Statement Of Financial Position
Statement Of Financial Position Classified (USD $) | ||
In Thousands | 12 Months Ended
Jan. 31, 2010 | 12 Months Ended
Jan. 31, 2009 |
Current assets: | ||
Cash and cash equivalents | $1,011,306 | $483,834 |
Short-term marketable securities | 230,659 | 213,769 |
Accounts receivable, net of allowance for doubtful accounts of $1,050 and $1,527 at January 31, 2010 and 2009, respectively | 320,956 | 266,555 |
Deferred commissions | 47,388 | 39,384 |
Deferred income taxes | 40,116 | 31,900 |
Prepaid expenses and other current assets | 55,734 | 33,115 |
Total current assets | 1,706,159 | 1,068,557 |
Marketable securities, noncurrent | 485,083 | 184,962 |
Fixed assets, net | 89,711 | 77,027 |
Deferred commissions, noncurrent | 28,140 | 17,699 |
Deferred income taxes, noncurrent | 27,579 | 26,589 |
Capitalized software, net | 34,809 | 29,989 |
Goodwill | 48,955 | 44,872 |
Other assets, net | 39,765 | 30,127 |
Total assets | 2,460,201 | 1,479,822 |
Current liabilities: | ||
Accounts payable | 14,791 | 16,379 |
Accrued expenses and other current liabilities | 194,738 | 163,205 |
Income taxes payable | 8,424 | 3,619 |
Deferred revenue | 690,177 | 583,763 |
Total current liabilities | 908,130 | 766,966 |
0.75% Convertible senior notes due 2015, net | 450,198 | 0 |
Income taxes payable, noncurrent | 17,551 | 12,490 |
Long-term lease liabilities and other | 13,485 | 7,616 |
Deferred revenue, noncurrent | 14,171 | 10,263 |
Total liabilities | 1,403,535 | 797,335 |
Commitments and contingencies (Notes 8 and 9) | ||
Salesforce.com stockholders' equity: | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized and none issued and outstanding | 0 | 0 |
Common stock, $0.001 par value; 400,000,000 shares authorized, 127,152,449 and 122,850,062 issued and outstanding at January 31, 2010 and 2009, respectively | 127 | 123 |
Additional paid-in capital | 938,544 | 648,724 |
Accumulated other comprehensive loss | (1,430) | (2,905) |
Retained earnings | 106,561 | 25,842 |
Total stockholders' equity controlling interest | 1,043,802 | 671,784 |
Total stockholders' equity noncontrolling interest | 12,864 | 10,703 |
Total stockholders' equity | 1,056,666 | 682,487 |
Total liabilities and stockholders' equity | $2,460,201 | $1,479,822 |
1_Statement Of Financial Positi
Statement Of Financial Position Classified (Parenthetical) (USD $) | ||
In Thousands, except Share data | Jan. 31, 2010
| Jan. 31, 2009
|
Accounts receivable, allowance for doubtful accounts | $1,050 | $1,527 |
Preferred stock, par value | 0.001 | 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | 0.001 | 0.001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, issued | 127,152,449 | 122,850,062 |
Common stock, outstanding | 127,152,449 | 122,850,062 |
Statement Of Operations
Statement Of Operations (USD $) | |||||||||||||||||||
In Thousands, except Per Share data | 12 Months Ended
Jan. 31, 2010 | 12 Months Ended
Jan. 31, 2009 | 12 Months Ended
Jan. 31, 2008 | ||||||||||||||||
Revenues: | |||||||||||||||||||
Subscription and support | $1,209,472 | $984,574 | $680,581 | ||||||||||||||||
Professional services and other | 96,111 | 92,195 | 68,119 | ||||||||||||||||
Total revenues | 1,305,583 | 1,076,769 | 748,700 | ||||||||||||||||
Cost of revenues: | |||||||||||||||||||
Subscription and support | 159,172 | 127,082 | 91,268 | ||||||||||||||||
Professional services and other | 98,753 | 93,389 | 80,323 | ||||||||||||||||
Total cost of revenues | 257,925 | [1] | 220,471 | [1] | 171,591 | [1] | |||||||||||||
Gross profit | 1,047,658 | 856,298 | 577,109 | ||||||||||||||||
Operating expenses: | |||||||||||||||||||
Research and development | 131,897 | 99,530 | 63,812 | ||||||||||||||||
Marketing and sales | 605,199 | 534,413 | 376,480 | ||||||||||||||||
General and administrative | 195,290 | 158,613 | 116,508 | ||||||||||||||||
Total operating expenses | 932,386 | [1] | 792,556 | [1] | 556,800 | [1] | |||||||||||||
Income from operations | 115,272 | 63,742 | 20,309 | ||||||||||||||||
Investment income | 30,408 | 22,774 | 24,539 | ||||||||||||||||
Interest expense | (2,000) | (107) | (46) | ||||||||||||||||
Gain on sale of investment | 0 | 0 | 1,272 | ||||||||||||||||
Other income (expense) | (1,299) | (817) | 139 | ||||||||||||||||
Income before provision for income taxes and noncontrolling interest | 142,381 | 85,592 | 46,213 | ||||||||||||||||
Provision for income taxes | (57,689) | (37,557) | (23,385) | ||||||||||||||||
Consolidated net income | 84,692 | 48,035 | 22,828 | ||||||||||||||||
Less: Net income attributable to noncontrolling interest | (3,973) | (4,607) | (4,472) | ||||||||||||||||
Net income attributable to salesforce.com | $80,719 | $43,428 | $18,356 | ||||||||||||||||
Earnings per share-basic and diluted: | |||||||||||||||||||
Basic net income per share attributable to salesforce.com common shareholders | 0.65 | 0.36 | 0.16 | ||||||||||||||||
Diluted net income per share attributable to salesforce.com common shareholders | 0.63 | 0.35 | 0.15 | ||||||||||||||||
Shares used in computing basic net income per share | 124,462 | 121,183 | 116,840 | ||||||||||||||||
Shares used in computing diluted net income per share | 128,114 | 125,228 | 122,422 | ||||||||||||||||
[1]Amounts include stock-based expenses, as follows (see Note 1): Fiscal Year EndedJanuary 31, 2010 2009 2008 Cost of revenues $ 12,570 $ 11,051 $ 7,926 Research and development 13,129 9,852 6,336 Marketing and sales 39,722 36,028 25,423 General and administrative 23,471 20,435 15,522 |
Statement Of Operations (Parent
Statement Of Operations (Parenthetical) (USD $) | |||
In Thousands | 12 Months Ended
Jan. 31, 2010 | 12 Months Ended
Jan. 31, 2009 | 12 Months Ended
Jan. 31, 2008 |
Stock-based expenses, Cost of revenues | $12,570 | $11,051 | $7,926 |
Stock-based expenses, Research and development | 13,129 | 9,852 | 6,336 |
Stock-based expenses, Marketing and sales | 39,722 | 36,028 | 25,423 |
Stock-based expenses, General and administrative | $23,471 | $20,435 | $15,522 |
Statement Of Shareholders Equit
Statement Of Shareholders Equity And Other Comprehensive Income (USD $) | |||||||
In Thousands, except Share data | Common Stock
| Additional Paid-in Capital
| Accumulated Other Comprehensive Loss
| Retained Earnings (Deficit)
| Total Stockholders' Equity Controlling Interest
| Total Stockholders' Equity Noncontrolling Interest
| Total
|
Beginning Balance at Jan. 31, 2007 | $115 | $319,496 | ($2,187) | ($35,633) | $281,791 | $4,634 | $286,425 |
Beginning Balance (in shares) at Jan. 31, 2007 | 114,537,560 | ||||||
Exercise of stock options, warrants and stock grants to board members for board services (in shares) | 4,533,418 | ||||||
Exercise of stock options, warrants and stock grants to board members for board services | 4 | 63,192 | 63,196 | 63,196 | |||
Vested restricted stock units converted to shares (in shares) | 234,035 | ||||||
Tax benefits from employee stock plans | 34,847 | 34,847 | 34,847 | ||||
Stock-based expenses | 54,267 | 54,267 | 54,267 | ||||
Noncontrolling interest | 4,309 | 4,309 | |||||
Components of comprehensive income, net of tax: | |||||||
Foreign currency translation adjustment | (2,753) | (2,753) | (2,753) | ||||
Unrealized gain/loss on marketable securities and cash equivalents | 2,664 | 2,664 | 2,664 | ||||
Net income attributable to salesforce.com | 18,356 | 18,356 | 18,356 | ||||
Total comprehensive income | 18,267 | ||||||
Adjustment to retained earnings for new tax guidance related to uncertain tax positions | (309) | (309) | (309) | ||||
Ending Balance (in shares) at Jan. 31, 2008 | 119,305,013 | ||||||
Ending Balance at Jan. 31, 2008 | 119 | 471,802 | (2,276) | (17,586) | 452,059 | 8,943 | 461,002 |
Exercise of stock options, warrants and stock grants to board members for board services (in shares) | 3,009,276 | ||||||
Exercise of stock options, warrants and stock grants to board members for board services | 4 | 45,903 | 45,907 | 45,907 | |||
Vested restricted stock units converted to shares (in shares) | 535,773 | ||||||
Tax benefits from employee stock plans | 55,421 | 55,421 | 55,421 | ||||
Stock-based expenses | 75,598 | 75,598 | 75,598 | ||||
Noncontrolling interest | 1,760 | 1,760 | |||||
Components of comprehensive income, net of tax: | |||||||
Foreign currency translation adjustment and other | 260 | 260 | 260 | ||||
Unrealized gain/loss on marketable securities and cash equivalents | (889) | (889) | (889) | ||||
Net income attributable to salesforce.com | 43,428 | 43,428 | 43,428 | ||||
Total comprehensive income | 42,799 | ||||||
Ending Balance (in shares) at Jan. 31, 2009 | 122,850,062 | ||||||
Ending Balance at Jan. 31, 2009 | 123 | 648,724 | (2,905) | 25,842 | 671,784 | 10,703 | 682,487 |
Exercise of stock options, warrants and stock grants to board members for board services (in shares) | 3,472,826 | ||||||
Exercise of stock options, warrants and stock grants to board members for board services | 4 | 96,153 | 96,157 | 96,157 | |||
Vested restricted stock units converted to shares (in shares) | 829,561 | ||||||
Tax benefits from employee stock plans | 49,478 | 49,478 | 49,478 | ||||
Stock-based expenses | 86,570 | 86,570 | 86,570 | ||||
Equity component of the convertible notes issuance, net. | 124,836 | 124,836 | 124,836 | ||||
Purchase of convertible note hedges | (126,500) | (126,500) | (126,500) | ||||
Sale of warrants | 59,283 | 59,283 | 59,283 | ||||
Noncontrolling interest | 2,161 | 2,161 | |||||
Components of comprehensive income, net of tax: | |||||||
Foreign currency translation adjustment and other | (2,820) | (2,820) | (2,820) | ||||
Unrealized gain/loss on marketable securities and cash equivalents | 4,295 | 4,295 | 4,295 | ||||
Net income attributable to salesforce.com | 80,719 | 80,719 | 80,719 | ||||
Total comprehensive income | 82,194 | ||||||
Ending Balance (in shares) at Jan. 31, 2010 | 127,152,449 | ||||||
Ending Balance at Jan. 31, 2010 | $127 | $938,544 | ($1,430) | $106,561 | $1,043,802 | $12,864 | $1,056,666 |
Statement Of Cash Flows Indirec
Statement Of Cash Flows Indirect (USD $) | |||
In Thousands | 12 Months Ended
Jan. 31, 2010 | 12 Months Ended
Jan. 31, 2009 | 12 Months Ended
Jan. 31, 2008 |
Operating activities | |||
Consolidated net income | $84,692 | $48,035 | $22,828 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 53,177 | 35,971 | 24,219 |
Amortization of debt discount | 728 | 0 | 0 |
Amortization of deferred commissions | 63,891 | 58,732 | 42,195 |
Change in the deferred income tax valuation allowance | 0 | 0 | (970) |
Expense related to stock-based awards | 88,892 | 77,366 | 55,207 |
Excess tax benefits from employee stock plans | (51,539) | (54,597) | (31,978) |
Loss on securities | 0 | 1,783 | 0 |
Gain on sale of investment | 0 | 0 | (1,272) |
Changes in assets and liabilities: | |||
Accounts receivable, net | (54,522) | (44,798) | (91,368) |
Deferred commissions | (82,336) | (63,701) | (62,759) |
Prepaid expenses and other current assets | (3,899) | (4,746) | (11,376) |
Other assets | (1,405) | (1,292) | (7,669) |
Accounts payable | (1,588) | 8,512 | (1,392) |
Accrued expenses and other current liabilities | 64,498 | 55,440 | 71,779 |
Deferred revenue | 110,322 | 112,852 | 196,831 |
Net cash provided by operating activities | 270,911 | 229,557 | 204,275 |
Investing activities | |||
Purchase of subsidiary stock | 0 | (21,622) | 0 |
Business combinations, net of cash acquired | (11,999) | (27,907) | 0 |
Purchases of marketable securities | (1,317,952) | (449,035) | (447,296) |
Sales of marketable securities | 874,573 | 154,287 | 19,608 |
Maturities of marketable securities | 130,663 | 284,339 | 366,872 |
Capital expenditures | (53,901) | (61,059) | (43,552) |
Proceeds from sale of investment | 0 | 0 | 1,659 |
Net cash used in investing activities | (378,616) | (120,997) | (102,709) |
Financing activities | |||
Proceeds from borrowings on convertible debt | 567,094 | 0 | 0 |
Proceeds from issuance of warrants | 59,283 | 0 | 0 |
Purchase of convertible note hedge | (126,500) | 0 | 0 |
Proceeds from the exercise of stock options | 93,856 | 43,311 | 60,910 |
Excess tax benefits from employee stock plans | 51,539 | 54,597 | 31,978 |
Principal payments on capital lease obligations | (8,119) | (997) | (175) |
Net cash provided by financing activities | 637,153 | 96,911 | 92,713 |
Effect of exchange rate changes | (1,976) | (732) | (1,792) |
Net increase in cash and cash equivalents | 527,472 | 204,739 | 192,487 |
Cash and cash equivalents at beginning of year | 483,834 | 279,095 | 86,608 |
Cash and cash equivalents at end of year | 1,011,306 | 483,834 | 279,095 |
Cash paid during the period for: | |||
Interest | 1,069 | 107 | 46 |
Income taxes, net of tax refunds | 28,479 | 9,600 | 1,564 |
Noncash financing and investing activities | |||
Fixed assets acquired under capital lease | $17,000 | $6,406 | $0 |
Summary of Business and Signifi
Summary of Business and Significant Accounting Policies | |
12 Months Ended
Jan. 31, 2010 | |
Summary of Business and Significant Accounting Policies | 1. Summary of Business and Significant Accounting Policies Description of Business salesforce.com, inc. (the Company) is a leading provider of enterprise cloud computing applications. The Company provides a comprehensive customer and collaboration relationship management (CRM) service to businesses of all sizes and industries worldwide and provides a technology platform for customers and developers to build and run applications. The Company offers its services on a subscription basis. Fiscal Year The Companys fiscal year ends on January31. References to fiscal 2010, for example, refer to the fiscal year ending January31, 2010. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the Companys consolidated financial statements and notes thereto. Significant estimates and assumptions made by management include the determination of the provision for income taxes, whether an other-than-temporary decline has occurred in the fair value of certain investments in marketable securities, the fair value of stock awards issued, the non-convertible borrowing rate used to calculate the fair value of the liability component of the convertible senior notes and the allocation of the purchase price paid for acquisitions. Actual results could differ from those estimates. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly and majority owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company holds a controlling interest in Kabushiki Kaisha salesforce.com (Salesforce Japan), a Japanese joint venture. As of January31, 2010, the Company owned a 72 percent interest in the joint venture. Given the Companys controlling interest in the joint venture, the accounts of the joint venture have been consolidated with the accounts of the Company, and a noncontrolling interest has been recorded for the noncontrolling investors interests in the net assets and operations of the joint venture to the extent of the noncontrolling investors individual investments. Noncontrolling interest of $12.9 million and $10.7 million as of January31, 2010 and January31, 2009, respectively, have been reflected in stockholders equity. The Company now reports the noncontrolling interest in a subsidiary as a component of equity in the consolidated balance sheets and discloses on the face of the consolidated statements of operations the amounts of the consolidated net income attributable to the parent and to the noncontrolling interests. Prior period amounts have been reclassified to reflect the effect of the retrospective adoption in fiscal 2010 of new accounting and presentation guidance for noncontrolling interest, the effect of which is not material to any period presented. Segments The Company operates in one segment. Foreign Currency Translation The functional currency of the Companys major foreign subsidiaries is generally the local currency. Adjustments resulting from translating foreign functional currency financial stateme |
Balance Sheet Accounts
Balance Sheet Accounts | |
12 Months Ended
Jan. 31, 2010 | |
Balance Sheet Accounts | 2. Balance Sheet Accounts Marketable Securities At January31, 2010, marketable securities consisted of the following (in thousands): Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate notes and obligations $ 329,750 $ 7,889 $ (65 ) $ 337,574 U.S. treasury securities 136,606 170 (116 ) 136,660 Mortgage backed securities 40,187 719 (41 ) 40,865 Collateralized mortgage obligations 36,785 436 (33 ) 37,188 U.S. agency obligations 162,896 571 (12 ) 163,455 $ 706,224 $ 9,785 $ (267 ) $ 715,742 At January31, 2009, marketable securities consisted of the following (in thousands): Amortized Cost Unrealized Gains Unrealized Losses Fair Value Corporate notes and obligations $ 215,297 $ 1,173 $ (1,330 ) $ 215,140 Money market mutual fund 18,294 18,294 U.S. agency obligations 163,584 1,721 (8 ) 165,297 $ 397,175 $ 2,894 $ (1,338 ) $ 398,731 As of January31, 2010 2009 Recorded as follows (in thousands): Short-term (due in one year or less) $ 230,659 $ 213,769 Long-term (due between one and 3 years) 485,083 184,962 $ 715,742 $ 398,731 As of January31, 2010, the following marketable securities were in an unrealized loss position (in thousands): Less than 12Months 12MonthsorGreater Total FairValue Unrealized Losses FairValue Unrealized Losses FairValue Unrealized Losses Corporate notes and obligations $ 18,980 $ (65 ) $ $ $ 18,980 $ (65 ) Mortgage backed securities 6,328 (41 ) 6,328 (41 ) U.S. treasury securities 71,419 (116 ) 71,419 (116 ) Commercial mortgage obligations 7,319 (33 ) 7,319 (33 ) U.S. agency obligations 10,250 (12 ) 10,250 (12 ) $ 114,296 $ (267 ) $ $ $ 114,296 $ (267 ) The unrealized loss for each of these fixed rate marketable securities ranged from less than $1,000 to $103,000. The Company does not believe any of the unrealized losses represent an other-than-temporary impairment based on its evaluation of available evidence as of January31, 2010. The Company expects to receive the full principal and interest on all of these marketable securities. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): As of January31, 2010 2009 Deferred professional services costs $ 13,420 $ 13,069 Prepaid expenses and other current assets 42,314 20,046 $ 55,734 $ 33,115 Fixed Assets |
Stockholders' Equity
Stockholders' Equity | |
12 Months Ended
Jan. 31, 2010 | |
Stockholders' Equity | 3. Stockholders Equity Stock Options Issued to Employees The 1999 Stock Option Plan (the 1999 Plan) provides for the issuance of incentive and non-statutory options to employees and nonemployees of the Company. On April30, 2009, the 1999 Plan expired. Therefore, all remaining shares available expired. The expiration of the 1999 Plan did not affect awards outstanding under the 1999 Plan, which continue to be governed by the terms and conditions of the 1999 Plan. The Company also maintains the 2004 Equity Incentive Plan, 2004 Employee Stock Purchase Plan and the 2004 Outside Directors Stock Plan. These plans, other than the 1999 Plan and the 2004 Outside Directors Stock Plan, provide for annual automatic increases on February1 to the shares reserved for issuance based on the lesser of (i)a specific percentage of the total number of shares outstanding at year end; (ii)a fixed number of shares; or (iii)a lesser number of shares set by the Companys Board of Directors, all as specified in the respective plans. On February1, 2010, 3.5million additional shares were reserved under the 2004 Equity Incentive Plan pursuant to the automatic increase. The 2004 Employee Stock Purchase Plan will not be implemented unless and until the Companys Board of Directors authorizes the commencement of one or more offerings under the plan. No offering periods have been authorized to date. In April 2006, the Companys Board of Directors approved the 2006 Inducement Equity Incentive Plan (the Inducement Plan) that allows for stock option and other equity incentive grants to employees in connection with merger or acquisition activity. In March 2009, the Board of Directors amended the Inducement Plan to increase the share reserve by 300,000 shares to 700,000 shares in total. As of January31, 2010, there were 436,504 shares of common stock available for grant under the Inducement Plan. Prior to February1, 2006, options issued under the Companys stock option plans were generally for periods not to exceed 10 years and were issued at fair value of the shares of common stock on the date of grant as determined by the trading price of such stock on the New York Stock Exchange. After February1, 2006, options issued to employees are for periods not to exceed 5 years. Grants made pursuant to the 2004 Equity Incentive Plan and the Inducement Plan do not provide for the immediate exercise of options. Stock activity is as follows: Shares Available for Grant Options Outstanding Outstanding Stock Options Weighted- Average ExercisePrice Aggregate IntrinsicValue (inthousands) Balance as of January31, 2009 4,191,642 14,917,520 $ 32.51 Increase in shares authorized: 2004 Equity Incentive Plan 3,500,000 Inducement Plan 300,000 Options granted under all plans (3,477,039 ) 3,477,039 61.78 Restricted stock unit activity (623,227 ) Stock grants to board members for board services and advisory board members (50,200 ) Exercised (3,422,626 ) 27.42 1999 Plan shares expired ( |
Preferred Stock
Preferred Stock | |
12 Months Ended
Jan. 31, 2010 | |
Preferred Stock | 4. Preferred Stock The Companys 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 Companys 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 Companys 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. The ability to issue preferred stock could delay or impede a change in control. At January31, 2010 and 2009, no shares of preferred stock were outstanding. |
Joint Venture
Joint Venture | |
12 Months Ended
Jan. 31, 2010 | |
Joint Venture | 5. Joint Venture On December7, 2000, the Company entered into a joint venture agreement with SunBridge, Inc., a Japanese corporation, to establish Salesforce Japan. During fiscal 2009, the Company increased its ownership interest in the joint venture, from 65 to 72 percent in exchange for a cash payment of $21.6million. The Company accounted for this investment as a step acquisition. The allocation of the purchase price was completed during fiscal 2009 with $19.2 million recorded as goodwill and the remainder to intangible assets. Provided that the Company owns at least 30 percent of the outstanding voting shares of the joint venture, the Company has the right to appoint three of the six board members of the joint venture, and together with SunBridge, may appoint a fourth director. Based on this and majority ownership the Company consolidates the results of Salesforce Japan. The Board of Directors of the joint venture has authorized option plans to purchase shares in Salesforce Japan. One of the option plans includes antidilution provisions such that the option holders are allowed additional options if the joint venture issues additional stock and the exercise price of their options is reduced if the additional stock is issued for an amount less than such exercise price. Given the Companys controlling interest in the joint venture, the accounts of the joint venture have been consolidated with the accounts of the Company, and a controlling interest has been recorded for the third partys interest in the net assets and operations of the joint venture to the extent of the controlling partners individual investments. Under the terms of the joint venture agreement, the joint venture agreement will terminate if the joint venture becomes a public company or is sold to a third party, or upon the mutual agreement of the parties. In addition, if the Company commits a breach of, or if the Company fails to perform, its material obligations under the joint venture agreement, which are not cured in a timely manner, SunBridge can require the Company to purchase all of its shares in the joint venture. The purchase price for SunBridges shares would be the then fair market value plus a specified premium. In the event that SunBridge commits a breach of, or if it fails to perform, its material obligations under the joint venture agreement, which it does not cure in a timely manner, or if SunBridge enters into bankruptcy proceedings, the Company can require SunBridge to sell to it all of its shares in the joint venture to the Company. The purchase price for SunBridges shares would be the then fair market value less a specified discount. Additionally, if the Company and SunBridge are unable to agree on certain operational matters, either party can require the other to purchase all of its shares of the joint venture at a price equal to the then fair value market value. Fair market value is to be determined by mutual agreement of the parties, or if the parties are unable to agree, by an independent appraiser. |
Acquisitions in fiscal year 200
Acquisitions in fiscal year 2009 | |
12 Months Ended
Jan. 31, 2010 | |
Acquisitions in fiscal year 2009 | 6. Acquisitions in fiscal year 2009 InStranet, Inc. In August 2008, the Company acquired 100 percent of the outstanding stock of InStranet, Inc. (InStranet), a privately-held company with operations in Paris, France, and Chicago, Illinois for $32.3 million in cash including $0.7 million in transaction costs. InStranet offers a knowledge management application for business to consumer call centers. The Company acquired InStranet for its developed technology in order to expand its CRM customer service and support offerings in the customer service and support market. The Company accounted for this as a business combination. The valuation of acquired assets and liabilities is as follows (in thousands): Net tangible assets $ 3,863 Developed technology 8,610 Customer relationships 5,950 Goodwill 19,976 Deferred income taxes (6,122 ) Total purchase price consideration $ 32,277 Customer relationships and developed technologies have a useful life of 3 years. The goodwill balance is not deductible for tax purposes. This asset is attributed to the premium paid for an established knowledge management application. In performing the purchase price allocation, the Company considered, among other factors, its intention for future use of the acquired assets, analysis of historical financial performance and estimates of future performance of InStranets knowledge management application. The fair value of intangible assets was primarily based on the income approach. Salesforce Japan In the third quarter of fiscal 2009, the Company acquired shares held by minority shareholders of its joint venture salesforce Japan and increased its ownership to 72 percent for $21.6 million in cash. The Company accounted for this purchase as a step-acquisition. The valuation of acquired assets and liabilities is as follows (in thousands): Customer relationships $ 1,919 Territory rights 2,196 Goodwill 16,340 Deferred income taxes (1,679 ) Noncontrolling interest adjustment 2,848 Total purchase price consideration $ 21,624 Customer relationships have a useful life of 3 years and territory rights have a useful life of 7 years. The goodwill balance is not deductible for tax purposes. This asset is attributed to the premium paid for the territory rights and customer relationships. Intangible assets acquired resulting from the acquisitions described above as of January31, 2010 are as follows (in thousands): Gross FairValue Accumulated Amortization Net BookValue Weighted AverageRemaining UsefulLife Developed technology $ 8,610 $ (4,185 ) $ 4,425 1.5years Territory rights 2,196 (444 ) 1,752 5.5 years Customer relationships 7,869 (3,881 ) 3,988 1.4 years $ 18,675 $ (8,510 ) $ 10,165 The expected future amortization expense for these intangible assets for each of the fiscal years ended thereafter is as follows (in thousands): Fi |
Income Taxes
Income Taxes | |
12 Months Ended
Jan. 31, 2010 | |
Income Taxes | 7. Income Taxes The domestic and foreign components of income before provision (benefit) for income taxes and noncontrolling interest consisted of the following (in thousands): Fiscal Year Ended January31, 2010 2009 2008 Domestic $ 125,095 $ 83,590 $ 51,911 Foreign 17,286 2,002 (5,698 ) $ 142,381 $ 85,592 $ 46,213 The provision for income taxes consisted of the following (in thousands): Fiscal Year Ended January31, 2010 2009 2008 Current: Federal $ 43,313 $ 55,228 $ 31,245 State 8,788 7,701 4,515 Foreign 12,179 7,699 6,502 Total 64,280 70,628 42,262 Deferred: Federal (4,506 ) (26,979 ) (13,800 ) State (979 ) (5,372 ) (3,192 ) Foreign (1,106 ) (720 ) (1,885 ) Total (6,591 ) (33,071 ) (18,877 ) Provision for income taxes $ 57,689 $ 37,557 $ 23,385 A reconciliation of income taxes at the statutory federal income tax rate to the provision for income taxes included in the accompanying consolidated statements of operations is as follows (in thousands): Fiscal Year Ended January31, 2010 2009 2008 U.S. federal taxes at statutory rate $ 49,833 $ 29,957 $ 16,175 State, net of the federal benefit 8,645 4,685 2,916 Foreign losses providing no benefit 3,091 4,547 Foreign taxes in excess of the U.S. statutory rate 6,748 3,537 2,326 Tax credits (9,845 ) (5,222 ) (3,817 ) Non-deductible expenses 755 901 1,346 Impact of California tax law change 2,747 Taxnoncontrolling interest (1,390 ) Other, net 196 608 (108 ) $ 57,689 $ 37,557 $ 23,385 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 Companys deferred tax assets and liabilities were as follows (in thousands): As of January31, 2010 2009 Deferred tax assets: Net operating loss carryforwards $ 5,284 $ 6,212 Deferred stock compensation 30,451 26,288 Tax credits 20,836 14,004 Deferred rent expense 7,360 6,244 Accrued liabilities 22,006 19,304 Deferred revenue 10,802 11,372 Other 6,816 8,208 Total deferred tax assets 103,555 91,632 Less valuation allowance (1,540 ) (2,344 ) Net deferred tax assets 102,015 89,288 Deferred tax liabilities: Def |
Commitments
Commitments | |
12 Months Ended
Jan. 31, 2010 | |
Commitments | 8. Commitments Letters of Credit As of January31, 2010, the Company had a total of $10.6 million in letters of credit outstanding substantially in favor of its landlords for office space in San Francisco, California, New York City, Singapore, Sweden and Switzerland. These letters of credit renew annually and mature at various dates through October 2018. Leases The Company leases office space and equipment under noncancelable operating and capital leases with various expiration dates. As of January31, 2010, the future minimum lease payments under noncancelable operating and capital leases are as follows (in thousands): Capital Leases Operating Leases Fiscal Period: Fiscal 2011 $ 7,901 $ 81,941 Fiscal 2012 7,550 58,299 Fiscal 2013 1,074 44,103 Fiscal 2014 31,820 Fiscal 2015 13,360 Thereafter 50,686 Total minimum lease payments $ 16,525 $ 280,209 Less: amount representing interest (942 ) Present value of capital lease obligation $ 15,583 The terms of the lease agreements provide for rental payments on a graduated basis. The Company recognizes rent expense on the straight-line basis over the lease period and has accrued for rent expense incurred but not paid. Of the total operating lease commitment balance of $280.2 million, $229.2 million is related to facilities space. The remaining $51.0 million commitment is related to computer equipment and other leases. The Companys agreements for the facilities and certain services provide the Company with the option to renew. The Companys future contractual obligations would change if the Company exercised these options. Rent expense for fiscal 2010, 2009 and 2008 was $47.3million, $36.0million and $23.0million, respectively. |
Legal Proceedings
Legal Proceedings | |
12 Months Ended
Jan. 31, 2010 | |
Legal Proceedings | 9. Legal Proceedings The Company is involved in various legal proceedings and receives claims from time to time, arising from the normal course of business activities. In the Companys opinion, resolution of these matters is not expected to have a material adverse impact on its consolidated results of operations, cash flows or its financial position. During fiscal 2009, the Company received a communication from a large technology company alleging that the Company infringed some of its patents. The Company continues to analyze the potential merits of these claims, the potential defenses to such claims and potential counter claims, and the possibility of a license agreement as an alternative to litigation. The Company is currently in discussions with this company and no litigation has been filed to date. However, there can be no assurance that this claim will not lead to litigation in the future. The resolution of this claim is not expected to have a material adverse effect on the Companys financial condition, but it could be material to the net income or cash flows or both of a particular quarter. The Company has been, and may in the future be, sued by third parties for alleged infringement of their proprietary rights. The Companys technologies may be subject to injunction if they are held to infringe the rights of a third party. The outcome of any litigation is inherently uncertain. Any intellectual property claims, including the one referenced above, with or without merit, could be time-consuming and expensive to resolve, could divert management attention from executing the Companys business plan and could require the Company to change the Companys technology, change the Companys business practices and/or pay monetary damages or enter into short- or long-term royalty or licensing agreements which may not be available in the future at the same terms or at all. In addition, many of the Companys subscription agreements require the Company to indemnify the Companys customers for third-party intellectual property infringement claims, which could increase the cost to the Company of an adverse ruling on such a claim. Any adverse determination related to intellectual property claims or litigation could prevent the Company from offering its service to others, could be material to the Companys net income or cash flows or both of a particular quarter or could otherwise adversely affect the Companys operating results. |
Employee Benefit Plan
Employee Benefit Plan | |
12 Months Ended
Jan. 31, 2010 | |
Employee Benefit Plan | 10. Employee Benefit Plan The Company has a 401(k) plan covering all eligible employees in the United States. Since January1, 2006, the Company has been contributing to the plan. Total Company contributions during fiscal 2010, 2009 and 2008, were $8.5 million, $6.7 million and $3.9 million, respectively. |
Related-Party Transactions
Related-Party Transactions | |
12 Months Ended
Jan. 31, 2010 | |
Related-Party Transactions | 11. Related-Party Transactions In January 1999, the salesforce.com/foundation, also referred to as the Foundation, a non-profit public charity, was chartered to build philanthropic programs that are focused on youth and technology. The Companys chairman is the chairman of the Foundation. He, one of the Companys employees and one of the Companys board members hold three of the Foundations seven board seats. The Company is not the primary beneficiary of the Foundations activities, and accordingly, the Company does not consolidate the Foundations statement of activities with its financial results. Since the Foundations inception, the Company has provided at no charge certain resources to Foundation employees such as office space. The value of these items totals approximately $35,000 per quarter during fiscal year 2010. In addition to the resource sharing with the Foundation, the Company issued the Foundation warrants in August 2002 to purchase 500,000 shares of common stock which were all exercised in prior years. As of January31, 2010, the Foundation held 142,500 shares of salesforce.com common stock. Additionally, the Company has donated subscriptions to the Companys service to other qualified non-profit organizations. The fair value of these donated subscriptions were in excess of $3.7 million per month during fiscal 2010. The Company currently plans to continue providing free subscriptions to qualified non-profit organizations through its relationship with the Foundation. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data (Unaudited) | |
12 Months Ended
Jan. 31, 2010 | |
Selected Quarterly Financial Data (Unaudited) | 12. Selected Quarterly Financial Data (Unaudited) Selected summarized quarterly financial information for fiscal 2010 and 2009 is as follows: 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Fiscal Year (in thousands, except per share data) Fiscal 2010 Revenues $ 304,924 $ 316,061 $ 330,549 $ 354,049 $ 1,305,583 Gross profit 243,124 253,565 264,979 285,990 1,047,658 Income from operations 30,123 29,489 30,141 25,519 115,272 Net income attributable to salesforce.com 18,436 21,198 20,691 20,394 80,719 Basic net income per share attributable to salesforce.com common shareholders $ 0.15 $ 0.17 $ 0.17 $ 0.16 $ 0.65 Diluted net income per share attributable to salesforce.com common shareholders $ 0.15 $ 0.17 $ 0.16 $ 0.16 $ 0.63 Fiscal 2009 Revenues $ 247,622 $ 263,077 $ 276,487 $ 289,583 $ 1,076,769 Gross profit 196,324 208,986 220,139 230,849 856,298 Income from operations 15,421 16,098 16,133 16,090 63,742 Net income attributable to salesforce.com 9,555 9,996 10,124 13,753 43,428 Basic net income per share attributable to salesforce.com common shareholders $ 0.08 $ 0.08 $ 0.08 $ 0.11 $ 0.36 Diluted net income per share attributable to salesforce.com common shareholders $ 0.08 $ 0.08 $ 0.08 $ 0.11 $ 0.35 |
Schedule II Valuation and Quali
Schedule II Valuation and Qualifying Accounts | |
12 Months Ended
Jan. 31, 2010 | |
Schedule II Valuation and Qualifying Accounts | salesforce.com, inc. Schedule II Valuation and Qualifying Accounts Description Balance at Beginning of Year Additions Deductions Write-offs Balance at End of Year Fiscal year ended January31, 2010 Allowance for doubtful accounts $ 1,527,000 $ 2,787,000 $ 3,264,000 $ 1,050,000 Fiscal year ended January31, 2009 Allowance for doubtful accounts $ 906,000 $ 4,390,000 $ 3,769,000 $ 1,527,000 Fiscal year ended January31, 2008 Allowance for doubtful accounts $ 1,223,000 $ 2,299,000 $ 2,616,000 $ 906,000 |
Document Information
Document Information | |
12 Months Ended
Jan. 31, 2010 | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2010-01-31 |
Entity Information
Entity Information (USD $) | ||
12 Months Ended
Jan. 31, 2010 | Jul. 31, 2009
| |
Trading Symbol | CRM | |
Entity Registrant Name | SALESFORCE COM INC | |
Entity Central Index Key | 0001108524 | |
Current Fiscal Year End Date | --01-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 127,200,000 | |
Entity Public Float | $6,000,000,000 |