Document and Entity Information
Document and Entity Information - USD ($) shares in Millions, $ in Billions | 12 Months Ended | ||
Jan. 31, 2021 | Mar. 15, 2021 | Jul. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jan. 31, 2021 | ||
Current Fiscal Year End Date | --01-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-32224 | ||
Entity Registrant Name | salesforce.com, inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 94-3320693 | ||
Entity Address, Address Line One | Salesforce Tower | ||
Entity Address, Address Line Two | 415 Mission Street, 3rd Fl | ||
Entity Address, City or Town | San Francisco | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94105 | ||
City Area Code | 415 | ||
Local Phone Number | 901-7000 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | CRM | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 139.6 | ||
Entity Common Stock, Shares Outstanding | 921 | ||
Documents Incorporated by Reference | Portions of the Registrant’s definitive proxy statement for its 2021 Annual Meeting of Stockholders (the “Proxy Statement”), to be filed within 120 days of the Registrant’s fiscal year ended January 31, 2021, are incorporated by reference in Part III of this Report on Form 10-K. Except with respect to information specifically incorporated by reference in this Form 10-K, the Proxy Statement is not deemed to be filed as part of this Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001108524 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 6,195 | $ 4,145 |
Marketable securities | 5,771 | 3,802 |
Accounts receivable, net | 7,786 | 6,174 |
Costs capitalized to obtain revenue contracts, net | 1,146 | 926 |
Prepaid expenses and other current assets | 991 | 916 |
Total current assets | 21,889 | 15,963 |
Property and equipment, net | 2,459 | 2,375 |
Operating lease right-of-use assets, net | 3,204 | 3,040 |
Noncurrent costs capitalized to obtain revenue contracts, net | 1,715 | 1,348 |
Strategic investments | 3,909 | 1,963 |
Goodwill | 26,318 | 25,134 |
Intangible assets acquired through business combinations, net | 4,114 | 4,724 |
Deferred tax assets and other assets, net | 2,693 | 579 |
Total assets | 66,301 | 55,126 |
Current liabilities: | ||
Accounts payable, accrued expenses and other liabilities | 4,355 | 3,433 |
Operating lease liabilities, current | 766 | 750 |
Unearned revenue | 12,607 | 10,662 |
Total current liabilities | 17,728 | 14,845 |
Noncurrent debt | 2,673 | 2,673 |
Noncurrent operating lease liabilities | 2,842 | 2,445 |
Other noncurrent liabilities | 1,565 | 1,278 |
Total liabilities | 24,808 | 21,241 |
Commitments and contingencies (See Notes 6 and 14) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 5 shares authorized and none issued and outstanding | 0 | 0 |
Common stock, $0.001 par value; 1,600 shares authorized, 919 and 893 issued and outstanding at January 31, 2021 and 2020, respectively | 1 | 1 |
Additional paid-in capital | 35,601 | 32,116 |
Accumulated other comprehensive loss | (42) | (93) |
Retained earnings | 5,933 | 1,861 |
Total stockholders’ equity | 41,493 | 33,885 |
Total liabilities and stockholders’ equity | $ 66,301 | $ 55,126 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 31, 2021 | Jan. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued (in shares) | 919,000,000 | 893,000,000 |
Common stock, shares outstanding (in shares) | 919,000,000 | 893,000,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | |||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | ||
Revenues: | ||||
Total revenues | $ 21,252 | $ 17,098 | $ 13,282 | |
Cost of revenues: | ||||
Total cost of revenues | [1],[2] | 5,438 | 4,235 | 3,451 |
Gross profit | 15,814 | 12,863 | 9,831 | |
Operating expenses: | ||||
Research and development | [1],[2] | 3,598 | 2,766 | 1,886 |
Marketing and sales | [1],[2] | 9,674 | 7,930 | 6,064 |
General and administrative | [1],[2] | 2,087 | 1,704 | 1,346 |
Loss on settlement of Salesforce.org reseller agreement | [1],[2] | 0 | 166 | 0 |
Total operating expenses | [1],[2] | 15,359 | 12,566 | 9,296 |
Income from operations | 455 | 297 | 535 | |
Gains on strategic investments, net | [3] | 2,170 | 427 | 542 |
Other expense | (64) | (18) | (94) | |
Income before benefit from (provision for) income taxes | 2,561 | 706 | 983 | |
Benefit from (provision for) income taxes | [4] | 1,511 | (580) | 127 |
Net income | $ 4,072 | $ 126 | $ 1,110 | |
Basic net income per share (in dollars per share) | $ 4.48 | $ 0.15 | $ 1.48 | |
Diluted net income per share (in dollars per share) | $ 4.38 | $ 0.15 | $ 1.43 | |
Shares used in computing basic net income per share (in shares) | 908 | 829 | 751 | |
Shares used in computing diluted net income per share (in shares) | 930 | 850 | 775 | |
Subscription and support | ||||
Revenues: | ||||
Total revenues | $ 19,976 | $ 16,043 | $ 12,413 | |
Cost of revenues: | ||||
Total cost of revenues | [1],[2] | 4,154 | 3,198 | 2,604 |
Professional services and other | ||||
Revenues: | ||||
Total revenues | 1,276 | 1,055 | 869 | |
Cost of revenues: | ||||
Total cost of revenues | [1],[2] | $ 1,284 | $ 1,037 | $ 847 |
[1] | Amounts include amortization of intangible assets acquired through business combinations, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 662 $ 440 $ 215 Marketing and sales 459 352 232 | |||
[2] | Amounts include stock-based expense, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 241 $ 204 $ 161 Research and development 703 510 307 Marketing and sales 941 852 643 General and administrative 305 219 172 | |||
[3] | During fiscal 2021, two of the Company’s strategic investments completed their initial public offering, resulting in an unrealized gain of $1.7 billion as of January 31, 2021. | |||
[4] | Amounts include approximately $2.0 billion of one-time benefit from a discrete tax item related to the recognition of deferred tax assets resulting from an intra-entity transfer of intangible property in fiscal 2021, and a benefit related to the partial release of the valuation allowance of $612 million for fiscal 2019. |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Stock-based expenses | $ 2,190 | $ 1,785 | $ 1,283 |
Unrealized gain | 1,800 | 300 | |
Discrete tax benefit | 2,000 | ||
Partial release of valuation allowance | 612 | ||
Publicly traded securities | |||
Unrealized gain | 1,743 | 138 | 345 |
Cost of revenues | |||
Amortization of intangibles acquired through business combinations | 662 | 440 | 215 |
Stock-based expenses | 241 | 204 | 161 |
Research and development | |||
Stock-based expenses | 703 | 510 | 307 |
Marketing and sales | |||
Amortization of intangibles acquired through business combinations | 459 | 352 | 232 |
Stock-based expenses | 941 | 852 | 643 |
General and administrative | |||
Stock-based expenses | $ 305 | $ 219 | $ 172 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 4,072 | $ 126 | $ 1,110 |
Other comprehensive income (loss), net of reclassification adjustments: | |||
Foreign currency translation and other gains (losses) | 40 | (59) | (26) |
Unrealized gains (losses) on marketable securities and privately held debt securities | 15 | 26 | (12) |
Other comprehensive income (loss), before tax | 55 | (33) | (38) |
Tax effect | (4) | (2) | (1) |
Other comprehensive income (loss), net | 51 | (35) | (39) |
Comprehensive income | $ 4,123 | $ 91 | $ 1,071 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Stockholders’ Equity - USD ($) shares in Millions, $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossCumulative Effect, Period of Adoption, Adjustment | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Jan. 31, 2018 | 730 | |||||||
Beginning balance at Jan. 31, 2018 | $ 10,376 | $ (17) | $ 1 | $ 9,752 | $ (12) | $ (7) | $ 635 | $ (10) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common stock issued (in shares) | 21 | |||||||
Common stock issued | 695 | 695 | ||||||
Shares issued related to business combinations (in shares) | 13 | |||||||
Shares issued related to business combinations | 2,195 | 2,195 | ||||||
Settlement of convertible notes and warrants (in shares) | 6 | |||||||
Settlement of convertible notes and warrants | 4 | 4 | ||||||
Stock-based expense | 1,281 | 1,281 | ||||||
Other comprehensive loss, net of tax | (39) | (39) | ||||||
Net income | 1,110 | 1,110 | ||||||
Ending balance (in shares) at Jan. 31, 2019 | 770 | |||||||
Ending balance at Jan. 31, 2019 | 15,605 | $ 1 | 13,927 | (58) | 1,735 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common stock issued (in shares) | 21 | |||||||
Common stock issued | 816 | 816 | ||||||
Shares issued related to business combinations (in shares) | 102 | |||||||
Shares issued related to business combinations | 15,588 | 15,588 | ||||||
Stock-based expense | 1,785 | 1,785 | ||||||
Other comprehensive loss, net of tax | (35) | (35) | ||||||
Net income | 126 | 126 | ||||||
Ending balance (in shares) at Jan. 31, 2020 | 893 | |||||||
Ending balance at Jan. 31, 2020 | 33,885 | $ 1 | 32,116 | (93) | 1,861 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Common stock issued (in shares) | 26 | |||||||
Common stock issued | 1,295 | 1,295 | ||||||
Stock-based expense | 2,190 | 2,190 | ||||||
Other comprehensive loss, net of tax | 51 | 51 | ||||||
Net income | 4,072 | 4,072 | ||||||
Ending balance (in shares) at Jan. 31, 2021 | 919 | |||||||
Ending balance at Jan. 31, 2021 | $ 41,493 | $ 1 | $ 35,601 | $ (42) | $ 5,933 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | ||
Operating activities: | ||||
Net income | $ 4,072 | $ 126 | $ 1,110 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 2,846 | 2,135 | 982 | |
Amortization of costs capitalized to obtain revenue contracts, net | 1,058 | 876 | 737 | |
Expenses related to employee stock plans | 2,190 | 1,785 | 1,283 | |
Loss on settlement of Salesforce.org reseller agreement | [1],[2] | 0 | 166 | 0 |
Gains on strategic investments, net | [3] | (2,170) | (427) | (542) |
Tax benefit from intra-entity transfer of intangible property | (2,003) | 0 | 0 | |
Changes in assets and liabilities, net of business combinations: | ||||
Accounts receivable, net | (1,556) | (1,000) | (923) | |
Costs capitalized to obtain revenue contracts, net | (1,645) | (1,130) | (981) | |
Prepaid expenses and other current assets and other assets | (133) | (119) | (58) | |
Accounts payable and accrued expenses and other liabilities | 1,100 | 982 | 287 | |
Operating lease liabilities | (830) | (728) | 0 | |
Unearned revenue | 1,872 | 1,665 | 1,503 | |
Net cash provided by operating activities | 4,801 | 4,331 | 3,398 | |
Investing activities: | ||||
Business combinations, net of cash acquired | (1,281) | (369) | (5,115) | |
Purchases of strategic investments | (1,069) | (768) | (362) | |
Sales of strategic investments | 1,051 | 434 | 260 | |
Purchases of marketable securities | (4,833) | (3,857) | (1,068) | |
Sales of marketable securities | 1,836 | 1,444 | 1,426 | |
Maturities of marketable securities | 1,035 | 779 | 146 | |
Capital expenditures | (710) | (643) | (595) | |
Net cash used in investing activities | (3,971) | (2,980) | (5,308) | |
Financing activities: | ||||
Proceeds from issuance of debt, net | (20) | 0 | 2,966 | |
Proceeds from employee stock plans | 1,321 | 840 | 704 | |
Principal payments on financing obligations | (103) | (173) | (131) | |
Repayments of debt | (4) | (503) | (1,529) | |
Net cash provided by financing activities | 1,194 | 164 | 2,010 | |
Effect of exchange rate changes | 26 | (39) | 26 | |
Net increase in cash and cash equivalents | 2,050 | 1,476 | 126 | |
Cash and cash equivalents, beginning of period | 4,145 | 2,669 | 2,543 | |
Cash and cash equivalents, end of period | 6,195 | 4,145 | 2,669 | |
Cash paid during the period for: | ||||
Interest | 96 | 106 | 94 | |
Income taxes, net of tax refunds | 216 | 129 | 83 | |
Non-cash investing and financing activities: | ||||
Fair value of equity awards assumed | 6 | 373 | 480 | |
Fair value of common stock issued as consideration for business combinations | $ 0 | $ 15,215 | $ 1,715 | |
[1] | Amounts include amortization of intangible assets acquired through business combinations, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 662 $ 440 $ 215 Marketing and sales 459 352 232 | |||
[2] | Amounts include stock-based expense, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 241 $ 204 $ 161 Research and development 703 510 307 Marketing and sales 941 852 643 General and administrative 305 219 172 | |||
[3] | During fiscal 2021, two of the Company’s strategic investments completed their initial public offering, resulting in an unrealized gain of $1.7 billion as of January 31, 2021. |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | 12 Months Ended |
Jan. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Business and Significant Accounting Policies | Summary of Business and Significant Accounting Policies Description of Business Salesforce (the “Company”) is a global leader in customer relationship management ("CRM") technology that brings companies and customers together. With the Customer 360 platform, the Company delivers a single source of truth, connecting customer data across systems, apps and devices to help companies sell, service, market and conduct commerce, from anywhere. Since its founding in 1999, Salesforce has pioneered innovations in cloud, mobile, social, analytics and artificial intelligence (“AI”), enabling companies of every size and industry to transform their businesses in the all-digital, work-from-anywhere era. Fiscal Year The Company’s fiscal year ends on January 31. References to fiscal 2021, for example, refer to the fiscal year ending January 31, 2021. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Company’s consolidated financial statements and notes thereto. Significant estimates and assumptions made by management include the determination of: • the fair value of assets acquired and liabilities assumed for business combinations; • the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • the valuation of privately-held strategic investments, including impairments; • the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions; • the average period of benefit associated with costs capitalized to obtain revenue contracts; • the useful lives of intangible assets; and • the fair value of certain stock awards issued. Actual results could differ materially from those estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities. In December 2019, the novel coronavirus and resulting disease (“COVID-19”) was reported and in March 2020 the World Health Organization declared it a pandemic. The extent of the impact of the COVID-19 pandemic on the Company’s operational and financial performance depends on certain developments, including the duration of the pandemic, the impact on the Company’s customers and its sales and renewal cycles, and the impact on the Company’s employees, as discussed in more detail in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As a result, the estimates and assumptions used by the Company may change, as new events occur and additional information is obtained, and such changes will be recognized in the consolidated financial statements as soon as they become known. Actual results could differ from these estimates and any such differences may be material to the Company’s financial statements. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and assess performance. Over the past few years, the Company has completed a number of acquisitions. These acquisitions have allowed the Company to expand its offerings, presence and reach in various market segments of the enterprise cloud computing market. While the Company has offerings in multiple enterprise cloud computing market segments, including as a result of the Company's acquisitions, and operates in multiple countries, the Company’s business operates in one operating segment because most of the Company's service offerings operate on the Customer 360 Platform, most of the Company's service offerings are deployed in a nearly identical way, and the Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. Concentrations of Credit Risk, Significant Customers and Investments The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. Collateral is not required for accounts receivable. The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses. This allowance is based upon historical loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts and current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss patterns. The Company records the allowance against bad debt expense through the consolidated statement of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Any incremental allowance is recorded as an offset to unearned revenue on the consolidated balance sheet. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. No single customer accounted for more than five percent of accounts receivable at January 31, 2021 and January 31, 2020. No single customer accounted for five percent or more of total revenue during fiscal 2021, 2020 and 2019. As of January 31, 2021 and January 31, 2020, assets located outside the Americas were 15 percent and 12 percent of total assets, respectively. As of January 31, 2021 and January 31, 2020, assets located in the United States were 82 percent and 87 percent of total assets, respectively. The Company is also exposed to concentrations of risk in its strategic investment portfolio. As of January 31, 2021, the Company held one publicly traded investment with a carrying value that was approximately 35 percent of its total strategic investments, one publicly traded investment with a carrying value greater than 15 percent of its total strategic investments, and one privately held investment with a carrying value that was individually greater than five percent of its strategic investment portfolio. The two publicly held investments represented 53 percent of the total balance of the Company’s strategic investments as of January 31, 2021. As of January 31, 2020, the Company held five investments that were individually greater than five percent of its total strategic investments, of which one was publicly traded and four were privately held. Revenue Recognition The Company derives its revenues from two sources: (1) subscription revenues, which are comprised of subscription fees from customers accessing the Company’s enterprise cloud computing services (collectively, “Cloud Services”), software licenses, and from customers paying for additional support beyond the standard support that is included in the basic subscription fees; and (2) related professional services such as process mapping, project management and implementation services. Other revenue consists primarily of training fees. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, for example, overage fees, contingent fees or service level penalties, the Company includes an estimate of the amount it expects to receive for the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when or as the Company satisfies the performance obligations. The Company’s subscription service arrangements are non-cancelable and do not contain refund-type provisions. Subscription and Support Revenues Subscription and support revenues are comprised of fees that provide customers with access to Cloud Services, software licenses and related support and updates during the term of the arrangement. Cloud Services allow customers to use the Company's multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. With the May 2018 acquisition of MuleSoft, Inc. (“MuleSoft”) and the August 2019 acquisition of Tableau Software, Inc. (“Tableau”), subscription and support revenues also include revenues associated with term software licenses. On-premises software licenses purchased by customers provide the customer with a right to use the software as it exists when made available. Revenues from distinct licenses are generally recognized upfront when the software is made available to the customer. In cases where the Company allocates revenue to software updates and support revenue, the allocated revenue is recognized as the updates are provided, which is generally ratably over the contract term. The Company typically invoices its customers annually. Typical payment terms provide that customers pay within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control to customers has occurred. Professional Services and Other Revenues The Company’s professional services contracts are either on a time and materials, fixed fee or subscription basis. These revenues are recognized as the services are rendered for time and materials contracts, on a proportional performance basis for fixed price contracts or ratably over the contract term for subscription professional services contracts. Training revenues are recognized as the services are performed. Significant Judgments - Contracts with Multiple Performance Obligations The Company enters into contracts with its customers that may include promises to transfer multiple Cloud Services, software licenses, premium support and professional services. A performance obligation is a promise in a contract with a customer to transfer products or services that are distinct. Determining whether products and services are distinct performance obligations that should be accounted for separately or combined as one unit of accounting may require significant judgment. Cloud Services and software licenses are distinct because such offerings are often sold separately. In determining whether professional services are distinct, the Company considers the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription start date and the contractual dependence of the service on the customer’s satisfaction with the professional services work. To date, the Company has concluded that professional services included in contracts with multiple performance obligations are distinct. The Company allocates the transaction price to each performance obligation on a relative SSP basis. The SSP is the price at which the Company would sell a promised product or service separately to a customer. Judgment is required to determine the SSP for each distinct performance obligation. The Company determines SSP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, the geographic area where services are sold, price lists, the Company's go-to-market strategy, historical sales and contract prices. In instances where the Company does not sell or price a product or service separately, the Company determines relative fair value using information that may include market conditions or other observable inputs. As the Company’s go-to-market strategies evolve, the Company may modify its pricing practices in the future, which could result in changes to SSP. In certain cases, the Company is able to establish SSP based on observable prices of products or services sold or priced separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when it has observable prices. If SSP is not directly observable, for example when pricing is highly variable, the Company uses a range of SSP. The Company determines the SSP range using information that may include pricing practices or other observable inputs. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size and geography. Costs Capitalized to Obtain Revenue Contracts The Company capitalizes incremental costs of obtaining non-cancelable Cloud Services subscription, ongoing Cloud Services support and license support revenue contracts. For contracts with on-premises software licenses where revenue is recognized upfront when the software is made available to the customer, costs allocable to those licenses are expensed as they are incurred. Capitalized amounts consist primarily of sales commissions paid to the Company’s direct sales force. Capitalized amounts also include (1) amounts paid to employees other than the direct sales force who earn incentive payouts under annual compensation plans that are tied to the value of contracts acquired, (2) commissions paid to employees upon renewals of subscription and support contracts, (3) the associated payroll taxes and fringe benefit costs associated with the payments to the Company’s employees, and (4) to a lesser extent, success fees paid to partners in emerging markets where the Company has a limited presence. Costs capitalized related to new revenue contracts are amortized on a straight-line basis over four years, which is longer than the typical initial contract period, but reflects the estimated average period of benefit, including expected contract renewals. In arriving at this average period of benefit, the Company evaluated both qualitative and quantitative factors which included the estimated life cycles of its offerings and its customer attrition. Additionally, the Company amortizes capitalized costs for renewals and success fees paid to partners over two years. The capitalized amounts are recoverable through future revenue streams under all non-cancelable customer contracts. The Company periodically evaluates whether there have been any changes in its business, the market conditions in which it operates or other events which would indicate that its amortization period should be changed or if there are potential indicators of impairment. Amortization of capitalized costs to obtain revenue contracts is included in marketing and sales expense in the accompanying consolidated statements of operations. During fiscal 2021, the Company capitalized $1.6 billion of costs to obtain revenue contracts and amortized $1.1 billion to marketing and sales expense. During fiscal 2020, the Company capitalized $1.1 billion of costs to obtain revenue contracts and amortized $0.9 billion to marketing and sales expense. During fiscal 2021 the Company offered its direct sales force a partial minimum commission guarantee that would pay the greater of actual commissions earned or a fixed amount of their variable compensation that would have otherwise been paid during the three months ended April 30, 2020 if incremental new business had not been impacted by the COVID-19 pandemic. As these payments were guaranteed, and not a cost to obtain a revenue contract, the amounts were immediately expensed and are reflected in the Company’s consolidated statement of operations for fiscal 2021. Costs capitalized to obtain a revenue contract, net on the Company's consolidated balance sheets totaled $2.9 billion as of January 31, 2021 and $2.3 billion as of January 31, 2020. There were no impairments of costs to obtain revenue contracts for fiscal 2021 and 2020, respectively. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at fair value. Marketable Securities The Company considers all of its marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities within current assets on the consolidated balance sheets. Securities are classified as available for sale and are carried at fair value, with the change in unrealized gains and losses, net of tax, reported as a separate component on the consolidated statements of comprehensive income until realized. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. Securities with an amortized cost basis in excess of estimated fair value are assessed to determine what amount of the excess, if any, is caused by expected credit losses, as required by new accounting pronouncement, Accounting Standards Update No. 2016-13 (“ASU 2016-13”), discussed in further detail below. Expected credit losses on securities are recognized in other income (expense), net on the consolidated statements of operations, and any remaining unrealized losses, net of taxes, are included in accumulated other comprehensive loss in stockholders' equity. For the purposes of computing realized and unrealized gains and losses, the cost of securities sold is based on the specific-identification method. Interest on securities classified as available for sale is included as a component of investment income within other expense. Strategic Investments The Company holds strategic investments in privately held debt and equity securities and publicly held equity securities in which the Company does not have a controlling interest. Privately held equity securities which the Company does not have a controlling financial interest in but does exercise significant influence over the investee are accounted for under the equity method. Privately held equity securities not accounted for under the equity method are recorded at cost and adjusted for observable transactions for same or similar investments of the same issuer (referred to as the measurement alternative) or impairment. All gains and losses on privately held equity securities, realized and unrealized, are recorded through gains on strategic investments, net on the consolidated statement of operations. Privately held debt securities are recorded at fair value with changes in fair value recorded through comprehensive income on the consolidated balance sheet. Valuations of privately held securities are inherently complex and require judgment due to the lack of readily available market data. The carrying value is not adjusted for the Company's privately held equity securities if there are no observable price changes in a same or similar security from the same issuer or if there are no identified events or changes in circumstances that may indicate impairment, as discussed below. In determining the estimated fair value of its strategic investments in privately held companies, the Company utilizes the most recent data available to the Company. The Company assesses its privately held debt and equity securities in its strategic investment portfolio at least quarterly for impairment. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology and the rate at which the investee is using its cash. If the investment is considered impaired, the Company recognizes an impairment through the consolidated statement of operations and establishes a new carrying value for the investment. Publicly held equity securities are measured at fair value with changes recorded through gains on strategic investments, net on the consolidated statement of operations. Fair Value Measurement The Company measures its cash and cash equivalents, marketable securities and foreign currency derivative contracts at fair value. In addition, the Company measures its strategic investments, including its publicly held equity securities, privately held debt securities and privately held equity securities for which there has been an observable price change in a same or similar security, at fair value. The additional disclosures regarding the Company’s fair value measurements are included in Note 4 “Fair Value Measurement.” Derivative Financial Instruments The Company enters into foreign currency derivative contracts with financial institutions to reduce foreign exchange risk. The Company uses forward currency derivative contracts to minimize the Company’s exposure to balances primarily denominated in the Euro, British Pound Sterling, Canadian Dollar, Australian Dollar and Japanese Yen. The Company’s foreign currency derivative contracts, which are not designated as hedging instruments, are used to reduce the exchange rate risk associated primarily with intercompany receivables and payables. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. The Company generally enters into master netting arrangements with the financial institutions with which it contracts for such derivative contracts, which permit net settlement of transactions with the same counterparty, thereby reducing credit-related losses in the event of the financial institutions' nonperformance. Outstanding foreign currency derivative contracts are recorded at fair value on the consolidated balance sheets. Foreign currency derivative contracts are marked-to-market at the end of each reporting period with gains and losses recognized as other expense to offset the gains or losses resulting from the settlement or remeasurement of the underlying foreign currency denominated receivables and payables. While the contract or notional amount is often used to express the volume of foreign currency derivative contracts, the amounts potentially subject to credit risk are generally limited to the amounts, if any, by which the counterparties’ obligations under the agreements exceed the obligations of the Company to the counterparties. The notional amount of foreign currency derivative contracts as of January 31, 2021 and 2020 was $5.3 billion and $5.5 billion, respectively. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Computers, equipment and software 3 to 9 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years Buildings and building improvements 10 to 40 years When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. Leases The Company determines if an arrangement is a lease at inception and classifies its leases at commencement. Operating leases are included in operating lease right-of-use (“ROU”) assets and current and noncurrent operating lease liabilities on the Company’s consolidated balance sheets. Assets recognized from finance leases (also referred to as “ROU” assets) are included in property and equipment, accrued expenses and other liabilities and other noncurrent liabilities, respectively, on the Company’s consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term. The corresponding lease liabilities represent its obligation to make lease payments arising from the lease. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less for any asset classes. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement, net of any future tenant incentives. The Company has lease agreements which contain both lease and non-lease components, which it has elected to combine for all asset classes. As such, minimum lease payments include fixed payments for non-lease components within a lease agreement, but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company’s lease terms may include options to extend or terminate the lease. Periods beyond the noncancellable term of the lease are included in the measurement of the lease liability when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option. The Company reassesses the lease term if and when a significant event or change in circumstances occurs within the control of the Company. As most of the Company’s leases do not provide an implicit rate, the net present value of future minimum lease payments is determined using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset is located. The lease ROU asset is recognized based on the lease liability, adjusted for any rent payments or initial direct costs incurred or tenant incentives received prior to commencement. Lease expenses for minimum lease payments for operating leases are recognized on a straight-line basis over the lease term. Amortization expense of finance lease ROU assets is recognized on a straight-line basis over the lease term, and interest expense for finance lease liabilities is recognized based on the incremental borrowing rate. Expense for variable lease payments are recognized as incurred. On the lease commencement date, the Company also establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are included in property and equipment and are amortized over the lease term to operating expense. The Company has entered into subleases or has made decisions and taken actions to exit and sublease certain unoccupied leased office space. Similar to other long-lived assets discussed below, management tests ROU assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. For leased assets, such circumstances would include the decision to leave a leased facility prior to the end of the minimum lease term or subleases for which estimated cash flow do not fully cover the costs of the associated lease. Intangible Assets Acquired through Business Combinations Intangible assets are amortized over their estimated useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. Management tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. Impairment Assessment The Company evaluates intangible assets and long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. This includes but is not limited to significant adverse changes in business climate, market conditions or other events that indicate an asset's carrying amount may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. The Company evaluates and tests the recoverability of its goodwill for impairment at least annually during its fourth quarter of each fiscal year or more often if and when circumstances indicate that goodwill may not be recoverable. In fiscal 2021 the Company recorded approximately $216 million of impairments to assets associated with real estate leases in select locations it has decided to exit. There were no other material impairments of intangible assets, long-lived assets or goodwill during fiscal 2021, 2020 and 2019, respectively. Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s consolidated statement of operations. In the event the Company acquires an entity with which the Company has a preexisting relationship, the Company will generally recognize a gain or loss to settle that relationship as of the acquisition date within operating income on the consolidated statements of operations. In the event that the Company acquires an entity in which the Company previously held a strategic investment, the difference between the fair value of the shares as of the date of the acquisition and the carrying value of the strategic investment is recorded as a gain or loss and recorded within net gains (or losses) on strategic investments in the consolidated statement of operations. Stock-Based Expense Stock-based expenses are measured based on grant date at fair value using the Black-Scholes option pricing model for stock options and the grant date closing stock price for restricted stock awards. The Company recognizes stock-based expenses related to stock options and restricted stock awards on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term of four years. Stock-based expenses related to the Company’s Amended and Restated 2004 Employee Stock Purchase Plan (“ESPP” or “2004 Employee Stock Purchase Plan”) are measured based on grant date at fair value using the Black-Scholes option pricing model. The Company recognizes stock-based expenses related to shares issued pursuant to the 2004 Employee Stock Purchase Plan on a straight-line basis over the offering period, which is 12 months. The ESPP allows employees to purchase shares of the Company's common stock at a 15 percent discount from the lower of the Company’s stock price on (i) the first day of the offering period or on (ii) the last day of the purchase period and also allows employees to reduce their percentage election once during a six-month purchase period (December 15 and June 15 of each fiscal year), but not increase that election until the next one-year offering period. The ESPP also includes a reset provision for the purchase |
Revenues
Revenues | 12 Months Ended |
Jan. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues Disaggregation of Revenue Subscription and Support Revenue by the Company's service offerings Subscription and support revenues consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Sales $ 5,191 $ 4,598 $ 4,040 Service 5,377 4,466 3,621 Platform and Other 6,275 4,473 2,854 Marketing and Commerce 3,133 2,506 1,898 $ 19,976 $ 16,043 $ 12,413 Total Revenue by Geographic Locations Revenues by geographical region consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Americas $ 14,736 $ 12,051 $ 9,445 Europe 4,501 3,430 2,553 Asia Pacific 2,015 1,617 1,284 $ 21,252 $ 17,098 $ 13,282 Revenues by geography are determined based on the region of the Company's contracting entity, which may be different than the region of the customer. Americas revenue attributed to the United States was approximately 95 percent during fiscal 2021 and 96 percent during fiscal 2020 and 2019, respectively. No other country represented more than ten percent of total revenue during fiscal 2021, 2020 and 2019 respectively. Contract Balances Contract Assets As described in Note 1, subscription and support revenue is generally recognized ratably over the contract term beginning on the commencement date of each contract. License revenue is recognized as the licenses are delivered. The Company records a contract asset when revenue recognized on a contract exceeds the billings. The Company's standard billing terms are annual in advance. Contract assets were $477 million as of January 31, 2021 as compared to $449 million as of January 31, 2020, and are included in prepaid expenses and other current assets and deferred tax assets and other assets, net on the consolidated balance sheet. Impairments of contract assets were immaterial during fiscal 2021, 2020 and 2019, respectively. Unearned Revenue Unearned revenue represents amounts that have been invoiced in advance of revenue recognition and is recognized as revenue when transfer of control to customers has occurred or services have been provided. The unearned revenue balance does not represent the total contract value of annual or multi-year, non-cancelable subscription agreements. The Company generally invoices customers in annual installments. The unearned revenue balance is influenced by several factors, including seasonality, the compounding effects of renewals, invoice duration, invoice timing, dollar size and new business linearity within the quarter. The change in unearned revenue was as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Unearned revenue, beginning of period $ 10,662 $ 8,564 Billings and other (1) 23,096 18,662 Contribution from contract asset 28 101 Revenue recognized ratably over time (19,188) (15,586) Revenue recognized over time as delivered (767) (716) Revenue recognized at a point in time (1,297) (796) Unearned revenue from business combinations 73 433 Unearned revenue, end of period $ 12,607 $ 10,662 (1) Other includes, for example, the impact of foreign currency translation. Revenue recognized ratably over time is generally billed in advance and includes Cloud Services and the related support and advisory services. The majority of revenue recognized for these services is from the beginning of period unearned revenue balance. Revenue recognized over time as delivered includes professional services billed on a time and materials basis, fixed fee professional services and training classes that are primarily billed, delivered and recognized within the same reporting period. Revenue recognized at a point in time substantially consists of on-premises software licenses. Approximately 50 percent of total revenue recognized in fiscal 2021 is from the unearned revenue balance as of January 31, 2020. Remaining Performance Obligation Remaining performance obligation represents contracted revenue that has not yet been recognized and includes unearned revenue and unbilled amounts that will be recognized as revenue in future periods. Transaction price allocated to the remaining performance obligation is influenced by several factors, including seasonality, the timing of renewals, the timing of software license deliveries, average contract terms and foreign currency exchange rates. Remaining performance obligation is also impacted by acquisitions. Unbilled portions of the remaining performance obligation denominated in foreign currencies are revalued each period based on the period end exchange rates. Unbilled portions of the remaining performance obligation are subject to future economic risks including bankruptcies, regulatory changes and other market factors. The Company excludes amounts related to performance obligations that are billed and recognized as they are delivered. This primarily consists of professional services contracts that are on a time-and-materials basis. The majority of the Company's noncurrent remaining performance obligation is expected to be recognized in the next 13 to 36 months. Remaining performance obligation consisted of the following (in billions): Current Noncurrent Total As of January 31, 2021 $ 18.0 $ 18.1 $ 36.1 As of January 31, 2020 $ 15.0 $ 15.8 $ 30.8 |
Investments
Investments | 12 Months Ended |
Jan. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Marketable Securities At January 31, 2021, marketable securities consisted of the following (in millions): Investments Classified as Marketable Securities Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,321 $ 20 $ 0 $ 3,341 U.S. treasury securities 205 1 0 206 Mortgage-backed obligations 382 5 0 387 Asset-backed securities 1,096 6 (1) 1,101 Municipal securities 242 2 0 244 Covered bonds 328 0 0 328 Other 164 0 0 164 Total marketable securities $ 5,738 $ 34 $ (1) $ 5,771 At January 31, 2020, marketable securities consisted of the following (in millions): Investments Classified as Marketable Securities Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 2,199 $ 9 $ (1) $ 2,207 U.S. treasury securities 182 1 0 183 Mortgage-backed obligations 225 1 0 226 Asset-backed securities 779 2 0 781 Municipal securities 157 1 0 158 Covered bonds 165 0 0 165 Other 82 0 0 82 Total marketable securities $ 3,789 $ 14 $ (1) $ 3,802 The contractual maturities of the investments classified as marketable securities are as follows (in millions): As of January 31, 2021 2020 Due within 1 year $ 2,525 $ 1,332 Due in 1 year through 5 years 3,236 2,466 Due in 5 years through 10 years 10 4 $ 5,771 $ 3,802 Strategic Investments Strategic investments by form and measurement category as of January 31, 2021 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 2,068 $ 1,670 $ 120 $ 3,858 Debt securities 0 0 51 51 Total strategic investments $ 2,068 $ 1,670 $ 171 $ 3,909 Strategic investments by form and measurement category as of January 31, 2020 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 370 $ 1,502 $ 40 $ 1,912 Debt securities 0 0 51 51 Total strategic investments $ 370 $ 1,502 $ 91 $ 1,963 Measurement Alternative Adjustments The components of privately held equity securities accounted for under the measurement alternative included in the table above are presented below (in millions): Fiscal Year Ended January 31, 2021 2020 Carrying amount, beginning of period $ 1,502 $ 785 Adjustments related to privately held equity securities: Net additions (1) 96 507 Upward adjustments 169 280 Impairments and downward adjustments (97) (70) Carrying amount, end of period $ 1,670 $ 1,502 (1) Net additions include additions from purchases and reductions due to exits of securities and reclassifications due to changes to capital structure. In February 2020, the Company made a strategic investment of $150 million in cash for preferred shares of a technology company in a preferred stock financing. The investment was accounted for using the measurement alternative. In June 2020, the Company made a strategic investment of $100 million in cash for preferred shares of a different technology company in a preferred stock financing. The investment was accounted for using the measurement alternative. In July 2020, one of the Company’s investments, which was previously accounted for under the measurement alternative, completed its initial public offering (“IPO”), resulting in a change of accounting methodology to fair value and the recognition of an unrealized gain of $537 million for the fiscal year ended January 31, 2021, which is reflected in the table below. As of January 31, 2021, the carrying value of the Company’s remaining investment was $0.7 billion. In September 2020, one of the Company's investments, which the Company previously accounted for under the measurement alternative, completed its IPO, which resulted in a change of accounting methodology to fair value. Concurrent with the IPO, the Company invested an additional $250 million. As of January 31, 2021, the Company recognized an unrealized gain of $1.2 billion on this investment, which is reflected in the table below. The investment concurrent with the IPO is subject to a lock-up agreement in which the Company's ability to sell is restricted until September 2021, while the remainder of the Company's investment is subject to a lock-up agreement until March 2021. As of January 31, 2021, the carrying value of the Company’s remaining investment was $1.4 billion. Since the adoption of ASU 2016-01 on February 1, 2018, cumulative impairments and downward adjustments were $238 million and cumulative upward adjustments were $314 million through January 31, 2021 for measurement alternative investments still held as of January 31, 2021. Gains on strategic investments, net The components of gains and losses on strategic investments are presented below (in millions): 4 Fiscal Year Ended January 31, 2021 2020 2019 Unrealized gains recognized on publicly traded equity securities, net $ 1,743 $ 138 $ 345 Unrealized gains recognized on privately held equity securities, net 77 208 133 Realized gains on sales of equity securities, net 367 95 74 Losses on debt securities, net (17) (14) (10) Gains on strategic investments, net $ 2,170 $ 427 $ 542 Realized gains on sales of equity securities, net reflects the difference between the sale proceeds and the carrying value of the equity security at the beginning of the period or the purchase date, if later. The cumulative net gain, measured as the sale price less the initial purchase price, for equity securities exited during fiscal 2021 and fiscal 2020 was $0.9 billion and $0.4 billion, respectively. Cumulative net realized gains in fiscal 2021 includes gains related to the Company’s sales of its publicly traded investments resulting in a realized gain of $0.3 billion, and a cumulative net gain of $0.6 billion. Net unrealized gains recognized in fiscal 2021 and 2020 for strategic investments still held as of those respective year ends were $1.8 billion and $0.3 billion, respectively. These include approximately $125 million and $77 million of impairments on privately held equity and debt securities in fiscal 2021 and fiscal 2020, respectively. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Jan. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1. Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2. Significant other inputs that are directly or indirectly observable in the marketplace. Level 3. Significant unobservable inputs which are supported by little or no market activity. All of the Company’s cash equivalents, marketable securities and foreign currency derivative contracts are classified within Level 1 or Level 2 because the Company’s cash equivalents, marketable securities and foreign currency derivative contracts are valued using quoted market prices or alternative pricing sources and models utilizing observable market inputs. The following table presents information about the Company’s assets and liabilities that are measured at fair value as of January 31, 2021 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Balance as of Cash equivalents (1): Time deposits $ 0 $ 1,143 $ 0 $ 1,143 Money market mutual funds 377 0 0 377 Cash equivalent securities 0 1,910 0 1,910 Marketable securities: Corporate notes and obligations 0 3,341 0 3,341 U.S. treasury securities 0 206 0 206 Mortgage-backed obligations 0 387 0 387 Asset-backed securities 0 1,101 0 1,101 Municipal securities 0 244 0 244 Covered bonds 0 328 0 328 Other 0 164 0 164 Strategic investments: Publicly held equity securities 2,068 0 0 2,068 Total assets $ 2,445 $ 8,824 $ 0 $ 11,269 (1) Included in “cash and cash equivalents” in the accompanying consolidated balance sheet in addition to $2.8 billion of cash, as of January 31, 2021. The following table presents information about the Company’s assets and liabilities that are measured at fair value as of January 31, 2020 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Balance as of January 31, 2020 Cash equivalents (1): Time deposits $ 0 $ 746 $ 0 $ 746 Money market mutual funds 1,293 0 0 1,293 Marketable securities: Corporate notes and obligations 0 2,207 0 2,207 U.S. treasury securities 0 183 0 183 Mortgage-backed obligations 0 226 0 226 Asset-backed securities 0 781 0 781 Municipal securities 0 158 0 158 Covered bonds 0 165 0 165 Other 0 82 0 82 Strategic investments: Publicly held equity securities 370 0 0 370 Total assets $ 1,663 $ 4,548 $ 0 $ 6,211 (1) Included in “cash and cash equivalents” in the accompanying consolidated balance sheet in addition to $2.1 billion of cash, as of January 31, 2020. Strategic investments measured and recorded at fair value on a non-recurring basis The Company's privately held debt and equity securities and equity method investments are recorded at fair value on a non-recurring basis. The estimation of fair value for these investments requires the use of significant unobservable inputs, and as a result, the Company classifies these assets as Level 3 within the fair value hierarchy. For example, the Company's privately held equity securities that have been remeasured are classified within Level 3 in the fair value hierarchy because the value is based on valuation methods using the observable transaction price and other unobservable inputs including the volatility, rights, and obligations of the securities the Company holds. The Company's privately held debt and equity securities and equity method investments amounted to $1.8 billion as of January 31, 2021 and $1.6 billion as of January 31, 2020. |
Property and Equipment and Othe
Property and Equipment and Other Balance Sheet Accounts | 12 Months Ended |
Jan. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment and Other Balance Sheet Accounts | Property and Equipment and Other Balance Sheet Accounts Property and Equipment Property and equipment, net consisted of the following (in millions): As of January 31, 2021 2020 Land $ 293 $ 184 Buildings and building improvements 485 777 Computers, equipment and software 1,901 1,608 Furniture and fixtures 228 226 Leasehold improvements 1,507 1,381 Property and equipment, gross 4,414 4,176 Less accumulated depreciation and amortization (1,955) (1,801) Property and equipment, net $ 2,459 $ 2,375 Depreciation and amortization expense totaled $579 million, $455 million and $411 million during fiscal 2021, 2020 and 2019, respectively. Upon adoption of Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) on February 1, 2019, the Company did not use hindsight when determining lease term and therefore included renewal options in the lease term for the leased property at 350 Mission St. (“350 Mission”) in San Francisco. This lease was classified as a finance lease and included in property and equipment as of January 31, 2020. In fiscal 2021, the Company reassessed the lease term for 350 Mission due to management decisions and actions to exit and sublease the majority of this space through the end of the noncancellable term. As a result of the reassessment of the lease term, the ROU asset and corresponding lease liability were remeasured to exclude the estimated lease payments for the renewal option periods and reclassified as operating leases, resulting in the derecognition of $262 million in buildings and building improvements. After remeasurement and reclassification, the lease represented $148 million in operating lease ROU assets. The $225 million in remeasured lease liabilities were also reclassified to operating lease liabilities during the period. In addition, in fiscal 2021, the Company purchased the property located at 450 Mission St. (“450 Mission”) in San Francisco, California for approximately $150 million, of which $110 million was allocated to land, $34 million to building, which is included in property and equipment, net and $6 million to in-place leases, which is included in intangible assets in the accompanying consolidated balance sheet. Other Balance Sheet Accounts |
Leases and Other Commitments
Leases and Other Commitments | 12 Months Ended |
Jan. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Leases and Other Commitments | Leases and Other Commitments Leases The Company has operating leases for corporate offices, data centers, and equipment under noncancellable operating leases with various expiration dates. The leases have noncancellable remaining terms of 1 year to 18 years, some of which include options to extend for up to 5 years, and some of which include options to terminate within 1 year. The components of lease expense were as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Operating lease cost $ 1,208 $ 913 Finance lease cost: Amortization of right-of-use assets $ 73 $ 65 Interest on lease liabilities 15 20 Total finance lease cost $ 88 $ 85 Prior to the adoption of Topic 842 on February 1, 2019, the Company recognized operating lease costs on a straight-line basis once control of the space was achieved. Rent expense was $365 million for fiscal 2019. Supplemental cash flow information related to operating and finance leases was as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 905 $ 827 Operating cash outflows for finance leases 14 15 Financing cash outflows for finance leases 48 164 Right-of-use assets obtained in exchange for lease obligations: Operating leases 979 509 Supplemental balance sheet information related to operating and finance leases was as follows (in millions): As of January 31, 2021 2020 Operating leases: Operating lease right-of-use assets $ 3,204 $ 3,040 Operating lease liabilities, current $ 766 $ 750 Noncurrent operating lease liabilities 2,842 2,445 Total operating lease liabilities $ 3,608 $ 3,195 Finance leases: Buildings and building improvements (1) $ 0 $ 325 Computers, equipment and software 604 468 Accumulated depreciation (410) (404) Property and equipment, net $ 194 $ 389 Accrued expenses and other liabilities (1) $ 35 $ 53 Other noncurrent liabilities (1) 93 332 Total finance lease liabilities $ 128 $ 385 (1) As a result of the reassessment of the lease term of 350 Mission, the ROU asset and corresponding lease liability were remeasured to exclude the estimated lease payments for the renewal option periods and reclassified as operating leases, resulting in the derecognition of $262 million in buildings and building improvements. After remeasurement and reclassification, the lease represented $148 million in operating lease ROU assets. The $225 million in remeasured lease liabilities were also reclassified to operating lease liabilities during the period. Other information related to leases was as follows: As of January 31, 2021 2020 Weighted average remaining lease term Operating leases 7 years 7 years Finance leases 4 years 18 years Weighted average discount rate Operating leases 2.2 % 2.7 % Finance leases 1.9 % 4.5 % As of January 31, 2021, the maturities of lease liabilities under noncancellable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Fiscal 2022 $ 822 $ 37 Fiscal 2023 680 35 Fiscal 2024 508 35 Fiscal 2025 399 26 Fiscal 2026 336 0 Thereafter 1,161 0 Total minimum lease payments 3,906 133 Less: Imputed interest (298) (5) Total $ 3,608 $ 128 Operating lease amounts above do not include sublease income. The Company has entered into various sublease agreements with third parties. Under these agreements, the Company expects to receive sublease income of approximately $166 million in the next five years and $34 million thereafter. As of January 31, 2021, the Company had additional leases that had not yet commenced totaling $1.5 billion and therefore not reflected on the consolidated balance sheet and tables above. These leases include agreements for office facilities to be constructed. These leases will commence between fiscal year 2022 and fiscal year 2025 with lease terms of 3 to 18 years. Of the total lease commitment balance, including leases not yet commenced, of $5.4 billion, approximately $4.9 billion is related to facilities space. The remaining commitment amount is primarily related to equipment. Letters of Credit |
Business Combinations
Business Combinations | 12 Months Ended |
Jan. 31, 2021 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Fiscal Year 2021 Vlocity In June 2020, the Company acquired all outstanding stock of Vlocity, Inc. ("Vlocity"), a leading provider of industry-specific cloud and mobile software. The Company has included the financial results of Vlocity in the consolidated financial statements from the date of acquisition, which were not material to date. The transaction costs associated with its acquisition were immaterial. The acquisition date fair value of the consideration transferred for Vlocity was approximately $1.4 billion, which consisted of the following (in millions): Fair Value Cash $ 1,166 Fair value of stock options and restricted stock awards assumed 6 Fair value of pre-existing relationship 208 Total $ 1,380 The fair value of the stock options assumed by the Company was determined using the Black-Scholes option pricing model. The share conversion ratio of 0.05817 was applied to convert Vlocity's outstanding equity awards for Vlocity's common stock into equity awards for shares of the Company's common stock. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 12 Accounts receivable 22 Goodwill 1,024 Intangible assets 473 Other assets 15 Accounts payable, accrued expenses and other liabilities, current and noncurrent (35) Unearned revenue (64) Deferred tax liability (67) Net assets acquired $ 1,380 The excess of purchase consideration over the fair value of net tangible and intangible assets acquired was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. The fair values assigned to tangible and intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions and may be subject to change as additional information is received. The primary areas that remain preliminary relate to the fair values of intangible assets acquired, certain tangible assets and liabilities acquired, legal and other contingencies as of the acquisition date, income and non-income-based taxes and residual goodwill. The Company expects to finalize the valuation as soon as practicable, but not later than one year from the acquisition date. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 174 4 years Customer relationships 299 8 years Total intangible assets subject to amortization $ 473 Developed technology represents the fair value of Vlocity’s industry-specific cloud and mobile software. Customer relationships represent the fair values of the underlying relationships with Vlocity customers. The Company assumed unvested options with a fair value of $139 million. Of the total consideration, $6 million was allocated to the purchase consideration and $133 million was allocated to future services and will be expensed over the remaining service periods on a straight-line basis. The Company had a noncontrolling equity investment in Vlocity valued at $167 million prior to the acquisition. The Company recognized a gain of approximately $41 million as a result of remeasuring its prior equity interest in Vlocity held before the business combination. The gain is included in gains on strategic investments, net in the consolidated statement of operations. Evergage In February 2020, the Company acquired all outstanding stock of Evergage Inc. ("Evergage"), for consideration consisting of cash and equity awards assumed. Evergage is a cloud-based real-time personalization and customer data platform. The acquisition date fair value of the consideration transferred for Evergage was approximately $100 million, which consisted of cash and the fair value of stock options and restricted stock awards assumed. The Company recorded approximately $25 million for developed technology and customer relationships with estimated useful lives of three The Company has included the financial results of Evergage in the consolidated financial statements from the date of acquisition, which were not material. The transaction costs associated with the acquisition were not material. Fiscal Year 2020 Tableau Software, Inc. In August 2019, the Company acquired all outstanding stock of Tableau Software, Inc. (“Tableau”) which provides a self-service analytics platform that enables users to easily access, prepare, analyze, and present findings in their data. The Company has included the financial results of Tableau in the consolidated financial statements from the date of acquisition. The transaction costs associated with the acquisition were approximately $40 million and were recorded in general and administrative expense. The acquisition date fair value of the consideration transferred for Tableau was approximately $14.8 billion, which consisted of the following (in millions): Fair Value Cash $ 1 Common stock issued 14,552 Fair value of stock options and restricted stock awards assumed 292 Total $ 14,845 The fair value of the stock options assumed by the Company was determined using the Black-Scholes option pricing model. The share conversion ratio of 1.103 was applied to convert Tableau's outstanding equity awards for Tableau's common stock into equity awards for shares of the Company’s common stock. The following table summarizes the fair values of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 644 Marketable securities 456 Accounts receivable 174 Contract asset 131 Operating lease right-of-use assets 361 Other assets 116 Acquired customer contract asset 56 Goodwill 10,806 Intangible assets 3,252 Accounts payable, accrued expenses and other liabilities (257) Unearned revenue (242) Operating lease liabilities (332) Deferred tax liability and income tax payable (320) Net assets acquired $ 14,845 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 2,000 5 years Customer relationships 1,231 8 years Other purchased intangible assets 21 1 year Total intangible assets subject to amortization $ 3,252 Developed technology represents the estimated fair value of Tableau's data analysis technologies. Customer relationships represent the estimated fair values of the underlying relationships with Tableau customers. The Company assumed unvested stock options and restricted stock awards with an estimated fair value of $1.5 billion. Of the total consideration, $292 million was allocated to the purchase consideration and $1.2 billion was allocated to future services and will be expensed over the remaining service periods on a straight-line basis. ClickSoftware Technologies, Ltd. In October 2019, the Company acquired all outstanding stock of ClickSoftware Technologies, Ltd. ("ClickSoftware"), which provides field service management solutions. The Company has included the financial results of ClickSoftware, which were not material, in the consolidated financial statements from the date of acquisition. The transaction costs associated with the acquisition were not material. The acquisition date fair value of the consideration transferred for ClickSoftware was approximately $1.4 billion, which consisted of the following (in millions): Fair Value Cash $ 587 Common stock issued 663 Fair value of stock options assumed 81 Fair value of pre-existing relationship 55 Total $ 1,386 The fair value of the stock options assumed by the Company was determined using the Black-Scholes option pricing model. The share conversion ratio of 0.109592 was applied to convert ClickSoftware's outstanding equity awards for ClickSoftware's common stock into equity awards for shares of the Company's common stock. The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 38 Accounts receivable 28 Goodwill 1,132 Intangible assets 276 Other assets 33 Accounts payable, accrued expenses and other liabilities, current and noncurrent (55) Unearned revenue (40) Deferred tax liability (26) Net assets acquired $ 1,386 The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 215 4 years Customer relationships 61 8 years Total intangible assets subject to amortization $ 276 Developed technology represents the fair value of ClickSoftware's field service management technology. Customer relationships represent the fair values of the underlying relationships with ClickSoftware customers. The Company assumed unvested options with a fair value of $103 million. Of the total consideration, $81 million was allocated to the purchase consideration and $22 million was allocated to future services and will be expensed over the remaining service periods on a straight-line basis. The Company invested $14 million in a noncontrolling equity investment in ClickSoftware in July 2015. The Company recognized a gain of approximately $39 million as a result of remeasuring its prior equity interest in ClickSoftware held before the business combination. The gain is included in gains on strategic investments, net in the consolidated statement of operations. Salesforce.org In June 2019, Salesforce.org, the independent non-profit social enterprise that resold the Company's service offerings to non-profit and higher education organizations, was combined with the Company. The transaction costs associated with the acquisition were not material. The Company paid a one-time cash payment of $300 million for all shares of Salesforce.org to the independent, non-consolidated Salesforce.com Foundation (also referred to as the Foundation), which is considered a related party as discussed in Note 15 "Related-Party Transactions." Prior to the business combination, the Company and Salesforce.org had existing reseller and resource sharing agreements that, among other things, allowed Salesforce.org the right to resell select Company offerings and related upgraded support to non-profit organizations and for-profit and non-profit educational institutions free of charge or at discounted prices. Both agreements were effectively settled upon consummation of the business combination. Using an income approach, the Company assessed the contractual terms and conditions of the reseller agreement as compared to current market conditions, such as the cost to service contracts sold under the reseller agreement, and determined that the terms were not at fair value. Specifically, the reseller agreement provided favorable terms to Salesforce.org by providing the Company's products and services at no cost. As a result, the Company recorded a non-cash charge of approximately $166 million within operating expenses on the date the transaction closed. The loss represents the difference between the value of the remaining performance obligation recorded by Salesforce.org under the reseller agreement and the value of the remaining performance obligation if those same contracts had been sold at fair value. The following table summarizes the business combination (in millions): Cash $ 300 Loss on settlement of Salesforce.org reseller agreement (166) Total $ 134 The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 54 Deferred tax asset 59 Other current and noncurrent assets 46 Goodwill 164 Accounts payable, accrued expenses and other liabilities, current and noncurrent (39) Unearned revenue (138) Deferred income taxes and income taxes payable (12) Net assets acquired $ 134 The excess of purchase consideration over the fair value of net liabilities assumed was recorded as goodwill, which is primarily attributed to the assembled workforce and expanded market opportunities, for which there is no basis for U.S. income tax purposes. MapAnything In May 2019, the Company acquired all outstanding stock of MapAnything, Inc. ("MapAnything"), which integrates map-based visualization, asset tracking and route optimization for field sales and service teams. The Company has included the financial results of MapAnything, which are not material, in the consolidated financial statements from the date of acquisition. The transaction costs associated with the acquisition were not material. The acquisition date fair value of the consideration transferred for MapAnything was approximately $213 million, which consisted of cash and the fair value of stock options and restricted stock awards assumed. The Company recorded approximately $53 million for developed technology and customer relationships with estimated useful lives of four The Company invested $23 million in a noncontrolling equity investment in MapAnything prior to the acquisition. The Company recognized a gain of approximately $9 million as a result of remeasuring its prior equity interest in MapAnything held before the business combination. The gain is included in gains on strategic investments, net in the consolidated statement of operations. Fiscal Year 2019 Datorama In August 2018, the Company acquired all outstanding stock of Datorama, Inc. ("Datorama"), which provides a platform for enterprises, agencies and publishers to integrate data across marketing channels and data sources. The acquisition date fair value of the consideration transferred for Datorama was approximately $766 million, which consisted of $136 million of cash, $537 million of common stock issued and $93 million of fair value of stock options and restricted stock awards assumed. The Company recorded approximately $202 million for developed technology and customer relationships with estimated useful lives of one MuleSoft In May 2018, the Company acquired all outstanding stock of MuleSoft, which provides a platform for building application networks that connect enterprise apps, data and devices, across any cloud and on-premise solution. The acquisition date fair value of the consideration transferred for MuleSoft was approximately $6.4 billion, which consisted of $4.9 billion of cash, $1.2 billion of common stock issued and $387 million of fair value of stock options and restricted stock awards assumed. The Company recorded approximately $1.3 billion for acquired intangible assets, which primarily consisted of $1.0 billion for customer relationships and $224 million for developed technology, with an estimated useful life ranging from one The Company assumed unvested options and restricted stock with a fair value of $824 million. Of the total consideration, $387 million was allocated to the purchase consideration and $437 million was allocated to future services and will be expensed over the remaining service periods on a straight-line basis. CloudCraze In April 2018, the Company acquired all outstanding stock of CloudCraze LLC ("CloudCraze"), for consideration consisting of cash and equity awards assumed. CloudCraze is a commerce platform that allows businesses to generate online revenue and scale for growth. CloudCraze delivers interactions across commerce, sales, marketing and service. The acquisition date fair value of the consideration transferred for CloudCraze was approximately $190 million, which consisted of cash and the fair value of stock options and restricted stock awards assumed. The Company recorded approximately $58 million for developed technology and customer relationships with estimated useful lives of one Pending Acquisition Slack Technologies, Inc. In December 2020, the Company entered into a definitive agreement to acquire Slack Technologies, Inc. (“Slack”), a leading channel-based messaging platform. Under the terms of the agreement, Slack shareholders will receive $26.79 in cash and 0.0776 shares of Salesforce common stock for each outstanding Slack share of common stock, resulting in an estimated $15.6 billion of cash consideration and 45 million shares of Salesforce common stock to be issued, based on Slack Class A and Class B shares outstanding as of January 31, 2021. The agreement also provides for the Company’s assumption of outstanding |
Intangible Assets Acquired Thro
Intangible Assets Acquired Through Business Combinations and Goodwill | 12 Months Ended |
Jan. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Acquired Through Business Combinations and Goodwill | Intangible Assets Acquired Through Business Combinations and Goodwill Intangible assets acquired through business combinations Intangible assets acquired through business combinations are as follows (in millions): Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Weighted January 31, 2020 Additions and retirements, net (1) January 31, 2021 January 31, 2020 Expense and retirements, net (1) January 31, 2021 January 31, 2020 January 31, 2021 January 31, 2021 Acquired developed technology $ 3,598 $ (293) $ 3,305 $ (1,249) $ (178) $ (1,427) $ 2,349 $ 1,878 3.2 Customer relationships 3,252 258 3,510 (888) (391) (1,279) 2,364 2,231 6.8 Other (2) 72 (27) 45 (61) 21 (40) 11 5 3.3 Total $ 6,922 $ (62) $ 6,860 $ (2,198) $ (548) $ (2,746) $ 4,724 $ 4,114 5.1 (1) The Company retired $576 million of fully depreciated intangible assets during fiscal 2021, of which $485 million were included in acquired developed technology, $57 million in customer relationships and $34 million in other. (2) Included in other are in-place leases, trade names, trademarks and territory rights. Amortization of intangible assets resulting from business combinations for fiscal 2021, 2020 and 2019 was $1.1 billion, $792 million and $447 million, respectively. The expected future amortization expense for intangible assets as of January 31, 2021 is as follows (in millions): Fiscal Period: Fiscal 2022 $ 1,078 Fiscal 2023 923 Fiscal 2024 835 Fiscal 2025 568 Fiscal 2026 342 Thereafter 368 Total amortization expense $ 4,114 Customer contract assets acquired through business combinations Customer contract assets resulting from business combinations reflect the fair value of future billings of amounts that are contractually committed by acquired companies' existing customers as of the acquisition date. Customer contract assets are amortized over the corresponding contract terms. Customer contract assets resulting from business combinations were $42 million and $93 million as of January 31, 2021 and January 31, 2020, respectively, and are included in other assets on the consolidated balance sheets. Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill amounts are not amortized, but are rather tested for impairment at least annually during the fourth quarter. The changes in the carrying amounts of goodwill, which is generally not deductible for tax purposes, were as follows (in millions): Balance at January 31, 2019 $ 12,851 Tableau 10,806 ClickSoftware 1,132 Salesforce.org 164 MapAnything 152 Other acquisitions and adjustments (1) 29 Balance as of January 31, 2020 25,134 Evergage 74 Vlocity 1,024 Other acquisitions and adjustments (1) 86 Balance as of January 31, 2021 $ 26,318 |
Debt
Debt | 12 Months Ended |
Jan. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The carrying values of the Company's borrowings were as follows (in millions): Instrument Date of issuance Maturity date Effective Interest Rate for Fiscal 2021 January 31, 2021 January 31, 2020 2023 Senior Notes April 2018 April 2023 3.26% 996 995 2028 Senior Notes April 2018 April 2028 3.70% 1,491 1,489 Loan assumed on 50 Fremont February 2015 June 2023 3.75% 190 193 Total carrying value of debt 2,677 2,677 Less current portion of debt (4) (4) Total noncurrent debt $ 2,673 $ 2,673 The Company was in compliance with all debt covenants as of January 31, 2021. The total estimated fair value of the Company's 2023 and 2028 Senior Notes as of January 31, 2021 and January 31, 2020 were $2.8 billion and $2.7 billion, respectively. These fair values were determined based on the closing trading price per $100 of the 2023 and 2028 Senior Notes as of the last day of trading of fiscal 2021 and last day of fiscal 2020, respectively, and are deemed Level 2 liabilities within the fair value measurement framework. The expected future principal payments for all borrowings as of January 31, 2021 is as follows (in millions): Fiscal period: Fiscal 2022 $ 4 Fiscal 2023 4 Fiscal 2024 1,182 Thereafter 1,500 Total principal outstanding $ 2,690 Revolving Credit Facility In December 2020, the Company entered into a Credit Agreement with Citibank, N.A., as administrative agent, and certain other institutional lenders (the “Revolving Loan Credit Agreement”) that provides for a $3.0 billion unsecured revolving credit facility (“Credit Facility”) that matures in December 2025. The Credit Facility replaced our previous $1.0 billion revolving credit facility. The Company may use the proceeds of future borrowings under the Credit Facility for general corporate purposes which may include, without limitation, financing the consideration for and fees, costs and expenses related to any acquisition. There were no outstanding borrowings under the Credit Facility as of January 31, 2021. The Company continues to pay a commitment fee on the available amount of the Credit Facility, which is included within other expense in the Company's consolidated statement of operations. Interest Expense on Debt The following table sets forth total interest expense recognized related to debt (in millions), which is included within other expense in the Company’s consolidated statement of operations: Fiscal Year Ended January 31, 2021 2020 2019 Contractual interest expense $ 96 $ 106 $ 106 Amortization of debt issuance costs 14 4 16 Amortization of debt discount 0 0 4 $ 110 $ 110 $ 126 Slack-Related Financing In December 2020, in connection with the Company’s entry into the definitive agreement to acquire Slack, the Company obtained commitments from certain financial institutions for a $10.0 billion 364-day senior unsecured bridge loan facility (the “Bridge Facility”), subject to customary conditions, which were subsequently reduced to $7.0 billion in December 2020 following the Company’s entry into the term loan agreement referred to below. In February 2021, the Company elected to further reduce its Bridge Facility commitments to $4.0 billion. The Company may further reduce the commitments in respect of the Bridge Facility prior to the consummation of the acquisition, all or a portion of which reduction may be in connection with the issuance of one or more series of senior secured debt securities and/or other incurrences of indebtedness or commitments in respect thereof. In December 2020, the Company also entered into a $3.0 billion three-year senior unsecured term loan agreement (“Acquisition Term Loan”) the proceeds of which may be used to finance a portion of the cash consideration for the pending acquisition of Slack, for the repayment of certain debt of Slack and to pay fees, costs and expenses related thereto. The availability and funding of the Bridge Facility and the Acquisition Term Loan are conditioned on the consummation of the acquisition of Slack in accordance with the terms of the merger agreement and is subject to certain exceptions, qualifications and certain other conditions. For more information regarding the acquisition of Slack, see Note 7 “Business Combinations.” |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jan. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The Company maintains the following stock plans: the ESPP, the 2013 Equity Incentive Plan and the 2014 Inducement Equity Incentive Plan (“2014 Inducement Plan”). As of January 31, 2021 and January 31, 2020, $140 million and $107 million, respectively, was withheld on behalf of employees for future purchases under the ESPP and recorded as accrued compensation. Shares purchased under the ESPP were approximately 3.9 million, 3.3 million and 3.5 million during fiscal 2021, fiscal 2020 and fiscal 2019, respectively. Options issued have terms of seven years. The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions and fair value per share: Fiscal Year Ended January 31, Stock Options 2021 2020 2019 Volatility 28 - 37 % 27 - 30 % 27 - 28 % Estimated life 3.5 years 3.5 years 3.5 years Risk-free interest rate 0.2 - 1.4 % 1.6 - 2.5 % 2.5 - 3.0 % Weighted-average fair value per share of grants $ 41.24 $ 39.59 $ 28.89 Fiscal Year Ended January 31, ESPP 2021 2020 2019 Volatility 42 - 48 % 28 - 33 % 23 - 26 % Estimated life 0.75 years 0.75 years 0.75 years Risk-free interest rate 0.1 - 0.2 % 1.6 - 2.1 % 2.0 - 2.6 % Weighted-average fair value per share of grants $ 64.14 $ 41.43 $ 32.90 The Company estimated its future stock price volatility considering both its observed option-implied volatilities and its historical volatility calculations. Management believes this is the best estimate of the expected volatility over the expected life of its stock options and stock purchase rights. The estimated life for the stock options was based on an analysis of historical exercise activity. The risk-free interest rate is based on the rate for a U.S. government security with the same estimated life at the time of the option grant and the stock purchase rights. The estimated forfeiture rate applied is based on historical forfeiture rates. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option pricing model. In fiscal 2021, 2020, and 2019, the Company granted performance-based restricted stock unit awards to certain employees, including the Chair of the Board and Chief Executive Officer and other senior executives. The performance-based restricted stock unit awards are subject to vesting based on a performance-based condition and a service-based condition. At the end of the three-year service period, based on the Company's share price performance, these performance-based restricted stock units will vest in a percentage of the target number of shares between 0 and 200%, depending on the extent the performance condition is achieved. Stock option activity, excluding the ESPP for fiscal 2021 is as follows: Options Outstanding Shares Outstanding Weighted- Aggregate Balance as of January 31, 2020 77 27 $ 98.56 Increase in shares authorized: 2013 Equity Incentive Plan 31 Assumed equity plans 1 Options granted under all plans (8) 8 147.80 Restricted stock activity (19) Performance-based restricted stock units (2) Exercised (10) 79.12 Plan shares expired or canceled 2 (2) 136.34 Balance as of January 31, 2021 82 23 $ 120.61 $ 2,455 Vested or expected to vest 22 $ 118.53 $ 2,341 Exercisable as of January 31, 2021 10 $ 87.40 $ 1,440 The total intrinsic value of the options exercised during fiscal 2021, 2020, and 2019, was $1.2 billion, $799 million, and $784 million, respectively. The intrinsic value of options exercised during each fiscal year is calculated as the difference between the market value of the stock at the time of exercise and the exercise price of the stock option. The weighted-average remaining contractual life of vested and expected to vest options is approximately 4.5 years. As of January 31, 2021, options to purchase 10 million shares were vested at a weighted-average exercise price of $87.40 per share and had a weighted-average remaining contractual life of approximately three years. The total intrinsic value of these vested options based on the market value of the stock as of January 31, 2021 was approximately $1.4 billion. The following table summarizes information about stock options outstanding as of January 31, 2021: Options Outstanding Options Exercisable Range of Exercise Number Weighted- Weighted- Number of Weighted- $0.36 to $59.34 4 3.0 $ 41.41 4 $ 42.90 $59.64 to $118.04 6 3.4 97.24 4 92.64 $122.03 to $148.95 2 5.3 142.49 1 137.73 $154.14 6 6.2 154.14 0 0.00 $155.20 to $161.50 4 5.0 161.50 1 161.50 $162.81 to $258.04 1 6.1 202.46 0 0.00 23 4.6 $ 120.61 10 $ 87.40 Restricted stock activity for fiscal 2021 is as follows: Restricted Stock Outstanding Outstanding Weighted-Average Grant Date Fair Value Aggregate Balance as of January 31, 2020 28 $ 140.14 Granted - restricted stock units and awards 11 165.52 Granted - performance-based stock units 1 154.14 Canceled (2) 144.54 Vested and converted to shares (13) 132.43 Balance as of January 31, 2021 25 $ 155.50 $ 5,727 Expected to vest 22 $ 5,058 The restricted stock, which upon vesting entitles the holder to one share of common stock for each share of restricted stock, has an exercise price of $0.001 per share, which is equal to the par value of the Company’s common stock, and generally vests over four years. The total fair value of shares vested during fiscal 2021 and 2020 was $2.5 billion and $1.9 billion, respectively. The aggregate expected stock compensation remaining to be recognized as of January 31, 2021 is as follows (in millions): Fiscal Period: Fiscal 2022 $ 1,923 Fiscal 2023 1,273 Fiscal 2024 725 Fiscal 2025 157 Total stock compensation $ 4,078 The aggregate expected stock compensation remaining to be recognized reflects only outstanding stock awards as of January 31, 2021 and assumes no forfeiture activity. The aggregate expected stock compensation remaining will be recognized over a weighted-average period of two years. Common Stock The following number of shares of common stock were reserved and available for future issuance at January 31, 2021 (in millions): Options outstanding 23 Restricted stock awards and units and performance-based stock units outstanding 25 Stock available for future grant or issuance: 2013 Equity Incentive Plan 80 2014 Inducement Plan 2 Amended and Restated 2004 Employee Stock Purchase Plan 7 137 Preferred Stock The Company’s board of directors has the authority, without further action by stockholders, to issue up to 5,000,000 shares of preferred stock in one or more series. The Company’s board of directors may designate the rights, preferences, privileges and restrictions of the preferred stock, including dividend rights, conversion rights, voting rights, terms of redemption, liquidation preference, sinking fund terms, and number of shares constituting any series or the designation of any series. The issuance of preferred stock could have the effect of restricting dividends on the Company’s common stock, diluting the voting power of its common stock, impairing the liquidation rights of its common stock, or delaying or preventing a change in control. As of January 31, 2021 and 2020, no shares of preferred stock were outstanding. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and foreign components of income before provision for (benefit from) income taxes consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Domestic $ 2,683 $ 686 $ 839 Foreign (122) 20 144 $ 2,561 $ 706 $ 983 The provision for (benefit from) income taxes consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Current: Federal $ (12) $ 8 $ 0 State 53 33 39 Foreign 238 512 117 Total 279 553 156 Deferred: Federal 228 (41) (248) State 66 8 (37) Foreign (2,084) 60 2 Total (1,790) 27 (283) Provision for (benefit from) income taxes $ (1,511) $ 580 $ (127) In fiscal 2021, the Company changed its international corporate structure, which included the transfer of certain intangible property to Ireland resulting in a net tax benefit of $2.0 billion related to foreign deferred tax assets. The deferred tax assets were recognized as a result of the book and tax basis difference on the intangible property transferred to an Irish subsidiary and were based on the intangible property’s current fair value. The determination of the estimated fair value of the intangible property is complex and judgmental due to the use of subjective assumptions in the valuation models used by management. The tax amortization related to the intellectual property transferred will be recognized in future periods and any amortization that is unused in a particular year can be carried forward indefinitely under Irish tax laws. The deferred tax asset and the tax benefit were measured based on the currently enacted Irish tax rate. The Company believes that it is more likely than not that the deferred tax assets will be realized in Ireland. In fiscal 2020, the Company recorded a tax provision primarily driven by incremental tax costs associated with the integration of acquired operations and assets and profitable jurisdictions outside of the United States. In fiscal 2019, the Company released a portion of its valuation allowance related to federal and state deferred tax assets, which was partially offset with the increase in unrecognized tax benefits. In addition, the Company recorded tax expense for profitable jurisdictions outside of the United States. A reconciliation of income taxes at the statutory federal income tax rate to the provision for (benefit from) income taxes included in the accompanying consolidated statements of operations is as follows (in millions): Fiscal Year Ended January 31, 2021 2020 2019 U.S. federal taxes at statutory rate $ 538 $ 148 $ 206 State, net of the federal benefit 90 40 79 Effects of non-U.S. operations (1) (1,817) 540 379 Tax credits (125) (195) (132) Non-deductible expenses 45 119 63 Excess tax benefits related to share-based compensation (289) (166) (137) Effect of U.S. tax law change 23 6 43 Change in valuation allowance 15 85 (612) Other, net 9 3 (16) Provision for (benefit from) income taxes $ (1,511) $ 580 $ (127) (1) Fiscal 2021 effects of non-U.S. operations included tax benefit from the transfer of certain intangible property in Ireland. Fiscal 2020 included incremental tax costs associated with the integration of acquired operations and assets. Deferred Income Taxes Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were as follows (in millions): As of January 31, 2021 2020 Deferred tax assets: Losses and deductions carryforward $ 202 $ 218 Deferred stock-based expense 179 193 Tax credits 990 913 Accrued liabilities 269 214 Intangible assets 2,011 0 Lease liabilities 948 769 Unearned revenue 71 4 Other 17 31 Total deferred tax assets 4,687 2,342 Less valuation allowance (305) (290) Deferred tax assets, net of valuation allowance 4,382 2,052 Deferred tax liabilities: Capitalized costs to obtain revenue contracts (581) (449) Purchased intangible assets (833) (915) Depreciation and amortization (121) (76) Basis difference on strategic and other investments (400) (69) Lease right-of-use assets (863) (695) Total deferred tax liabilities (2,798) (2,204) Net deferred tax assets (liabilities) $ 1,584 $ (152) At January 31, 2021, for federal income tax purposes, the Company had net operating loss carryforwards of approximately $1.9 billion, which expire in fiscal 2022 through 2038 with the exception of post-2017 losses that do not expire, federal research and development tax credits of approximately $778 million, which expire in fiscal 2022 through fiscal 2041, foreign tax credits of approximately $178 million, which expire in fiscal 2022 through fiscal 2030. For California income tax purposes, the Company had net operating loss carryforwards of approximately $725 million which expire beginning in fiscal 2022 through fiscal 2040, California research and development tax credits of approximately $437 million, which do not expire. For other states' income tax purposes, the Company had net operating loss carryforwards of approximately $871 million, which expire beginning in fiscal 2022 through fiscal 2041 and tax credits of approximately $72 million, which expire beginning in fiscal 2022 through fiscal 2041. Utilization of the Company’s net operating loss carryforwards may be subject to substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Such an annual limitation could result in the expiration of the net operating loss and tax credit carryforwards before utilization. The Company had a valuation allowance of $305 million and $290 million as of January 31, 2021 and January 31, 2020 respectively. The Company regularly assesses the realizability of its deferred tax assets and establishes a valuation allowance if it is more-likely-than-not that some or all of its deferred tax assets will not be realized. The Company evaluates and weighs all available positive and negative evidence such as historic results, future reversals of existing deferred tax liabilities, projected future taxable income, as well as prudent and feasible tax-planning strategies. The assessment requires significant judgment and is performed in each of the applicable jurisdictions. The valuation allowance at the end of January 31, 2021 was primarily related to U.S. states’ net operating loss and tax credits, and certain U.S foreign tax credits. The Company will continue to evaluate the need for valuation allowances for its deferred tax assets. Unrecognized Tax Benefits and Other Considerations The Company records liabilities related to its uncertain tax positions. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions throughout the world. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, based on the technical merits. The tax benefit recognized is measured as the largest amount of benefit which is greater than 50 percent likely to be realized upon settlement with the taxing authority. A reconciliation of the beginning and ending balance of total unrecognized tax benefits for fiscal years 2021, 2020 and 2019 is as follows (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Beginning of period $ 1,433 $ 852 $ 304 Tax positions taken in prior period: Gross increases 77 12 474 Gross decreases (40) (37) (2) Tax positions taken in current period: Gross increases 107 640 107 Settlements (87) (27) (15) Lapse of statute of limitations (19) (4) (10) Currency translation effect 8 (3) (6) End of period $ 1,479 $ 1,433 $ 852 In fiscal 2021, the Company reported a net increase of approximately $46 million in its unrecognized tax benefits. In fiscal 2020, the Company reported an increase of approximately $581 million in its unrecognized tax benefits primarily for the incremental tax costs associated with the integration of certain acquired operations and assets. For fiscal 2021, 2020 and 2019, total unrecognized tax benefits in an amount of $1.3 billion, $1.2 billion and $631 million respectively, if recognized, would have reduced income tax expense and the Company’s effective tax rate. The Company has recognized interest and penalties related to unrecognized tax benefits in the income tax provision of $25 million, $2 million and $4 million in fiscal 2021, 2020 and 2019, respectively. Interest and penalties accrued as of January 31, 2021, 2020 and 2019 were $37 million, $12 million and $10 million, respectively. Certain prior year tax returns are currently being examined by various taxing authorities in countries including the United States, France, Germany, and Japan. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of the tax 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 adjust its provision for income taxes in the future. The Company has operations and taxable presence in multiple jurisdictions in the U.S. and outside of the U.S. Tax positions for the Company and its subsidiaries are subject to income tax audits by multiple tax jurisdictions around the world. The Company currently considers U.S. federal, Japan, Australia, Germany, France, United Kingdom, and Israel to be major tax jurisdictions. The Company’s U.S. federal tax returns since fiscal 2008 remain open to examination. With some exceptions, tax years prior to fiscal 2017 in jurisdictions outside of U.S. are generally closed. However, in Japan, the Company is no longer subject to examinations for years prior to fiscal 2015. The Company anticipates it is reasonably possible that a decrease of unrecognized tax benefits up to approximately $3 million may occur in the next 12 months, as the applicable statutes of limitations lapse. |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Jan. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding for the fiscal period. Diluted earnings per share is computed by giving effect to all potential weighted average dilutive common stock, including options and restricted stock units. The dilutive effect of outstanding awards and convertible securities is reflected in diluted earnings per share by application of the treasury stock method. A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows (in millions): 4 Fiscal Year Ended January 31, 2021 2020 2019 Numerator: Net income $ 4,072 $ 126 $ 1,110 Denominator: Weighted-average shares outstanding for basic earnings per share 908 829 751 Effect of dilutive securities: Employee stock awards 22 21 21 Convertible senior notes which matured in April 2018 0 0 1 Warrants which settled in June and July 2018 0 0 2 Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 930 850 775 The weighted-average number of shares outstanding used in the computation of diluted earnings per share does not include the effect of the following potentially outstanding common stock. The effects of these potentially outstanding shares were not included in the calculation of diluted earnings per share because the effect would have been anti-dilutive (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Employee stock awards 6 7 4 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Jan. 31, 2021 | |
Compensation Related Costs [Abstract] | |
Employee Benefit Plans | Employee Benefit PlansThe Company has a 401(k) plan covering all eligible employees in the United States and a Registered Retirement Savings plan covering all eligible employees in Canada. Since January 1, 2006, the Company has been contributing to the plans. Total Company contributions during fiscal 2021, 2020 and 2019, were $163 million, $127 million and $106 million, respectively. |
Legal Proceedings and Claims
Legal Proceedings and Claims | 12 Months Ended |
Jan. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Claims | Legal Proceedings and Claims In the ordinary course of business, the Company is or may be involved in various legal or regulatory proceedings, claims or purported class actions related to alleged infringement of third-party patents and other intellectual property rights, commercial, corporate and securities, labor and employment, wage and hour and other claims. The Company has been, and may in the future be put on notice or sued by third parties for alleged infringement of their proprietary rights, including patent infringement. In general, the resolution of a legal matter could prevent the Company from offering its service to others, could be material to the Company’s financial condition or cash flows, or both, or could otherwise adversely affect the Company’s operating results. The Company makes a provision for a liability relating to legal matters when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. The outcomes of legal proceedings and other contingencies are, however, inherently unpredictable and subject to significant uncertainties. At this time, the Company is not able to reasonably estimate the amount or range of possible losses in excess of any amounts accrued, including losses that could arise as a result of application of non-monetary remedies, with respect to the contingencies it faces, and the Company’s estimates may not prove to be accurate. In management’s opinion, resolution of all current matters, including all those described below, is not expected to have a material adverse impact on the Company’s consolidated results of operations, cash flows or financial position. However, depending on the nature and timing of any such dispute or other contingency, an unfavorable resolution of a matter could materially affect the Company’s current or future results of operations or cash flows, or both, in a particular quarter. Tableau Litigation In July and August 2017, two substantially similar securities class action complaints were filed against Tableau and two of its now former executive officers. The first complaint was filed in the U.S. District for the Southern District of New York (the “Scheufele Action”). The second complaint was filed in the U.S. District Court for the Western District of Washington and was voluntarily dismissed on October 17, 2017. In December 2017, the lead plaintiff in the Scheufele Action filed an amended complaint, which alleged that between February 5, 2015 and February 4, 2016, Tableau and certain of its executive officers violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and Rule 10b-5 promulgated thereunder, in connection with statements regarding Tableau’s business and operations by allegedly failing to disclose, among other things, that product launches and software upgrades by competitors were negatively impacting Tableau’s competitive position and profitability. The amended complaint sought unspecified damages, interest, attorneys’ fees and other costs. In February 2018, the lead plaintiff filed a second amended complaint (the "SAC"), which contains substantially similar allegations as the amended complaint, and added as defendants two more of Tableau’s now former executive officers and directors. Defendants filed a motion to dismiss the SAC in March 2018, which was denied in February 2019. Defendants filed an answer to the SAC in March 2019, and subsequently amended their answer in April 2019. On January 15, 2020, the court granted lead plaintiff’s motion for class certification. The parties have completed fact and expert discovery. On October 1, 2020, the Court entered an order staying the deadline for summary judgment motions to allow the parties to complete additional discovery. The court has not yet set a trial date. On March 10, 2021, the parties reached an agreement in principle to settle the litigation in its entirety. The parties are negotiating an agreement reflecting the specific terms of settlement. In August 2018, Tableau was named as a nominal defendant in a purported shareholder derivative action in the United States District Court for the District of Delaware, allegedly on behalf of and for the benefit of Tableau, against certain of its now former directors and officers. The derivative action arises out of many of the factual allegations at issue in the Scheufele Action, and generally alleges that the individual defendants breached fiduciary duties owed to Tableau. The complaint seeks unspecified damages and equitable relief, attorneys' fees, costs and expenses. In April 2020, the same purported stockholder who filed the 2018 derivative action, who had previously been a shareholder of Tableau and acquired shares of Salesforce as a result of the acquisition of Tableau by Salesforce in August 2019, filed a “double derivative” action in the United States District Court for the District of Delaware, allegedly on behalf of and for the benefit of Salesforce and Tableau, against certain of Tableau’s now former directors and officers. The double derivative complaint adds Salesforce as an additional nominal defendant, but otherwise names the same individual defendants, generally alleges the same purported wrongdoing, and seeks the same relief as the 2018 derivative action. On April 24, 2020, the court consolidated the 2018 and 2020 derivative actions. On June 5, 2020, the parties stipulated, and on June 12, 2020, the court entered an order, vacating the defendants’ deadline to respond to the April 2020 complaint and requiring the plaintiff to file an amended complaint on or before August 11, 2020. On August 11, 2020, the plaintiff filed his amended complaint. The Company filed a motion to dismiss the amended complaint on September 25, 2020. On February 10, 2021, the Court dismissed plaintiff’s amended complaint with leave to amend. Plaintiff’s deadline to file a second amended complaint passed on March 12, 2021, without any amended filings by Plaintiff. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Jan. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party TransactionsIn January 1999, the Salesforce Foundation (the “Foundation”) was chartered on an idea of leveraging the Company’s people, technology and resources to help improve communities around the world. The Company calls this integrated philanthropic approach the 1-1-1 model. The Company’s Chair is the chair of the Foundation and holds one of the three Foundation board seats. The Company does not control the Foundation’s activities, and accordingly, the Company does not consolidate the Foundation’s statement of activities with its financial results. Since the Foundation’s inception, the Company has provided at no charge certain resources to the Foundation including general administrative support and has agreed to use its best efforts to make charitable cash commitments through the third quarter of fiscal 2030. The value of these resources and charitable cash contributions to the Foundation has not been and is not expected to be material. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Jan. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent EventIn February 2021, the Company acquired all outstanding stock of Acumen Solutions, Inc. (“Acumen”), a professional services firm that provides innovative and critical solutions to clients using the Company’s service offerings and other advanced cloud technologies. The total consideration for Acumen was approximately $433 million, in cash. |
Summary of Business and Signi_2
Summary of Business and Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 31, 2021 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on January 31. References to fiscal 2021, for example, refer to the fiscal year ending January 31, 2021. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Company’s consolidated financial statements and notes thereto. Significant estimates and assumptions made by management include the determination of: • the fair value of assets acquired and liabilities assumed for business combinations; • the standalone selling price (“SSP”) of performance obligations for revenue contracts with multiple performance obligations; • the valuation of privately-held strategic investments, including impairments; • the recognition, measurement and valuation of current and deferred income taxes and uncertain tax positions; • the average period of benefit associated with costs capitalized to obtain revenue contracts; • the useful lives of intangible assets; and • the fair value of certain stock awards issued. Actual results could differ materially from those estimates. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the result of which forms the basis for making judgments about the carrying values of assets and liabilities. In December 2019, the novel coronavirus and resulting disease (“COVID-19”) was reported and in March 2020 the World Health Organization declared it a pandemic. The extent of the impact of the COVID-19 pandemic on the Company’s operational and financial performance depends on certain developments, including the duration of the pandemic, the impact on the Company’s customers and its sales and renewal cycles, and the impact on the Company’s employees, as discussed in more detail in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As a result, the estimates and assumptions used by the Company may change, as new events occur and additional information is obtained, and such changes will be recognized in the consolidated financial statements as soon as they become known. Actual results could differ from these estimates and any such differences may be material to the Company’s financial statements. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Segments | Segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), in deciding how to allocate resources and assess performance. Over the past few years, the Company has completed a number of acquisitions. These acquisitions have allowed the Company to expand its offerings, presence and reach in various market segments of the enterprise cloud computing market. While the Company has offerings in multiple enterprise cloud computing market segments, including as a result of the Company's acquisitions, and operates in multiple countries, the Company’s business operates in one operating segment because most of the Company's service offerings operate on the Customer 360 Platform, most of the Company's service offerings are |
Concentrations of Credit Risk, Significant Customers and Investments | Concentrations of Credit Risk, Significant Customers and Investments The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. Collateral is not required for accounts receivable. The Company maintains an allowance for its doubtful accounts receivable due to estimated credit losses. This allowance is based upon historical loss patterns, the number of days that billings are past due, an evaluation of the potential risk of loss associated with delinquent accounts and current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss patterns. The Company records the allowance against bad debt expense through the consolidated statement of operations, included in general and administrative expense, up to the amount of revenues recognized to date. Any incremental allowance is recorded as an offset to unearned revenue on the consolidated balance sheet. Receivables are written off and charged against the recorded allowance when the Company has exhausted collection efforts without success. No single customer accounted for more than five percent of accounts receivable at January 31, 2021 and January 31, 2020. No single customer accounted for five percent or more of total revenue during fiscal 2021, 2020 and 2019. As of January 31, 2021 and January 31, 2020, assets located outside the Americas were 15 percent and 12 percent of total assets, respectively. As of January 31, 2021 and January 31, 2020, assets located in the United States were 82 percent and 87 percent of total assets, respectively. The Company is also exposed to concentrations of risk in its strategic investment portfolio. As of January 31, 2021, the Company held one publicly traded investment with a carrying value that was approximately 35 percent of its total strategic investments, one publicly traded investment with a carrying value greater than 15 percent of its total strategic investments, and one privately held investment with a carrying value that was individually greater than five percent of its strategic investment portfolio. The two publicly held investments represented 53 percent of the total balance of the Company’s strategic investments as of January 31, 2021. As of January 31, 2020, the Company held five investments that were individually greater than five percent of its total strategic investments, of which one was publicly traded and four were privately held. |
Revenue Recognition | Revenue Recognition The Company derives its revenues from two sources: (1) subscription revenues, which are comprised of subscription fees from customers accessing the Company’s enterprise cloud computing services (collectively, “Cloud Services”), software licenses, and from customers paying for additional support beyond the standard support that is included in the basic subscription fees; and (2) related professional services such as process mapping, project management and implementation services. Other revenue consists primarily of training fees. Revenue is recognized upon transfer of control of promised products and services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. If the consideration promised in a contract includes a variable amount, for example, overage fees, contingent fees or service level penalties, the Company includes an estimate of the amount it expects to receive for the total transaction price if it is probable that a significant reversal of cumulative revenue recognized will not occur. The Company determines the amount of revenue to be recognized through the application of the following steps: • Identification of the contract, or contracts, with a customer; • Identification of the performance obligations in the contract; • Determination of the transaction price; • Allocation of the transaction price to the performance obligations in the contract; and • Recognition of revenue when or as the Company satisfies the performance obligations. The Company’s subscription service arrangements are non-cancelable and do not contain refund-type provisions. Subscription and Support Revenues Subscription and support revenues are comprised of fees that provide customers with access to Cloud Services, software licenses and related support and updates during the term of the arrangement. Cloud Services allow customers to use the Company's multi-tenant software without taking possession of the software. Revenue is generally recognized ratably over the contract term. With the May 2018 acquisition of MuleSoft, Inc. (“MuleSoft”) and the August 2019 acquisition of Tableau Software, Inc. (“Tableau”), subscription and support revenues also include revenues associated with term software licenses. On-premises software licenses purchased by customers provide the customer with a right to use the software as it exists when made available. Revenues from distinct licenses are generally recognized upfront when the software is made available to the customer. In cases where the Company allocates revenue to software updates and support revenue, the allocated revenue is recognized as the updates are provided, which is generally ratably over the contract term. The Company typically invoices its customers annually. Typical payment terms provide that customers pay within 30 days of invoice. Amounts that have been invoiced are recorded in accounts receivable and in unearned revenue or revenue, depending on whether transfer of control to customers has occurred. Professional Services and Other Revenues The Company’s professional services contracts are either on a time and materials, fixed fee or subscription basis. These revenues are recognized as the services are rendered for time and materials contracts, on a proportional performance basis for fixed price contracts or ratably over the contract term for subscription professional services contracts. Training revenues are recognized as the services are performed. Significant Judgments - Contracts with Multiple Performance Obligations The Company enters into contracts with its customers that may include promises to transfer multiple Cloud Services, software licenses, premium support and professional services. A performance obligation is a promise in a contract with a customer to transfer products or services that are distinct. Determining whether products and services are distinct performance obligations that should be accounted for separately or combined as one unit of accounting may require significant judgment. Cloud Services and software licenses are distinct because such offerings are often sold separately. In determining whether professional services are distinct, the Company considers the following factors for each professional services agreement: availability of the services from other vendors, the nature of the professional services, the timing of when the professional services contract was signed in comparison to the subscription start date and the contractual dependence of the service on the customer’s satisfaction with the professional services work. To date, the Company has concluded that professional services included in contracts with multiple performance obligations are distinct. The Company allocates the transaction price to each performance obligation on a relative SSP basis. The SSP is the price at which the Company would sell a promised product or service separately to a customer. Judgment is required to determine the SSP for each distinct performance obligation. The Company determines SSP by considering its overall pricing objectives and market conditions. Significant pricing practices taken into consideration include the Company’s discounting practices, the size and volume of the Company’s transactions, the customer demographic, the geographic area where services are sold, price lists, the Company's go-to-market strategy, historical sales and contract prices. In instances where the Company does not sell or price a product or service separately, the Company determines relative fair value using information that may include market conditions or other observable inputs. As the Company’s go-to-market strategies evolve, the Company may modify its pricing practices in the future, which could result in changes to SSP. In certain cases, the Company is able to establish SSP based on observable prices of products or services sold or priced separately in comparable circumstances to similar customers. The Company uses a single amount to estimate SSP when it has observable prices. If SSP is not directly observable, for example when pricing is highly variable, the Company uses a range of SSP. The Company determines the SSP range using information that may include pricing practices or other observable inputs. The Company typically has more than one SSP for individual products and services due to the stratification of those products and services by customer size and geography. Costs Capitalized to Obtain Revenue Contracts The Company capitalizes incremental costs of obtaining non-cancelable Cloud Services subscription, ongoing Cloud Services support and license support revenue contracts. For contracts with on-premises software licenses where revenue is recognized upfront when the software is made available to the customer, costs allocable to those licenses are expensed as they are incurred. Capitalized amounts consist primarily of sales commissions paid to the Company’s direct sales force. Capitalized amounts also include (1) amounts paid to employees other than the direct sales force who earn incentive payouts under annual compensation plans that are tied to the value of contracts acquired, (2) commissions paid to employees upon renewals of subscription and support contracts, (3) the associated payroll taxes and fringe benefit costs associated with the payments to the Company’s employees, and (4) to a lesser extent, success fees paid to partners in emerging markets where the Company has a limited presence. Costs capitalized related to new revenue contracts are amortized on a straight-line basis over four years, which is longer than the typical initial contract period, but reflects the estimated average period of benefit, including expected contract renewals. In arriving at this average period of benefit, the Company evaluated both qualitative and quantitative factors which included the estimated life cycles of its offerings and its customer attrition. Additionally, the Company amortizes capitalized costs for renewals and success fees paid to partners over two years. The capitalized amounts are recoverable through future revenue streams under all non-cancelable customer contracts. The Company periodically evaluates whether there have been any changes in its business, the market conditions in which it operates or other events which would indicate that its amortization period should be changed or if there are potential indicators of impairment. Amortization of capitalized costs to obtain revenue contracts is included in marketing and sales expense in the accompanying consolidated statements of operations. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are stated at fair value. |
Marketable Securities | Marketable Securities The Company considers all of its marketable debt securities as available for use in current operations, including those with maturity dates beyond one year, and therefore classifies these securities within current assets on the consolidated balance sheets. Securities are classified as available for sale and are carried at fair value, with the change in unrealized gains and losses, net of tax, reported as a separate component on the consolidated statements of comprehensive income until realized. Fair value is determined based on quoted market rates when observable or utilizing data points that are observable, such as quoted prices, interest rates and yield curves. Securities with an amortized cost basis in excess of estimated fair value are assessed to determine what amount of the excess, if any, is caused by expected credit losses, as required by new accounting pronouncement, Accounting Standards Update No. 2016-13 (“ASU 2016-13”), discussed in further detail below. Expected credit losses on securities are recognized in other income (expense), net on the consolidated statements of operations, and any remaining unrealized losses, net of taxes, are included in accumulated other comprehensive loss in stockholders' equity. For the purposes of computing realized and unrealized gains and losses, the cost of securities sold is based on the specific-identification method. Interest on securities classified as available for sale is included as a component of investment income within other expense. |
Strategic Investments | Strategic Investments The Company holds strategic investments in privately held debt and equity securities and publicly held equity securities in which the Company does not have a controlling interest. Privately held equity securities which the Company does not have a controlling financial interest in but does exercise significant influence over the investee are accounted for under the equity method. Privately held equity securities not accounted for under the equity method are recorded at cost and adjusted for observable transactions for same or similar investments of the same issuer (referred to as the measurement alternative) or impairment. All gains and losses on privately held equity securities, realized and unrealized, are recorded through gains on strategic investments, net on the consolidated statement of operations. Privately held debt securities are recorded at fair value with changes in fair value recorded through comprehensive income on the consolidated balance sheet. Valuations of privately held securities are inherently complex and require judgment due to the lack of readily available market data. The carrying value is not adjusted for the Company's privately held equity securities if there are no observable price changes in a same or similar security from the same issuer or if there are no identified events or changes in circumstances that may indicate impairment, as discussed below. In determining the estimated fair value of its strategic investments in privately held companies, the Company utilizes the most recent data available to the Company. The Company assesses its privately held debt and equity securities in its strategic investment portfolio at least quarterly for impairment. The Company’s impairment analysis encompasses an assessment of both qualitative and quantitative factors including the investee's financial metrics, market acceptance of the investee's product or technology and the rate at which the investee is using its cash. If the investment is considered impaired, the Company recognizes an impairment through the consolidated statement of operations and establishes a new carrying value for the investment. |
Fair Value Measurement | Fair Value Measurement The Company measures its cash and cash equivalents, marketable securities and foreign currency derivative contracts at fair value. In addition, the Company measures its strategic investments, including its publicly held equity securities, privately held debt securities and privately held equity securities for which there has been an observable price change in a same or similar security, at fair value. The additional disclosures regarding the Company’s fair value measurements are included in Note 4 “Fair Value Measurement.” |
Derivative Financial Instruments | Derivative Financial Instruments The Company enters into foreign currency derivative contracts with financial institutions to reduce foreign exchange risk. The Company uses forward currency derivative contracts to minimize the Company’s exposure to balances primarily denominated in the Euro, British Pound Sterling, Canadian Dollar, Australian Dollar and Japanese Yen. The Company’s foreign currency derivative contracts, which are not designated as hedging instruments, are used to reduce the exchange rate risk associated primarily with intercompany receivables and payables. The Company’s derivative financial instruments program is not designated for trading or speculative purposes. The Company generally enters into master netting arrangements with the financial institutions with which it contracts for such derivative contracts, which permit net settlement of transactions with the same counterparty, thereby reducing credit-related losses in the event of the financial institutions' nonperformance. Outstanding foreign currency derivative contracts are recorded at fair value on the consolidated balance sheets. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Computers, equipment and software 3 to 9 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years Buildings and building improvements 10 to 40 years When assets are retired or otherwise disposed of, the cost and accumulated depreciation and amortization are removed from their respective accounts and any loss on such retirement is reflected in operating expenses. |
Leases | Leases The Company determines if an arrangement is a lease at inception and classifies its leases at commencement. Operating leases are included in operating lease right-of-use (“ROU”) assets and current and noncurrent operating lease liabilities on the Company’s consolidated balance sheets. Assets recognized from finance leases (also referred to as “ROU” assets) are included in property and equipment, accrued expenses and other liabilities and other noncurrent liabilities, respectively, on the Company’s consolidated balance sheets. ROU assets represent the Company's right to use an underlying asset for the lease term. The corresponding lease liabilities represent its obligation to make lease payments arising from the lease. The Company does not recognize ROU assets or lease liabilities for leases with a term of 12 months or less for any asset classes. Lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement, net of any future tenant incentives. The Company has lease agreements which contain both lease and non-lease components, which it has elected to combine for all asset classes. As such, minimum lease payments include fixed payments for non-lease components within a lease agreement, but exclude variable lease payments not dependent on an index or rate, such as common area maintenance, operating expenses, utilities, or other costs that are subject to fluctuation from period to period. The Company’s lease terms may include options to extend or terminate the lease. Periods beyond the noncancellable term of the lease are included in the measurement of the lease liability when it is reasonably certain that the Company will exercise the associated extension option or waive the termination option. The Company reassesses the lease term if and when a significant event or change in circumstances occurs within the control of the Company. As most of the Company’s leases do not provide an implicit rate, the net present value of future minimum lease payments is determined using the Company’s incremental borrowing rate. The Company's incremental borrowing rate is an estimate of the interest rate the Company would have to pay to borrow on a collateralized basis with similar terms and payments, in the economic environment where the leased asset is located. The lease ROU asset is recognized based on the lease liability, adjusted for any rent payments or initial direct costs incurred or tenant incentives received prior to commencement. Lease expenses for minimum lease payments for operating leases are recognized on a straight-line basis over the lease term. Amortization expense of finance lease ROU assets is recognized on a straight-line basis over the lease term, and interest expense for finance lease liabilities is recognized based on the incremental borrowing rate. Expense for variable lease payments are recognized as incurred. On the lease commencement date, the Company also establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are included in property and equipment and are amortized over the lease term to operating expense. The Company has entered into subleases or has made decisions and taken actions to exit and sublease certain unoccupied leased office space. Similar to other long-lived assets discussed below, management tests ROU assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. For leased assets, such circumstances would include the decision to leave a leased facility prior to the end of the minimum lease term or subleases for which estimated cash flow do not fully cover the costs of the associated lease. |
Intangible Assets Acquired through Business Combinations | Intangible Assets Acquired through Business Combinations Intangible assets are amortized over their estimated useful lives. Each period, the Company evaluates the estimated remaining useful life of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. Management tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. |
Impairment Assessment | Impairment Assessment The Company evaluates intangible assets and long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. This includes but is not limited to significant adverse changes in business climate, market conditions or other events that indicate an asset's carrying amount may not be recoverable. Recoverability of these assets is measured by comparing the carrying amount of each asset to the future undiscounted cash flows the asset is expected to generate. If the undiscounted cash flows used in the test for recoverability are less than the carrying amount of these assets, the carrying amount of such assets is reduced to fair value. |
Business Combinations | Business Combinations The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date. The Company continues to collect information and reevaluates these estimates and assumptions quarterly and records any adjustments to the Company’s preliminary estimates to goodwill provided that the Company is within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company’s consolidated statement of operations. In the event the Company acquires an entity with which the Company has a preexisting relationship, the Company will generally recognize a gain or loss to settle that relationship as of the acquisition date within operating income on the consolidated statements of operations. In the event that the Company acquires an entity in which the Company previously held a strategic investment, the difference between the fair value of the shares as of the date of the acquisition and the carrying value of the strategic investment is recorded as a gain or loss and recorded within net gains (or losses) on strategic investments in the consolidated statement of operations. |
Stock-Based Expense | Stock-Based Expense Stock-based expenses are measured based on grant date at fair value using the Black-Scholes option pricing model for stock options and the grant date closing stock price for restricted stock awards. The Company recognizes stock-based expenses related to stock options and restricted stock awards on a straight-line basis, net of estimated forfeitures, over the requisite service period of the awards, which is generally the vesting term of four years. Stock-based expenses related to the Company’s Amended and Restated 2004 Employee Stock Purchase Plan (“ESPP” or “2004 Employee Stock Purchase Plan”) are measured based on grant date at fair value using the Black-Scholes option pricing model. The Company recognizes stock-based expenses related to shares issued pursuant to the 2004 Employee Stock Purchase Plan on a straight-line basis over the offering period, which is 12 months. The ESPP allows employees to purchase shares of the Company's common stock at a 15 percent discount from the lower of the Company’s stock price on (i) the first day of the offering period or on (ii) the last day of the purchase period and also allows employees to reduce their percentage election once during a six-month purchase period (December 15 and June 15 of each fiscal year), but not increase that election until the next one-year offering period. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the offering date. Stock-based expenses related to performance share grants, which are awarded to executive officers and other members of senior management and vest, if at all, based on the Company’s performance over a three-year period relative to the Nasdaq 100. Performance share grants are measured based on grant date at fair value using a Monte Carlo simulation model and expensed on a straight-line basis, net of estimated forfeitures, over the service period of the awards, which is generally the vesting term of three years. |
Advertising Expenses | Advertising ExpensesAdvertising is expensed as incurred. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statement and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax laws is recognized in the consolidated statements of operations in the period that includes the enactment date. The Company’s tax positions are subject to income tax audits by multiple tax jurisdictions throughout the world. The Company recognizes the tax benefit of an uncertain tax position only if it is more likely than not that the position is sustainable upon examination by the taxing authority, solely based on its technical merits. The tax benefit recognized is measured as the largest amount of benefit which is greater than 50 percent likely to be realized upon settlement with the taxing authority. The Company recognizes interest accrued and penalties related to unrecognized tax benefits in the income tax provision. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts that are more likely than not expected to be realized based on the weighting of positive and negative evidence. Future realization of deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character (for example, ordinary income or capital gain) within the carryback or carryforward periods available under the applicable tax law. The Company regularly reviews the deferred tax assets for recoverability based on historical taxable income, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. The Company’s judgments regarding future profitability may change due to many factors, including future market conditions and the ability to successfully execute its business plans. Should there be a change in the ability to recover deferred tax assets, the tax provision would increase or decrease in the period in which the assessment is changed. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company’s major foreign subsidiaries is generally the local currency. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. Equity transactions are translated using historical exchange rates. Adjustments resulting from translating foreign functional currency financial statements into U.S. |
Warranties and Indemnification | Warranties and Indemnification The Company’s enterprise cloud computing services are typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable and materially in accordance with the Company’s online help documentation under normal use and circumstances. The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying consolidated financial statements. The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
New Accounting Pronouncements Adopted and Pending Adoption | New Accounting Pronouncement Adopted in Fiscal 2021 In June 2016, the Financial Accounting Standards Board (FASB) issued ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, and includes the Company's accounts receivable, certain financial instruments and contract assets. ASU 2016-13 results in more timely recognition of credit losses. Effective on February 1, 2020, the Company adopted the provisions and expanded disclosure requirements described in ASU 2016-13. The adoption of ASU 2016-13 was not material to the consolidated financial statements. Accounting Pronouncement Pending Adoption In December 2019, the FASB issued Accounting Standards Update No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” which modifies and eliminates certain exceptions to the general principles of ASC 740, Income taxes. The new standard is effective for interim and annual periods beginning after December 15, 2020. ASU 2019-12 will be effective for fiscal 2022, including interim periods within that reporting period. The Company does not expect the adoption of ASU 2019-12 to be material. |
Reclassifications | Reclassifications Certain reclassifications to fiscal 2020 and fiscal 2019 balances were made to conform to the current period presentation in the consolidated statements of cash flows. These reclassifications did not impact the Company's Operating Cash Flows. |
Summary of Business and Signi_3
Summary of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment | Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Computers, equipment and software 3 to 9 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years Buildings and building improvements 10 to 40 years Property and equipment, net consisted of the following (in millions): As of January 31, 2021 2020 Land $ 293 $ 184 Buildings and building improvements 485 777 Computers, equipment and software 1,901 1,608 Furniture and fixtures 228 226 Leasehold improvements 1,507 1,381 Property and equipment, gross 4,414 4,176 Less accumulated depreciation and amortization (1,955) (1,801) Property and equipment, net $ 2,459 $ 2,375 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Subscription and support revenues consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Sales $ 5,191 $ 4,598 $ 4,040 Service 5,377 4,466 3,621 Platform and Other 6,275 4,473 2,854 Marketing and Commerce 3,133 2,506 1,898 $ 19,976 $ 16,043 $ 12,413 Total Revenue by Geographic Locations Revenues by geographical region consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Americas $ 14,736 $ 12,051 $ 9,445 Europe 4,501 3,430 2,553 Asia Pacific 2,015 1,617 1,284 $ 21,252 $ 17,098 $ 13,282 |
Unearned Revenue | The change in unearned revenue was as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Unearned revenue, beginning of period $ 10,662 $ 8,564 Billings and other (1) 23,096 18,662 Contribution from contract asset 28 101 Revenue recognized ratably over time (19,188) (15,586) Revenue recognized over time as delivered (767) (716) Revenue recognized at a point in time (1,297) (796) Unearned revenue from business combinations 73 433 Unearned revenue, end of period $ 12,607 $ 10,662 (1) Other includes, for example, the impact of foreign currency translation. |
Remaining Performance Obligation | Remaining performance obligation consisted of the following (in billions): Current Noncurrent Total As of January 31, 2021 $ 18.0 $ 18.1 $ 36.1 As of January 31, 2020 $ 15.0 $ 15.8 $ 30.8 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Marketable Securities | At January 31, 2021, marketable securities consisted of the following (in millions): Investments Classified as Marketable Securities Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 3,321 $ 20 $ 0 $ 3,341 U.S. treasury securities 205 1 0 206 Mortgage-backed obligations 382 5 0 387 Asset-backed securities 1,096 6 (1) 1,101 Municipal securities 242 2 0 244 Covered bonds 328 0 0 328 Other 164 0 0 164 Total marketable securities $ 5,738 $ 34 $ (1) $ 5,771 At January 31, 2020, marketable securities consisted of the following (in millions): Investments Classified as Marketable Securities Amortized Unrealized Unrealized Fair Value Corporate notes and obligations $ 2,199 $ 9 $ (1) $ 2,207 U.S. treasury securities 182 1 0 183 Mortgage-backed obligations 225 1 0 226 Asset-backed securities 779 2 0 781 Municipal securities 157 1 0 158 Covered bonds 165 0 0 165 Other 82 0 0 82 Total marketable securities $ 3,789 $ 14 $ (1) $ 3,802 |
Schedule of Short-Term and Long-Term Marketable Securities | The contractual maturities of the investments classified as marketable securities are as follows (in millions): As of January 31, 2021 2020 Due within 1 year $ 2,525 $ 1,332 Due in 1 year through 5 years 3,236 2,466 Due in 5 years through 10 years 10 4 $ 5,771 $ 3,802 |
Schedules of Strategic Investments | Strategic investments by form and measurement category as of January 31, 2021 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 2,068 $ 1,670 $ 120 $ 3,858 Debt securities 0 0 51 51 Total strategic investments $ 2,068 $ 1,670 $ 171 $ 3,909 Strategic investments by form and measurement category as of January 31, 2020 were as follows (in millions): Measurement Category Fair Value Measurement Alternative Other Total Equity securities $ 370 $ 1,502 $ 40 $ 1,912 Debt securities 0 0 51 51 Total strategic investments $ 370 $ 1,502 $ 91 $ 1,963 Measurement Alternative Adjustments The components of privately held equity securities accounted for under the measurement alternative included in the table above are presented below (in millions): Fiscal Year Ended January 31, 2021 2020 Carrying amount, beginning of period $ 1,502 $ 785 Adjustments related to privately held equity securities: Net additions (1) 96 507 Upward adjustments 169 280 Impairments and downward adjustments (97) (70) Carrying amount, end of period $ 1,670 $ 1,502 (1) Net additions include additions from purchases and reductions due to exits of securities and reclassifications due to changes to capital structure. The components of gains and losses on strategic investments are presented below (in millions): 4 Fiscal Year Ended January 31, 2021 2020 2019 Unrealized gains recognized on publicly traded equity securities, net $ 1,743 $ 138 $ 345 Unrealized gains recognized on privately held equity securities, net 77 208 133 Realized gains on sales of equity securities, net 367 95 74 Losses on debt securities, net (17) (14) (10) Gains on strategic investments, net $ 2,170 $ 427 $ 542 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents information about the Company’s assets and liabilities that are measured at fair value as of January 31, 2021 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Balance as of Cash equivalents (1): Time deposits $ 0 $ 1,143 $ 0 $ 1,143 Money market mutual funds 377 0 0 377 Cash equivalent securities 0 1,910 0 1,910 Marketable securities: Corporate notes and obligations 0 3,341 0 3,341 U.S. treasury securities 0 206 0 206 Mortgage-backed obligations 0 387 0 387 Asset-backed securities 0 1,101 0 1,101 Municipal securities 0 244 0 244 Covered bonds 0 328 0 328 Other 0 164 0 164 Strategic investments: Publicly held equity securities 2,068 0 0 2,068 Total assets $ 2,445 $ 8,824 $ 0 $ 11,269 (1) Included in “cash and cash equivalents” in the accompanying consolidated balance sheet in addition to $2.8 billion of cash, as of January 31, 2021. The following table presents information about the Company’s assets and liabilities that are measured at fair value as of January 31, 2020 and indicates the fair value hierarchy of the valuation (in millions): Description Quoted Prices in Significant Other Significant Balance as of January 31, 2020 Cash equivalents (1): Time deposits $ 0 $ 746 $ 0 $ 746 Money market mutual funds 1,293 0 0 1,293 Marketable securities: Corporate notes and obligations 0 2,207 0 2,207 U.S. treasury securities 0 183 0 183 Mortgage-backed obligations 0 226 0 226 Asset-backed securities 0 781 0 781 Municipal securities 0 158 0 158 Covered bonds 0 165 0 165 Other 0 82 0 82 Strategic investments: Publicly held equity securities 370 0 0 370 Total assets $ 1,663 $ 4,548 $ 0 $ 6,211 |
Property and Equipment and Ot_2
Property and Equipment and Other Balance Sheet Accounts (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment are stated at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful lives of those assets as follows: Computers, equipment and software 3 to 9 years Furniture and fixtures 5 years Leasehold improvements Shorter of the estimated lease term or 10 years Buildings and building improvements 10 to 40 years Property and equipment, net consisted of the following (in millions): As of January 31, 2021 2020 Land $ 293 $ 184 Buildings and building improvements 485 777 Computers, equipment and software 1,901 1,608 Furniture and fixtures 228 226 Leasehold improvements 1,507 1,381 Property and equipment, gross 4,414 4,176 Less accumulated depreciation and amortization (1,955) (1,801) Property and equipment, net $ 2,459 $ 2,375 |
Leases and Other Commitments (T
Leases and Other Commitments (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Components of Lease Expense and Supplemental Cash Flow Information | The components of lease expense were as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Operating lease cost $ 1,208 $ 913 Finance lease cost: Amortization of right-of-use assets $ 73 $ 65 Interest on lease liabilities 15 20 Total finance lease cost $ 88 $ 85 Prior to the adoption of Topic 842 on February 1, 2019, the Company recognized operating lease costs on a straight-line basis once control of the space was achieved. Rent expense was $365 million for fiscal 2019. Supplemental cash flow information related to operating and finance leases was as follows (in millions): Fiscal Year Ended January 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows for operating leases $ 905 $ 827 Operating cash outflows for finance leases 14 15 Financing cash outflows for finance leases 48 164 Right-of-use assets obtained in exchange for lease obligations: Operating leases 979 509 |
Balance Sheet and Other Information Related to Leases | Supplemental balance sheet information related to operating and finance leases was as follows (in millions): As of January 31, 2021 2020 Operating leases: Operating lease right-of-use assets $ 3,204 $ 3,040 Operating lease liabilities, current $ 766 $ 750 Noncurrent operating lease liabilities 2,842 2,445 Total operating lease liabilities $ 3,608 $ 3,195 Finance leases: Buildings and building improvements (1) $ 0 $ 325 Computers, equipment and software 604 468 Accumulated depreciation (410) (404) Property and equipment, net $ 194 $ 389 Accrued expenses and other liabilities (1) $ 35 $ 53 Other noncurrent liabilities (1) 93 332 Total finance lease liabilities $ 128 $ 385 (1) As a result of the reassessment of the lease term of 350 Mission, the ROU asset and corresponding lease liability were remeasured to exclude the estimated lease payments for the renewal option periods and reclassified as operating leases, resulting in the derecognition of $262 million in buildings and building improvements. After remeasurement and reclassification, the lease represented $148 million in operating lease ROU assets. The $225 million in remeasured lease liabilities were also reclassified to operating lease liabilities during the period. Other information related to leases was as follows: As of January 31, 2021 2020 Weighted average remaining lease term Operating leases 7 years 7 years Finance leases 4 years 18 years Weighted average discount rate Operating leases 2.2 % 2.7 % Finance leases 1.9 % 4.5 % |
Maturities of Lease Liabilities | As of January 31, 2021, the maturities of lease liabilities under noncancellable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Fiscal 2022 $ 822 $ 37 Fiscal 2023 680 35 Fiscal 2024 508 35 Fiscal 2025 399 26 Fiscal 2026 336 0 Thereafter 1,161 0 Total minimum lease payments 3,906 133 Less: Imputed interest (298) (5) Total $ 3,608 $ 128 |
Maturities of Lease Liabilities | As of January 31, 2021, the maturities of lease liabilities under noncancellable operating and finance leases were as follows (in millions): Operating Leases Finance Leases Fiscal Period: Fiscal 2022 $ 822 $ 37 Fiscal 2023 680 35 Fiscal 2024 508 35 Fiscal 2025 399 26 Fiscal 2026 336 0 Thereafter 1,161 0 Total minimum lease payments 3,906 133 Less: Imputed interest (298) (5) Total $ 3,608 $ 128 |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Vlocity | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The acquisition date fair value of the consideration transferred for Vlocity was approximately $1.4 billion, which consisted of the following (in millions): Fair Value Cash $ 1,166 Fair value of stock options and restricted stock awards assumed 6 Fair value of pre-existing relationship 208 Total $ 1,380 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 12 Accounts receivable 22 Goodwill 1,024 Intangible assets 473 Other assets 15 Accounts payable, accrued expenses and other liabilities, current and noncurrent (35) Unearned revenue (64) Deferred tax liability (67) Net assets acquired $ 1,380 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 174 4 years Customer relationships 299 8 years Total intangible assets subject to amortization $ 473 |
Tableau | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The acquisition date fair value of the consideration transferred for Tableau was approximately $14.8 billion, which consisted of the following (in millions): Fair Value Cash $ 1 Common stock issued 14,552 Fair value of stock options and restricted stock awards assumed 292 Total $ 14,845 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 644 Marketable securities 456 Accounts receivable 174 Contract asset 131 Operating lease right-of-use assets 361 Other assets 116 Acquired customer contract asset 56 Goodwill 10,806 Intangible assets 3,252 Accounts payable, accrued expenses and other liabilities (257) Unearned revenue (242) Operating lease liabilities (332) Deferred tax liability and income tax payable (320) Net assets acquired $ 14,845 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 2,000 5 years Customer relationships 1,231 8 years Other purchased intangible assets 21 1 year Total intangible assets subject to amortization $ 3,252 |
ClickSoftware | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The acquisition date fair value of the consideration transferred for ClickSoftware was approximately $1.4 billion, which consisted of the following (in millions): Fair Value Cash $ 587 Common stock issued 663 Fair value of stock options assumed 81 Fair value of pre-existing relationship 55 Total $ 1,386 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 38 Accounts receivable 28 Goodwill 1,132 Intangible assets 276 Other assets 33 Accounts payable, accrued expenses and other liabilities, current and noncurrent (55) Unearned revenue (40) Deferred tax liability (26) Net assets acquired $ 1,386 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition (in millions): Fair Value Useful Life Developed technology $ 215 4 years Customer relationships 61 8 years Total intangible assets subject to amortization $ 276 |
Salesforce.org | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the business combination (in millions): Cash $ 300 Loss on settlement of Salesforce.org reseller agreement (166) Total $ 134 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed as of the date of acquisition (in millions): Fair Value Cash and cash equivalents $ 54 Deferred tax asset 59 Other current and noncurrent assets 46 Goodwill 164 Accounts payable, accrued expenses and other liabilities, current and noncurrent (39) Unearned revenue (138) Deferred income taxes and income taxes payable (12) Net assets acquired $ 134 |
Intangible Assets Acquired Th_2
Intangible Assets Acquired Through Business Combinations and Goodwill (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Acquired From Business Combinations | Intangible assets acquired through business combinations are as follows (in millions): Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Weighted January 31, 2020 Additions and retirements, net (1) January 31, 2021 January 31, 2020 Expense and retirements, net (1) January 31, 2021 January 31, 2020 January 31, 2021 January 31, 2021 Acquired developed technology $ 3,598 $ (293) $ 3,305 $ (1,249) $ (178) $ (1,427) $ 2,349 $ 1,878 3.2 Customer relationships 3,252 258 3,510 (888) (391) (1,279) 2,364 2,231 6.8 Other (2) 72 (27) 45 (61) 21 (40) 11 5 3.3 Total $ 6,922 $ (62) $ 6,860 $ (2,198) $ (548) $ (2,746) $ 4,724 $ 4,114 5.1 (1) The Company retired $576 million of fully depreciated intangible assets during fiscal 2021, of which $485 million were included in acquired developed technology, $57 million in customer relationships and $34 million in other. (2) Included in other are in-place leases, trade names, trademarks and territory rights. |
Expected Future Amortization Expense for Purchased Intangible Assets | The expected future amortization expense for intangible assets as of January 31, 2021 is as follows (in millions): Fiscal Period: Fiscal 2022 $ 1,078 Fiscal 2023 923 Fiscal 2024 835 Fiscal 2025 568 Fiscal 2026 342 Thereafter 368 Total amortization expense $ 4,114 |
Schedule of Goodwill | The changes in the carrying amounts of goodwill, which is generally not deductible for tax purposes, were as follows (in millions): Balance at January 31, 2019 $ 12,851 Tableau 10,806 ClickSoftware 1,132 Salesforce.org 164 MapAnything 152 Other acquisitions and adjustments (1) 29 Balance as of January 31, 2020 25,134 Evergage 74 Vlocity 1,024 Other acquisitions and adjustments (1) 86 Balance as of January 31, 2021 $ 26,318 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | The carrying values of the Company's borrowings were as follows (in millions): Instrument Date of issuance Maturity date Effective Interest Rate for Fiscal 2021 January 31, 2021 January 31, 2020 2023 Senior Notes April 2018 April 2023 3.26% 996 995 2028 Senior Notes April 2018 April 2028 3.70% 1,491 1,489 Loan assumed on 50 Fremont February 2015 June 2023 3.75% 190 193 Total carrying value of debt 2,677 2,677 Less current portion of debt (4) (4) Total noncurrent debt $ 2,673 $ 2,673 |
Schedule of Maturities of Long-term Debt | The expected future principal payments for all borrowings as of January 31, 2021 is as follows (in millions): Fiscal period: Fiscal 2022 $ 4 Fiscal 2023 4 Fiscal 2024 1,182 Thereafter 1,500 Total principal outstanding $ 2,690 |
Schedule of Interest Expense | The following table sets forth total interest expense recognized related to debt (in millions), which is included within other expense in the Company’s consolidated statement of operations: Fiscal Year Ended January 31, 2021 2020 2019 Contractual interest expense $ 96 $ 106 $ 106 Amortization of debt issuance costs 14 4 16 Amortization of debt discount 0 0 4 $ 110 $ 110 $ 126 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions and fair value per share: Fiscal Year Ended January 31, Stock Options 2021 2020 2019 Volatility 28 - 37 % 27 - 30 % 27 - 28 % Estimated life 3.5 years 3.5 years 3.5 years Risk-free interest rate 0.2 - 1.4 % 1.6 - 2.5 % 2.5 - 3.0 % Weighted-average fair value per share of grants $ 41.24 $ 39.59 $ 28.89 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | Fiscal Year Ended January 31, ESPP 2021 2020 2019 Volatility 42 - 48 % 28 - 33 % 23 - 26 % Estimated life 0.75 years 0.75 years 0.75 years Risk-free interest rate 0.1 - 0.2 % 1.6 - 2.1 % 2.0 - 2.6 % Weighted-average fair value per share of grants $ 64.14 $ 41.43 $ 32.90 |
Share-based Compensation, Stock Options, Activity | Stock option activity, excluding the ESPP for fiscal 2021 is as follows: Options Outstanding Shares Outstanding Weighted- Aggregate Balance as of January 31, 2020 77 27 $ 98.56 Increase in shares authorized: 2013 Equity Incentive Plan 31 Assumed equity plans 1 Options granted under all plans (8) 8 147.80 Restricted stock activity (19) Performance-based restricted stock units (2) Exercised (10) 79.12 Plan shares expired or canceled 2 (2) 136.34 Balance as of January 31, 2021 82 23 $ 120.61 $ 2,455 Vested or expected to vest 22 $ 118.53 $ 2,341 Exercisable as of January 31, 2021 10 $ 87.40 $ 1,440 |
Schedule of Stock Options Outstanding | The following table summarizes information about stock options outstanding as of January 31, 2021: Options Outstanding Options Exercisable Range of Exercise Number Weighted- Weighted- Number of Weighted- $0.36 to $59.34 4 3.0 $ 41.41 4 $ 42.90 $59.64 to $118.04 6 3.4 97.24 4 92.64 $122.03 to $148.95 2 5.3 142.49 1 137.73 $154.14 6 6.2 154.14 0 0.00 $155.20 to $161.50 4 5.0 161.50 1 161.50 $162.81 to $258.04 1 6.1 202.46 0 0.00 23 4.6 $ 120.61 10 $ 87.40 |
Schedule of Restricted Stock Activity | Restricted stock activity for fiscal 2021 is as follows: Restricted Stock Outstanding Outstanding Weighted-Average Grant Date Fair Value Aggregate Balance as of January 31, 2020 28 $ 140.14 Granted - restricted stock units and awards 11 165.52 Granted - performance-based stock units 1 154.14 Canceled (2) 144.54 Vested and converted to shares (13) 132.43 Balance as of January 31, 2021 25 $ 155.50 $ 5,727 Expected to vest 22 $ 5,058 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The aggregate expected stock compensation remaining to be recognized as of January 31, 2021 is as follows (in millions): Fiscal Period: Fiscal 2022 $ 1,923 Fiscal 2023 1,273 Fiscal 2024 725 Fiscal 2025 157 Total stock compensation $ 4,078 |
Schedule of Shares Of Common Stock Available For Future Issuance Under Stock Option Plans | The following number of shares of common stock were reserved and available for future issuance at January 31, 2021 (in millions): Options outstanding 23 Restricted stock awards and units and performance-based stock units outstanding 25 Stock available for future grant or issuance: 2013 Equity Incentive Plan 80 2014 Inducement Plan 2 Amended and Restated 2004 Employee Stock Purchase Plan 7 137 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Domestic and Foreign Components of Income Before Provision For (Benefit From) Income Taxes | The domestic and foreign components of income before provision for (benefit from) income taxes consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Domestic $ 2,683 $ 686 $ 839 Foreign (122) 20 144 $ 2,561 $ 706 $ 983 |
Schedule of Income Taxes Provision (Benefit) | The provision for (benefit from) income taxes consisted of the following (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Current: Federal $ (12) $ 8 $ 0 State 53 33 39 Foreign 238 512 117 Total 279 553 156 Deferred: Federal 228 (41) (248) State 66 8 (37) Foreign (2,084) 60 2 Total (1,790) 27 (283) Provision for (benefit from) income taxes $ (1,511) $ 580 $ (127) |
Reconciliation of Statutory Federal Income Tax Rate | A reconciliation of income taxes at the statutory federal income tax rate to the provision for (benefit from) income taxes included in the accompanying consolidated statements of operations is as follows (in millions): Fiscal Year Ended January 31, 2021 2020 2019 U.S. federal taxes at statutory rate $ 538 $ 148 $ 206 State, net of the federal benefit 90 40 79 Effects of non-U.S. operations (1) (1,817) 540 379 Tax credits (125) (195) (132) Non-deductible expenses 45 119 63 Excess tax benefits related to share-based compensation (289) (166) (137) Effect of U.S. tax law change 23 6 43 Change in valuation allowance 15 85 (612) Other, net 9 3 (16) Provision for (benefit from) income taxes $ (1,511) $ 580 $ (127) (1) Fiscal 2021 effects of non-U.S. operations included tax benefit from the transfer of certain intangible property in Ireland. Fiscal 2020 included incremental tax costs associated with the integration of acquired operations and assets. |
Significant Components of Deferred Tax Assets And Liabilities | Significant components of the Company’s deferred tax assets and liabilities were as follows (in millions): As of January 31, 2021 2020 Deferred tax assets: Losses and deductions carryforward $ 202 $ 218 Deferred stock-based expense 179 193 Tax credits 990 913 Accrued liabilities 269 214 Intangible assets 2,011 0 Lease liabilities 948 769 Unearned revenue 71 4 Other 17 31 Total deferred tax assets 4,687 2,342 Less valuation allowance (305) (290) Deferred tax assets, net of valuation allowance 4,382 2,052 Deferred tax liabilities: Capitalized costs to obtain revenue contracts (581) (449) Purchased intangible assets (833) (915) Depreciation and amortization (121) (76) Basis difference on strategic and other investments (400) (69) Lease right-of-use assets (863) (695) Total deferred tax liabilities (2,798) (2,204) Net deferred tax assets (liabilities) $ 1,584 $ (152) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending balance of total unrecognized tax benefits for fiscal years 2021, 2020 and 2019 is as follows (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Beginning of period $ 1,433 $ 852 $ 304 Tax positions taken in prior period: Gross increases 77 12 474 Gross decreases (40) (37) (2) Tax positions taken in current period: Gross increases 107 640 107 Settlements (87) (27) (15) Lapse of statute of limitations (19) (4) (10) Currency translation effect 8 (3) (6) End of period $ 1,479 $ 1,433 $ 852 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Jan. 31, 2021 | |
Earnings Per Share [Abstract] | |
Reconciliation of Denominator Used in Calculation of Basic And Diluted Earnings Per Share | A reconciliation of the denominator used in the calculation of basic and diluted earnings per share is as follows (in millions): 4 Fiscal Year Ended January 31, 2021 2020 2019 Numerator: Net income $ 4,072 $ 126 $ 1,110 Denominator: Weighted-average shares outstanding for basic earnings per share 908 829 751 Effect of dilutive securities: Employee stock awards 22 21 21 Convertible senior notes which matured in April 2018 0 0 1 Warrants which settled in June and July 2018 0 0 2 Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 930 850 775 |
Shares Excluded From Diluted Earnings Per Share | The effects of these potentially outstanding shares were not included in the calculation of diluted earnings per share because the effect would have been anti-dilutive (in millions): Fiscal Year Ended January 31, 2021 2020 2019 Employee stock awards 6 7 4 |
Summary of Business and Signi_4
Summary of Business and Significant Accounting Policies - Narrative (Details) | Jan. 31, 2021USD ($) | Jan. 31, 2020USD ($) | Jan. 31, 2021USD ($)segment | Jan. 31, 2020USD ($) | Jan. 31, 2019USD ($) |
Concentration Risk [Line Items] | |||||
Number of operating segments | segment | 1 | ||||
Capitalized contract cost, amortization term (in years) | 4 years | 4 years | |||
Capitalized contract cost, renewals and success fees, amortization term (in years) | 2 years | ||||
Costs capitalized to obtain revenue contracts, net | $ 1,645,000,000 | $ 1,130,000,000 | $ 981,000,000 | ||
Amortization of costs capitalized to obtain revenue contracts, net | 1,058,000,000 | 876,000,000 | 737,000,000 | ||
Costs capitalized to obtain revenue contracts, net | $ 2,900,000,000 | $ 2,300,000,000 | 2,900,000,000 | 2,300,000,000 | |
Impairments of costs to obtain revenue contracts | 0 | 0 | |||
Impairment of real estate leases | 216,000,000 | ||||
Impairment of intangible assets | 0 | 0 | 0 | ||
Impairment of goodwill | 0 | 0 | 0 | ||
Impairments of capitalized software and long-lived assets | $ 0 | 0 | 0 | ||
Offering period | 12 months | ||||
Discount for ESPP | 15.00% | ||||
Purchase period | 6 months | ||||
Advertising expense | $ 787,000,000 | 660,000,000 | $ 482,000,000 | ||
Foreign currency derivative contracts | Derivatives not designated as hedging instruments | |||||
Concentration Risk [Line Items] | |||||
Notional amount of foreign currency derivative contracts | $ 5,300,000,000 | $ 5,500,000,000 | $ 5,300,000,000 | $ 5,500,000,000 | |
Stock options and restricted stock | |||||
Concentration Risk [Line Items] | |||||
Vesting period (in years) | 4 years | ||||
Performance shares | |||||
Concentration Risk [Line Items] | |||||
Vesting period (in years) | 3 years | ||||
Performance period | 3 years | ||||
Restricted Stock | |||||
Concentration Risk [Line Items] | |||||
Award requisite service period | 4 years | ||||
Assets | Geographic concentration risk | Non-US | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 15.00% | 12.00% | |||
Assets | Geographic concentration risk | Untied States | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 82.00% | 87.00% | |||
Strategic investments | Investment concentration risk | One publicly traded investment A | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 35.00% | ||||
Strategic investments | Investment concentration risk | One publicly traded investment B | Minimum | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 15.00% | ||||
Strategic investments | Investment concentration risk | One privately held investment | Minimum | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 5.00% | ||||
Strategic investments | Investment concentration risk | Two publicly held investments | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 53.00% | ||||
Strategic investments | Investment concentration risk | Five investments | Minimum | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 5.00% |
Summary of Business and Signi_5
Summary of Business and Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Details) | 12 Months Ended |
Jan. 31, 2021 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 5 years |
Minimum | Computers, equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Minimum | Buildings and building improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 10 years |
Maximum | Computers, equipment and software | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 9 years |
Maximum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 10 years |
Maximum | Buildings and building improvements | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives | 40 years |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 21,252 | $ 17,098 | $ 13,282 |
Americas | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 14,736 | 12,051 | 9,445 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 4,501 | 3,430 | 2,553 |
Asia Pacific | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 2,015 | $ 1,617 | $ 1,284 |
Untied States | Geographic concentration risk | Revenue | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk percentage | 95.00% | 96.00% | 96.00% |
Subscription and support | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 19,976 | $ 16,043 | $ 12,413 |
Sales | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 5,191 | 4,598 | 4,040 |
Service | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 5,377 | 4,466 | 3,621 |
Platform and Other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 6,275 | 4,473 | 2,854 |
Marketing and Commerce | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 3,133 | $ 2,506 | $ 1,898 |
Revenues - Contract Balances an
Revenues - Contract Balances and Unearned Revenue (Details) $ in Millions | 12 Months Ended | |
Jan. 31, 2021USD ($) | Jan. 31, 2020USD ($) | |
Revenue from Contract with Customer [Abstract] | ||
Customer contract assets | $ 477 | $ 449 |
Unearned Revenue [Roll Forward] | ||
Unearned revenue, beginning of period | 10,662 | 8,564 |
Billings and other | 23,096 | 18,662 |
Contribution from contract asset | 28 | 101 |
Unearned revenue from business combinations | 73 | 433 |
Unearned revenue, end of period | $ 12,607 | 10,662 |
Percent of revenue recognized | 0.50 | |
Revenue recognized ratably over time | ||
Unearned Revenue [Roll Forward] | ||
Revenue recognized | $ (19,188) | (15,586) |
Revenue recognized over time as delivered | ||
Unearned Revenue [Roll Forward] | ||
Revenue recognized | (767) | (716) |
Revenue recognized at a point in time | ||
Unearned Revenue [Roll Forward] | ||
Revenue recognized | $ (1,297) | $ (796) |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligation (Details) - USD ($) $ in Billions | Jan. 31, 2021 | Jan. 31, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Current | $ 18 | $ 15 |
Noncurrent | 18.1 | 15.8 |
Total | $ 36.1 | $ 30.8 |
Minimum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-02-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Noncurrent remaining performance obligation, recognition period | 13 months | |
Maximum | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-02-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Noncurrent remaining performance obligation, recognition period | 36 months |
Investments - Schedule of Marke
Investments - Schedule of Marketable Securities (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 5,738 | $ 3,789 |
Unrealized Gains | 34 | 14 |
Unrealized Losses | (1) | (1) |
Fair Value | 5,771 | 3,802 |
Corporate notes and obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,321 | 2,199 |
Unrealized Gains | 20 | 9 |
Unrealized Losses | 0 | (1) |
Fair Value | 3,341 | 2,207 |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 205 | 182 |
Unrealized Gains | 1 | 1 |
Unrealized Losses | 0 | 0 |
Fair Value | 206 | 183 |
Mortgage-backed obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 382 | 225 |
Unrealized Gains | 5 | 1 |
Unrealized Losses | 0 | 0 |
Fair Value | 387 | 226 |
Asset-backed securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1,096 | 779 |
Unrealized Gains | 6 | 2 |
Unrealized Losses | (1) | 0 |
Fair Value | 1,101 | 781 |
Municipal securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 242 | 157 |
Unrealized Gains | 2 | 1 |
Unrealized Losses | 0 | 0 |
Fair Value | 244 | 158 |
Covered bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 328 | 165 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 328 | 165 |
Other | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 164 | 82 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | $ 164 | $ 82 |
Investments - Schedule of Short
Investments - Schedule of Short-Term and Long-Term Marketable Securities (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Investments, Debt and Equity Securities [Abstract] | ||
Due within 1 year | $ 2,525 | $ 1,332 |
Due in 1 year through 5 years | 3,236 | 2,466 |
Due in 5 years through 10 years | 10 | 4 |
Fair value of marketable securities | $ 5,771 | $ 3,802 |
Investments - Schedule of Strat
Investments - Schedule of Strategic Investments (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Feb. 29, 2020 |
Investment Holdings [Line Items] | |||||||
Strategic investments | $ 3,909 | $ 3,909 | $ 1,963 | ||||
Strategic Investments [Roll Forward] | |||||||
Carrying amount, beginning of period | 1,502 | 785 | |||||
Adjustments related to privately held equity securities: | |||||||
Net additions | 96 | 507 | |||||
Upward adjustments | 169 | 280 | |||||
Impairments and downward adjustments | (97) | (70) | |||||
Carrying amount, end of period | 1,670 | 1,670 | 1,502 | $ 785 | |||
Net unrealized gains (loss) recognized | 1,800 | 300 | |||||
Cumulative impairments and downward adjustments | 238 | 238 | |||||
Cumulative upward adjustments | 314 | 314 | |||||
Cumulative net gain on equity securities | 900 | 400 | |||||
Impairments on privately held equity and debt securities | 125 | 77 | |||||
Equity securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 3,858 | 3,858 | 1,912 | ||||
Adjustments related to privately held equity securities: | |||||||
Net realized gains (losses) recognized | 367 | 95 | 74 | ||||
Debt securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 51 | 51 | 51 | ||||
Adjustments related to privately held equity securities: | |||||||
Net realized gains (losses) recognized | (17) | (14) | (10) | ||||
Technology company in preferred stock financing | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | $ 100 | $ 150 | |||||
Publicly traded securities | |||||||
Adjustments related to privately held equity securities: | |||||||
Net unrealized gains (loss) recognized | 1,743 | 138 | $ 345 | ||||
Publicly traded securities | July 2020 IPO investment | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 700 | 700 | |||||
Adjustments related to privately held equity securities: | |||||||
Net unrealized gains (loss) recognized | 537 | ||||||
Publicly traded securities | September 2020 IPO investment | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 1,400 | 1,400 | $ 250 | ||||
Adjustments related to privately held equity securities: | |||||||
Net unrealized gains (loss) recognized | 1,200 | ||||||
Two publicly traded investments | |||||||
Adjustments related to privately held equity securities: | |||||||
Cumulative net gain on equity securities | 600 | ||||||
Net realized gains (losses) recognized | 300 | ||||||
Fair Value | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 2,068 | 2,068 | 370 | ||||
Fair Value | Equity securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 2,068 | 2,068 | 370 | ||||
Fair Value | Debt securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 0 | 0 | 0 | ||||
Measurement Alternative | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 1,670 | 1,670 | 1,502 | ||||
Measurement Alternative | Equity securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 1,670 | 1,670 | 1,502 | ||||
Measurement Alternative | Debt securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 0 | 0 | 0 | ||||
Other | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 171 | 171 | 91 | ||||
Other | Equity securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | 120 | 120 | 40 | ||||
Other | Debt securities | |||||||
Investment Holdings [Line Items] | |||||||
Strategic investments | $ 51 | $ 51 | $ 51 |
Investments - Gains (Losses) on
Investments - Gains (Losses) on Strategic Investments, Net (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | ||
Investment Holdings [Line Items] | ||||
Net unrealized gains (loss) recognized | $ 1,800 | $ 300 | ||
Gains on strategic investments, net | [1] | 2,170 | 427 | $ 542 |
Publicly traded securities | ||||
Investment Holdings [Line Items] | ||||
Net unrealized gains (loss) recognized | 1,743 | 138 | 345 | |
Privately held securities | ||||
Investment Holdings [Line Items] | ||||
Net unrealized gains (loss) recognized | 77 | 208 | 133 | |
Equity securities | ||||
Investment Holdings [Line Items] | ||||
Net realized gains (losses) recognized | 367 | 95 | 74 | |
Debt securities | ||||
Investment Holdings [Line Items] | ||||
Net realized gains (losses) recognized | $ (17) | $ (14) | $ (10) | |
[1] | During fiscal 2021, two of the Company’s strategic investments completed their initial public offering, resulting in an unrealized gain of $1.7 billion as of January 31, 2021. |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 5,771 | $ 3,802 |
Publicly held equity securities | 2,068 | 370 |
Total assets | 11,269 | 6,211 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Publicly held equity securities | 2,068 | 370 |
Total assets | 2,445 | 1,663 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Publicly held equity securities | 0 | 0 |
Total assets | 8,824 | 4,548 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Publicly held equity securities | 0 | 0 |
Total assets | 0 | 0 |
Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 3,341 | 2,207 |
Corporate notes and obligations | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Corporate notes and obligations | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 3,341 | 2,207 |
Corporate notes and obligations | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 206 | 183 |
U.S. treasury securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
U.S. treasury securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 206 | 183 |
U.S. treasury securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Mortgage-backed obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 387 | 226 |
Mortgage-backed obligations | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Mortgage-backed obligations | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 387 | 226 |
Mortgage-backed obligations | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Asset-backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 1,101 | 781 |
Asset-backed securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Asset-backed securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 1,101 | 781 |
Asset-backed securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Municipal securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 244 | 158 |
Municipal securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Municipal securities | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 244 | 158 |
Municipal securities | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Covered bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 328 | 165 |
Covered bonds | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Covered bonds | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 328 | 165 |
Covered bonds | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 164 | 82 |
Other | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Other | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 164 | 82 |
Other | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Privately held securities | Significant Unobservable Inputs (Level 3) | Fair value, non-recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, fair value | 1,800 | 1,600 |
Time deposits | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,143 | 746 |
Time deposits | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Time deposits | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,143 | 746 |
Time deposits | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money market mutual funds | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 377 | 1,293 |
Money market mutual funds | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 377 | 1,293 |
Money market mutual funds | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money market mutual funds | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Cash equivalent securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 2,800 | $ 2,100 |
Cash equivalent securities | Cash and cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,910 | |
Cash equivalent securities | Cash and cash equivalents | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | |
Cash equivalent securities | Cash and cash equivalents | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 1,910 | |
Cash equivalent securities | Cash and cash equivalents | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 0 |
Property and Equipment and Ot_3
Property and Equipment and Other Balance Sheet Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 4,414 | $ 4,176 | |
Less accumulated depreciation and amortization | (1,955) | (1,801) | |
Property and equipment, net | 2,459 | 2,375 | |
Depreciation amortization expense | 579 | 455 | $ 411 |
Derecognition of building and building improvements | 262 | ||
Operating lease right-of-use assets | 3,204 | 3,040 | |
Operating lease liabilities | 3,608 | 3,195 | |
Payment to acquire property | 150 | ||
Accrued compensation | 1,700 | 1,500 | |
Acquired in-place leases | |||
Property, Plant and Equipment [Line Items] | |||
Finite-lived intangible assets acquired | 6 | ||
350 Mission St. Leased Property | |||
Property, Plant and Equipment [Line Items] | |||
Operating lease right-of-use assets | 148 | ||
Operating lease liabilities | 225 | ||
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 293 | 184 | |
Property, plant and equipment, additions | 110 | ||
Buildings and building improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 485 | 777 | |
Computers, equipment and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 1,901 | 1,608 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 228 | 226 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 1,507 | $ 1,381 | |
Building | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, additions | $ 34 |
Leases and Other Commitments -
Leases and Other Commitments - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2021 | Jan. 31, 2019 | |
Other Commitments [Line Items] | ||
Operating lease extension term (some leases) | 5 years | |
Operating lease termination option | 1 year | |
Operating lease expense | $ 365 | |
Sublease income, next five years | $ 166 | |
Sublease income, thereafter | 34 | |
Operating leases, not yet commenced | 1,500 | |
Operating lease commitment balance, including leases not yet commenced | 5,400 | |
Letter of credit | ||
Other Commitments [Line Items] | ||
Value of outstanding letters of credit | 100 | |
Facilities Space | ||
Other Commitments [Line Items] | ||
Operating lease commitment balance, including leases not yet commenced | $ 4,900 | |
Minimum | ||
Other Commitments [Line Items] | ||
Operating lease term | 1 year | |
Operating lease term, not yet commenced | 3 years | |
Maximum | ||
Other Commitments [Line Items] | ||
Operating lease term | 18 years | |
Operating lease term, not yet commenced | 18 years |
Leases and Other Commitments _2
Leases and Other Commitments - Components of Lease Expense and Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2021 | Jan. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating lease cost | $ 1,208 | $ 913 |
Finance lease cost: | ||
Amortization of right-of-use assets | 73 | 65 |
Interest on lease liabilities | 15 | 20 |
Total finance lease cost | 88 | 85 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash outflows for operating leases | 905 | 827 |
Operating cash outflows for finance leases | 14 | 15 |
Financing cash outflows for finance leases | 48 | 164 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | $ 979 | $ 509 |
Leases and Other Commitments _3
Leases and Other Commitments - Balance Sheet and Other Information Related to Leases (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Operating leases: | ||
Operating lease right-of-use assets | $ 3,204 | $ 3,040 |
Operating lease liabilities, current | 766 | 750 |
Noncurrent operating lease liabilities | 2,842 | 2,445 |
Total operating lease liabilities | 3,608 | 3,195 |
Finance leases: | ||
Accumulated depreciation | (410) | (404) |
Property and equipment, net | 194 | 389 |
Accrued expenses and other liabilities | 35 | 53 |
Other noncurrent liabilities | 93 | 332 |
Total finance lease liabilities | $ 128 | $ 385 |
Weighted average remaining lease term | ||
Operating leases (in years) | 7 years | 7 years |
Finance leases (in years) | 4 years | 18 years |
Derecognition of building and building improvements | $ 262 | |
Operating lease right-of-use assets | 3,204 | $ 3,040 |
Operating lease liabilities | $ 3,608 | $ 3,195 |
Weighted average discount rate | ||
Operating leases | 2.20% | 2.70% |
Finance leases | 1.90% | 4.50% |
350 Mission St. Leased Property | ||
Operating leases: | ||
Operating lease right-of-use assets | $ 148 | |
Total operating lease liabilities | 225 | |
Weighted average remaining lease term | ||
Operating lease right-of-use assets | 148 | |
Operating lease liabilities | 225 | |
Buildings and building improvements | ||
Finance leases: | ||
Finance leases, gross | 0 | $ 325 |
Computers, equipment and software | ||
Finance leases: | ||
Finance leases, gross | $ 604 | $ 468 |
Leases and Other Commitments _4
Leases and Other Commitments - Maturities of Lease Liabilities (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Operating Leases | ||
Fiscal 2022 | $ 822 | |
Fiscal 2023 | 680 | |
Fiscal 2024 | 508 | |
Fiscal 2025 | 399 | |
Fiscal 2026 | 336 | |
Thereafter | 1,161 | |
Total minimum lease payments | 3,906 | |
Less: Imputed interest | (298) | |
Total | 3,608 | $ 3,195 |
Finance Leases | ||
Fiscal 2022 | 37 | |
Fiscal 2023 | 35 | |
Fiscal 2024 | 35 | |
Fiscal 2025 | 26 | |
Fiscal 2026 | 0 | |
Thereafter | 0 | |
Total minimum lease payments | 133 | |
Less: Imputed interest | (5) | |
Total | $ 128 | $ 385 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) $ / shares in Units, $ in Millions | May 31, 2020USD ($) | Apr. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Feb. 29, 2020USD ($) | Oct. 31, 2019USD ($) | Aug. 31, 2019USD ($) | Jun. 30, 2019USD ($) | May 31, 2019USD ($) | Aug. 31, 2018USD ($) | May 31, 2018USD ($) | Apr. 30, 2018USD ($) | Jul. 31, 2015USD ($) | Jul. 31, 2021USD ($)$ / sharesshares | Jan. 31, 2021USD ($) | Jan. 31, 2020USD ($) | Jan. 31, 2019USD ($) | |||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of equity awards assumed | $ 6 | $ 373 | $ 480 | ||||||||||||||||
Estimated useful lives (in years) | 5 years 1 month 6 days | ||||||||||||||||||
Goodwill | $ 26,318 | 25,134 | 12,851 | ||||||||||||||||
Loss on settlement of Salesforce.org reseller agreement | $ 166 | $ 0 | [1],[2] | $ 166 | [1],[2] | $ 0 | [1],[2] | ||||||||||||
Customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 6 years 9 months 18 days | ||||||||||||||||||
Acquired developed technology | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 3 years 2 months 12 days | ||||||||||||||||||
Vlocity | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of consideration transferred | $ 1,380 | ||||||||||||||||||
Share conversion ratio | 0.05817 | ||||||||||||||||||
Fair value of unvested options | $ 139 | ||||||||||||||||||
Fair value of equity awards assumed | 6 | ||||||||||||||||||
Assumed unvested options, allocated to future services | 133 | ||||||||||||||||||
Fair value of pre-existing relationship | $ 167 | 208 | |||||||||||||||||
Remeasurement gain | 41 | ||||||||||||||||||
Finite-lived intangible assets acquired | 473 | ||||||||||||||||||
Goodwill | 1,024 | ||||||||||||||||||
Cash | 1,166 | ||||||||||||||||||
Vlocity | Customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 299 | ||||||||||||||||||
Estimated useful lives (in years) | 8 years | ||||||||||||||||||
Vlocity | Acquired developed technology | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 174 | ||||||||||||||||||
Estimated useful lives (in years) | 4 years | ||||||||||||||||||
Evergage | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Consideration transferred | $ 100 | ||||||||||||||||||
Goodwill | 74 | ||||||||||||||||||
Evergage | Developed technology and customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 25 | ||||||||||||||||||
Evergage | Developed technology and customer relationships | Minimum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 3 years | ||||||||||||||||||
Evergage | Developed technology and customer relationships | Maximum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 5 years | ||||||||||||||||||
Tableau | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Share conversion ratio | 1.103 | ||||||||||||||||||
Fair value of unvested options | $ 1,500 | ||||||||||||||||||
Fair value of equity awards assumed | 292 | ||||||||||||||||||
Assumed unvested options, allocated to future services | 1,200 | ||||||||||||||||||
Consideration transferred | 14,845 | ||||||||||||||||||
Finite-lived intangible assets acquired | 3,252 | ||||||||||||||||||
Goodwill | 10,806 | ||||||||||||||||||
Transaction costs | 40 | ||||||||||||||||||
Cash | 1 | ||||||||||||||||||
Common stock issued | 14,552 | ||||||||||||||||||
Tableau | Customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 1,231 | ||||||||||||||||||
Estimated useful lives (in years) | 8 years | ||||||||||||||||||
Tableau | Acquired developed technology | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 2,000 | ||||||||||||||||||
Estimated useful lives (in years) | 5 years | ||||||||||||||||||
ClickSoftware | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of consideration transferred | $ 1,386 | ||||||||||||||||||
Share conversion ratio | 0.109592 | ||||||||||||||||||
Fair value of unvested options | $ 103 | ||||||||||||||||||
Fair value of equity awards assumed | 81 | ||||||||||||||||||
Assumed unvested options, allocated to future services | 22 | ||||||||||||||||||
Fair value of pre-existing relationship | 55 | $ 14 | |||||||||||||||||
Remeasurement gain | 39 | ||||||||||||||||||
Finite-lived intangible assets acquired | 276 | ||||||||||||||||||
Goodwill | 1,132 | ||||||||||||||||||
Cash | 587 | ||||||||||||||||||
Common stock issued | 663 | ||||||||||||||||||
ClickSoftware | Customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 61 | ||||||||||||||||||
Estimated useful lives (in years) | 8 years | ||||||||||||||||||
ClickSoftware | Acquired developed technology | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 215 | ||||||||||||||||||
Estimated useful lives (in years) | 4 years | ||||||||||||||||||
Salesforce.org | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Consideration transferred | 134 | ||||||||||||||||||
Goodwill | 164 | ||||||||||||||||||
Cash | 300 | ||||||||||||||||||
Loss on settlement of Salesforce.org reseller agreement | $ 166 | ||||||||||||||||||
MapAnything | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of pre-existing relationship | $ 23 | ||||||||||||||||||
Remeasurement gain | $ 9 | ||||||||||||||||||
Consideration transferred | 213 | ||||||||||||||||||
Goodwill | $ 152 | ||||||||||||||||||
MapAnything | Minimum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 4 years | ||||||||||||||||||
MapAnything | Maximum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 5 years | ||||||||||||||||||
MapAnything | Developed technology and customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 53 | ||||||||||||||||||
Datorama | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of equity awards assumed | $ 93 | ||||||||||||||||||
Consideration transferred | 766 | ||||||||||||||||||
Goodwill | 586 | ||||||||||||||||||
Cash | 136 | ||||||||||||||||||
Common stock issued | $ 537 | ||||||||||||||||||
Datorama | Minimum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 1 year | ||||||||||||||||||
Datorama | Maximum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 8 years | ||||||||||||||||||
Datorama | Developed technology and customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 202 | ||||||||||||||||||
MuleSoft | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Fair value of unvested options | $ 824 | ||||||||||||||||||
Fair value of equity awards assumed | 387 | ||||||||||||||||||
Assumed unvested options, allocated to future services | 437 | ||||||||||||||||||
Consideration transferred | 6,400 | ||||||||||||||||||
Finite-lived intangible assets acquired | 1,300 | ||||||||||||||||||
Goodwill | 4,800 | ||||||||||||||||||
Cash | 4,900 | ||||||||||||||||||
Common stock issued | $ 1,200 | ||||||||||||||||||
MuleSoft | Minimum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 1 year | ||||||||||||||||||
MuleSoft | Maximum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 8 years | ||||||||||||||||||
MuleSoft | Customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 1,000 | ||||||||||||||||||
MuleSoft | Acquired developed technology | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 224 | ||||||||||||||||||
CloudCraze | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Consideration transferred | $ 190 | ||||||||||||||||||
Goodwill | $ 134 | ||||||||||||||||||
CloudCraze | Minimum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 1 year | ||||||||||||||||||
CloudCraze | Maximum | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Estimated useful lives (in years) | 7 years | ||||||||||||||||||
CloudCraze | Developed technology and customer relationships | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Finite-lived intangible assets acquired | $ 58 | ||||||||||||||||||
Slack | Expected | |||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||
Cash | $ 15,600 | ||||||||||||||||||
Cash paid per share (in dollars per share) | $ / shares | $ 26.79 | ||||||||||||||||||
Entity shares (in shares) | shares | 0.0776 | ||||||||||||||||||
Shares issued related to business combinations (in shares) | shares | 45,000,000 | ||||||||||||||||||
[1] | Amounts include amortization of intangible assets acquired through business combinations, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 662 $ 440 $ 215 Marketing and sales 459 352 232 | ||||||||||||||||||
[2] | Amounts include stock-based expense, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 241 $ 204 $ 161 Research and development 703 510 307 Marketing and sales 941 852 643 General and administrative 305 219 172 |
Business Combinations - Conside
Business Combinations - Consideration Transferred (Details) - USD ($) $ in Millions | May 31, 2020 | Jun. 30, 2020 | Oct. 31, 2019 | Aug. 31, 2019 | Jun. 30, 2019 | Jul. 31, 2015 | Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |||
Business Acquisition [Line Items] | ||||||||||||
Loss on settlement of Salesforce.org reseller agreement | $ (166) | $ 0 | [1],[2] | $ (166) | [1],[2] | $ 0 | [1],[2] | |||||
Fair value of stock options and restricted stock awards assumed | $ 6 | $ 373 | $ 480 | |||||||||
Vlocity | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | $ 1,166 | |||||||||||
Fair value of stock options and restricted stock awards assumed | 6 | |||||||||||
Fair value of pre-existing relationship | $ 167 | 208 | ||||||||||
Total | $ 1,380 | |||||||||||
Tableau | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | $ 1 | |||||||||||
Common stock issued | 14,552 | |||||||||||
Fair value of stock options and restricted stock awards assumed | 292 | |||||||||||
Total | $ 14,845 | |||||||||||
ClickSoftware | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | $ 587 | |||||||||||
Common stock issued | 663 | |||||||||||
Fair value of stock options and restricted stock awards assumed | 81 | |||||||||||
Fair value of pre-existing relationship | 55 | $ 14 | ||||||||||
Total | $ 1,386 | |||||||||||
Salesforce.org | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash | 300 | |||||||||||
Loss on settlement of Salesforce.org reseller agreement | (166) | |||||||||||
Total | $ 134 | |||||||||||
[1] | Amounts include amortization of intangible assets acquired through business combinations, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 662 $ 440 $ 215 Marketing and sales 459 352 232 | |||||||||||
[2] | Amounts include stock-based expense, as follows: Fiscal Year Ended January 31, 2021 2020 2019 Cost of revenues $ 241 $ 204 $ 161 Research and development 703 510 307 Marketing and sales 941 852 643 General and administrative 305 219 172 |
Business Combinations - Estimat
Business Combinations - Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jun. 30, 2020 | Jan. 31, 2020 | Oct. 31, 2019 | Aug. 31, 2019 | Jun. 30, 2019 | Jan. 31, 2019 |
Business Acquisition [Line Items] | |||||||
Contract asset | $ 477 | $ 449 | |||||
Goodwill | $ 26,318 | $ 25,134 | $ 12,851 | ||||
Vlocity | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 12 | ||||||
Accounts receivable | 22 | ||||||
Goodwill | 1,024 | ||||||
Intangible assets | 473 | ||||||
Other assets | 15 | ||||||
Accounts payable, accrued expenses and other liabilities, current and noncurrent | (35) | ||||||
Unearned revenue | (64) | ||||||
Deferred tax liability | (67) | ||||||
Net assets acquired | $ 1,380 | ||||||
Tableau | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 644 | ||||||
Marketable securities | 456 | ||||||
Accounts receivable | 174 | ||||||
Contract asset | 131 | ||||||
Operating lease right-of-use assets | 361 | ||||||
Acquired customer contract asset | 56 | ||||||
Goodwill | 10,806 | ||||||
Intangible assets | 3,252 | ||||||
Other assets | 116 | ||||||
Accounts payable, accrued expenses and other liabilities, current and noncurrent | (257) | ||||||
Unearned revenue | (242) | ||||||
Operating lease liabilities | (332) | ||||||
Deferred tax liability and income tax payable | (320) | ||||||
Net assets acquired | $ 14,845 | ||||||
ClickSoftware | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 38 | ||||||
Accounts receivable | 28 | ||||||
Goodwill | 1,132 | ||||||
Intangible assets | 276 | ||||||
Other assets | 33 | ||||||
Accounts payable, accrued expenses and other liabilities, current and noncurrent | (55) | ||||||
Unearned revenue | (40) | ||||||
Deferred tax liability | (26) | ||||||
Net assets acquired | $ 1,386 | ||||||
Salesforce.org | |||||||
Business Acquisition [Line Items] | |||||||
Cash and cash equivalents | $ 54 | ||||||
Deferred tax asset | 59 | ||||||
Goodwill | 164 | ||||||
Other assets | 46 | ||||||
Accounts payable, accrued expenses and other liabilities, current and noncurrent | (39) | ||||||
Unearned revenue | (138) | ||||||
Deferred tax liability and income tax payable | (12) | ||||||
Net assets acquired | $ 134 |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2020 | Oct. 31, 2019 | Aug. 31, 2019 | Jan. 31, 2021 | |
Business Acquisition [Line Items] | ||||
Estimated useful lives (in years) | 5 years 1 month 6 days | |||
Developed technology | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives (in years) | 3 years 2 months 12 days | |||
Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives (in years) | 6 years 9 months 18 days | |||
Other | ||||
Business Acquisition [Line Items] | ||||
Estimated useful lives (in years) | 3 years 3 months 18 days | |||
Vlocity | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 473 | |||
Vlocity | Developed technology | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 174 | |||
Estimated useful lives (in years) | 4 years | |||
Vlocity | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 299 | |||
Estimated useful lives (in years) | 8 years | |||
Tableau | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 3,252 | |||
Tableau | Developed technology | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 2,000 | |||
Estimated useful lives (in years) | 5 years | |||
Tableau | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 1,231 | |||
Estimated useful lives (in years) | 8 years | |||
Tableau | Other | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 21 | |||
Estimated useful lives (in years) | 1 year | |||
ClickSoftware | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 276 | |||
ClickSoftware | Developed technology | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 215 | |||
Estimated useful lives (in years) | 4 years | |||
ClickSoftware | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Finite-lived intangible assets acquired | $ 61 | |||
Estimated useful lives (in years) | 8 years |
Intangible Assets Acquired Th_3
Intangible Assets Acquired Through Business Combinations and Goodwill - Intangible Assets Acquired From Business Combinations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross, beginning balance | $ 6,922 | ||
Additions and retirements, net | (62) | ||
Intangible assets, gross, ending balance | 6,860 | $ 6,922 | |
Accumulated amortization, beginning balance | (2,198) | ||
Expense and retirements, net | (548) | ||
Accumulated amortization, ending balance | (2,746) | (2,198) | |
Intangible assets, net, beginning balance | 4,724 | ||
Intangible assets, net, ending balance | $ 4,114 | 4,724 | |
Weighted Average Remaining Useful Life (Years) | 5 years 1 month 6 days | ||
Finite-lived intangible assets, retirements | $ 576 | ||
Amortization of intangible assets | 1,100 | 792 | $ 447 |
Customer contract assets | 477 | 449 | |
Other assets | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Customer contract assets | 42 | 93 | |
Acquired developed technology | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross, beginning balance | 3,598 | ||
Additions and retirements, net | (293) | ||
Intangible assets, gross, ending balance | 3,305 | 3,598 | |
Accumulated amortization, beginning balance | (1,249) | ||
Expense and retirements, net | (178) | ||
Accumulated amortization, ending balance | (1,427) | (1,249) | |
Intangible assets, net, beginning balance | 2,349 | ||
Intangible assets, net, ending balance | $ 1,878 | 2,349 | |
Weighted Average Remaining Useful Life (Years) | 3 years 2 months 12 days | ||
Finite-lived intangible assets, retirements | $ 485 | ||
Customer relationships | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross, beginning balance | 3,252 | ||
Additions and retirements, net | 258 | ||
Intangible assets, gross, ending balance | 3,510 | 3,252 | |
Accumulated amortization, beginning balance | (888) | ||
Expense and retirements, net | (391) | ||
Accumulated amortization, ending balance | (1,279) | (888) | |
Intangible assets, net, beginning balance | 2,364 | ||
Intangible assets, net, ending balance | $ 2,231 | 2,364 | |
Weighted Average Remaining Useful Life (Years) | 6 years 9 months 18 days | ||
Finite-lived intangible assets, retirements | $ 57 | ||
Other | |||
Finite-lived Intangible Assets [Roll Forward] | |||
Intangible assets, gross, beginning balance | 72 | ||
Additions and retirements, net | (27) | ||
Intangible assets, gross, ending balance | 45 | 72 | |
Accumulated amortization, beginning balance | (61) | ||
Expense and retirements, net | 21 | ||
Accumulated amortization, ending balance | (40) | (61) | |
Intangible assets, net, beginning balance | 11 | ||
Intangible assets, net, ending balance | $ 5 | $ 11 | |
Weighted Average Remaining Useful Life (Years) | 3 years 3 months 18 days | ||
Finite-lived intangible assets, retirements | $ 34 |
Intangible Assets Acquired Th_4
Intangible Assets Acquired Through Business Combinations and Goodwill - Expected Future Amortization Expense for Purchased Intangible Assets (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Fiscal 2022 | $ 1,078 | |
Fiscal 2023 | 923 | |
Fiscal 2024 | 835 | |
Fiscal 2025 | 568 | |
Fiscal 2026 | 342 | |
Thereafter | 368 | |
Total amortization expense | $ 4,114 | $ 4,724 |
Intangible Assets Acquired Th_5
Intangible Assets Acquired Through Business Combinations and Goodwill - Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2021 | Jan. 31, 2020 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 25,134 | $ 12,851 |
Other acquisitions and adjustments | 86 | 29 |
Goodwill, ending balance | 26,318 | 25,134 |
Tableau | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | 10,806 | |
ClickSoftware | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | 1,132 | |
Salesforce.org | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | 164 | |
MapAnything | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | $ 152 | |
Evergage | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | 74 | |
Vlocity | ||
Goodwill [Roll Forward] | ||
Goodwill acquired | $ 1,024 |
Debt - Carrying Value of Borrow
Debt - Carrying Value of Borrowings (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Debt Instrument [Line Items] | ||
Total carrying value of debt | $ 2,677 | $ 2,677 |
Less current portion of debt | (4) | (4) |
Total noncurrent debt | $ 2,673 | 2,673 |
Senior Notes | 2023 Senior Notes | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate for Fiscal 2021 | 3.26% | |
Total carrying value of debt | $ 996 | 995 |
Senior Notes | 2028 Senior Notes | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate for Fiscal 2021 | 3.70% | |
Total carrying value of debt | $ 1,491 | 1,489 |
Secured Debt | Loan assumed on 50 Fremont | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate for Fiscal 2021 | 3.75% | |
Total carrying value of debt | $ 190 | $ 193 |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | |||||
Dec. 31, 2020USD ($) | Feb. 28, 2021USD ($) | Jan. 31, 2021USD ($) | Dec. 01, 2020USD ($) | Nov. 30, 2020USD ($) | Jan. 31, 2020USD ($) | |
Slack | Bridge Facility | Bridge loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Unsecured bridge loan | $ 7,000,000,000 | $ 10,000,000,000 | ||||
Debt term | 364 days | |||||
Slack | Bridge Facility | Bridge loan | Subsequent Event | ||||||
Line of Credit Facility [Line Items] | ||||||
Unsecured bridge loan | $ 4,000,000,000 | |||||
Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum borrowing capacity | $ 3,000,000,000 | $ 1,000,000,000 | ||||
Outstanding borrowings | $ 0 | |||||
Closing trading price | ||||||
Line of Credit Facility [Line Items] | ||||||
Long-term debt measurement input | 100 | |||||
Senior Notes | Significant Other Observable Inputs (Level 2) | ||||||
Line of Credit Facility [Line Items] | ||||||
Senior Notes fair value | $ 2,800,000,000 | $ 2,700,000,000 | ||||
Senior Unsecured Term Loan | Slack | Acquisition Term Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Unsecured bridge loan | $ 3,000,000,000 | |||||
Debt term | 3 years |
Debt - Future Principal Payment
Debt - Future Principal Payments (Details) $ in Millions | Jan. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
Fiscal 2022 | $ 4 |
Fiscal 2023 | 4 |
Fiscal 2024 | 1,182 |
Thereafter | 1,500 |
Total principal outstanding | $ 2,690 |
Debt - Schedule of Interest Exp
Debt - Schedule of Interest Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Debt Disclosure [Abstract] | |||
Contractual interest expense | $ 96 | $ 106 | $ 106 |
Amortization of debt issuance costs | 14 | 4 | 16 |
Amortization of debt discount | 0 | 0 | 4 |
Debt interest expense | $ 110 | $ 110 | $ 126 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares purchased under the ESPP (in shares) | 3,900,000 | 3,300,000 | 3,500,000 |
Total intrinsic value of the options exercised during the period | $ 1,200 | $ 799 | $ 784 |
Weighted-average remaining contractual life of vested and expected to vest options (in years) | 4 years 6 months | ||
Options vested (in shares) | 10,000,000 | ||
Weighted average exercise price vested (in dollars per share) | $ 87.40 | ||
Remaining contractual term (in years) | 3 years | ||
Total intrinsic value of vested options | $ 1,440 | ||
Weighted-average fair value per share of grants (in dollars per share) | $ 0.001 | ||
Period for recognition (in years) | 2 years | ||
Fair value of shares vested in period | $ 2,500 | $ 1,900 | |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 140 | $ 107 | |
Weighted-average fair value per share of grants (in dollars per share) | $ 64.14 | $ 41.43 | $ 32.90 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term of stock options (in years) | 7 years | ||
Weighted-average fair value per share of grants (in dollars per share) | $ 41.24 | $ 39.59 | $ 28.89 |
Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period (in years) | 3 years | ||
Performance shares | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 0.00% | ||
Performance shares | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting percentage | 200.00% | ||
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period for recognition (in years) | 4 years |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Share-based Payment Award, Stock Options and ESPP, Valuation Assumptions (Details) - $ / shares | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average fair value per share of grants (in dollars per share) | $ 0.001 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Volatility, minimum | 28.00% | 27.00% | 27.00% |
Volatility, maximum | 37.00% | 30.00% | 28.00% |
Estimated life (in years) | 3 years 6 months | 3 years 6 months | 3 years 6 months |
Risk-free interest rate, minimum | 0.20% | 1.60% | 2.50% |
Risk-free interest rate, maximum | 1.40% | 2.50% | 3.00% |
Weighted-average fair value per share of grants (in dollars per share) | $ 41.24 | $ 39.59 | $ 28.89 |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Volatility, minimum | 42.00% | 28.00% | 23.00% |
Volatility, maximum | 48.00% | 33.00% | 26.00% |
Estimated life (in years) | 9 months | 9 months | 9 months |
Risk-free interest rate, minimum | 0.10% | 1.60% | 2.00% |
Risk-free interest rate, maximum | 0.20% | 2.10% | 2.60% |
Weighted-average fair value per share of grants (in dollars per share) | $ 64.14 | $ 41.43 | $ 32.90 |
Stockholders' Equity - Share-ba
Stockholders' Equity - Share-based Compensation, Stock Options, Activity (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Jan. 31, 2021USD ($)$ / sharesshares | |
Shares Available for Grant | |
Beginning balance (in shares) | 77 |
Ending balance (in shares) | 82 |
Outstanding Stock Options | |
Beginning balance (in shares) | 27 |
Options granted under all plans (in shares) | 8 |
Exercised (in shares) | (10) |
Plan shares expired or canceled (in shares) | (2) |
Ending balance (in shares) | 23 |
Outstanding Stock Options, Vested or expected to vest (in shares) | 22 |
Outstanding Stock Options, Exercisable (in shares) | 10 |
Options Outstanding Weighted-Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 98.56 |
Options granted under all plans (in dollars per share) | $ / shares | 147.80 |
Exercised (in dollars per share) | $ / shares | 79.12 |
Plan shares expired or canceled (in dollars per share) | $ / shares | 136.34 |
Ending balance (in dollars per share) | $ / shares | 120.61 |
Weighted-Average Exercise Price, Vested or expected to vest (in dollars per share) | $ / shares | 118.53 |
Weighted-Average Exercise Price, Exercisable (in dollars per share) | $ / shares | $ 87.40 |
Aggregate Intrinsic Value | |
Balance | $ | $ 2,455 |
Vested or expected to vest | $ | 2,341 |
Exercisable | $ | $ 1,440 |
Restricted Stock | |
Shares Available for Grant | |
Restricted stock and restricted stock unit activity (in shares) | (19) |
Performance shares | |
Shares Available for Grant | |
Restricted stock and restricted stock unit activity (in shares) | (2) |
2013 Equity Incentive Plan | |
Shares Available for Grant | |
Increase in shares authorized (in shares) | 31 |
Ending balance (in shares) | 80 |
Acquired equity plans | |
Shares Available for Grant | |
Increase in shares authorized (in shares) | 1 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options Outstanding (Details) shares in Millions | 12 Months Ended |
Jan. 31, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Maximum (in dollars per share) | $ 161.50 |
Options, Number Outstanding (in shares) | shares | 23 |
Weighted- Average Remaining Contractual Life (Years) | 4 years 7 months 6 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 120.61 |
Options Exercisable, Number of Shares (in shares) | shares | 10 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 87.40 |
$0.36 to $59.34 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 0.36 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 59.34 |
Options, Number Outstanding (in shares) | shares | 4 |
Weighted- Average Remaining Contractual Life (Years) | 3 years |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 41.41 |
Options Exercisable, Number of Shares (in shares) | shares | 4 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 42.90 |
$59.64 to $118.04 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 59.64 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 118.04 |
Options, Number Outstanding (in shares) | shares | 6 |
Weighted- Average Remaining Contractual Life (Years) | 3 years 4 months 24 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 97.24 |
Options Exercisable, Number of Shares (in shares) | shares | 4 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 92.64 |
$122.03 to $148.95 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 122.03 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 148.95 |
Options, Number Outstanding (in shares) | shares | 2 |
Weighted- Average Remaining Contractual Life (Years) | 5 years 3 months 18 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 142.49 |
Options Exercisable, Number of Shares (in shares) | shares | 1 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 137.73 |
$154.14 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | $ 154.14 |
Options, Number Outstanding (in shares) | shares | 6 |
Weighted- Average Remaining Contractual Life (Years) | 6 years 2 months 12 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 154.14 |
Options Exercisable, Number of Shares (in shares) | shares | 0 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 0 |
$155.20 to $161.50 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | $ 155.20 |
Options, Number Outstanding (in shares) | shares | 4 |
Weighted- Average Remaining Contractual Life (Years) | 5 years |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 161.50 |
Options Exercisable, Number of Shares (in shares) | shares | 1 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 161.50 |
$162.81 to $258.04 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in dollars per share) | 162.81 |
Range of Exercise Prices, Maximum (in dollars per share) | $ 258.04 |
Options, Number Outstanding (in shares) | shares | 1 |
Weighted- Average Remaining Contractual Life (Years) | 6 years 1 month 6 days |
Weighted-Average Exercise Price, Options Outstanding (in dollars per share) | $ 202.46 |
Options Exercisable, Number of Shares (in shares) | shares | 0 |
Options Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 0 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Restricted Stock Activity (Details) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended |
Jan. 31, 2021USD ($)$ / sharesshares | |
Restricted Stock | |
Restricted Stock Outstanding | |
Beginning balance (in shares) | 28 |
Granted (in shares) | 11 |
Canceled (in shares) | (2) |
Vested and converted to shares (in shares) | (13) |
Ending balance (in shares) | 25 |
Expected to vest (in shares) | 22 |
Restricted Stock Outstanding, Weighted-Average Exercise Price | |
Beginning balance (in dollars per share) | $ / shares | $ 140.14 |
Granted (in dollars per share) | $ / shares | 165.52 |
Canceled (in dollars per share) | $ / shares | 144.54 |
Vested and converted to shares (in dollars per share) | $ / shares | 132.43 |
Ending balance (in dollars per share) | $ / shares | $ 155.50 |
Restricted Stock Outstanding, Aggregate Intrinsic Value | |
Aggregate Intrinsic Value, Outstanding | $ | $ 5,727 |
Aggregate Intrinsic Value, Expected to vest | $ | $ 5,058 |
Performance shares | |
Restricted Stock Outstanding | |
Granted (in shares) | 1 |
Restricted Stock Outstanding, Weighted-Average Exercise Price | |
Granted (in dollars per share) | $ / shares | $ 154.14 |
Stockholders' Equity - Share-_2
Stockholders' Equity - Share-based Payment Arrangement Expensed and Capitalized, Amount (Details) $ in Millions | Jan. 31, 2021USD ($) |
Share-based Payment Arrangement [Abstract] | |
Fiscal 2022 | $ 1,923 |
Fiscal 2023 | 1,273 |
Fiscal 2024 | 725 |
Fiscal 2025 | 157 |
Total stock compensation | $ 4,078 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) - shares shares in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding (in shares) | 23 | 27 |
Stock available for future grant or issuance (in shares) | 82 | 77 |
Total shares available for future grant (in shares) | 137 | |
2013 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock available for future grant or issuance (in shares) | 80 | |
2014 Inducement Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock available for future grant or issuance (in shares) | 2 | |
Amended and Restated 2004 Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock available for future grant or issuance (in shares) | 7 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock awards and units and performance-based stock units outstanding (in shares) | 25 | 28 |
Income Taxes - Domestic and For
Income Taxes - Domestic and Foreign Components of Income Before Provision For (Benefit From) Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 2,683 | $ 686 | $ 839 |
Foreign | (122) | 20 | 144 |
Income before benefit from (provision for) income taxes | $ 2,561 | $ 706 | $ 983 |
Income Taxes - Provisions For (
Income Taxes - Provisions For (Benefit From) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | ||
Current: | ||||
Federal | $ (12) | $ 8 | $ 0 | |
State | 53 | 33 | 39 | |
Foreign | 238 | 512 | 117 | |
Total | 279 | 553 | 156 | |
Deferred: | ||||
Federal | 228 | (41) | (248) | |
State | 66 | 8 | (37) | |
Foreign | (2,084) | 60 | 2 | |
Total | (1,790) | 27 | (283) | |
Provision for (benefit from) income taxes | [1] | $ (1,511) | $ 580 | $ (127) |
[1] | Amounts include approximately $2.0 billion of one-time benefit from a discrete tax item related to the recognition of deferred tax assets resulting from an intra-entity transfer of intangible property in fiscal 2021, and a benefit related to the partial release of the valuation allowance of $612 million for fiscal 2019. |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Income Tax Examination [Line Items] | |||
Deferred income tax benefit from intra-entity transfer of intangible property | $ 2,003 | $ 0 | $ 0 |
Operating loss carryforwards | 1,900 | ||
Research and development tax credits | 778 | ||
Valuation allowance | 305 | 290 | |
Increase in unrecognized tax benefits | 46 | 581 | |
Unrecognized tax benefits which would affect the effective tax rate | 1,300 | 1,200 | 631 |
Recognized interest and penalties related to unrecognized tax benefits | 25 | 2 | 4 |
Accrued interest and penalties related to unrecognized tax benefits | 37 | $ 12 | $ 10 |
Reasonably possible decrease of unrecognized tax benefits | 3 | ||
Foreign Tax Authority | |||
Income Tax Examination [Line Items] | |||
Tax credit carryforward | 178 | ||
California | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 725 | ||
Research and development tax credits | 437 | ||
State and Local Jurisdiction | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 871 | ||
Tax credit carryforward | $ 72 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of statutory Federal Income Tax Rate (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | ||
Income Tax Disclosure [Abstract] | ||||
U.S. federal taxes at statutory rate | $ 538 | $ 148 | $ 206 | |
State, net of the federal benefit | 90 | 40 | 79 | |
Effects of non-U.S. operations | (1,817) | 540 | 379 | |
Tax credits | (125) | (195) | (132) | |
Non-deductible expenses | 45 | 119 | 63 | |
Excess tax benefits related to share-based compensation | (289) | (166) | (137) | |
Effect of U.S. tax law change | 23 | 6 | 43 | |
Change in valuation allowance | 15 | 85 | (612) | |
Other, net | 9 | 3 | (16) | |
Provision for (benefit from) income taxes | [1] | $ (1,511) | $ 580 | $ (127) |
[1] | Amounts include approximately $2.0 billion of one-time benefit from a discrete tax item related to the recognition of deferred tax assets resulting from an intra-entity transfer of intangible property in fiscal 2021, and a benefit related to the partial release of the valuation allowance of $612 million for fiscal 2019. |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Jan. 31, 2021 | Jan. 31, 2020 |
Deferred tax assets: | ||
Losses and deductions carryforward | $ 202 | $ 218 |
Deferred stock-based expense | 179 | 193 |
Tax credits | 990 | 913 |
Accrued liabilities | 269 | 214 |
Intangible assets | 2,011 | 0 |
Lease liabilities | 948 | 769 |
Unearned revenue | 71 | 4 |
Other | 17 | 31 |
Total deferred tax assets | 4,687 | 2,342 |
Less valuation allowance | (305) | (290) |
Deferred tax assets, net of valuation allowance | 4,382 | 2,052 |
Deferred tax liabilities: | ||
Capitalized costs to obtain revenue contracts | (581) | (449) |
Purchased intangible assets | (833) | (915) |
Depreciation and amortization | (121) | (76) |
Basis difference on strategic and other investments | (400) | (69) |
Lease right-of-use assets | (863) | (695) |
Total deferred tax liabilities | (2,798) | (2,204) |
Net deferred tax assets (liabilities) | $ 1,584 | |
Net deferred tax assets (liabilities) | $ (152) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning of period | $ 1,433 | $ 852 | $ 304 |
Tax Positions taken in prior period, gross increases | 77 | 12 | 474 |
Tax positions taken in prior period, gross decreases | (40) | (37) | (2) |
Tax Positions taken in current period, gross increases | 107 | 640 | 107 |
Settlements | (87) | (27) | (15) |
Lapse of statute of limitations | (19) | (4) | (10) |
Currency translation effect | (3) | (6) | |
Currency translation effect | 8 | ||
End of period | $ 1,479 | $ 1,433 | $ 852 |
Net Income Per Share - Reconcil
Net Income Per Share - Reconciliation of Denominator Used in Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Numerator: | |||
Net income | $ 4,072 | $ 126 | $ 1,110 |
Denominator: | |||
Weighted-average shares outstanding for basic earnings per share (in shares) | 908 | 829 | 751 |
Dilutive effect of employee stock awards (in shares) | 22 | 21 | 21 |
Convertible senior notes which matured in April 2018 (in shares) | 0 | 0 | 1 |
Warrants which settled in June and July 2018 (in shares) | 0 | 0 | 2 |
Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings (loss) per share (in shares) | 930 | 850 | 775 |
Net Income Per Share - Shares E
Net Income Per Share - Shares Excluded from Diluted Earnings Per Share (Details) - shares shares in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Employee stock awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded (in shares) | 6 | 7 | 4 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2021 | Jan. 31, 2020 | Jan. 31, 2019 | |
Compensation Related Costs [Abstract] | |||
Company contributions | $ 163 | $ 127 | $ 106 |
Legal Proceedings and Claims (D
Legal Proceedings and Claims (Details) - Tableau Software, Inc. (Tableau) Litigation | 1 Months Ended | 2 Months Ended |
Feb. 28, 2018defendant | Aug. 31, 2017defendantclaim | |
Loss Contingencies [Line Items] | ||
Number of claims filed | claim | 2 | |
Number of defendants | defendant | 2 | 2 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - Foundation | Jan. 31, 2021board_seat |
Related Party Transaction [Line Items] | |
Number of Company's board members that hold board seats in Foundation | 1 |
Number of board seats in Foundation | 3 |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | 1 Months Ended |
Feb. 28, 2021USD ($) | |
Subsequent Event | Acumen | |
Subsequent Event [Line Items] | |
Total estimated consideration | $ 433 |