Africa | Revenue | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 28.00% | 27.00% |
Other Foreign Locations | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 8,508 | $ 7,050 |
Growth rate | 21.00% | |
Other Foreign Locations | Revenue | Geographic Concentration Risk | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 9.00% | 10.00% |
United Kingdom | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, percent | 12.00% | 11.00% |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Mar. 31, 2020USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation | $ 308.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Percent of remaining performance obligations to be recognized | 76.00% |
Period for satisfaction of remaining performance obligation | 12 months |
Revenue - Summary of Deferred C
Revenue - Summary of Deferred Contract Acquisition Costs Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Contract with Customer, Asset and Liability [Roll Forward] | ||
Beginning balance | $ 24,313 | $ 20,212 |
Capitalization of contract acquisition costs | 5,871 | 5,851 |
Amortization of deferred contract acquisition costs | (6,451) | (5,867) |
Ending balance | $ 23,733 | $ 20,196 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments - Schedule of Cash Equivalents, Short-term and Long-term Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 538,742 | $ 533,153 |
Unrealized Gains | 566 | 390 |
Unrealized Losses | (1,798) | (57) |
Fair Value | 537,510 | 533,486 |
Cash equivalents | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 75,716 | 67,076 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (1) | 0 |
Fair Value | 75,715 | 67,076 |
Cash equivalents | Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 72,737 | 62,085 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 72,737 | 62,085 |
Cash equivalents | Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 998 | 4,991 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 998 | 4,991 |
Cash equivalents | Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1,981 | |
Unrealized Gains | 0 | |
Unrealized Losses | (1) | |
Fair Value | 1,980 | |
Short-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 311,537 | 331,973 |
Unrealized Gains | 429 | 268 |
Unrealized Losses | (282) | (7) |
Fair Value | 311,684 | 332,234 |
Short-term investments | Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 36,801 | 33,627 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 36,801 | 33,627 |
Short-term investments | Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 135,100 | 148,993 |
Unrealized Gains | 95 | 215 |
Unrealized Losses | (282) | (7) |
Fair Value | 134,913 | 149,201 |
Short-term investments | U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 139,636 | 149,353 |
Unrealized Gains | 334 | 53 |
Unrealized Losses | 0 | 0 |
Fair Value | 139,970 | 149,406 |
Restricted cash equivalents | Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 23,897 | 28,371 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 23,897 | 28,371 |
Long-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 127,592 | 105,733 |
Unrealized Gains | 137 | 122 |
Unrealized Losses | (1,515) | (50) |
Fair Value | 126,214 | 105,805 |
Long-term investments | Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 107,694 | 78,353 |
Unrealized Gains | 123 | 121 |
Unrealized Losses | (1,510) | (46) |
Fair Value | 106,307 | 78,428 |
Long-term investments | U.S. agency obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 18,954 | 26,436 |
Unrealized Gains | 14 | 1 |
Unrealized Losses | (5) | (4) |
Fair Value | 18,963 | 26,433 |
Long-term investments | Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 944 | 944 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | $ 944 | $ 944 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Schedule of Investments by Maturity (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Amortized Cost | ||
Amortized Cost | $ 538,742 | $ 533,153 |
Fair Value | ||
Fair Value | 537,510 | $ 533,486 |
Investments | ||
Amortized Cost | ||
Due within one year | 311,537 | |
Due between one and two years | 127,592 | |
Amortized Cost | 439,129 | |
Fair Value | ||
Due within one year | 311,684 | |
Due between one and two years | 126,214 | |
Fair Value | $ 437,898 |
Cash Equivalents and Investme_5
Cash Equivalents and Investments - Narrative (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other-than temporary impairments | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Instruments (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 75,715 | $ 67,076 |
Short-term investments | 311,684 | 332,234 |
Long-term investments | 126,214 | 105,805 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 36,801 | 33,627 |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 139,970 | 149,406 |
Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 134,913 | 149,201 |
Long-term investments | 106,307 | 78,428 |
U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 18,963 | 26,433 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 944 | 944 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 72,737 | 62,085 |
Restricted cash equivalents | 23,897 | 28,371 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 998 | 4,991 |
Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 1,980 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 72,737 | 62,085 |
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Level 1 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 72,737 | 62,085 |
Restricted cash equivalents | 23,897 | 28,371 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Level 1 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 2,978 | 4,991 |
Short-term investments | 311,684 | 332,234 |
Long-term investments | 126,214 | 105,805 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 36,801 | 33,627 |
Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 139,970 | 149,406 |
Level 2 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 134,913 | 149,201 |
Long-term investments | 106,307 | 78,428 |
Level 2 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 18,963 | 26,433 |
Level 2 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 944 | 944 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Restricted cash equivalents | 0 | 0 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 998 | 4,991 |
Level 2 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 1,980 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Level 3 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term investments | 0 | 0 |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Restricted cash equivalents | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | $ 0 |
Level 3 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Mar. 31, 2020 | Mar. 31, 2019 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of convertible senior notes | $ 442,200,000 | |
Senior Notes Due In 2024 | Convertible Senior Notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Aggregate principal | $ 593,500,000 | $ 633,500,000 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 11,485 | $ 11,469 |
Other current assets | 2,472 | 2,705 |
Prepaid expenses and other current assets | $ 13,957 | $ 14,174 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued compensation | $ 17,287 | $ 23,310 |
Accrued income and other taxes payable | 6,241 | 7,116 |
Accrued other current liabilities | 12,067 | 10,277 |
Accrued expenses | $ 35,595 | $ 40,703 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 69,387 | $ 54,239 | |
Less: Accumulated depreciation | (33,986) | (31,343) | |
Property and equipment, net | 35,401 | $ 22,896 | 22,896 |
Computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 9,690 | 9,047 | |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 2,354 | 2,047 | |
Capitalized internal-use software costs | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 24,802 | 23,021 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 5,956 | 5,826 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | 9,896 | 9,871 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment | $ 16,689 | $ 4,427 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 2,643 | $ 2,247 |
Acquisition of GitPrime, Inc. -
Acquisition of GitPrime, Inc. - Narrative (Details) - GitPrime, Inc. - USD ($) $ in Millions | May 09, 2019 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Cash consideration | $ 163.8 | |
Acquisition costs | $ 0.8 |
Acquisition of GitPrime, Inc._2
Acquisition of GitPrime, Inc. - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | May 09, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 262,532 | $ 262,532 | |
GitPrime, Inc. | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 5,290 | ||
Accounts receivable | 1,798 | ||
Other assets acquired | 207 | ||
Property and equipment | 223 | ||
Right-of-use assets | 549 | ||
Goodwill | 139,413 | ||
Intangible assets | 24,800 | ||
Lease liabilities | (549) | ||
Deferred revenue | (1,367) | ||
Other liabilities assumed | (1,303) | ||
Total fair value of net assets acquired | $ 169,061 |
Acquisition of GitPrime, Inc._3
Acquisition of GitPrime, Inc. - Schedule of Intangible Assets Acquired (Details) - GitPrime, Inc. $ in Thousands | May 09, 2019USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 24,800 |
Technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 24,000 |
Useful Lives | 5 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 800 |
Useful Lives | 4 years |
Acquisition of GitPrime, Inc._4
Acquisition of GitPrime, Inc. - Summary of Unaudited Pro Forma Information (Details) - GitPrime, Inc. $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($)$ / shares | |
Business Acquisition [Line Items] | |
Revenue | $ 72,269 |
Net loss | $ (37,464) |
Net loss per share, basic and diluted (in dollars per share) | $ / shares | $ (0.28) |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Net Book Value | $ 30,936 | |
Content library: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 51,847 | $ 50,552 |
Accumulated Amortization | 42,070 | 41,594 |
Net Book Value | 9,777 | 8,958 |
Acquired content library | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 32,835 | 32,835 |
Accumulated Amortization | 32,788 | 32,780 |
Net Book Value | 47 | 55 |
Course creation costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,012 | 17,717 |
Accumulated Amortization | 9,282 | 8,814 |
Net Book Value | 9,730 | 8,903 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 28,500 | 28,500 |
Accumulated Amortization | 7,962 | 6,585 |
Net Book Value | 20,538 | 21,915 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 162 | 162 |
Accumulated Amortization | 162 | 162 |
Net Book Value | 0 | 0 |
Noncompetition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 390 | 390 |
Accumulated Amortization | 390 | 390 |
Net Book Value | 0 | 0 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,550 | 3,550 |
Accumulated Amortization | 2,929 | 2,879 |
Net Book Value | 621 | 671 |
Database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 40 | 40 |
Accumulated Amortization | 40 | 40 |
Net Book Value | 0 | 0 |
Domain names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 45 | 45 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | 11,483 | 10,056 |
Intangible assets, gross | 32,687 | 32,687 |
Intangible assets, net | $ 21,204 | $ 22,631 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of acquired intangible assets | $ 1.4 | $ 0.7 |
Course creation costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of acquired intangible assets | $ 0.8 | $ 0.6 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Estimated Amortization Expense (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 (remaining nine months) | $ 6,417 |
2021 | 8,094 |
2022 | 7,228 |
2023 | 6,562 |
2024 | 2,593 |
2025 | 42 |
Net Book Value | $ 30,936 |
Convertible Senior Notes - Narr
Convertible Senior Notes - Narrative (Details) | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2019USD ($)shares | Mar. 31, 2019USD ($)day$ / sharesshares | Mar. 31, 2020USD ($)$ / shares | Mar. 31, 2019USD ($)$ / sharesshares | |
Debt Instrument [Line Items] | ||||
Net cash used in investing activities | $ 0 | $ 617,663,000 | ||
Equity component of convertible senior notes, net of issuance costs | 137,033,000 | |||
Purchase of capped calls related to issuance of Convertible Senior Notes | $ 69,432,000 | |||
Number of shares covered by cap call, terminated (in shares) | shares | 1,032,092 | |||
Taxes paid related to net share settlement | $ 1,300,000 | |||
Senior Notes Due In 2024 | ||||
Debt Instrument [Line Items] | ||||
Shares covered by cap call (in shares) | shares | 16,345,757 | 16,345,757 | ||
Purchase of capped calls related to issuance of Convertible Senior Notes | $ 69,400,000 | |||
Senior Notes Due In 2024 | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 633,500,000 | 593,500,000 | $ 633,500,000 | |
Stated rate | 0.375% | 0.375% | ||
Option to purchase, additional principal amount | $ 83,500,000 | $ 83,500,000 | ||
Net cash used in investing activities | $ 616,700,000 | |||
Discount rate | 5.50% | 5.50% | ||
Fair value of convertible senior notes | $ 492,700,000 | $ 492,700,000 | ||
Equity component of convertible senior notes, net of issuance costs | 140,800,000 | |||
Issuance costs attributable to liability component | 13,100,000 | 13,100,000 | ||
Issuance costs attributable to equity component | $ 3,700,000 | $ 3,700,000 | ||
Aggregate principal repurchased | 40,000,000 | |||
Repurchases of convertible senior notes | 35,000,000 | |||
Loss on debt extinguishment | 1,000,000 | |||
Reacquisition of conversion option related to the repurchases of convertible senior notes | $ 3,000,000 | $ 2,965,000 | ||
Initial strike price (in dollars per share) | $ / shares | $ 38.76 | $ 38.76 | ||
Initial capped call price (in dollars per share) | $ / shares | $ 58.50 | $ 58.50 | 58.50 | |
Senior Notes Due In 2024 | Conversion Instance, 130% | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Number of consecutive trading days | day | 30 | |||
Senior Notes Due In 2024 | Conversion Instance, 130% | Minimum | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Number of trading days | day | 20 | |||
Conversion ratio, conversion due to qualifying event | 130.00% | |||
Senior Notes Due In 2024 | Conversion Instance, 98% | Minimum | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Number of trading days | day | 5 | |||
Number of consecutive trading days | day | 5 | |||
Senior Notes Due In 2024 | Conversion Instance, 98% | Maximum | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Conversion ratio, conversion due to qualifying event | 98.00% | |||
Fundamental Change | Senior Notes Due In 2024 | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Percentage of principal amount redeemed | 100.00% | |||
Common Stock | Class A Common Stock | Senior Notes Due In 2024 | Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Initial conversion rate (in $1,000 per share) | 0.0258023000 | |||
Initial conversion price (in dollars per share) | $ / shares | $ 38.76 | $ 38.76 |
Convertible Senior Notes - Sche
Convertible Senior Notes - Schedules of Convertible Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2019 | |
Convertible Debt, Interest Expense | |||
Amortization of debt discount and issuance costs | $ 6,591 | $ 1,545 | |
Senior Notes Due In 2024 | Convertible Senior Notes | |||
Convertible Debt, Liability Component | |||
Principal | 593,500 | ||
Less: Unamortized debt discount | (106,746) | ||
Less: Unamortized issuance costs | (9,935) | ||
Net carrying amount | 476,819 | ||
Convertible Debt, Equity Component | |||
Proceeds allocated to the conversion option (debt discount) | 140,776 | ||
Less: Issuance costs | (3,743) | ||
Less: Reacquisition of conversion option related to the repurchases of convertible senior notes | (2,965) | $ (3,000) | |
Net carrying amount | 134,068 | ||
Convertible Debt, Interest Expense | |||
Contractual interest expense | 556 | 132 | |
Amortization of debt discount and issuance costs | 6,591 | 1,545 | |
Total | $ 7,147 | $ 1,677 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Aug. 31, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | ||||
Cash paid for amounts included in measurement of operating lease liabilities | $ 1,700 | $ 1,300 | ||
Weighted average remaining lease term | 3 years 9 months 18 days | |||
Weighted average discount rate | 5.60% | |||
Sublease income | $ 100 | $ 100 | ||
Restricted cash and cash equivalents | $ 24,431 | $ 28,916 | ||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 3 years | |||
Remaining lease terms of sublease agreements with third parties | 1 year | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Renewal term | 5 years | |||
Remaining lease terms of sublease agreements with third parties | 3 years | |||
Draper, Utah Office Space, 2018 | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease period | 15 years | |||
Lease payments | $ 7,900 | |||
Annual rent increase, percent | 2.00% | |||
Agreed upon cost of construction | $ 90,000 | |||
Security deposit | 16,000 | |||
Draper, Utah Office Space, 2018 | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Abatement of basic rent payments | $ 3,200 | |||
Tenant Improvements | Draper, Utah Office Space, 2018 | ||||
Lessee, Lease, Description [Line Items] | ||||
Restricted cash and cash equivalents | $ 7,200 | $ 11,600 |
Leases - Components of Operatin
Leases - Components of Operating Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Operating lease expense | $ 1,800 | $ 1,460 |
Variable lease expense | 173 | 60 |
Short-term lease expense | 271 | 17 |
Total lease expense | $ 2,244 | $ 1,537 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Lease Liabilities (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
2020 | $ 4,602 |
2021 | 3,786 |
2022 | 3,598 |
2023 | 3,012 |
2024 | 2,119 |
Total lease payments | 17,117 |
Less: Imputed interest | (2,527) |
Lease liabilities | $ 14,590 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Loss Contingencies [Line Items] | ||
Restricted cash and cash equivalents | $ 24,431 | $ 28,916 |
Letter of credit | ||
Loss Contingencies [Line Items] | ||
Letters of credit outstanding | 2,100 | 2,100 |
Restricted cash and cash equivalents | $ 1,200 | $ 1,300 |
Non-Controlling Interests (Deta
Non-Controlling Interests (Details) - shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Pluralsight Holdings | ||
Noncontrolling Interest [Line Items] | ||
Ownership interest | 100.00% | 100.00% |
Units outstanding (in shares) | 141,612,130 | 140,020,075 |
Pluralsight Holdings | Pluralsight, Inc. | ||
Noncontrolling Interest [Line Items] | ||
Ownership interest | 74.50% | 74.30% |
Units outstanding (in shares) | 105,459,701 | 104,083,271 |
Continuing Members | Pluralsight Holdings | ||
Noncontrolling Interest [Line Items] | ||
Ownership interest | 25.50% | 25.70% |
Units outstanding (in shares) | 36,152,429 | 35,936,804 |
LLC Units | ||
Noncontrolling Interest [Line Items] | ||
Units still subject to time-based vesting requirements (in shares) | 1,231,044 | 1,543,813 |
LLC Units | Pluralsight Holdings | ||
Noncontrolling Interest [Line Items] | ||
Units still subject to time-based vesting requirements (in shares) | 1,231,044 | 1,543,813 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) | May 16, 2018$ / sharesshares | May 31, 2018shares | Mar. 31, 2020USD ($)periodshares | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($)shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total intrinsic value of options exercised | $ 400,000 | ||||
Total unrecognized equity-based compensation of options | $ 4,900,000 | ||||
Requisite service period | 1 year 2 months 12 days | ||||
Equity-based compensation capitalized as internal-use software | $ 363,000 | $ 348,000 | |||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Requisite service period | 4 years | ||||
Total unrecognized equity-based compensation | $ 212,100,000 | ||||
Recognition period | 3 years 2 months 12 days | ||||
Restricted Stock Units (RSUs) | First Anniversary | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of awards vested | 25.00% | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 2 years | ||||
Ratable periods | 6 months | ||||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of additional shares allowable under the plan (in shares) | shares | 2,970,000 | ||||
Percentage of outstanding stock maximum | 1.50% | ||||
Shares reserved for future issuance (in shares) | shares | 5,016,379 | ||||
Total unrecognized equity-based compensation | $ 6,700,000 | ||||
Recognition period | 1 year | ||||
Consecutive offering period | 24 months | ||||
Number of purchase periods | period | 4 | ||||
Maximum fixed contribution amount | $ 12,500 | ||||
Maximum number of shares able to be purchased (in shares) | shares | 5,000 | ||||
Purchase price, percent | 85.00% | ||||
number of shares issuable not yet issued (in shares) | shares | 1,216,623 | ||||
Employee payroll contributions accrued | $ 5,800,000 | $ 1,600,000 | |||
Purchase period | 6 months | ||||
LLC Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Units outstanding (in shares) | shares | 1,231,044 | 1,543,813 | |||
Total unrecognized equity-based compensation | $ 8,600,000 | ||||
Recognition period | 1 year 2 months 12 days | ||||
Total fair value | $ 5,900,000 | ||||
IPO | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock price (in dollars per share) | $ / shares | $ 15 | ||||
2018 Equity Incentive Plan | Share-based Payment Arrangement | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of additional shares allowable under the plan (in shares) | shares | 14,900,000 | ||||
Percentage of outstanding stock maximum | 5.00% | ||||
Shares reserved for future issuance (in shares) | shares | 20,404,161 | ||||
GitPrime, Inc. | Minimum | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 2 years | ||||
GitPrime, Inc. | Maximum | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Stock Options Activity (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Stock Options Outstanding | |
Beginning balance (in shares) | shares | 4,361,718 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (57,749) |
Forfeited or cancelled (in shares) | shares | (10,843) |
Ending balance (in shares) | shares | 4,293,126 |
Vested and exercisable (in shares) | shares | 3,104,307 |
Weighted- Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 14.55 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 12.11 |
Forfeited or cancelled (in dollars per share) | $ / shares | 4.45 |
Ending balance (in dollars per share) | $ / shares | 14.61 |
Vested and exercisable (in dollars per share) | $ / shares | $ 14.84 |
Stock Option Activity, Additional Disclosures | |
Weighted-average remaining contractual term, outstanding | 8 years 1 month 6 days |
Weighted-average remaining contractual term, vested and exercisable | 8 years 1 month 6 days |
Aggregate intrinsic value, outstanding | $ | $ 1.2 |
Aggregate intrinsic value, vested and exercisable | $ | $ 0.3 |
Equity-Based Compensation - S_2
Equity-Based Compensation - Schedule of Equity Award Activity (Details) | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
LLC Units | |
Number of Shares | |
Beginning balance (in shares) | shares | 1,543,813 |
Vested (in shares) | shares | (312,769) |
Ending balance (in shares) | shares | 1,231,044 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 8.72 |
Vested (in dollars per share) | $ / shares | 8.78 |
Ending balance (in dollars per share) | $ / shares | $ 8.71 |
Parent Company | Restricted Stock Units (RSUs) | |
Number of Shares | |
Beginning balance (in shares) | shares | 7,672,038 |
Granted (in shares) | shares | 5,604,865 |
Forfeited or cancelled (in shares) | shares | (284,697) |
Vested (in shares) | shares | (1,157,244) |
Ending balance (in shares) | shares | 11,834,962 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 22.71 |
Granted (in dollars per share) | $ / shares | 19.69 |
Forfeited or cancelled (in dollars per share) | $ / shares | 20.80 |
Vested (in dollars per share) | $ / shares | 25.45 |
Ending balance (in dollars per share) | $ / shares | $ 21.06 |
Subsidiaries | Restricted Stock Units (RSUs) | |
Number of Shares | |
Beginning balance (in shares) | shares | 1,312,500 |
Vested (in shares) | shares | (187,500) |
Ending balance (in shares) | shares | 1,125,000 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 8.24 |
Vested (in dollars per share) | $ / shares | 8.24 |
Ending balance (in dollars per share) | $ / shares | $ 8.24 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Equity-based compensation | $ 25,578 | $ 20,268 |
Cost of revenue | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Equity-based compensation | 270 | 84 |
Sales and marketing | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Equity-based compensation | 9,522 | 6,276 |
Technology and content | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Equity-based compensation | 6,336 | 3,710 |
General and administrative | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Equity-based compensation | $ 9,450 | $ 10,198 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Contingency [Line Items] | ||
Effective tax rate | (0.50%) | (0.80%) |
Total unrecorded TRA liability | $ 271.9 | |
Common Stock | Class A Common Stock | ||
Income Tax Contingency [Line Items] | ||
Effect of exchanges of LLC Units (in shares) | 201,240,000 | 28,949,710,000 |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator: | ||
Net loss | $ (47,513) | $ (33,884) |
Less: Net loss attributable to non-controlling interests | (12,194) | (14,809) |
Net loss attributable to Pluralsight, Inc. | $ (35,319) | $ (19,075) |
Denominator: | ||
Weighted-average shares of Class A common stock outstanding, basic and diluted (in shares) | 104,631 | 75,927 |
Net loss per share, basic and diluted (in dollars per share) | $ (0.34) | $ (0.25) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Securities with a Potentially Dilutive Impact (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2020shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 55,853 |
LLC Units held by Continuing Members | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 37,383 |
Stock options | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,293 |
Purchase rights committed under the ESPP | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,217 |
Pluralsight Holdings | Restricted Stock Units (RSUs) | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,125 |
Parent Company | Restricted Stock Units (RSUs) | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 11,835 |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) - $ / shares | Mar. 31, 2020 | Mar. 31, 2019 |
Senior Notes Due In 2024 | Convertible Senior Notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Initial capped call price (in dollars per share) | $ 58.50 | $ 58.50 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Chief Executive Officer - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Related Party Transaction [Line Items] | |||
Due to related parties | $ 0.1 | $ 0.1 | |
Amount paid under the arrangement | $ 0.4 | $ 0.5 |
Uncategorized Items - psq120201
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 19,996,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 9,723,000 |
Noncontrolling Interest [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 10,273,000 |