Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 29, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | MNTV | |
Entity Registrant Name | Momentive Global Inc. | |
Entity Central Index Key | 0001739936 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 150,032,380 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38664 | |
Entity Tax Identification Number | 80-0765058 | |
Entity Address, Address Line One | One Curiosity Way | |
Entity Address, City or Town | San Mateo | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94403 | |
City Area Code | 650 | |
Local Phone Number | 543-8400 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, par value $0.00001 per share | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 238,035 | $ 305,525 |
Accounts receivable, net of allowance of $1,278 and $894 | 32,864 | 32,489 |
Deferred commissions, current | 8,586 | 7,945 |
Prepaid expenses and other current assets | 16,543 | 11,363 |
Total current assets | 296,028 | 357,322 |
Property and equipment, net | 3,925 | 5,442 |
Operating lease right-of-use assets | 50,424 | 52,232 |
Capitalized internal-use software, net | 28,688 | 28,158 |
Acquisition intangible assets, net | 7,845 | 10,773 |
Goodwill | 462,417 | 463,736 |
Deferred commissions, non-current | 13,990 | 13,200 |
Other assets | 8,751 | 9,061 |
Total assets | 872,068 | 939,924 |
Current liabilities: | ||
Accounts payable | 11,910 | 7,204 |
Accrued expenses and other current liabilities | 23,857 | 30,725 |
Accrued compensation | 38,923 | 45,873 |
Deferred revenue, current | 215,481 | 200,658 |
Operating lease liabilities, current | 9,598 | 9,587 |
Debt, current | 1,900 | 1,900 |
Total current liabilities | 301,669 | 295,947 |
Deferred revenue, non-current | 734 | 1,165 |
Deferred tax liabilities | 5,919 | 5,701 |
Debt, non-current | 184,341 | 209,816 |
Operating lease liabilities, non-current | 64,547 | 66,938 |
Other non-current liabilities | 5,838 | 5,883 |
Total liabilities | 563,048 | 585,450 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity: | ||
Preferred stock ($0.00001 par value; 100,000 shares authorized; no shares issued and outstanding) | 0 | 0 |
Common stock ($0.00001 par value; 800,000 shares authorized; 150,420 and 150,398 shares issued and outstanding) | 2 | 2 |
Additional paid-in capital | 964,474 | 971,604 |
Accumulated other comprehensive income (loss) | (533) | 414 |
Accumulated deficit | (654,923) | (617,546) |
Total stockholders’ equity | 309,020 | 354,474 |
Total liabilities and stockholders’ equity | $ 872,068 | $ 939,924 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 1,278 | $ 894 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
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 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 |
Common stock, shares issued (in shares) | 150,420,000 | 150,398,000 |
Common stock, shares outstanding (in shares) | 150,420,000 | 150,398,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Income Statement [Abstract] | |||
Revenue | $ 116,986 | $ 102,298 | |
Cost of revenue | [1],[2],[3] | 22,903 | 20,772 |
Gross profit | 94,083 | 81,526 | |
Operating expenses: | |||
Research and development | [1],[3] | 36,716 | 32,983 |
Sales and marketing | [1],[2],[3] | 59,636 | 52,036 |
General and administrative | [1],[3] | 27,917 | 23,322 |
Restructuring | [1],[2] | 4,883 | 0 |
Total operating expenses | 129,152 | 108,341 | |
Loss from operations | (35,069) | (26,815) | |
Interest expense | 2,226 | 2,299 | |
Other non-operating (income) expense, net | (134) | 315 | |
Loss before income taxes | (37,161) | (29,429) | |
Provision for income taxes | 216 | 218 | |
Net loss | $ (37,377) | $ (29,647) | |
Net loss per share, basic and diluted | $ (0.25) | $ (0.20) | |
Weighted-average shares used in computing basic and diluted net loss per share | 150,262 | 144,692 | |
[1] | (1) Includes stock-based compensation, net of amounts capitalized as follows: | ||
[2] | (2) Includes amortization of acquisition intangible assets as follows: | ||
[3] | (3) Includes transaction expenses associated with the terminated merger with Zendesk. See Note 1 for additional information. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Allocated share-based compensation expense | $ 26,254 | $ 23,599 |
Amortization of acquisition intangible assets | 2,911 | 2,623 |
Cost of revenue | ||
Allocated share-based compensation expense | 1,409 | 1,482 |
Amortization of acquisition intangible assets | 1,414 | 1,490 |
Research and development | ||
Allocated share-based compensation expense | 8,644 | 9,497 |
Sales and marketing | ||
Allocated share-based compensation expense | 6,065 | 5,778 |
Amortization of acquisition intangible assets | 1,452 | 1,133 |
General and administrative | ||
Allocated share-based compensation expense | 7,375 | 6,842 |
Restructuring cost | ||
Allocated share-based compensation expense | 2,761 | 0 |
Amortization of acquisition intangible assets | $ 45 | $ 0 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (37,377) | $ (29,647) | |
Other comprehensive loss: | |||
Foreign currency translation gains (losses) | [1] | (947) | 2,953 |
Total other comprehensive income (loss) | [1] | (947) | (2,953) |
Total comprehensive loss | $ (38,324) | $ (32,600) | |
[1] | Net of tax effect which was not material. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | |
Beginning Balance at Dec. 31, 2020 | $ 346,356 | $ 1 | $ 835,444 | $ 5,208 | $ (494,297) | |
Beginning balance, Shares at Dec. 31, 2020 | 143,820,000 | |||||
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 967,000 | |||||
Common stock issued upon stock option exercise | 9,572 | $ 0 | 9,572 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 641,000 | |||||
Issuance of restricted stock awards | 0 | $ 0 | 0 | 0 | 0 | |
Issuance of restricted stock awards, Shares | 274,000 | |||||
Cancellation of restricted stock awards | 0 | $ 0 | 0 | 0 | 0 | |
Cancellation of restricted stock awards, Shares | (64,000) | |||||
Stock-based compensation expense | 24,158 | $ 0 | 24,158 | 0 | 0 | |
Comprehensive loss | (2,953) | [1] | 0 | 0 | (2,953) | 0 |
Net loss | (29,647) | 0 | 0 | 0 | (29,647) | |
Ending balance at Mar. 31, 2021 | 347,486 | $ 1 | 869,174 | 2,255 | (523,944) | |
Ending balance, Shares at Mar. 31, 2021 | 145,638,000 | |||||
Beginning Balance at Dec. 31, 2021 | 354,474 | $ 2 | 971,604 | 414 | (617,546) | |
Beginning balance, Shares at Dec. 31, 2021 | 150,398,000 | |||||
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 877,000 | |||||
Common stock issued upon stock option exercise | $ 2,273 | $ 0 | 2,273 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 163,951 | 164,000 | ||||
Issuance of restricted stock awards | $ 0 | $ 0 | 0 | 0 | 0 | |
Issuance of restricted stock awards, Shares | 1,031,000 | |||||
Issuance of performance stock awards | 0 | $ 0 | 0 | 0 | 0 | |
Issuance of performance stock awards, shares | 361,000 | |||||
Repurchases of common stock, Shares | 2,411,000 | |||||
Repurchases of common stock, Value | 36,376 | $ 0 | (36,376) | 0 | 0 | |
Stock-based compensation expense | 26,973 | 0 | 26,973 | 0 | 0 | |
Comprehensive loss | (947) | [1] | 0 | 0 | (947) | 0 |
Net loss | (37,377) | 0 | 0 | 0 | (37,377) | |
Ending balance at Mar. 31, 2022 | $ 309,020 | $ 2 | $ 964,474 | $ (533) | $ (654,923) | |
Ending balance, Shares at Mar. 31, 2022 | 150,420,000 | |||||
[1] | Net of tax effect which was not material. |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (37,377) | $ (29,647) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 9,354 | 10,694 |
Non-cash leases expense | 3,202 | 3,340 |
Stock-based compensation expense, net of amounts capitalized | 26,254 | 23,599 |
Deferred income taxes | 217 | 99 |
Bad debt expense | 644 | 307 |
Other | (727) | (508) |
Changes in assets and liabilities: | ||
Accounts receivable | (1,047) | (76) |
Prepaid expenses and other assets | (8,117) | (4,682) |
Accounts payable and accrued liabilities | (2,341) | 9,251 |
Accrued compensation | (6,898) | (9,274) |
Deferred revenue | 14,283 | 16,985 |
Operating lease liabilities | (3,801) | (3,786) |
Net cash provided by (used in) operating activities | (4,900) | 17,318 |
Cash flows from investing activities | ||
Purchases of property and equipment | (441) | 0 |
Capitalized internal-use software | (2,565) | (2,268) |
Net cash used in investing activities | (3,006) | (2,268) |
Cash flows from financing activities | ||
Proceeds from stock option exercises | 2,273 | 9,553 |
Payments to repurchase common stock | (36,376) | 0 |
Repayment of debt | (25,550) | (550) |
Net cash provided by (used in) financing activities | (59,653) | 9,003 |
Effect of exchange rate changes on cash | 393 | (309) |
Net increase (decrease) in cash, cash equivalents and restricted cash | (67,166) | 23,744 |
Cash, cash equivalents and restricted cash at beginning of period | 306,121 | 224,614 |
Cash, cash equivalents and restricted cash at end of period | 238,955 | 248,358 |
Supplemental cash flow data: | ||
Interest paid for term debt | 2,009 | 2,177 |
Non-cash investing and financing transactions: | ||
Stock compensation included in capitalized software costs | 719 | 559 |
Accrued unpaid capital expenditures | 207 | 547 |
Lease liabilities arising from obtaining right-of-use assets, net | $ 0 | $ 2,676 |
Company Overview and Basis of P
Company Overview and Basis of Presentation | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Company Overview and Basis of Presentation | 1. Company Overview and Basis of Presentation Business Momentive Global Inc. (the “Company”), formerly SVMK Inc., is an agile experience management company providing SaaS solutions that help businesses shape what’s next for their stakeholders. The Company's solutions enable customers to collect, analyze, and act on feedback from their existing customers, prospective customers, and employees. The Company offers artificial intelligence powered solutions across five major categories of use cases: 1) Market Insights; 2) Brand Insights; 3) Customer Experience; 4) Employee Experience; and 5) Product Experience, and delivers these solutions across three major product categories—Surveys, Customer Experience, and Market Research. The Company was incorporated in 2011 as SVMK Inc., a Delaware corporation, and is the successor to operations originally started in 1999. In June 2021, SVMK Inc. was rebranded and changed its legal name to Momentive Global Inc. As a result, its common stock began trading under the ticker symbol “MNTV” instead of “SVMK” on The Nasdaq Global Select Market. In February 2022, the company announced plans to consolidate its product portfolio under two brands and web surfaces—Momentive and SurveyMonkey. The Momentive brand will represent the Company's suite of upmarket solutions, while SurveyMonkey will support the Company's complementary products for value-oriented customers who prioritize speed and ease of use. The Company’s headquarters are located in the United States and its international operations are primarily based in Ireland, Canada and the Netherlands. Termination of Proposed Merger with Zendesk On October 28, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Zendesk, Inc. (“Zendesk”) and Milky Way Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Zendesk (“Merger Sub”). The Merger Agreement provided for the merger of Merger Sub into the Company (the "Merger"), with the Company surviving the merger as a wholly owned subsidiary of Zendesk. Under the terms of the Merger Agreement, the completion of the Merger was conditioned on the receipt of required approvals by the Company's and Zendesk's stockholders. On February 25, 2022, at a special meeting of Zendesk's stockholders, a proposal to approve the issuance of Zendesk shares in connection with the Merger was not approved by Zendesk's stockholders. As a result, following the special meeting on February 25, 2022, Zendesk terminated the Merger Agreement effective immediately, in accordance with its terms. None of the Company, Zendesk or Merger Sub are expected to have any further liability under the Merger Agreement, subject to its terms. The Company incurred transaction expenses related to employee retention bonuses, legal, accounting, financial advisory, and other costs associated with the Merger of $ 6.5 million, of which, $ 0.3 million is included in cost of revenue, $ 1.8 million is included in research and development, $ 1.7 million is included in sales and marketing, and $ 2.7 million is included in general and administrative expenses in the accompanying condensed consolidated statement of operations for the three months ended March 31, 2022. The employee retention bonuses granted in connection with the transaction will become payable subject to the employee's continued service through June 30, 2022. Principles of Consolidation and Basis of Presentation The accompanying interim condensed consolidated balance sheet as of March 31, 2022, the statements of operations, comprehensive loss, stockholders’ equity and cash flows for the three months ended March 31, 2022 and 2021 are unaudited. Such condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. These condensed consolidated financial statements include the results of operations of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated . Certain other prior year balances have been reclassified to conform to the current year presentation. Such reclassifications did not affect our results of operations or operating, investing and financing cash flows. These condensed consolidated financial statements do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and include all normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of March 31, 2022, the results of operations and cash flows for the three months ended March 31, 2022 and 2021. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual periods. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on February 14, 2022. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenue and expenses during the reporting periods covered by the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates due to a variety of factors, including the unforeseen effects of the COVID-19 pandemic on the Company’s business and financial results. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstances that would require an update to its estimates, judgments or assumptions or a revision to the carrying value of its assets or liabilities as of the date of issuance of its financial statements. These estimates, judgments and assumptions may change in the future, as new events occur or additional information is obtained. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable. The Company’s most significant estimate and use of judgment involves the valuation of acquired goodwill and intangibles from acquisitions. Segment Information The Company operates as a single operating segment. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer, who reviews the Company’s operating results on a consolidated basis in order to make decisions about allocating resources and assessing performance for the entire company. The CODM uses one measure of profitability and does not segment the Company’s business for internal reporting. See Note 4 for additional information regarding the Company’s revenue by geographic area. Related Party Transactions Certain members of the Company’s board of directors serve as board members, are executive officers of and/or (in some cases) are investors in companies that are customers and/or vendors of the Company. The Company incurred related party expenses of $ 0.9 million and $ 0.8 million for the three months ended March 31, 2022 and 2021, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies There have been no material changes in our significant accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2021. Restructuring From time to time, the Company may implement a management-approved restructuring plan to improve efficiencies across the organization, reduce its cost structure, and/or better align its resources with the Company’s strategy. Restructuring charges can include severance costs to eliminate a specified number of employees, expenses to vacate real estate and consolidate operations, contract cancellation costs, impairment of certain assets, and other related costs. Costs associated with a restructuring plan are recognized and measured at fair value in the condensed consolidated statement of operations in the period in which the liability is incurred. These restructuring initiatives may require the Company to make estimates in several areas including: (i) expenses for employee severance and other separation costs; and (ii) realizable values of assets made redundant, obsolete, or excessive. Other Non-Operating (Income) Expense Other non-operating (income) expense, net consists primarily of interest income, net foreign currency exchange (gains) losses, net realized gains and losses related to investments, and other. The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Interest income $ ( 165 ) $ ( 134 ) Foreign currency (gains) losses, net 127 374 Other (income) expense, net ( 96 ) 75 Other non-operating (income) expense, net $ ( 134 ) $ 315 Accounting Pronouncement Not Yet Adopted Reference Rate Reform : In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASU 2020-04 is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This guidance is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company does not expect this update will have a material impact on its condensed consolidated financial statements and related disclosures. |
Revenue and Deferred Revenue
Revenue and Deferred Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Deferred Revenue | 3. Revenue and Deferred Revenue Disaggregated revenue Revenue by sales channel was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Self-serve revenue $ 75,803 $ 71,112 Sales-assisted revenue 41,183 31,186 Revenue $ 116,986 $ 102,298 Self-serve revenues are generated from products purchased independently through our website. Sales-assisted revenues are generated from products sold to organizations through our sales team. In addition, see Note 4 for information regarding the Company’s revenue by geographic area. Deferred revenue The Company recognized into revenue $ 88.6 million and $ 74.3 million during the three months ended March 31, 2022 and 2021, respectively, that was included in the deferred revenue balances at the beginning of each respective period. Transaction price allocated to the remaining performance obligations As of March 31, 2022, future estimated revenue related to non-cancelable performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period was $ 245.4 million. The substantial majority of the unsatisfied performance obligations will be satisfied over the next twelve months . |
Geographical Information
Geographical Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Geographical Information | 4. Geographical Information Revenue by geography is generally based on the billing address of the customer. For purposes of its geographic revenue disclosure, the Company defines a customer as an organization. An organization may consist of an individual paying user, multiple paying users within an organization or the organization itself. The following table sets forth the percentage of revenue by geographic area: Three Months Ended March 31, 2022 2021 United States 64 % 64 % Rest of world 36 % 36 % No other country outside of the United States comprised 10% or greater of the Company’s revenue for each of the three months ended March 31, 2022 and 2021, respectively. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | 5. Cash and Cash Equivalents As of March 31, 2022 and December 31, 2021, the following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) March 31, 2022 December 31, 2021 Cash and cash equivalents $ 238,035 $ 305,525 Restricted cash included in prepaid expenses and other current assets 920 271 Restricted cash included in other assets — 325 Total cash, cash equivalents and restricted cash $ 238,955 $ 306,121 Included in cash and cash equivalents are cash in transit from payment processors for credit and debit card transactions of $ 3.7 million and $ 1.1 million as of March 31, 2022 and December 31, 2021, respectively. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements Assets and liabilities recorded at fair value in the condensed consolidated financial statements are categorized based on the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels which directly relate to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows: Level 1 – Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts of the Company’s financial instruments, which generally include cash equivalents, accounts receivable and accounts payable, approximate their fair values due to their short maturities. Based on borrowing rates currently available to the Company for debt with similar terms and consideration of default and credit risk, the fair value of the Company’s debt was approximately $ 186.4 million and $ 211.8 million as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022 and December 31, 2021, respectively, the Company did not have any financial instruments accounted for pursuant to ASC 820, Fair Value Measurement . |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 7. Property and Equipment As of March 31, 2022 and December 31, 2021, property and equipment consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Computer equipment $ 8,015 $ 8,017 Leasehold improvements 54,321 54,500 Furniture, fixtures, and other assets 10,567 10,577 Gross property and equipment 72,903 73,094 Less: Accumulated depreciation ( 68,978 ) ( 67,652 ) Property and equipment, net $ 3,925 $ 5,442 Depreciation expense was $ 1.4 million and $ 3.5 million during the three months ended March 31, 2022 and 2021, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 8. Intangible Assets and Goodwill Acquisition intangible assets, net As of March 31, 2022 and December 31, 2021, intangible assets, net consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 20,378 $ ( 13,757 ) $ 6,621 $ 20,426 $ ( 12,927 ) $ 7,499 Trade name 2,100 ( 1,695 ) 405 2,125 ( 1,094 ) 1,031 Developed technology 16,848 ( 16,029 ) 819 17,074 ( 14,831 ) 2,243 Acquisition intangible assets, net $ 39,326 $ ( 31,481 ) $ 7,845 $ 39,625 $ ( 28,852 ) $ 10,773 Amortization expense was $ 2.9 million and $ 2.6 million during the three months ended March 31, 2022 and 2021, respectively. In March 2022, the Company implemented a restructuring plan which included simplifying its brand positioning by the end of 2022. As a result, the Company concluded that the acquired Trade name from a prior acquisition had no future economic benefit beyond that date and has accelerated the amortization of the related intangible, which is included in restructuring in the condensed consolidated statement of operations. See Note 15 for additional information. Goodwill The changes in the carrying amount of goodwill were as follows (in thousands): Balance as of December 31, 2021 $ 463,736 Foreign currency translation ( 1,319 ) Balance as of March 31, 2022 $ 462,417 Capitalized internal-use software As of March 31, 2022 and December 31, 2021, capitalized internal-use software consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Gross capitalized internal-use software $ 54,724 $ 51,395 Less: Accumulated amortization ( 26,036 ) ( 23,237 ) Capitalized internal-use software, net $ 28,688 $ 28,158 Amortization expense related to capitalized internal-use software was $ 2.8 million and $ 2.9 million during the three months ended March 31, 2022 and 2021, respectively, and is included in cost of revenue in the condensed consolidated statements of operations. Future amortization expense As of March 31, 2022, future amortization expense by year is expected to be as follows: (in thousands) Capitalized Acquisition Remainder of 2022 $ 5,761 $ 2,689 2023 3,180 1,483 2024 649 1,483 2025 — 1,390 2026 — 800 Total amortization expense $ 9,590 $ 7,845 Future capitalized internal-use software amortization excludes $ 19.1 million of costs which are currently in the development phase. |
Stockholder's Equity and Employ
Stockholder's Equity and Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders Equity And Employee Benefit Plans [Abstract] | |
Stockholders' Equity and Employee Benefit Plans | 9. Stockholders' Equity and Employee Benefit Plans Common Stock Repurchases On February 26, 2022, the Company's board of directors authorized a stock repurchase program to repurchase up to $ 200.0 million of the Company’s common stock in the open market or in privately negotiated transactions (through 10b5-1 trading plans or otherwise). The stock repurchase program does not obligate the Company to acquire any particular amount of common stock and may be suspended at any time at the Company’s discretion, and the stock repurchase program does not have an expiration date. The actual timing, number and value of shares repurchased will be determined by management at its discretion and will depend on a number of factors, including the market price of the Company’s stock, general business and market conditions, and other investment opportunities. During the three months ended March 31, 2022, the Company repurchased approximately 2.4 million shares of common stock for approximately $ 36.4 million . $ 163.6 million . Equity Incentive Plans The Company sponsors the 2018 Equity Incentive Plan (the “2018 Plan”), which was approved by stockholders on September 5, 2018. The purpose of the 2018 Plan is to promote the long-term growth and profitability of the Company by (i) providing employees with incentives to improve stockholder value and to contribute to the growth and financial success of the Company through their future services, and (ii) enabling the Company to attract, retain and reward the best‑available persons. The options granted under the 2018 Plan, may be granted at a price not less than the fair market value on the grant date. The board of directors, or a committee of the board of directors, has granted options with an exercise price at fair value on the grant date. Grants of time-based awards generally vest over a four-year period for new hires and over a three-year period for subsequent grants to existing employees. Options expire as determined by the board of directors, or committee of the board of directors, but not more than ten years after the date of the grant. As of March 31, 2022, 18,380,223 shares of common stock remain available for grant under the 2018 Plan. The following is a summary of restricted stock units for the current year period: Restricted Stock Units Number of Weighted Average Weighted Average Unvested at December 31, 2021 5,996,059 $ 21.33 1.1 Granted 5,631,715 $ 16.20 Vested ( 876,659 ) $ 19.48 Forfeited/cancelled ( 587,399 ) $ 20.44 Unvested at March 31, 2022 10,163,716 $ 18.70 1.3 The following is a summary of stock option activity for the current year period: Stock Options Number of Weighted Average Aggregate Weighted Average (in years) Outstanding at December 31, 2021 14,527,520 $ 17.11 $ 61,227 6.3 Granted — $ — Exercised ( 163,951 ) $ 13.86 Forfeited ( 343,802 ) $ 20.50 Expired ( 67,344 ) $ 19.86 Outstanding, vested and expected to vest at March 31, 2022 13,952,423 $ 17.05 $ 11,426 5.8 Vested and exercisable at March 31, 2022 11,307,429 $ 16.23 $ 11,142 5.2 The following is a summary of restricted stock awards for the current year period: Restricted Stock Awards Number of Weighted Average Weighted Average Unvested at December 31, 2021 241,765 $ 24.17 2.0 Granted 1,392,871 $ 16.72 Vested ( 56,202 ) $ 21.08 Forfeited/cancelled — $ — Unvested at March 31, 2022 1,578,434 $ 17.71 2.7 On March 13, 2022, the Company granted performance-based restricted stock awards (“Executive RSA Grant”) to its Chief Executive Officer whereby the number of shares that become eligible to vest under the performance-based Executive RSA Grant is based on a market condition of the Company's relative total shareholder return (“TSR”) performance as compared to the TSR of the S&P Software & Services Select Industry Index over the scheduled performance period. The performance period commenced on the grant date and will end on December 31, 2024 (the “Three-Year Performance Period”), with additional performance periods that commenced on the grant date and (i) will end on December 31, 2022 (the “One-Year Performance Period”), and (ii) will end on December 31, 2023 (the “Two-Year Performance Period”). For purposes of measuring TSR, the starting value of the Company's common stock is its average closing price for the 60 trading days immediately following the grant date and the ending values for the One, Two and Three-Year Performance Periods is its average closing price for the 60 trading days immediately preceding the end of each of the performance periods. The potential payouts under the performance-based Executive RSA Grant vary from zero for performance below the threshold performance metric to 200 % of the target performance-based Executive RSA Grant for performance above the maximum performance metric. The grant-date fair value of the award is $ 3.4 million, which will be recognized using the accelerated attribution method over the performance period. The grant-date fair value was determined using the Monte Carlo valuation method, which incorporates various assumptions including expected stock price volatility, contractual term, dividend yield, and stock price at grant date. During the three months ended March 31, 2022, the Company recognized $ 0.1 million of stock-based compensation expense related to this award, which is included in general and administrative expense in the condensed consolidated statement of operations. Fair Value of Stock Options Except for the Executive Option Grant discussed above, the Company used the Black-Scholes-Merton option pricing model to estimate the fair value of stock options granted using the following weighted-average assumptions: Three Months Ended March 31, 2022 2021 Expected life (in years) n/a 5.8 Risk-free interest rate n/a 0.7 % Volatility n/a 52 % Dividend yield n/a — % Fair value of common stock n/a $ 21.99 2018 Employee Stock Purchase Plan, As Amended The Company sponsors the 2018 Employee Stock Purchase Plan, as amended (the “ESPP”), which was approved by stockholders on September 5, 2018. The ESPP provides for 24 -month offering periods beginning May 22 and November 22 of each year, and each offering period will consist of four six-month purchase periods, subject to a reset provision. On each purchase date, eligible employees will purchase the shares at a price per share equal to 85 % of the lesser of (1) the fair market value of the Company’s common stock on the offering date, or (2) the fair market value of its common stock on the purchase date. As of March 31, 2022, 6,696,182 shares of common stock remain available for issuance under the ESPP. Stock-Based Compensation Expense Stock-based compensation expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Cost of revenue $ 1,409 $ 1,482 Research and development 8,644 9,497 Sales and marketing 6,065 5,778 General and administrative 7,375 6,842 Restructuring cost 2,761 — Stock-based compensation expense, net of amounts capitalized 26,254 23,599 Capitalized stock-based compensation expense 719 559 Total stock-based compensation expense $ 26,973 $ 24,158 During the first quarter of 2022, the Company modified the terms of approximately 1.2 million stock options and 0.1 million restricted stock units and awards in connection with the March 2022 Restructuring Plan (see Note 15 for additional discussion). The modification resulted in additional stock-based compensation expense of $ 2.8 million which was fully recognized at the modification date as restructuring costs in the condensed consolidated statement of operations for the three months ended March 31, 2022. As of March 31, 2022, unamortized stock-based compensation was as follows: Unrecognized Weighted (in years) Restricted stock units $ 176,418 2.5 Stock options 18,645 1.7 Restricted stock awards 22,326 2.8 ESPP 3,860 1.1 Total unrecognized stock-based compensation $ 221,249 401(k) Plan In the United States, the Company offers its employees a defined contribution plan that qualifies as a deferred salary arrangement under Section 401 of the U.S. Internal Revenue Code (“401(k) Plan”). Under the 401(k) Plan, participating employees may defer a portion of their pretax earnings not to exceed the maximum amount allowed by the Internal Revenue Service. The Company currently provides a matching contribution of 25 % of deferrals for eligible employees. Compensation expense for the Company's matching contributions was $ 1.9 million and $ 1.4 million during the three months ended March 31, 2022 and 2021 , respectively. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | 10. Leases The Company leases certain equipment and facilities under operating leases which expire at various dates through 2028 . The Company’s operating lease costs were as follows: Three Months Ended March 31, (in thousands) 2022 2021 Operating lease cost (gross lease expense) $ 3,204 $ 3,391 Variable lease costs 1,330 1,046 Sublease income (including reimbursed expenses) 846 1,256 During each of the three months ended March 31, 2022 and 2021, the Company’s short-term lease costs were nominal. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The weighted average remaining operating lease term was 6.5 years and 6.7 years as of March 31, 2022 and December 31, 2021, respectively. The weighted average discount rate used to estimate operating lease liabilities was 7.5 % and 7.5 % as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022, maturities of operating lease liabilities and sublease income, by year are as follows: (in thousands) Operating Lease Payments Sublease Remainder of 2022 $ 11,177 $ ( 1,209 ) 2023 14,341 ( 1,721 ) 2024 13,778 ( 372 ) 2025 13,546 — 2026 13,952 — Thereafter 28,376 — Gross lease payments (income) $ 95,170 $ ( 3,302 ) Less: Imputed interest 20,573 Less: Tenant improvement receivables 452 Total operating lease liabilities $ 74,145 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Non-Cancelable Purchase Commitments The Company enters into commitments under non-cancelable purchase orders for the procurement of goods and services in the ordinary course of business. As of March 31, 2022, expected payments under such commitments are as follows (in thousands): Remainder of 2022 $ 10,635 2023 14,366 2024 4,294 Total purchase commitments $ 29,295 Letters of Credit As of March 31, 2022, the Company had a standby letter of credit for $ 2.5 million which was issued in connection with the San Mateo headquarters. Legal Matters Seven complaints were filed by purported Momentive stockholders, O’Dell v. Momentive Global Inc., et al. , Case No. 1:21-cv-10489 (S.D.N.Y.) (the “O’Dell Complaint”); Ciccotelli v. Momentive Global Inc., et al. , Case No. 1:21-cv-10727 (S.D.N.Y.) (the “ Ciccotelli Complaint”); Morgan v. Momentive Global Inc., et al. , Case No. 1:22-cv-00019 (D. Del.) (the “Morgan Complaint”); Bushansky v. Momentive Global Inc., et al. , Case No. 3:22-cv-00058 (N.D. Cal.) (the “Bushansky Complaint”); Whitfield v. Momentive Global Inc., et al. , Case No. 2:22-cv-00051 (E.D.P.A.) (the “Whitfield Complaint”); Ryan v. Momentive Global Inc., et al. , Case No. 1:22-cv-00185 (S.D.N.Y.) (the “Ryan Complaint”); and Kaufmann v. Momentive Global Inc., et al. , Case No. 1:22-cv-00062 (D. Del.) (the “Kaufmann Complaint”), each of which sought to enjoin the Merger and other relief. The complaints asserted claims against certain defendants, including the Company and the Company's board of directors, under Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder for allegedly false and misleading statements in the joint proxy statement/prospectus and against certain defendants under Section 20(a) of the Exchange Act for alleged “control person” liability with respect to such allegedly false and misleading statements. The O’Dell Complaint was voluntarily dismissed on March 1, 2022 following the termination of the Merger Agreement with Zendesk. The Bushansky Complaint, the Cicotelli Complaint, the Ryan Complaint, and the Whitfield Complaint were each voluntarily dismissed on March 4, 2022 following the termination of the Merger Agreement with Zendesk. The Kaufman Complaint and the Morgan Complaint were each voluntarily dismissed on March 8, 2022 following the termination of the Merger Agreement with Zendesk. From time to time, the Company is subject to legal proceedings, claims and litigation arising in the ordinary course of business, which may include, but are not limited to, patent and privacy matters, labor and employment claims, class action lawsuits, as well as inquiries, investigations, audits and other regulatory proceedings. Periodically, the Company evaluates developments in its legal matters and records a liability when it believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine both the likelihood of there being, and the estimated amount of, a loss related to such matters, and the Company's judgment may be incorrect. There are currently no legal matters or claims that have arisen from the normal course of business that the Company believes would have a material impact on the Company’s financial position, results of operations or cash flows. Warranties and Indemnification The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued a liability in the accompanying condensed consolidated financial statements as a result of these obligations. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 12. Debt As of March 31, 2022 and December 31, 2021 the carrying values of debt were as follows: March 31, 2022 December 31, 2021 Issuance Maturity Amount (in thousands) Effective Amount (in thousands) Effective 2018 Refinancing Facility Agreement October 2018 October 2025 $ 187,300 3.9 % - 4.2 % $ 212,850 3.8 % - 3.9 % Less: Unamortized issuance discount and issuance costs, net 1,059 1,134 Less: Debt, current 1,900 1,900 Debt, non-current $ 184,341 $ 209,816 In October 2018, the Company entered into a Refinancing Facility Agreement (“2018 Credit Facility”), comprising a $ 220.0 million term loan (the “Term Loan”) and $ 75.0 million revolving credit facility. Loans under the 2018 Credit Facility accrue interest based upon, at the Company’s option, either at an alternate base interest rate (“ABR”) or a Eurocurrency rate, in each case plus an applicable margin. The applicable margin for the Term Loan is 2.75 % in the case of a ABR loan and 3.75 % in the case of a Eurocurrency loan, and the applicable margin for the revolving loan ranges from 0.75 % to 1.50 % in the case of a ABR loan and 1.75 % to 2.50 % in the case of a Eurocurrency loan, and is based on the Company’s leverage ratio. The Company will make quarterly principal payments of $ 550,000 on the Term Loan with any remaining principal amounts due on October 10, 2025 . The principal amount on the revolving credit facility is due and all revolver commitments terminate on October 10, 2023 . On March 2, 2022, the Company repaid $ 25.0 million of principal under the Term Loan, which was in accordance with the prepayment terms of the 2018 Credit Facility. As of March 31, 2022 , the Company had $ 72.5 million of borrowing available under the line of credit portion of the 2018 Credit Facility. The Company’s obligations under the 2018 Credit Facility are guaranteed by certain of its subsidiaries and secured by liens on substantially all of the assets of the Company and such subsidiaries. The 2018 Credit Facility contains financial, affirmative and negative covenants that, if violated, may require the Company to pay down the loans earlier than the stated maturity dates with higher interest rates. As of March 31, 2022, the Company was compliant with all of its debt covenant requirements in the 2018 Credit Facility. The Company believes that it will continue to comply with the terms of the loan agreements through the stated maturity dates. However, if the Company’s projections do not materialize, the Company may require additional equity or debt financing. There can be no assurance that additional financing, if required, will be available on terms satisfactory to the Company. Principal and interest payments are due quarterly. As of March 31, 2022, future minimum payment obligations of principal amounts due by year under the 2018 Credit Facility were as follows (in thousands): Remainder of 2022 $ 1,650 2023 2,200 2024 2,200 2025 181,250 Total principal outstanding $ 187,300 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The Company recorded an income tax provision of $ 0.2 million and $ 0.2 million for the three months ended March 31, 2022 and 2021, respectively. The minimal decrease in the Company’s income tax expense for the three months ended March 31, 2022, relative to the respective prior periods, was primarily due to an increase in foreign research tax credits partially offset by increased state expenses. The Company regularly evaluates the realizability of its net deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during periods in which those temporary differences become deductible. As of March 31, 2022, the Company continues to maintain a valuation allowance on certain deferred tax assets in the United States and certain foreign jurisdictions that are not realizable on a more likely than not basis. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of the audits cannot be predicted with certainty, if any issues addressed in the Company's tax audits are resolved in a manner inconsistent with management's expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. There were no material changes in gross unrecognized tax benefits during each of the three months ended March 31, 2022 and 2021 . |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 14. Net Loss Per Share Basic earnings per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net loss for the period by the weighted-average number of common shares outstanding during the period which includes potential dilutive common shares assuming the dilutive effect of outstanding restricted stock units, stock options, restricted stock awards, and shares issuable under the ESPP calculated using the treasury stock method. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended March 31, (in thousands, except per share amounts) 2022 2021 Numerator: Net loss $ ( 37,377 ) $ ( 29,647 ) Denominator: Weighted-average shares outstanding - basic and diluted 150,262 144,692 Net loss per common share - basic and diluted: $ ( 0.25 ) $ ( 0.20 ) The Company was in a loss position for the periods presented. Accordingly, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Prior to application of the treasury stock method, share equivalents (comprising restricted stock units, stock options, restricted stock awards, and shares issuable under the ESPP) excluded from the calculations of diluted net loss per share were 26.3 million and 25.7 million during the three months ended March 31, 2022 and 2021 , respectively. |
Restructuring Costs
Restructuring Costs | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring Costs [Abstract] | |
Restructuring Costs | 15. Restructuring Costs In March 2022, the Company implemented a restructuring plan (the “March 2022 Restructuring Plan”) to streamline its business, increase operating efficiency, and reduce costs over the long-term after the termination of its proposed merger with Zendesk. During the three months ended March 31, 2022, the Company incurred costs associated with the March 2022 Restructuring Plan of approximately $ 4.9 million and is primarily comprised of employee severance, stock-based compensation expense, and other contract termination costs related to the Company's decision to abandon its future office expansion plans. Additionally, the Company plans to streamline its positioning and focus on the SurveyMonkey and Momentive brands. As such, it has determined that its brand-related intangibles from a prior acquisition has no future economic benefit and has accelerated the amortization of such through the end of 2022, when the Company plans to discontinue those brand names. The Company may incur additional restructuring charges related to the March 2022 Restructuring Plan and expects these actions to be substantially complete by the end of 2022. The March 2022 Restructuring Plan was subject to applicable laws and consultation processes as part of the Company's strategic plan to reduce costs and improve efficiencies. In connection with this action, the Company incurred the following pre-tax costs for the three months ended March 31, 2022 (in thousands): Employee severance $ 822 Stock-based compensation 2,761 Contract termination and other costs 1,255 Amortization of intangible assets 45 Total restructuring costs $ 4,883 Restructuring costs included $ 1.5 million recorded in accrued expenses and other current liabilities as of March 31, 2022. The majority of the amounts accrued pertain to severance and contract termination costs, which will be paid through 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying interim condensed consolidated balance sheet as of March 31, 2022, the statements of operations, comprehensive loss, stockholders’ equity and cash flows for the three months ended March 31, 2022 and 2021 are unaudited. Such condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. These condensed consolidated financial statements include the results of operations of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated . Certain other prior year balances have been reclassified to conform to the current year presentation. Such reclassifications did not affect our results of operations or operating, investing and financing cash flows. These condensed consolidated financial statements do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and include all normal recurring adjustments necessary for the fair presentation of the Company’s financial position as of March 31, 2022, the results of operations and cash flows for the three months ended March 31, 2022 and 2021. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual periods. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on February 14, 2022. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenue and expenses during the reporting periods covered by the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates due to a variety of factors, including the unforeseen effects of the COVID-19 pandemic on the Company’s business and financial results. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstances that would require an update to its estimates, judgments or assumptions or a revision to the carrying value of its assets or liabilities as of the date of issuance of its financial statements. These estimates, judgments and assumptions may change in the future, as new events occur or additional information is obtained. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable. The Company’s most significant estimate and use of judgment involves the valuation of acquired goodwill and intangibles from acquisitions. |
Segment Information | Segment Information The Company operates as a single operating segment. The Company’s chief operating decision maker (“CODM”) is its Chief Executive Officer, who reviews the Company’s operating results on a consolidated basis in order to make decisions about allocating resources and assessing performance for the entire company. The CODM uses one measure of profitability and does not segment the Company’s business for internal reporting. See Note 4 for additional information regarding the Company’s revenue by geographic area. |
Related Party Transactions | Related Party Transactions Certain members of the Company’s board of directors serve as board members, are executive officers of and/or (in some cases) are investors in companies that are customers and/or vendors of the Company. The Company incurred related party expenses of $ 0.9 million and $ 0.8 million for the three months ended March 31, 2022 and 2021, respectively. |
Restructuring | Restructuring From time to time, the Company may implement a management-approved restructuring plan to improve efficiencies across the organization, reduce its cost structure, and/or better align its resources with the Company’s strategy. Restructuring charges can include severance costs to eliminate a specified number of employees, expenses to vacate real estate and consolidate operations, contract cancellation costs, impairment of certain assets, and other related costs. Costs associated with a restructuring plan are recognized and measured at fair value in the condensed consolidated statement of operations in the period in which the liability is incurred. These restructuring initiatives may require the Company to make estimates in several areas including: (i) expenses for employee severance and other separation costs; and (ii) realizable values of assets made redundant, obsolete, or excessive. |
Other Non-Operating (Income) Expense | Other Non-Operating (Income) Expense Other non-operating (income) expense, net consists primarily of interest income, net foreign currency exchange (gains) losses, net realized gains and losses related to investments, and other. The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Interest income $ ( 165 ) $ ( 134 ) Foreign currency (gains) losses, net 127 374 Other (income) expense, net ( 96 ) 75 Other non-operating (income) expense, net $ ( 134 ) $ 315 |
Accounting Pronouncements Recently Adopted and Not Yet Adopted | Accounting Pronouncement Not Yet Adopted Reference Rate Reform : In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASU 2020-04 is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This guidance is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company does not expect this update will have a material impact on its condensed consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Components of Other Non-Operating (Income) Expense Recognized in Condensed Consolidated Financial Statements | The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Interest income $ ( 165 ) $ ( 134 ) Foreign currency (gains) losses, net 127 374 Other (income) expense, net ( 96 ) 75 Other non-operating (income) expense, net $ ( 134 ) $ 315 |
Revenue and Deferred Revenue (T
Revenue and Deferred Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregated Revenue by Sales Channel | Revenue by sales channel was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Self-serve revenue $ 75,803 $ 71,112 Sales-assisted revenue 41,183 31,186 Revenue $ 116,986 $ 102,298 |
Geographical Information (Table
Geographical Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Percentage of Revenue by Geographic Area | The following table sets forth the percentage of revenue by geographic area: Three Months Ended March 31, 2022 2021 United States 64 % 64 % Rest of world 36 % 36 % |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | |
Summary of Reconciliation of the Cash, Cash Equivalents, and Restricted Cash | As of March 31, 2022 and December 31, 2021, the following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) March 31, 2022 December 31, 2021 Cash and cash equivalents $ 238,035 $ 305,525 Restricted cash included in prepaid expenses and other current assets 920 271 Restricted cash included in other assets — 325 Total cash, cash equivalents and restricted cash $ 238,955 $ 306,121 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of March 31, 2022 and December 31, 2021, property and equipment consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Computer equipment $ 8,015 $ 8,017 Leasehold improvements 54,321 54,500 Furniture, fixtures, and other assets 10,567 10,577 Gross property and equipment 72,903 73,094 Less: Accumulated depreciation ( 68,978 ) ( 67,652 ) Property and equipment, net $ 3,925 $ 5,442 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Acquisitions Intangible Assets And Goodwill [Abstract] | |
Schedule of Intangible Assets, net | As of March 31, 2022 and December 31, 2021, intangible assets, net consisted of the following: March 31, 2022 December 31, 2021 (in thousands) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 20,378 $ ( 13,757 ) $ 6,621 $ 20,426 $ ( 12,927 ) $ 7,499 Trade name 2,100 ( 1,695 ) 405 2,125 ( 1,094 ) 1,031 Developed technology 16,848 ( 16,029 ) 819 17,074 ( 14,831 ) 2,243 Acquisition intangible assets, net $ 39,326 $ ( 31,481 ) $ 7,845 $ 39,625 $ ( 28,852 ) $ 10,773 As of March 31, 2022 and December 31, 2021, capitalized internal-use software consisted of the following: (in thousands) March 31, 2022 December 31, 2021 Gross capitalized internal-use software $ 54,724 $ 51,395 Less: Accumulated amortization ( 26,036 ) ( 23,237 ) Capitalized internal-use software, net $ 28,688 $ 28,158 |
Schedule of Carrying Amount of Goodwill | The changes in the carrying amount of goodwill were as follows (in thousands): Balance as of December 31, 2021 $ 463,736 Foreign currency translation ( 1,319 ) Balance as of March 31, 2022 $ 462,417 |
Summary of Future Amortization Expense | As of March 31, 2022, future amortization expense by year is expected to be as follows: (in thousands) Capitalized Acquisition Remainder of 2022 $ 5,761 $ 2,689 2023 3,180 1,483 2024 649 1,483 2025 — 1,390 2026 — 800 Total amortization expense $ 9,590 $ 7,845 |
Stockholder's Equity and Empl_2
Stockholder's Equity and Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following is a summary of stock option activity for the current year period: Stock Options Number of Weighted Average Aggregate Weighted Average (in years) Outstanding at December 31, 2021 14,527,520 $ 17.11 $ 61,227 6.3 Granted — $ — Exercised ( 163,951 ) $ 13.86 Forfeited ( 343,802 ) $ 20.50 Expired ( 67,344 ) $ 19.86 Outstanding, vested and expected to vest at March 31, 2022 13,952,423 $ 17.05 $ 11,426 5.8 Vested and exercisable at March 31, 2022 11,307,429 $ 16.23 $ 11,142 5.2 |
Summary of Estimated Fair Value of Stock Options Granted Using Weighted-average Assumptions | Except for the Executive Option Grant discussed above, the Company used the Black-Scholes-Merton option pricing model to estimate the fair value of stock options granted using the following weighted-average assumptions: Three Months Ended March 31, 2022 2021 Expected life (in years) n/a 5.8 Risk-free interest rate n/a 0.7 % Volatility n/a 52 % Dividend yield n/a — % Fair value of common stock n/a $ 21.99 |
Summary of Stock-based Compensation Expense Recognized in Financial Statements | Stock-based compensation expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended March 31, (in thousands) 2022 2021 Cost of revenue $ 1,409 $ 1,482 Research and development 8,644 9,497 Sales and marketing 6,065 5,778 General and administrative 7,375 6,842 Restructuring cost 2,761 — Stock-based compensation expense, net of amounts capitalized 26,254 23,599 Capitalized stock-based compensation expense 719 559 Total stock-based compensation expense $ 26,973 $ 24,158 During the first quarter of 2022, the Company modified the terms of approximately 1.2 million stock options and 0.1 million restricted stock units and awards in connection with the March 2022 Restructuring Plan (see Note 15 for additional discussion). The modification resulted in additional stock-based compensation expense of $ 2.8 million which was fully recognized at the modification date as restructuring costs in the condensed consolidated statement of operations for the three months ended March 31, 2022. |
Summary of Unamortized Stock-based Compensation | As of March 31, 2022, unamortized stock-based compensation was as follows: Unrecognized Weighted (in years) Restricted stock units $ 176,418 2.5 Stock options 18,645 1.7 Restricted stock awards 22,326 2.8 ESPP 3,860 1.1 Total unrecognized stock-based compensation $ 221,249 |
Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | The following is a summary of restricted stock units for the current year period: Restricted Stock Units Number of Weighted Average Weighted Average Unvested at December 31, 2021 5,996,059 $ 21.33 1.1 Granted 5,631,715 $ 16.20 Vested ( 876,659 ) $ 19.48 Forfeited/cancelled ( 587,399 ) $ 20.44 Unvested at March 31, 2022 10,163,716 $ 18.70 1.3 |
Restricted Stock Awards | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | The following is a summary of restricted stock awards for the current year period: Restricted Stock Awards Number of Weighted Average Weighted Average Unvested at December 31, 2021 241,765 $ 24.17 2.0 Granted 1,392,871 $ 16.72 Vested ( 56,202 ) $ 21.08 Forfeited/cancelled — $ — Unvested at March 31, 2022 1,578,434 $ 17.71 2.7 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of Operating Lease Costs | The Company’s operating lease costs were as follows: Three Months Ended March 31, (in thousands) 2022 2021 Operating lease cost (gross lease expense) $ 3,204 $ 3,391 Variable lease costs 1,330 1,046 Sublease income (including reimbursed expenses) 846 1,256 |
Schedule of Maturities of Operating Lease Liabilities and Sublease Income | As of March 31, 2022, maturities of operating lease liabilities and sublease income, by year are as follows: (in thousands) Operating Lease Payments Sublease Remainder of 2022 $ 11,177 $ ( 1,209 ) 2023 14,341 ( 1,721 ) 2024 13,778 ( 372 ) 2025 13,546 — 2026 13,952 — Thereafter 28,376 — Gross lease payments (income) $ 95,170 $ ( 3,302 ) Less: Imputed interest 20,573 Less: Tenant improvement receivables 452 Total operating lease liabilities $ 74,145 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Non-Cancelable Purchase Commitments | The Company enters into commitments under non-cancelable purchase orders for the procurement of goods and services in the ordinary course of business. As of March 31, 2022, expected payments under such commitments are as follows (in thousands): Remainder of 2022 $ 10,635 2023 14,366 2024 4,294 Total purchase commitments $ 29,295 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Values of Debt | As of March 31, 2022 and December 31, 2021 the carrying values of debt were as follows: March 31, 2022 December 31, 2021 Issuance Maturity Amount (in thousands) Effective Amount (in thousands) Effective 2018 Refinancing Facility Agreement October 2018 October 2025 $ 187,300 3.9 % - 4.2 % $ 212,850 3.8 % - 3.9 % Less: Unamortized issuance discount and issuance costs, net 1,059 1,134 Less: Debt, current 1,900 1,900 Debt, non-current $ 184,341 $ 209,816 |
Schedule of Future Minimum Payment Obligations of Principal Amounts Due | Principal and interest payments are due quarterly. As of March 31, 2022, future minimum payment obligations of principal amounts due by year under the 2018 Credit Facility were as follows (in thousands): Remainder of 2022 $ 1,650 2023 2,200 2024 2,200 2025 181,250 Total principal outstanding $ 187,300 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended March 31, (in thousands, except per share amounts) 2022 2021 Numerator: Net loss $ ( 37,377 ) $ ( 29,647 ) Denominator: Weighted-average shares outstanding - basic and diluted 150,262 144,692 Net loss per common share - basic and diluted: $ ( 0.25 ) $ ( 0.20 ) |
Restructuring Costs (Tables)
Restructuring Costs (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring Costs [Abstract] | |
Pre - Tax Costs | In connection with this action, the Company incurred the following pre-tax costs for the three months ended March 31, 2022 (in thousands): Employee severance $ 822 Stock-based compensation 2,761 Contract termination and other costs 1,255 Amortization of intangible assets 45 Total restructuring costs $ 4,883 Restructuring costs included $ 1.5 million recorded in accrued expenses and other current liabilities as of March 31, 2022. The majority of the amounts accrued pertain to severance and contract termination costs, which will be paid through 2022. |
Company Overview and Basis of_2
Company Overview and Basis of Presentation - Business - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2022Product | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of major product pillars offering SaaS feedback solutions | 3 |
Company Overview and Basis of_3
Company Overview and Basis of Presentation -Termination of Proposed Merger with Zendesk - Additional Information (Details) - Momentive Global Inc. $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Condensed Financial Statements, Captions [Line Items] | |
Business Combination, Acquisition Related Costs | $ 6.5 |
Cost of Sales [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Business Combination, Acquisition Related Costs | 0.3 |
Research and development | |
Condensed Financial Statements, Captions [Line Items] | |
Business Combination, Acquisition Related Costs | 1.8 |
Sales and marketing | |
Condensed Financial Statements, Captions [Line Items] | |
Business Combination, Acquisition Related Costs | 1.7 |
General and Administrative Expense | |
Condensed Financial Statements, Captions [Line Items] | |
Business Combination, Acquisition Related Costs | $ 2.7 |
Company Overview and Basis of_4
Company Overview and Basis of Presentation - Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2022Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segment | 1 |
Company Overview and Basis of_5
Company Overview and Basis of Presentation - Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Related party expenses | $ 0.9 | $ 0.8 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Components of Other Non-Operating (Income) Expense Recognized in Condensed Consolidated Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Nonoperating Income (Expense) [Abstract] | ||
Interest Income | $ (165) | $ (134) |
Foreign currency (gains) losses, net | (127) | (374) |
Other (income) expense, net | 96 | (75) |
Other non-operating (income) expense, net | $ (134) | $ 315 |
Revenue and Deferred Revenue -
Revenue and Deferred Revenue - Summary of Disaggregated Revenue by Sales Channel (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 116,986 | $ 102,298 |
Self-serve Revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | 75,803 | 71,112 |
Sales-assisted revenue | ||
Disaggregation Of Revenue [Line Items] | ||
Revenue | $ 41,183 | $ 31,186 |
Revenue and Deferred Revenue _2
Revenue and Deferred Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue, revenue recognized | $ 88.6 | $ 74.3 |
Revenue and Deferred Revenue _3
Revenue and Deferred Revenue - Additional Information (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 $ in Millions | Mar. 31, 2022USD ($) |
Disaggregation Of Revenue [Line Items] | |
Revenue, unsatisfied performance obligation | $ 245.4 |
Performance obligation, expected timing of satisfaction, period | 12 months |
Geographical Information - Sche
Geographical Information - Schedule of Percentage of Revenue by Geographic Area (Details) - Geographic Concentration Risk - Revenue | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
United States | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Percentage of revenue by geographic area | 64.00% | 64.00% |
Rest of World | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Percentage of revenue by geographic area | 36.00% | 36.00% |
Cash and Cash Equivalents - Sum
Cash and Cash Equivalents - Summary of Reconciliation of the Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
Cash and Cash Equivalents [Abstract] | |||||
Cash and cash equivalents | $ 238,035 | $ 305,525 | |||
Restricted cash included in prepaid expenses and other current assets | $ 920 | $ 271 | |||
Restricted Cash, Current, Asset, Statement of Financial Position [Extensible List] | Prepaid expenses and other current assets | Prepaid expenses and other current assets | |||
Restricted cash included in other assets | $ 0 | $ 325 | |||
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets | |||
Total cash, cash equivalents and restricted cash | $ 238,955 | $ 306,121 | $ 248,358 | $ 224,614 |
Cash and Cash Equivalents - Add
Cash and Cash Equivalents - Additional Information (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Abstract] | ||
Cash in transit for credit and debit card transactions | $ 3.7 | $ 1.1 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Fair Value Disclosures [Abstract] | ||
Fair value of debt | $ 186.4 | $ 211.8 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 72,903 | $ 73,094 |
Less: Accumulated depreciation | (68,978) | (67,652) |
Property and equipment, net | 3,925 | 5,442 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 8,015 | 8,017 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 54,321 | 54,500 |
Furniture, Fixtures, and Other Assets | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 10,567 | $ 10,577 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 1.4 | $ 3.5 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | $ 39,326 | $ 39,625 |
Acquisition intangible assets, net, Accumulated Amortization | (31,481) | (28,852) |
Acquisition intangible assets, net, Net Carrying Amount | 7,845 | 10,773 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 20,378 | 20,426 |
Acquisition intangible assets, net, Accumulated Amortization | (13,757) | (12,927) |
Acquisition intangible assets, net, Net Carrying Amount | 6,621 | 7,499 |
Trade Name | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 2,100 | 2,125 |
Acquisition intangible assets, net, Accumulated Amortization | (1,695) | (1,094) |
Acquisition intangible assets, net, Net Carrying Amount | 405 | 1,031 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 16,848 | 17,074 |
Acquisition intangible assets, net, Accumulated Amortization | (16,029) | (14,831) |
Acquisition intangible assets, net, Net Carrying Amount | $ 819 | $ 2,243 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Intangible Assets And Goodwill [Line Items] | |||
Amortization of intangible assets | $ 2,911 | $ 2,623 | |
Amortization expense related to capitalized internal-use software | 2,800 | $ 2,900 | |
Capitalized internal-use software, net | 28,688 | $ 28,158 | |
Capitalized Internal-Use Software Net in Development Phase | |||
Intangible Assets And Goodwill [Line Items] | |||
Capitalized internal-use software, net | $ 19,100 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 463,736 |
Foreign currency translation | (1,319) |
Ending Balance | $ 462,417 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Schedule of Capitalized Internal-Use Software (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Capitalized Computer Software, Net [Abstract] | ||
Gross capitalized internal-use software | $ 54,724 | $ 51,395 |
Less: Accumulated amortization | (26,036) | (23,237) |
Capitalized internal-use software, net | $ 28,688 | $ 28,158 |
Intangible Assets and Goodwil_6
Intangible Assets and Goodwill - Summary of Future Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Net Carrying Amount | $ 7,845 | $ 10,773 |
Capitalized Internal-Use Software, Net | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2022 | 5,761 | |
2023 | 3,180 | |
2024 | 649 | |
2025 | 0 | |
2026 | 0 | |
Acquisition intangible assets, net, Net Carrying Amount, Total | 9,590 | |
Acquisition Intangible Assets, Net | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2022 | 2,689 | |
2023 | 1,483 | |
2024 | 1,483 | |
2025 | 1,390 | |
2026 | 800 | |
Acquisition intangible assets, net, Net Carrying Amount, Total | $ 7,845 |
Stockholder's Equity and Empl_3
Stockholder's Equity and Employee Benefit Plans - Additional Information (Details) $ in Thousands | Mar. 13, 2022 | Mar. 31, 2022USD ($)Offering_periodshares | Mar. 31, 2021USD ($) | Feb. 26, 2022USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Grant-date fair value of award | $ 3,400 | |||
Fair value assumptions, method used | Black-Scholes-Merton option pricing model | |||
Payments for Repurchase of Common Stock | $ 36,376 | $ 0 | ||
Stock-based compensation expense, net of amounts capitalized | 26,254 | 23,599 | ||
Stock repurchase authorization amount | 163,600 | |||
General and Administrative Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | 7,375 | 6,842 | ||
Restructuring cost | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Modification charges under the reset provision | 2,800 | |||
Stock-based compensation expense, net of amounts capitalized | 2,761 | $ 0 | ||
Chief Executive Officer | General and Administrative Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | $ 100 | |||
2018 Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Offering period | 24 months | |||
Number of offering periods | Offering_period | 4 | |||
Length of purchase period | 6 months | |||
Employee share purchase price percentage | 85.00% | |||
Time-Based Awards | Equity Incentive Plans | New Hires | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Time-Based Awards | Equity Incentive Plans | Existing Employees | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Performance Shares | Three-Year Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance period grant date | Dec. 31, 2024 | |||
Performance Shares | One-Year Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance period grant date | Dec. 31, 2022 | |||
Performance Shares | Two-Year Performance Period | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance period grant date | Dec. 31, 2023 | |||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options, modified | shares | 100,000 | |||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options, modified | shares | 1,200,000 | |||
Maximum | Equity Incentive Plans | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 10 years | |||
Maximum | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target shares that may be earned upon achievement of threshold performance metric | 2 | |||
Minimum | Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target shares that may be earned upon achievement of threshold performance metric | 0 | |||
Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Authorized repurchase amount, stock repurchase program | $ 200,000 | |||
Stock Repurchased During Period, Shares | shares | 2,411,000 | |||
Payments for Repurchase of Common Stock | $ 36,400 | |||
Common Stock | 2018 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for grant | shares | 18,380,223 | |||
Common Stock | 2018 Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for issuance | shares | 6,696,182 |
Stockholder's Equity and Empl_4
Stockholder's Equity and Employee Benefit Plans - Summary of Restricted Stock Units (Details) - Restricted Stock Units - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Unvested at December 31, 2021 | 5,996,059 | |
Granted | 5,631,715 | |
Vested | (876,659) | |
Forfeited/cancelled | (587,399) | |
Unvested at March 31, 2022 | 10,163,716 | 5,996,059 |
Weighted Average Grant-Date Fair Value | ||
Unvested at December 31, 2021 | $ 21.33 | |
Granted | 16.20 | |
Vested | 19.48 | |
Forfeited/cancelled | 20.44 | |
Unvested at March 31, 2022 | $ 18.70 | $ 21.33 |
Weighted Average Remaining Contractual Term (in years) | ||
Unvested, Weighted Average Remaining Contractual Term | 1 year 3 months 18 days | 1 year 1 month 6 days |
Stockholder's Equity and Empl_5
Stockholder's Equity and Employee Benefit Plans - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Outstanding at December 31, 2021 | 14,527,520 | |
Granted | 0 | |
Exercised | (163,951) | |
Forfeited | (343,802) | |
Expired | (67,344) | |
Outstanding, vested and expected to vest at March 31, 2022 | 13,952,423 | 14,527,520 |
Vested and exercisable at March 31, 2022 | 11,307,429 | |
Weighted Average Exercise Price | ||
Outstanding at December 31, 2021 | $ 17.11 | |
Granted | 0 | |
Exercised | 13.86 | |
Forfeited | 20.50 | |
Expired | 19.86 | |
Outstanding, vested and expected to vest at March 31, 2022 | 17.05 | $ 17.11 |
Vested and exercisable at March 31, 2022 | $ 16.23 | |
Outstanding at December 31, 2021 | $ 61,227 | |
Outstanding, vested and expected to vest, Aggregate Intrinsic Value, at March 31, 2022 | 11,426 | $ 61,227 |
Vested and exercisable at March 31, 2022 | $ 11,142 | |
Outstanding, vested and expected to vest, Weighted Average Remaining Contractual Term | 5 years 9 months 18 days | 6 years 3 months 18 days |
Vested and exercisable, Weighted Average Remaining Contractual Term | 5 years 2 months 12 days |
Stockholder's Equity and Empl_6
Stockholder's Equity and Employee Benefit Plans - Summary of Restricted Stock Awards (Details) - Restricted Stock Awards - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | ||
Unvested at December 31, 2021 | 241,765 | |
Granted | 1,392,871 | |
Vested | (56,202) | |
Forfeited/cancelled | 0 | |
Unvested at March 31, 2022 | 1,578,434 | 241,765 |
Weighted Average Grant-Date Fair Value | ||
Unvested at December 31, 2021 | $ 24.17 | |
Granted | 16.72 | |
Vested | 21.08 | |
Forfeited/cancelled | 0 | |
Unvested at March 31, 2022 | $ 17.71 | $ 24.17 |
Weighted Average Remaining Contractual Term (in years) | ||
Unvested, Weighted Average Remaining Contractual Term | 2 years 8 months 12 days | 2 years |
Stockholder's Equity and Empl_7
Stockholder's Equity and Employee Benefit Plans - Summary of Estimated Fair Value of Stock Options Granted Using Weighted-average Assumptions (Details) | 3 Months Ended |
Mar. 31, 2021$ / shares | |
Stockholders Equity And Employee Benefit Plans [Abstract] | |
Expected life (in years) | 5 years 9 months 18 days |
Risk-free interest rate | 0.70% |
Volatility | 52.00% |
Dividend yield | 0.00% |
Fair value of common stock | $ 21.99 |
Stockholder's Equity and Empl_8
Stockholder's Equity and Employee Benefit Plans - Summary of Stock-based Compensation Expense Recognized in Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | $ 26,254 | $ 23,599 |
Capitalized stock-based compensation expense | 719 | 559 |
Stock-based compensation expense | 26,973 | 24,158 |
Cost of revenue | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | 1,409 | 1,482 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | 8,644 | 9,497 |
Sales and marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | 6,065 | 5,778 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | 7,375 | 6,842 |
Restructuring cost | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expense, net of amounts capitalized | $ 2,761 | $ 0 |
Stockholder's Equity and Empl_9
Stockholder's Equity and Employee Benefit Plans - Unamortized Stock-based Compensation (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 221,249 |
Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 176,418 |
Weighted average vesting period (in years) | 2 years 6 months |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 18,645 |
Weighted average vesting period (in years) | 1 year 8 months 12 days |
Restricted Stock Awards | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 22,326 |
Weighted average vesting period (in years) | 2 years 9 months 18 days |
ESPP | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 3,860 |
Weighted average vesting period (in years) | 1 year 1 month 6 days |
Stockholder's Equity and Emp_10
Stockholder's Equity and Employee Benefit Plans - 401(k) Plan - Additional Information (Details) - United States - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Matching contribution of deferrals for eligible employees | 25.00% | |
Matching contribution compensation expense | $ 1.9 | $ 1.4 |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||
Operating lease expiration year | 2028 | |
Operating lease, Weighted average remaining operating lease term | 6 years 6 months | 6 years 8 months 12 days |
Operating lease, weighted average discount rate, percent | 7.50% | 7.50% |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating lease cost (gross lease expense) | $ 3,204 | $ 3,391 |
Variable lease costs | 1,330 | 1,046 |
Sublease income (including reimbursed expenses) | $ 846 | $ 1,256 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Lease Liabilities and Sublease Income (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Operating Leases Payments | |
Remainder of 2022 | $ 11,177 |
2023 | 14,341 |
2024 | 13,778 |
2025 | 13,546 |
2026 | 13,952 |
Thereafter | 28,376 |
Gross lease payments (income) | 95,170 |
Less: Imputed interest | 20,573 |
Less: Tenant improvement receivables | 452 |
Total operating lease liabilities | 74,145 |
Sublease Income | |
Remainder of 2022 | (1,209) |
2023 | (1,721) |
2024 | (372) |
2025 | 0 |
2026 | 0 |
Thereafter | 0 |
Gross lease payments (income) | $ (3,302) |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Non-Cancelable Purchase Commitments (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Unrecorded Unconditional Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Remainder of 2022 | $ 10,635 |
2023 | 14,366 |
2024 | 4,294 |
Total purchase commitments | $ 29,295 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) $ in Millions | Mar. 31, 2022USD ($) |
San Mateo Facility | |
Other Commitments [Line Items] | |
Standby letter of credit issued | $ 2.5 |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values of Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||
Total debt | $ 187,300 | |
Less: Unamortized issuance discount and issuance costs, net | 1,059 | $ 1,134 |
Debt, current | 1,900 | 1,900 |
Debt, non-current | $ 184,341 | 209,816 |
2018 Refinancing Facility Agreement | ||
Debt Instrument [Line Items] | ||
Issuance date | Oct. 31, 2018 | |
Maturity date | Oct. 10, 2025 | |
Total debt | $ 187,300 | $ 212,850 |
2018 Refinancing Facility Agreement | Minimum | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 3.90% | 3.80% |
2018 Refinancing Facility Agreement | Maximum | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 4.20% | 3.90% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Mar. 02, 2022 | Oct. 31, 2018 | Mar. 31, 2022 | Mar. 31, 2021 |
Debt Instrument [Line Items] | ||||
Repayments of debt | $ 25,550,000 | $ 550,000 | ||
2018 Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, due date | Oct. 10, 2025 | |||
Line of credit facility, remaining borrowing capacity | $ 72,500,000 | |||
Repayments of debt | $ 25,000,000 | |||
2018 Credit Facility | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 220,000,000 | |||
Debt instrument, quarterly principal payments | $ 550,000 | |||
Debt instrument, due date | Oct. 10, 2025 | |||
2018 Credit Facility | Domestic Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Credit facility, maximum borrowing capacity | $ 75,000,000 | |||
Debt instrument, due date | Oct. 10, 2023 | |||
2018 Credit Facility | Alternate Base Rate | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 2.75% | |||
2018 Credit Facility | Alternate Base Rate | Domestic Line of Credit | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 0.75% | |||
2018 Credit Facility | Alternate Base Rate | Domestic Line of Credit | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 1.50% | |||
2018 Credit Facility | Eurocurrency Rate | Term Loan | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 3.75% | |||
2018 Credit Facility | Eurocurrency Rate | Domestic Line of Credit | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 1.75% | |||
2018 Credit Facility | Eurocurrency Rate | Domestic Line of Credit | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin | 2.50% |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Payment Obligations of Principal Amounts Due (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2022 | $ 1,650 |
2023 | 2,200 |
2024 | 2,200 |
2025 | 181,250 |
Total principal outstanding | $ 187,300 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | ||
Income tax provision (benefit) | $ 216 | $ 218 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||
Net loss | $ (37,377) | $ (29,647) |
Denominator: | ||
Weighted-average shares outstanding - basic and diluted | 150,262 | 144,692 |
Net loss per common share - basic and diluted: | $ (0.25) | $ (0.20) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share [Abstract] | ||
Antidilutive securities excluded from computation of net loss per share | 26.3 | 25.7 |
Restructuring Costs - Additiona
Restructuring Costs - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | [1],[2] | ||
Restructuring Costs [Abstract] | |||||
Restructuring | $ 4,900 | $ 4,883 | [1],[2] | $ 0 | |
Restructuring cost | $ 1,500 | $ 1,500 | |||
[1] | (1) Includes stock-based compensation, net of amounts capitalized as follows: | ||||
[2] | (2) Includes amortization of acquisition intangible assets as follows: |
Restructuring Costs - Pre -Tax
Restructuring Costs - Pre -Tax Costs (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |||
Restructuring Cost and Reserve [Line Items] | |||||
Employee severance | $ 822 | ||||
Stock-based compensation | 2,761 | ||||
Amortization of intangible assets | 2,911 | $ 2,623 | |||
Restructuring Costs, Total | $ 4,900 | 4,883 | [1],[2] | 0 | [1],[2] |
Restructuring cost | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Amortization of intangible assets | 45 | $ 0 | |||
Contract Termination [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring and Related Cost, Incurred Cost | $ 1,255 | ||||
[1] | (1) Includes stock-based compensation, net of amounts capitalized as follows: | ||||
[2] | (2) Includes amortization of acquisition intangible assets as follows: |