Cover Page
Cover Page - shares | 9 Months Ended | |
Oct. 31, 2020 | Nov. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38465 | |
Entity Registrant Name | DOCUSIGN, INC. | |
Entity Central Index Key | 0001261333 | |
Current Fiscal Year End Date | --01-31 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 91-2183967 | |
Entity Address, Address Line One | 221 Main St. | |
Entity Address, Address Line Two | Suite 1550 | |
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 | 489-4940 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | DOCU | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 186,556,918 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Oct. 31, 2020 | Jan. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 374,984 | $ 241,203 |
Investments—current | 223,590 | 414,939 |
Restricted cash | 281 | 280 |
Accounts receivable, net | 261,085 | 237,841 |
Contract assets—current | 22,477 | 12,502 |
Prepaid expenses and other current assets | 47,343 | 37,125 |
Total current assets | 929,760 | 943,890 |
Investments—noncurrent | 76,782 | 239,729 |
Property and equipment, net | 159,652 | 128,293 |
Operating lease right-of-use assets | 160,362 | 149,833 |
Goodwill | 348,504 | 194,882 |
Intangible assets, net | 128,414 | 56,500 |
Deferred contract acquisition costs—noncurrent | 225,115 | 153,333 |
Other assets—noncurrent | 22,530 | 24,678 |
Total assets | 2,051,119 | 1,891,138 |
Current liabilities | ||
Accounts payable | 32,309 | 28,144 |
Accrued expenses and other current liabilities | 59,752 | 54,344 |
Accrued compensation | 114,221 | 83,189 |
Contract liabilities—current | 686,185 | 507,560 |
Operating lease liabilities—current | 30,633 | 20,728 |
Total current liabilities | 923,100 | 693,965 |
Convertible senior notes, net | 486,149 | 465,321 |
Contract liabilities—noncurrent | 14,717 | 11,478 |
Operating lease liabilities—noncurrent | 169,078 | 162,432 |
Deferred tax liability—noncurrent | 7,974 | 4,920 |
Other liabilities—noncurrent | 24,069 | 6,695 |
Total liabilities | 1,625,087 | 1,344,811 |
Commitments and contingencies (Note 11) | ||
Stockholders’ equity | ||
Preferred stock, $0.0001 par value; 10,000 shares authorized, 0 shares issued and outstanding as of October 31, 2020 and January 31, 2020 | 0 | 0 |
Common stock, $0.0001 par value; 500,000 shares authorized, 186,531 shares outstanding as of October 31, 2020; 500,000 shares authorized, 181,254 shares outstanding as of January 31, 2020 | 19 | 18 |
Treasury stock, at cost: 5 shares as of October 31, 2020 and 0 shares as of January 31, 2020 | (1,048) | 0 |
Additional paid-in capital | 1,736,241 | 1,685,167 |
Accumulated other comprehensive loss | (1,140) | (1,673) |
Accumulated deficit | (1,308,040) | (1,137,185) |
Total stockholders’ equity | 426,032 | 546,327 |
Total liabilities and stockholders’ equity | $ 2,051,119 | $ 1,891,138 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Oct. 31, 2020 | Jan. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares outstanding (in shares) | 186,531,000 | 181,254,000 |
Treasury stock, shares (in shares) | 5,000 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Revenue: | ||||
Total revenue | $ 382,923 | $ 249,502 | $ 1,022,149 | $ 699,076 |
Cost of revenue: | ||||
Total cost of revenue | 97,831 | 61,964 | 262,478 | 175,159 |
Gross profit | 285,092 | 187,538 | 759,671 | 523,917 |
Operating expenses: | ||||
Sales and marketing | 209,944 | 149,231 | 576,729 | 430,053 |
Research and development | 73,362 | 48,758 | 191,387 | 133,458 |
General and administrative | 50,256 | 33,546 | 140,513 | 111,562 |
Total operating expenses | 333,562 | 231,535 | 908,629 | 675,073 |
Loss from operations | (48,470) | (43,997) | (148,958) | (151,156) |
Interest expense | (7,769) | (7,364) | (23,013) | (21,793) |
Interest income and other income (expense), net | (311) | 5,801 | 6,032 | 15,549 |
Loss before provision for income taxes | (56,550) | (45,560) | (165,939) | (157,400) |
Provision for income taxes | 1,941 | 1,038 | 4,916 | 3,552 |
Net loss | $ (58,491) | $ (46,598) | $ (170,855) | $ (160,952) |
Net loss per share attributable to common stockholders, basic and diluted (in usd per share) | $ (0.31) | $ (0.26) | $ (0.92) | $ (0.92) |
Weighted-average number of shares used in computing net loss per share attributable to common stockholders, basic and diluted (in shares) | 186,423 | 178,314 | 184,767 | 175,303 |
Other comprehensive income (loss): | ||||
Foreign currency translation gain (loss), net of tax | $ (2,413) | $ 1,336 | $ 1,112 | $ (340) |
Unrealized gains (losses) on investments, net of tax | (825) | 418 | (579) | 1,114 |
Other comprehensive income (loss) | (3,238) | 1,754 | 533 | 774 |
Comprehensive loss | (61,729) | (44,844) | (170,322) | (160,178) |
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | 203,238 | 150,799 | ||
Sales and marketing | ||||
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | 36,881 | 24,649 | 93,851 | 68,693 |
Research and development | ||||
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | 18,896 | 11,679 | 45,562 | 30,959 |
General and administrative | ||||
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | 13,361 | 9,258 | 33,815 | 30,339 |
Subscription | ||||
Revenue: | ||||
Total revenue | 366,617 | 238,072 | 971,182 | 660,341 |
Cost of revenue: | ||||
Total cost of revenue | 69,905 | 43,178 | 186,645 | 115,769 |
Subscription | Cost of revenue | ||||
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | 5,777 | 3,534 | 14,655 | 8,931 |
Professional services and other | ||||
Revenue: | ||||
Total revenue | 16,306 | 11,430 | 50,967 | 38,735 |
Cost of revenue: | ||||
Total cost of revenue | 27,926 | 18,786 | 75,833 | 59,390 |
Professional services and other | Cost of revenue | ||||
Stock-based compensation expense included in costs and expenses: | ||||
Stock-based compensation expense | $ 6,005 | $ 3,616 | $ 15,355 | $ 11,877 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Jan. 31, 2019 | 169,303 | |||||||
Beginning balance at Jan. 31, 2019 | $ 614,362 | $ (48) | $ 17 | $ 1,545,088 | $ (1,965) | $ (928,778) | $ (48) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of stock options (in shares) | 5,746 | |||||||
Exercise of stock options | 62,263 | 62,263 | ||||||
Settlement of RSUs (in shares) | 3,695 | |||||||
Settlement of RSUs | 0 | $ 1 | (1) | |||||
Tax withholding on RSU settlement | (125,288) | (125,288) | ||||||
Employee stock purchase plan (in shares) | 508 | |||||||
Employee stock purchase plan | 23,872 | 23,872 | ||||||
Employee stock-based compensation expense | 154,379 | 154,379 | ||||||
Net loss | (160,952) | (160,952) | ||||||
Other comprehensive income, net | 774 | 774 | ||||||
Ending balance (in shares) at Oct. 31, 2019 | 179,252 | |||||||
Ending balance at Oct. 31, 2019 | $ 569,362 | $ 18 | 1,660,313 | (1,191) | (1,089,778) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | |||||||
Beginning balance (in shares) at Jul. 31, 2019 | 175,953 | |||||||
Beginning balance at Jul. 31, 2019 | $ 566,679 | $ 18 | 1,612,786 | (2,945) | (1,043,180) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of stock options (in shares) | 1,877 | |||||||
Exercise of stock options | 19,815 | 19,815 | ||||||
Settlement of RSUs (in shares) | 1,145 | |||||||
Settlement of RSUs | 0 | 0 | ||||||
Tax withholding on RSU settlement | (39,310) | (39,310) | ||||||
Employee stock purchase plan (in shares) | 277 | |||||||
Employee stock purchase plan | 13,309 | 13,309 | ||||||
Employee stock-based compensation expense | 53,713 | 53,713 | ||||||
Net loss | (46,598) | (46,598) | ||||||
Other comprehensive income, net | 1,754 | 1,754 | ||||||
Ending balance (in shares) at Oct. 31, 2019 | 179,252 | |||||||
Ending balance at Oct. 31, 2019 | 569,362 | $ 18 | 1,660,313 | (1,191) | (1,089,778) | |||
Beginning balance (in shares) at Jan. 31, 2020 | 181,254 | |||||||
Beginning balance at Jan. 31, 2020 | $ 546,327 | $ 18 | 1,685,167 | $ 0 | (1,673) | (1,137,185) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of stock options (in shares) | 1,471 | 1,471 | ||||||
Exercise of stock options | $ 14,983 | 14,983 | ||||||
Settlement of RSUs (in shares) | 3,095 | |||||||
Settlement of RSUs | 0 | $ 1 | (1) | |||||
Tax withholding on RSU settlement | (251,497) | (250,449) | (1,048) | |||||
Employee stock purchase plan (in shares) | 464 | |||||||
Employee stock purchase plan | 29,859 | 29,859 | ||||||
issuance of shares as consideration for acquisition (in shares) | 247 | |||||||
Issuance of shares as consideration for acquisition | 48,361 | 48,361 | ||||||
Employee stock-based compensation expense | 208,321 | 208,321 | ||||||
Net loss | (170,855) | (170,855) | ||||||
Other comprehensive income, net | 533 | 533 | ||||||
Ending balance (in shares) at Oct. 31, 2020 | 186,531 | |||||||
Ending balance at Oct. 31, 2020 | 426,032 | $ 19 | 1,736,241 | (1,048) | (1,140) | (1,308,040) | ||
Beginning balance (in shares) at Jul. 31, 2020 | 185,137 | |||||||
Beginning balance at Jul. 31, 2020 | 501,891 | $ 19 | 1,749,323 | 0 | 2,098 | (1,249,549) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Exercise of stock options (in shares) | 171 | |||||||
Exercise of stock options | 1,945 | 1,945 | ||||||
Settlement of RSUs (in shares) | 1,015 | |||||||
Settlement of RSUs | 0 | |||||||
Tax withholding on RSU settlement | (115,325) | (114,277) | (1,048) | |||||
Employee stock purchase plan (in shares) | 208 | |||||||
Employee stock purchase plan | 16,269 | 16,269 | ||||||
Employee stock-based compensation expense | 82,981 | 82,981 | ||||||
Net loss | (58,491) | (58,491) | ||||||
Other comprehensive income, net | (3,238) | (3,238) | ||||||
Ending balance (in shares) at Oct. 31, 2020 | 186,531 | |||||||
Ending balance at Oct. 31, 2020 | $ 426,032 | $ 19 | $ 1,736,241 | $ (1,048) | $ (1,140) | $ (1,308,040) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (170,855) | $ (160,952) |
Adjustments to reconcile net loss to net cash provided by operating activities | ||
Depreciation and amortization | 51,455 | 36,916 |
Amortization of deferred contract acquisition and fulfillment costs | 70,787 | 49,360 |
Amortization of debt discount and transaction costs | 20,828 | 19,647 |
Non-cash operating lease costs | 20,082 | 13,843 |
Stock-based compensation expense | 203,238 | 150,799 |
Deferred income taxes | (1,050) | 42 |
Other | 1,206 | (2,142) |
Changes in operating assets and liabilities | ||
Accounts receivable | (11,429) | 15,084 |
Contract assets | (3,890) | (7,223) |
Prepaid expenses and other current assets | (1,835) | (2,036) |
Deferred contract acquisition and fulfillment costs | (144,639) | (77,800) |
Other assets | (6,463) | 926 |
Accounts payable | 3,655 | 2,306 |
Accrued expenses and other liabilities | 21,952 | 4,691 |
Accrued compensation | 23,553 | (6,693) |
Contract liabilities | 172,520 | 44,309 |
Operating lease liabilities | (14,394) | (10,886) |
Net cash provided by operating activities | 234,721 | 70,191 |
Cash flows from investing activities: | ||
Cash paid for acquisition, net of acquired cash | (180,370) | 0 |
Purchases of marketable securities | (80,649) | (753,934) |
Sales of marketable securities | 28,986 | 0 |
Maturities of marketable securities | 404,782 | 460,710 |
Purchases of strategic investments | (5,300) | (15,500) |
Purchases of other investments | (3,241) | 0 |
Purchases of property and equipment | (64,144) | (42,071) |
Net cash provided by (used in) investing activities | 100,064 | (350,795) |
Cash flows from financing activities: | ||
Payment of tax withholding obligation on RSU settlement | (247,277) | (125,288) |
Proceeds from exercise of stock options | 14,983 | 62,263 |
Proceeds from employee stock purchase plan | 29,859 | 23,872 |
Net cash used in financing activities | (202,435) | (39,153) |
Effect of foreign exchange on cash, cash equivalents and restricted cash | 1,432 | (310) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 133,782 | (320,067) |
Cash, cash equivalents and restricted cash at beginning of period | 241,483 | 518,178 |
Cash, cash equivalents and restricted cash at end of period | 375,265 | 198,111 |
Supplemental disclosure: | ||
Cash paid for interest | 2,875 | 2,852 |
Cash paid for operating lease liabilities | 24,740 | 16,313 |
Cash paid for income taxes | 3,205 | 1,745 |
Non-cash investing and financing activities: | ||
Property and equipment in accounts payable and accrued expenses and other current liabilities | 7,256 | 13,162 |
Operating lease right-of-use assets exchanged for lease obligations | 27,447 | 58,694 |
Derecognition of build-to-suit lease | 0 | 2,479 |
Fair value of shares issued as consideration for acquisition | $ 48,361 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Organization and Description of Business DocuSign, Inc. (“we,” “our” or “us”) was incorporated in the State of Washington in April 2003. We merged with and into DocuSign, Inc., a Delaware corporation, in March 2015. We provide a platform that enables businesses of all sizes to digitally prepare, sign, act on and manage agreements, thereby simplifying and accelerating the process of doing business. Basis of Presentation and Principles of Consolidation Our condensed consolidated financial statements include those of DocuSign, Inc. and our subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our 2020 Annual Report on Form 10-K. Our condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and, in our opinion, include all adjustments of a normal recurring nature necessary for the fair statement of our financial position, results of operations and cash flows. Our condensed consolidated balance sheet as of January 31, 2020 was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The results of operations for the nine months ended October 31, 2020 are not necessarily indicative of the results to be expected for the year ending January 31, 2021 . O ur fiscal year ends on January 3 1. References to fiscal 2021, for example, are to the fiscal year ending January 31, 2021. Certain prior year amounts have been reclassified to conform to current year presentation. These amounts were not material to any of the periods presented. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the condensed consolidated financial statements and notes thereto. Significant items subject to such estimates and assumptions made by management include, but are not limited to, the determination of: • the fair value of assets acquired and liabilities assumed in business combinations; • the average period of benefit associated with deferred contract acquisition costs and fulfillment costs; • the valuation of strategic investments; • the fair value of certain stock awards issued; • the f air value of the liability and equity components of convertible notes; • the useful life and recoverability of long-lived assets; • the discount rate used for operating leases; and • the recognition, measurement and valuation of deferred income taxes. The World Health Organization declared in March 2020 that the outbreak of the coronavirus disease named COVID-19 constitutes a pandemic. We have undertaken measures to protect our employees, partners and customers. There can be no assurance that these measures will be effective, however, or that we can adopt them without adversely affecting our business operations. In addition, the COVID-19 pandemic has created and may continue to create significant uncertainty in global financial markets, which may decrease technology spending, depress demand for our solutions and harm our business and results of operations. As of the date of issuance of the financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, judgments or revise the carrying value of our assets or liabilities. These estimates may change, as new events occur and additional information is obtained, and are recognized in the condensed consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our financial statements. Significant Accounting Policies There have been no changes to our significant accounting policies described in our 2020 Annual Report on Form 10-K that have had a material impact on our consolidated financial statements and related notes. Concentration of Credit Risk Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities and accounts receivable. Although we deposit our cash with multiple financial institutions, the deposits, at times, may exceed federally insured limits. We have not experienced any losses on our deposits of cash and cash equivalents. Cash equivalents consist of money market funds which are invested through financial institutions in the U.S. Management believes that the institutions are financially stable and, accordingly, minimal credit risk exists. We perform ongoing credit evaluations of our customers, do not require collateral and maintain allowances for potential credit losses on customers’ accounts using the expected loss model. Investments Investments in marketable securities consist of commercial paper, corporate notes and bonds, as well as U.S. Treasury and government agency securities. Management determines the appropriate classification of investments at the time of purchase and reevaluates such determination at each balance sheet date. Marketable securities are classified as available-for-sale and are carried at fair value in the consolidated balance sheet and are classified as short-term or long-term based on their remaining contractual maturities. We evaluate our investments with unrealized loss positions at the individual security level to determine whether the unrealized loss was related to credit or noncredit factors. We consider whether a credit loss exists based on the extent of the unrealized loss position, any adverse conditions specifically related to the security or the issuer's operating environment, pay structure of the security, the issuer's payment history and any changes in the issuer's credit rating. Estimated credit losses are determined using a discounted cash flow model and recorded as an allowance, with changes in expected credit losses on our investments recorded in “Interest income and other income (expense), net” in the consolidated statements of operations and comprehensive loss. Unrealized gains and losses related to noncredit factors are reflected in “Accumulated other comprehensive loss” on the consolidated balance sheets. Recently Adopted Accounting Pronouncements On February 1, 2020, we adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326). The Financial Accounting Standards Board (“FASB”) subsequently issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. These updates change the impairment model for most financial assets and require the use of an expected loss model in place of the previously used incurred loss method. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. The effect of adopting ASU 2016-13 and ASU 2019-04 on our consolidated financial statements and related disclosures was not material to the consolidated financial statements. On February 1, 2020, we adopted ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this update. The effect of adopting ASU 2018-15 on our consolidated financial statements and related disclosures was not material to the consolidated financial statements. Other Recent Accounting Pronouncements In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). The update removes separation models for convertible debt with a cash conversion feature and convertible instruments with a beneficial conversion feature. Such convertible debt will be accounted for as a single liability measured at its amortized cost and convertible preferred stock will be accounted for as a single equity instrument measured at its historical cost, as long as no other features require bifurcation and recognition as derivatives. The update also requires the if-converted method to be used for convertible instruments and the effect of potential share settlement be included in the diluted earnings per share calculation when an instrument may be settled in cash or shares. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The amendment is to be adopted through either a fully retrospective or modified retrospective method of transition. Early adoption is permitted. We are in the process of evaluating the impact of the adoption of the update on our consolidated financial statements. |
Revenue and Performance Obligat
Revenue and Performance Obligations | 9 Months Ended |
Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue and Performance Obligations | Revenue and Performance Obligations Subscription revenue is recognized over time and accounted for approximately 96% and 95% of our revenue for the three months ended October 31, 2020 and 2019. It accounted for approximately 95% and 94% of our revenue for the nine months ended October 31, 2020 and 2019. As of October 31, 2020, the amount of the transaction price allocated to remaining performance obligations for contracts greater than one year was $937.9 million. We expect to recognize 54% of the transaction price allocated to remaining performance obligations within the 12 months following October 31, 2020, in our consolidated statement of operations and comprehensive loss. Contract assets represent amounts for which we have recognized revenue, pursuant to our revenue recognition policy, for contracts that have not yet been invoiced to our customers where there is a remaining performance obligation, typically for multi-year arrangements. Total contract assets were $23.3 million and $13.4 million as of October 31, 2020 and January 31, 2020, of which $0.8 million and $0.9 million were noncurrent and included within “ Other assets—noncurrent ” on our condensed consolidated balance sheets. The change in contract assets reflects the difference in timing between our satisfaction of remaining performance obligations and our contractual right to bill our customers. Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are generally recognized as revenue over the contractual period. For the nine months ended October 31, 2020 and 2019, we recognized revenue of $463.1 million and $342.6 million that was included in the corresponding contract liability balance at the beginning of the periods presented. We receive payments from customers based upon contractual billing schedules. We record accounts receivable when the right to consideration becomes unconditional. Payment terms on invoiced amounts are typically 30 days. The following table represents a rollforward of our deferred contract acquisition and fulfillment costs: Nine Months Ended October 31, (in thousands) 2020 2019 Deferred Contract Acquisition Costs Beginning balance $ 155,697 $ 115,985 Additions to deferred contract acquisition costs 129,555 66,416 Amortization of deferred contract acquisition costs (57,549) (42,099) Cumulative translation adjustment (275) (1,188) Ending balance $ 227,428 $ 139,114 Deferred Contract Fulfillment Costs Beginning balance $ 8,218 $ 3,432 Additions to deferred contract fulfillment costs 15,084 11,384 Amortization of deferred contract fulfillment costs (13,238) (7,261) Ending balance $ 10,064 $ 7,555 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value MeasurementsThe following table summarizes our financial assets that are measured at fair value on a recurring basis: October 31, 2020 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Level 1: Cash equivalents (1) Money market funds $ 153,411 $ — $ — $ 153,411 Level 2: Available-for-sale securities Commercial paper 6,996 — (4) 6,992 Corporate notes and bonds 189,850 633 (76) 190,407 U.S. Treasury securities 16,900 7 (1) 16,906 U.S. government agency securities 85,582 49 (64) 85,567 Level 2 total 299,328 689 (145) 299,872 Level 3: Available-for-sale securities Corporate notes and bonds 500 — — 500 Total $ 453,239 $ 689 $ (145) $ 453,783 January 31, 2020 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Level 1: Cash equivalents (1) Money market funds $ 165,424 $ — $ — $ 165,424 Level 2: Available-for-sale securities Commercial paper 14,919 7 (1) 14,925 Corporate notes and bonds 372,844 891 (31) 373,704 U.S. Treasury securities 90,697 153 (1) 90,849 U.S. government agency securities 175,086 153 (49) 175,190 Level 2 total 653,546 1,204 (82) 654,668 Total $ 818,970 $ 1,204 $ (82) $ 820,092 (1) Included in “cash and cash equivalents” in our consolidated balance sheets as of October 31, 2020 and January 31, 2020, in addition to cash of $221.6 million and $75.8 million. We use quoted prices in active markets for identical assets to determine the fair value of our Level 1 investments. The fair value of our Level 2 investments is determined using pricing based on quoted market prices or alternative market observable inputs . The fair value of our Level 3 investments is determined based on an income approach using unobservable inputs. The fair value of our available-for-sale securities as of October 31, 2020, by remaining contractual maturities, were as follows (in thousands): Due in one year or less $ 223,590 Due in one to two years 76,782 $ 300,372 As of October 31, 2020, we had a total of 94 available-for-sale securities, with 30 securities in an unrealized loss position. An allowance for credit losses was deemed unnecessary for these securities, given the extent of the unrealized loss positions as well the issuers' high credit ratings and consistent payment history. As of January 31, 2020, we had 178 available-for-sale securities, none of which were considered to be other-than-temporarily impaired. We had no liabilities measured at fair value on a recurring basis as of October 31, 2020 and January 31, 2020. Convertible Senior Notes As of October 31, 2020 and January 31, 2020, the estimated fair value of our 0.5% Convertible Senior Notes (the “Notes”) with aggregate principal amount of $575.0 million was $1.6 billion and $743.5 million. We estimated the fair value based on the quoted market prices in an inactive market on the last trading day of the reporting period (Level 2). The Notes are recorded at face value less unamortized debt discount and transaction costs as “Convertible senior notes, net” on our consolidated balance sheets. Refer to Note 9 for further information. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Oct. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consisted of the following: (in thousands) October 31, 2020 January 31, 2020 Computer and network equipment $ 90,667 $ 66,937 Software, including capitalized software development costs 45,723 33,373 Furniture and office equipment 21,422 16,752 Leasehold improvements 78,725 59,564 236,537 176,626 Less: Accumulated depreciation (109,245) (81,228) 127,292 95,398 Work in progress 32,360 32,895 $ 159,652 $ 128,293 As of October 31, 2020 and January 31, 2020 , work in progress consisted of capitalized costs of internally-developed software projects under development and data center build-out projects. For the three months ended October 31, 2020 and 2019, we capitalized $9.5 million and $4.2 million of internally developed software, including $1.9 million and $1.0 million of capitalized stock-based compensation. For the nine months ended October 31, 2020 and 2019, we capitalized $20.5 million and $14.5 million of internally developed software, including $4.9 million and $3.6 million of capitalized stock-based compensation. Depreciation expense associated with property and equipment was $12.1 million and $8.4 million for the three months ended October 31, 2020 and 2019, and $32.4 million and $23.5 million for the nine months ended |
Acquisitions
Acquisitions | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of Seal Software Group Limited On May 1, 2020, we completed the acquisition of Seal Software Group Limited (“Seal”), a contract analytics and artificial intelligence (“AI”) technology provider headquartered in Walnut Creek, California. We expect to integrate Seal's technology comprehensively across the DocuSign Agreement Cloud to deliver increased functionality to companies using the Agreement Cloud to prepare, sign, act on and manage agreements. Under the terms of the purchase agreement, we paid $184.7 million in cash, net of cash acquired, transaction costs and working capital adjustments, for Seal’s outstanding stock. Prior to the acquisition, we held a $15.0 million minority investment in Seal’s outstanding stock. As of the acquisition, the fair value of our minority interest, calculated as the difference between the total acquisition consideration and the portion attributable to third party Seal shareholders, approximated the carrying value. Additionally, we granted certain continuing employees of Seal restricted stock units (“RSUs”) with service and performance conditions covering up to 0.1 million shares of our common stock with an aggregate grant date fair value of $11.4 million that will be accounted for as a post-acquisition compensation expense over the vesting period. The performance-based condition will be satisfied upon Seal meeting certain bookings targets for the year ended January 31, 2021. As of October 31, 2020, it was not probable that these targets would be met . We accounted for the transaction as a business combination using the acquisition method of accounting. We allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective estimated fair values on the acquisition date. Fair values were determined using the income and cost approaches. Excess purchase price consideration was recorded as goodwill and is primarily attributable to the assembled workforce and expanded market opportunities when integrating Seal’s AI and analytics capabilities within our existing product offering. The purchase price allocation was prepared on a preliminary basis and is subject to further adjustments as additional information becomes available and certain tax returns are finalized. Any adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from the acquisition date. The following table summarizes the preliminary acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition: (in thousands) May 1, 2020 Cash and cash equivalents $ 729 Accounts receivable 9,654 Contract assets 5,813 Prepaid expense and other assets 7,204 Property and equipment 915 Goodwill 114,356 Intangible assets 83,700 Right-of-use Assets 3,130 Accounts payable (854) Accrued compensation (2,697) Contract liabilities (7,745) Accrued expenses and other liabilities (6,523) Lease liabilities (3,126) Deferred tax liability—noncurrent (4,103) $ 200,453 None of the goodwill recognized upon acquisition was deductible for U.K. or U.S. federal income tax purposes. The estimated useful lives of intangible assets, primarily based on the expected period of benefit to us, and fair values of the identifiable intangible assets at acquisition date were as follows: (in thousands, except years) Estimated Fair Value Expected Useful Life Existing technology $ 37,400 5 years Customer relationships—subscription 41,700 10 years Backlog—subscription 4,600 2 years Total intangible assets $ 83,700 In the three and nine months ended October 31, 2020 , we incurred acquisition costs of $0.1 million and $6.2 million. These costs included legal, accounting fees and other costs directly related to the acquisition of Seal and are recognized within operating expenses in our condensed consolidated statements of operations. In the three and nine months ended October 31, 2020 , we recognized revenues from Seal of $5.4 million and $11.8 million and net losses of $9.2 million and $16.5 million, excluding the impact of acquired intangible asset amortization. The results of operations of Seal were included in our consolidated statements of operations from the acquisition date. The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on February 1, 2019. It includes pro forma adjustments related to the amortization of acquired intangible assets, share-based compensation expense, professional services revenue and contract acquisitions costs adjustments under the new revenue recognition standard, and contract liabilities fair value adjustment. The unaudited pro forma results have been prepared based on estimates and assumptions, which we believe are reasonable, however, they are not necessarily indicative of the consolidated results of operations had the acquisition occurred on February 1, 2019, or of future results of operations: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Revenue $ 384,093 $ 255,734 $ 1,032,730 $ 715,246 Net loss (58,946) (59,205) (178,193) (206,896) Net loss per share attributable to common stockholders, basic and diluted (0.32) (0.33) (0.96) (1.18) Acquisition of Liveoak Technologies, Inc. On July 6, 2020, we completed the acquisition of Liveoak Technologies, Inc. (“Liveoak”), a virtual customer engagement and business platform based in Austin, Texas. The company’s platform includes several technologies specific to remote agreements, such as video conferencing, video identity verification, collaborative form-filling, an integration with DocuSign eSignature, and a detailed audit trail. The acquisition enables us to leverage Liveoak’s technology and expertise to accelerate the launch of DocuSign Notary, a new product for remote online notarization, where signers and the notary public are in different places. The consideration to acquire Liveoak’s outstanding stock was $48.4 million, which consisted primarily of the fair value of our common stock issued and the fair value of stock options assumed. We recorded approximately $39.7 million of goodwill which is primarily attributed to the assembled workforce and expanded market opportunities for integrating Liveoak’s technology with our existing product offering. The purchase price allocation was prepared on a preliminary basis and is subject to further adjustments as additional information becomes available concerning the fair value of the assets acquired and liabilities assumed. Any adjustments to the purchase price allocation will be made as soon as practicable but no later than one year from the acquisition date. None of the goodwill recognized upon acquisition was deductible for U.S. federal income tax purposes. In the three and nine months ended October 31, 2020 , we incurred costs of $0.2 million and $1.8 million directly related to the acquisition of Liveoak. These costs are recognized within operating expenses in our condensed consolidated statements of operations. We included the results of operations of Liveoak in our condensed consolidated statements of operations from the acquisition date. These results were not material to our condensed consolidated statements of operations for the three and nine months ended October 31, 2020. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Oct. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net The changes in the carrying amount of goodwill were as follows (in thousands): Balance at January 31, 2020 $ 194,882 Additions—Seal 114,356 Additions—Liveoak 39,726 Cumulative translation adjustment (460) Balance at October 31, 2020 $ 348,504 Intangible assets consisted of the following: As of October 31, 2020 As of January 31, 2020 (in thousands, except years) Weighted-average Remaining Useful Life (Years) Estimated Fair Value Accumulated Amortization Acquisition-related Intangibles, Net Estimated Fair Value Accumulated Amortization Acquisition-related Intangibles, Net Existing technology 4.0 $ 72,994 $ (32,406) $ 40,588 $ 31,594 $ (25,164) $ 6,430 Customer contracts & related relationships 8.2 110,082 (26,763) 83,319 65,782 (19,071) 46,711 Other 1.4 22,534 (18,606) 3,928 17,234 (14,509) 2,725 6.7 $ 205,610 $ (77,775) 127,835 $ 114,610 $ (58,744) 55,866 Cumulative translation adjustment 579 634 Total $ 128,414 $ 56,500 Amortization of finite-lived intangible assets was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Cost of subscription revenue $ 3,376 $ 1,348 $ 7,856 $ 4,356 Sales and marketing 3,981 2,957 11,176 9,102 Total $ 7,357 $ 4,305 $ 19,032 $ 13,458 As of October 31, 2020, future amortization of finite-lived intangibles that will be recorded in cost of revenue and operating expenses is estimated as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 6,587 2022 24,282 2023 19,906 2024 18,575 2025 17,998 Thereafter 40,487 Total $ 127,835 |
Contract Balances
Contract Balances | 9 Months Ended |
Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Contract Balances | Revenue and Performance Obligations Subscription revenue is recognized over time and accounted for approximately 96% and 95% of our revenue for the three months ended October 31, 2020 and 2019. It accounted for approximately 95% and 94% of our revenue for the nine months ended October 31, 2020 and 2019. As of October 31, 2020, the amount of the transaction price allocated to remaining performance obligations for contracts greater than one year was $937.9 million. We expect to recognize 54% of the transaction price allocated to remaining performance obligations within the 12 months following October 31, 2020, in our consolidated statement of operations and comprehensive loss. Contract assets represent amounts for which we have recognized revenue, pursuant to our revenue recognition policy, for contracts that have not yet been invoiced to our customers where there is a remaining performance obligation, typically for multi-year arrangements. Total contract assets were $23.3 million and $13.4 million as of October 31, 2020 and January 31, 2020, of which $0.8 million and $0.9 million were noncurrent and included within “ Other assets—noncurrent ” on our condensed consolidated balance sheets. The change in contract assets reflects the difference in timing between our satisfaction of remaining performance obligations and our contractual right to bill our customers. Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are generally recognized as revenue over the contractual period. For the nine months ended October 31, 2020 and 2019, we recognized revenue of $463.1 million and $342.6 million that was included in the corresponding contract liability balance at the beginning of the periods presented. We receive payments from customers based upon contractual billing schedules. We record accounts receivable when the right to consideration becomes unconditional. Payment terms on invoiced amounts are typically 30 days. The following table represents a rollforward of our deferred contract acquisition and fulfillment costs: Nine Months Ended October 31, (in thousands) 2020 2019 Deferred Contract Acquisition Costs Beginning balance $ 155,697 $ 115,985 Additions to deferred contract acquisition costs 129,555 66,416 Amortization of deferred contract acquisition costs (57,549) (42,099) Cumulative translation adjustment (275) (1,188) Ending balance $ 227,428 $ 139,114 Deferred Contract Fulfillment Costs Beginning balance $ 8,218 $ 3,432 Additions to deferred contract fulfillment costs 15,084 11,384 Amortization of deferred contract fulfillment costs (13,238) (7,261) Ending balance $ 10,064 $ 7,555 |
Deferred Contract Acquisition a
Deferred Contract Acquisition and Fulfillment Costs | 9 Months Ended |
Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Deferred Contract Acquisition and Fulfillment Costs | Revenue and Performance Obligations Subscription revenue is recognized over time and accounted for approximately 96% and 95% of our revenue for the three months ended October 31, 2020 and 2019. It accounted for approximately 95% and 94% of our revenue for the nine months ended October 31, 2020 and 2019. As of October 31, 2020, the amount of the transaction price allocated to remaining performance obligations for contracts greater than one year was $937.9 million. We expect to recognize 54% of the transaction price allocated to remaining performance obligations within the 12 months following October 31, 2020, in our consolidated statement of operations and comprehensive loss. Contract assets represent amounts for which we have recognized revenue, pursuant to our revenue recognition policy, for contracts that have not yet been invoiced to our customers where there is a remaining performance obligation, typically for multi-year arrangements. Total contract assets were $23.3 million and $13.4 million as of October 31, 2020 and January 31, 2020, of which $0.8 million and $0.9 million were noncurrent and included within “ Other assets—noncurrent ” on our condensed consolidated balance sheets. The change in contract assets reflects the difference in timing between our satisfaction of remaining performance obligations and our contractual right to bill our customers. Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are generally recognized as revenue over the contractual period. For the nine months ended October 31, 2020 and 2019, we recognized revenue of $463.1 million and $342.6 million that was included in the corresponding contract liability balance at the beginning of the periods presented. We receive payments from customers based upon contractual billing schedules. We record accounts receivable when the right to consideration becomes unconditional. Payment terms on invoiced amounts are typically 30 days. The following table represents a rollforward of our deferred contract acquisition and fulfillment costs: Nine Months Ended October 31, (in thousands) 2020 2019 Deferred Contract Acquisition Costs Beginning balance $ 155,697 $ 115,985 Additions to deferred contract acquisition costs 129,555 66,416 Amortization of deferred contract acquisition costs (57,549) (42,099) Cumulative translation adjustment (275) (1,188) Ending balance $ 227,428 $ 139,114 Deferred Contract Fulfillment Costs Beginning balance $ 8,218 $ 3,432 Additions to deferred contract fulfillment costs 15,084 11,384 Amortization of deferred contract fulfillment costs (13,238) (7,261) Ending balance $ 10,064 $ 7,555 |
Senior Notes
Senior Notes | 9 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Senior Notes | Senior Notes In September 2018, we issued $575.0 million in aggregate principal amount of the Notes due in 2023, which included the initial purchasers’ exercise in full of their option to purchase an additional $75.0 million principal amount of the Notes, in a private placement to qualified institutional buyers in an offering exempt from registration under the Securities Act of 1933, as amended. The net proceeds from the issuance of the Notes were $560.8 million after deducting the initial purchasers’ discounts and transaction costs. As of October 31, 2020, the conversion conditions described in our 2020 Annual Report on Form 10-K were met. The last reported sales price of our common stock was greater than or equal to 130% of the conversion price for at least 20 trading days during a period of 30 consecutive trading days ending on, and including, the last trading day of the three months ended July 31, 2020. The Notes therefore became convertible on August 1, 2020 and continue to be convertible through January 31, 2021. The net carrying value of the liability component of the Notes was as follows: (in thousands) October 31, 2020 January 31, 2020 Principal $ 575,000 $ 575,000 Less: unamortized debt discount (82,193) (101,461) Less: unamortized transaction costs (6,658) (8,218) Net carrying amount $ 486,149 $ 465,321 As of October 31, 2020 and January 31, 2020, the net carrying amount of the equity component of the Notes was $131.3 million, net of $3.3 million transaction costs. The interest expense recognized related to the Notes was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Contractual interest expense $ 719 $ 719 $ 2,157 $ 2,157 Amortization of debt discount 6,516 6,147 19,267 18,175 Amortization of transaction costs 528 498 1,561 1,472 Total $ 7,763 $ 7,364 $ 22,985 $ 21,804 Capped Calls To minimize the potential economic dilution to our common stock upon conversion of the Notes, we entered into privately-negotiated capped call transactions (“Capped Calls”) with certain counterparties and incurred costs of $67.6 million related to the transactions. The Capped Calls each have an initial strike price of approximately $71.50 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $110.00 per share, subject to certain adjustments. The Capped Calls cover, subject to anti-dilution adjustments, approximately 8.0 million shares of common stock. Impact on Loss Per Share In periods when we have net income, the conversion premium on the Notes is included in our diluted earnings per share when the average market price of our common stock exceeds the initial conversion price of $71.50 per share, as we intend and have the ability to settle the principal amount of the Notes in cash upon conversion. We are required under the treasury stock method to compute the potentially dilutive shares of common stock related to the Notes for periods we report net income. However, upon conversion, there will be no economic dilution from the Notes unless the market price of our common stock exceeds the cap price of $110.00 per share, as exercise of the Capped Calls offsets any dilution from the Notes from the conversion price up to the cap price. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be antidilutive. As of October 31, 2020, the market price of our common stock exceeded the cap price of $110.00 per share; therefore, the Notes would have caused economic dilution if converted. |
Leases
Leases | 9 Months Ended |
Oct. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases We lease offices under noncancelable operating lease agreements that expire at various dates through February 2032. As of October 31, 2020, we had no finance leases. Some operating leases contain escalation provisions for adjustments in the consumer price index. The following table is a summary of our lease costs: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Operating lease cost $ 8,640 $ 6,762 $ 25,256 $ 19,055 Short-term lease cost 319 60 782 474 Total lease cost $ 8,959 $ 6,822 $ 26,038 $ 19,529 Future lease payments under noncancelable operating leases as of October 31, 2020, were as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 10,172 2022 38,855 2023 39,388 2024 38,943 2025 30,623 Thereafter 72,184 Total undiscounted cash flows $ 230,165 Less: imputed interest (30,454) Present value of lease liabilities $ 199,711 The weighted average remaining lease term and discount rate for operating leases as of October 31, 2020 were 6.8 years and 4.3%. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesAs of October 31, 2020, we had unused letters of credit outstanding associated with our various operating leases totaling $8.3 million. We have entered into certain noncancelable contractual arrangements that require future purchases of goods and services. These arrangements primarily relate to cloud infrastructure support and sales and marketing activities. As of October 31, 2020, our future noncancelable minimum payments due under these contractual obligations with a remaining term of more than one year were as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 11,244 2022 18,837 2023 3,505 2024 2,883 2025 1,844 Thereafter 3,566 Total $ 41,879 Indemnification We enter into indemnification provisions under our agreements with customers and other companies in the ordinary course of business, including business partners, contractors and parties performing our research and development. Pursuant to these arrangements, we agree to indemnify and defend the indemnified party for certain claims and related losses suffered or incurred by the indemnified party from actual or threatened third-party claims because of our activities. The duration of these indemnification agreements is generally perpetual. The maximum potential amount of future payments we could be required to make under these indemnification clauses or agreements is not determinable. Historically, we have not incurred material costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, we believe the fair value of these indemnification agreements is not material as of October 31, 2020, and January 31, 2020. We maintain commercial general liability insurance and product liability insurance to offset certain of our potential liabilities under these indemnification agreements. We have entered into indemnification agreements with each of our directors, executive officers and certain other officers. These agreements require us to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with us. Claims and Litigation From time to time, we may be subject to legal proceedings, claims and litigation made against us in the ordinary course of business. We believe the final outcome of these matters will not have a material adverse effect on our business, consolidated financial position, results of operations or cash flows. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Oct. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Equity Incentive Plans We maintain three stock-based compensation plans: the 2018 Equity Incentive Plan (the “2018 Plan”), the Amended and Restated 2011 Equity Incentive Plan (the “2011 Plan”) and the Amended and Restated 2003 Stock Plan (the “2003 Plan”). The 2018 Plan serves as a successor to the 2011 Plan and 2003 Plan and provides for the grant of stock-based awards to our employees, directors and consultants. Shares available for grant under the 2011 Plan that were reserved but not issued as of the effective date of the 2018 Plan were added to the reserves of the 2018 Plan. No additional awards under the 2011 Plan or 2003 Plan have been made since the effective date of the 2018 Plan. Outstanding awards under these two plans continue to be subject to the terms and conditions of the respective plans. As of October 31, 2020, 32.4 million shares of our common stock were available for issuance under the 2018 Plan. The 2018 Plan provides that the number of shares reserved will automatically increase on the first day of each fiscal year, beginning on February 1, 2019, and ending on February 1, 2028, by 5% of the total number of shares of our capital stock outstanding on the immediately preceding January 31st (or such lesser number of shares as our board of directors or a committee of our board of directors may approve). The most recent automatic increase of 9.1 million shares occurred on February 1, 2020. Stock Options Option activity for the nine months ended October 31, 2020 was as follows: (in thousands, except years and per share data) Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 31, 2020 6,882 $ 14.39 5.38 $ 441,247 Assumed 9 22.22 Exercised (1,471) 10.29 Canceled/expired (21) 18.09 Outstanding at October 31, 2020 5,399 $ 15.51 5.22 $ 1,008,292 Vested and expected to vest at October 31, 2020 5,396 $ 15.50 5.22 $ 1,007,687 Exercisable at October 31, 2020 5,199 $ 15.43 5.18 $ 971,253 As of October 31, 2020, our total unrecognized compensation cost related to stock option grants was $1.3 million. We expect to recognize this expense over the remaining weighted-average period of approximately 0.3 years. RSUs Restricted stock units (“RSUs”) granted under the 2018 Plan generally vest over a four-year period, either quarterly or with 25% vesting at the end of one year and the remainder quarterly thereafter. The majority of RSUs vest upon the satisfaction of a service-based vesting condition. From time to time, we also grant RSUs that are subject to either a performance-based or market-based vesting condition. The performance-based conditions will be satisfied upon satisfaction of certain financial performance targets. The market-based conditions will be satisfied if certain milestones based on our common stock price or relative total shareholder return are met. RSU activity for the nine months ended October 31, 2020 was as follows: (in thousands, except per share data) Number of Units Weighted-Average Grant Date Fair Value Unvested at January 31, 2020 13,859 $ 46.28 Granted 3,772 139.34 Vested (4,819) 42.22 Canceled (804) $ 49.93 Unvested at October 31, 2020 12,008 $ 76.91 As of October 31, 2020, our total unrecognized compensation cost related to RSUs was $708.2 million. We expect to recognize this expense over the remaining weighted-average period of approximately 2.4 years. 2018 Employee Stock Purchase Plan The Employee Stock Purchase Plan (“ESPP”) allows eligible employees to purchase shares of our common stock at a discounted price by accumulating funds, normally through payroll deductions, of up to 15% of their earnings. The purchase price for common stock under the ESPP is equal to 85% of the fair market value of our common stock on the first or last day of the offering period, whichever is lower. The ESPP provides for separate six-month offering periods that begin in the first and third quarter of each year. In the nine months ended October 31, 2020, 0.5 million shares of our common stock were purchased under the ESPP. Compensation expense related to the ESPP was $3.4 million and $2.4 million for the three months ended October 31, 2020 and 2019, and $8.2 million and $6.4 million for the nine months ended October 31, 2020 and 2019. |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for periods presented: Three Months Ended October 31, Nine Months Ended October 31, (in thousands, except per share data) 2020 2019 2020 2019 Numerator: Net loss attributable to common stockholders $ (58,491) $ (46,598) $ (170,855) $ (160,952) Denominator: Weighted-average common shares outstanding 186,423 178,314 184,767 175,303 Net loss per share attributable to common stockholders: Basic and diluted $ (0.31) $ (0.26) $ (0.92) $ (0.92) Outstanding potentially dilutive securities that were excluded from the diluted per share calculations because they would have been antidilutive are as follows: October 31, (in thousands) 2020 2019 RSUs 12,008 14,600 Stock options 5,399 7,872 ESPP 142 273 Convertible senior notes 5,199 — Total antidilutive securities 22,748 22,745 |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our tax provision or benefit from income taxes for interim periods is determined using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. Our income tax provision was $1.9 million and $1.0 million for the three months ended October 31, 2020 and 2019. Our income tax provision was $4.9 million and $3.6 million for the nine months ended October 31, 2020 and 2019. The overall increase in the tax provision was primarily driven by higher foreign tax expenses, resulting from higher year-over-year earnings in certain foreign jurisdictions as we continue to scale our foreign operations to support our ongoing international growth. We review the likelihood that we will realize the benefit of our deferred tax assets and, therefore, the need for valuation allowances, on a quarterly basis. We maintain a valuation allowance against certain deferred tax assets, including all U.S. consolidated group deferred tax assets and certain foreign deferred tax assets as a result of our history of losses in the U.S. and certain foreign jurisdictions, and the variability and uncertainty of operating results. In the event we determine our deferred tax assets are realizable based on our assessment of relevant factors, an adjustment to the valuation allowance may increase income in the period such determination is made. As of October 31, 2020, our gross unrecognized tax benefits totaled $15.7 million, excluding related accrued interest and penalties, of which $2.7 million would impact the effective tax rate if recognized. Our policy is to account for interest and penalties related to uncertain tax positions as a component of income tax provision. We do not expect to have any significant changes to unrecognized tax benefits during the next twelve months. |
Geographic Information
Geographic Information | 9 Months Ended |
Oct. 31, 2020 | |
Segment Reporting [Abstract] | |
Geographic Information | Geographic Information We operate in one operating segment and one reportable segment as we only report financial information on an aggregate and consolidated basis to the Chief Executive Officer, who is our chief operating decision maker. Revenue by geography is based on the address of the customer as specified in our master subscription agreement. Revenue by geographic area was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 U.S. $ 306,680 $ 206,439 $ 824,342 $ 576,441 International 76,243 43,063 197,807 122,635 Total revenue $ 382,923 $ 249,502 $ 1,022,149 $ 699,076 No single country other than the U.S. had revenue greater than 10% of total revenue in the three and nine months ended October 31, 2020 and 2019 . Our long-lived assets by geographic area, which consist of property and equipment, net and operating lease right-of-use assets were as follows: (in thousands) October 31, 2020 January 31, 2020 U.S. 218,059 $ 182,288 International 101,955 95,838 Total long-lived assets $ 320,014 $ 278,126 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Basis of Presentation and Principles of Consolidation Our condensed consolidated financial statements include those of DocuSign, Inc. and our subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our 2020 Annual Report on Form 10-K. Our condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and, in our opinion, include all adjustments of a normal recurring nature necessary for the fair statement of our financial position, results of operations and cash flows. Our condensed consolidated balance sheet as of January 31, 2020 was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The results of operations for the nine months ended October 31, 2020 are not necessarily indicative of the results to be expected for the year ending January 31, 2021 . |
Basis of Presentation | Basis of Presentation and Principles of Consolidation Our condensed consolidated financial statements include those of DocuSign, Inc. and our subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes included in our 2020 Annual Report on Form 10-K. Our condensed consolidated financial statements are unaudited and have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and, in our opinion, include all adjustments of a normal recurring nature necessary for the fair statement of our financial position, results of operations and cash flows. Our condensed consolidated balance sheet as of January 31, 2020 was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The results of operations for the nine months ended October 31, 2020 are not necessarily indicative of the results to be expected for the year ending January 31, 2021 . |
Fiscal Year | O ur fiscal year ends on January 3 1. References to fiscal 2021, for example, are to the fiscal year ending January 31, 2021. Certain prior year amounts have been reclassified to conform to current year presentation. These amounts were not material to any of the periods presented. |
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 condensed consolidated financial statements and notes thereto. Significant items subject to such estimates and assumptions made by management include, but are not limited to, the determination of: • the fair value of assets acquired and liabilities assumed in business combinations; • the average period of benefit associated with deferred contract acquisition costs and fulfillment costs; • the valuation of strategic investments; • the fair value of certain stock awards issued; • the f air value of the liability and equity components of convertible notes; • the useful life and recoverability of long-lived assets; • the discount rate used for operating leases; and • the recognition, measurement and valuation of deferred income taxes. |
Concentration of Credit Risk | Concentration of Credit Risk Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities and accounts receivable. Although we deposit our cash with multiple financial institutions, the deposits, at times, may exceed federally insured limits. We have not experienced any losses on our deposits of cash and cash equivalents. Cash equivalents consist of money market funds which are invested through financial institutions in the U.S. Management believes that the institutions are financially stable and, accordingly, minimal credit risk exists. |
Investments | Investments Investments in marketable securities consist of commercial paper, corporate notes and bonds, as well as U.S. Treasury and government agency securities. Management determines the appropriate classification of investments at the time of purchase and reevaluates such determination at each balance sheet date. Marketable securities are classified as available-for-sale and are carried at fair value in the consolidated balance sheet and are classified as short-term or long-term based on their remaining contractual maturities. We evaluate our investments with unrealized loss positions at the individual security level to determine whether the unrealized loss was related to credit or noncredit factors. We consider whether a credit loss exists based on the extent of the unrealized loss position, any adverse conditions specifically related to the security or the issuer's operating environment, pay structure of the security, the issuer's payment history and any changes in the issuer's credit rating. Estimated credit losses are determined using a discounted cash flow model and recorded as an allowance, with changes in expected credit losses on our investments recorded in “Interest income and other income (expense), net” in the consolidated statements of operations and comprehensive loss. Unrealized gains and losses related to noncredit factors are reflected in “Accumulated other comprehensive loss” on the consolidated balance sheets. |
Recently Adopted Accounting Pronouncements and Other Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements On February 1, 2020, we adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (Topic 326). The Financial Accounting Standards Board (“FASB”) subsequently issued ASU No. 2019-04, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments. These updates change the impairment model for most financial assets and require the use of an expected loss model in place of the previously used incurred loss method. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. The effect of adopting ASU 2016-13 and ASU 2019-04 on our consolidated financial statements and related disclosures was not material to the consolidated financial statements. On February 1, 2020, we adopted ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this update. The effect of adopting ASU 2018-15 on our consolidated financial statements and related disclosures was not material to the consolidated financial statements. Other Recent Accounting Pronouncements In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). The update removes separation models for convertible debt with a cash conversion feature and convertible instruments with a beneficial conversion feature. Such convertible debt will be accounted for as a single liability measured at its amortized cost and convertible preferred stock will be accounted for as a single equity instrument measured at its historical cost, as long as no other features require bifurcation and recognition as derivatives. The update also requires the if-converted method to be used for convertible instruments and the effect of potential share settlement be included in the diluted earnings per share calculation when an instrument may be settled in cash or shares. The amendments in this update are effective for public business entities for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. The amendment is to be adopted through either a fully retrospective or modified retrospective method of transition. Early adoption is permitted. We are in the process of evaluating the impact of the adoption of the update on our consolidated financial statements. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of assets and liabilities measured at fair value on a recurring basis | The following table summarizes our financial assets that are measured at fair value on a recurring basis: October 31, 2020 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Level 1: Cash equivalents (1) Money market funds $ 153,411 $ — $ — $ 153,411 Level 2: Available-for-sale securities Commercial paper 6,996 — (4) 6,992 Corporate notes and bonds 189,850 633 (76) 190,407 U.S. Treasury securities 16,900 7 (1) 16,906 U.S. government agency securities 85,582 49 (64) 85,567 Level 2 total 299,328 689 (145) 299,872 Level 3: Available-for-sale securities Corporate notes and bonds 500 — — 500 Total $ 453,239 $ 689 $ (145) $ 453,783 January 31, 2020 (in thousands) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Level 1: Cash equivalents (1) Money market funds $ 165,424 $ — $ — $ 165,424 Level 2: Available-for-sale securities Commercial paper 14,919 7 (1) 14,925 Corporate notes and bonds 372,844 891 (31) 373,704 U.S. Treasury securities 90,697 153 (1) 90,849 U.S. government agency securities 175,086 153 (49) 175,190 Level 2 total 653,546 1,204 (82) 654,668 Total $ 818,970 $ 1,204 $ (82) $ 820,092 (1) Included in “cash and cash equivalents” in our consolidated balance sheets as of October 31, 2020 and January 31, 2020, in addition to cash of $221.6 million and $75.8 million. |
Fair value of available-for-sale marketable securities by remaining contractual maturities | The fair value of our available-for-sale securities as of October 31, 2020, by remaining contractual maturities, were as follows (in thousands): Due in one year or less $ 223,590 Due in one to two years 76,782 $ 300,372 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | Property and equipment consisted of the following: (in thousands) October 31, 2020 January 31, 2020 Computer and network equipment $ 90,667 $ 66,937 Software, including capitalized software development costs 45,723 33,373 Furniture and office equipment 21,422 16,752 Leasehold improvements 78,725 59,564 236,537 176,626 Less: Accumulated depreciation (109,245) (81,228) 127,292 95,398 Work in progress 32,360 32,895 $ 159,652 $ 128,293 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | The following table summarizes the preliminary acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition: (in thousands) May 1, 2020 Cash and cash equivalents $ 729 Accounts receivable 9,654 Contract assets 5,813 Prepaid expense and other assets 7,204 Property and equipment 915 Goodwill 114,356 Intangible assets 83,700 Right-of-use Assets 3,130 Accounts payable (854) Accrued compensation (2,697) Contract liabilities (7,745) Accrued expenses and other liabilities (6,523) Lease liabilities (3,126) Deferred tax liability—noncurrent (4,103) $ 200,453 |
Schedule of identifiable intangible assets estimated useful lives | The estimated useful lives of intangible assets, primarily based on the expected period of benefit to us, and fair values of the identifiable intangible assets at acquisition date were as follows: (in thousands, except years) Estimated Fair Value Expected Useful Life Existing technology $ 37,400 5 years Customer relationships—subscription 41,700 10 years Backlog—subscription 4,600 2 years Total intangible assets $ 83,700 |
Schedule of unaudited pro forma results | The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on February 1, 2019. It includes pro forma adjustments related to the amortization of acquired intangible assets, share-based compensation expense, professional services revenue and contract acquisitions costs adjustments under the new revenue recognition standard, and contract liabilities fair value adjustment. The unaudited pro forma results have been prepared based on estimates and assumptions, which we believe are reasonable, however, they are not necessarily indicative of the consolidated results of operations had the acquisition occurred on February 1, 2019, or of future results of operations: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Revenue $ 384,093 $ 255,734 $ 1,032,730 $ 715,246 Net loss (58,946) (59,205) (178,193) (206,896) Net loss per share attributable to common stockholders, basic and diluted (0.32) (0.33) (0.96) (1.18) |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of carrying amount of goodwill | The changes in the carrying amount of goodwill were as follows (in thousands): Balance at January 31, 2020 $ 194,882 Additions—Seal 114,356 Additions—Liveoak 39,726 Cumulative translation adjustment (460) Balance at October 31, 2020 $ 348,504 |
Schedule of intangible assets | Intangible assets consisted of the following: As of October 31, 2020 As of January 31, 2020 (in thousands, except years) Weighted-average Remaining Useful Life (Years) Estimated Fair Value Accumulated Amortization Acquisition-related Intangibles, Net Estimated Fair Value Accumulated Amortization Acquisition-related Intangibles, Net Existing technology 4.0 $ 72,994 $ (32,406) $ 40,588 $ 31,594 $ (25,164) $ 6,430 Customer contracts & related relationships 8.2 110,082 (26,763) 83,319 65,782 (19,071) 46,711 Other 1.4 22,534 (18,606) 3,928 17,234 (14,509) 2,725 6.7 $ 205,610 $ (77,775) 127,835 $ 114,610 $ (58,744) 55,866 Cumulative translation adjustment 579 634 Total $ 128,414 $ 56,500 |
Schedule of amortization of finite-lived intangible assets | Amortization of finite-lived intangible assets was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Cost of subscription revenue $ 3,376 $ 1,348 $ 7,856 $ 4,356 Sales and marketing 3,981 2,957 11,176 9,102 Total $ 7,357 $ 4,305 $ 19,032 $ 13,458 |
Schedule of future amortization of finite-lived intangibles | As of October 31, 2020, future amortization of finite-lived intangibles that will be recorded in cost of revenue and operating expenses is estimated as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 6,587 2022 24,282 2023 19,906 2024 18,575 2025 17,998 Thereafter 40,487 Total $ 127,835 |
Deferred Contract Acquisition_2
Deferred Contract Acquisition and Fulfillment Costs (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Deferred contract costs | The following table represents a rollforward of our deferred contract acquisition and fulfillment costs: Nine Months Ended October 31, (in thousands) 2020 2019 Deferred Contract Acquisition Costs Beginning balance $ 155,697 $ 115,985 Additions to deferred contract acquisition costs 129,555 66,416 Amortization of deferred contract acquisition costs (57,549) (42,099) Cumulative translation adjustment (275) (1,188) Ending balance $ 227,428 $ 139,114 Deferred Contract Fulfillment Costs Beginning balance $ 8,218 $ 3,432 Additions to deferred contract fulfillment costs 15,084 11,384 Amortization of deferred contract fulfillment costs (13,238) (7,261) Ending balance $ 10,064 $ 7,555 |
Senior Notes (Tables)
Senior Notes (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of convertible debt | The net carrying value of the liability component of the Notes was as follows: (in thousands) October 31, 2020 January 31, 2020 Principal $ 575,000 $ 575,000 Less: unamortized debt discount (82,193) (101,461) Less: unamortized transaction costs (6,658) (8,218) Net carrying amount $ 486,149 $ 465,321 As of October 31, 2020 and January 31, 2020, the net carrying amount of the equity component of the Notes was $131.3 million, net of $3.3 million transaction costs. The interest expense recognized related to the Notes was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Contractual interest expense $ 719 $ 719 $ 2,157 $ 2,157 Amortization of debt discount 6,516 6,147 19,267 18,175 Amortization of transaction costs 528 498 1,561 1,472 Total $ 7,763 $ 7,364 $ 22,985 $ 21,804 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Leases [Abstract] | |
Operating lease costs | The following table is a summary of our lease costs: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 Operating lease cost $ 8,640 $ 6,762 $ 25,256 $ 19,055 Short-term lease cost 319 60 782 474 Total lease cost $ 8,959 $ 6,822 $ 26,038 $ 19,529 |
Future lease payments | Future lease payments under noncancelable operating leases as of October 31, 2020, were as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 10,172 2022 38,855 2023 39,388 2024 38,943 2025 30,623 Thereafter 72,184 Total undiscounted cash flows $ 230,165 Less: imputed interest (30,454) Present value of lease liabilities $ 199,711 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of noncancelable contractual obligations | As of October 31, 2020, our future noncancelable minimum payments due under these contractual obligations with a remaining term of more than one year were as follows: Fiscal Period: Amount (in thousands) 2021, remainder $ 11,244 2022 18,837 2023 3,505 2024 2,883 2025 1,844 Thereafter 3,566 Total $ 41,879 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Equity [Abstract] | |
Schedule of stock option activity | Option activity for the nine months ended October 31, 2020 was as follows: (in thousands, except years and per share data) Number of Options Weighted-Average Exercise Price Per Share Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding at January 31, 2020 6,882 $ 14.39 5.38 $ 441,247 Assumed 9 22.22 Exercised (1,471) 10.29 Canceled/expired (21) 18.09 Outstanding at October 31, 2020 5,399 $ 15.51 5.22 $ 1,008,292 Vested and expected to vest at October 31, 2020 5,396 $ 15.50 5.22 $ 1,007,687 Exercisable at October 31, 2020 5,199 $ 15.43 5.18 $ 971,253 |
Schedule of RSU activity | RSU activity for the nine months ended October 31, 2020 was as follows: (in thousands, except per share data) Number of Units Weighted-Average Grant Date Fair Value Unvested at January 31, 2020 13,859 $ 46.28 Granted 3,772 139.34 Vested (4,819) 42.22 Canceled (804) $ 49.93 Unvested at October 31, 2020 12,008 $ 76.91 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of calculation of basic and diluted loss per share | The following table presents the calculation of basic and diluted net loss per share attributable to common stockholders for periods presented: Three Months Ended October 31, Nine Months Ended October 31, (in thousands, except per share data) 2020 2019 2020 2019 Numerator: Net loss attributable to common stockholders $ (58,491) $ (46,598) $ (170,855) $ (160,952) Denominator: Weighted-average common shares outstanding 186,423 178,314 184,767 175,303 Net loss per share attributable to common stockholders: Basic and diluted $ (0.31) $ (0.26) $ (0.92) $ (0.92) |
Schedule of antidilutive securities | Outstanding potentially dilutive securities that were excluded from the diluted per share calculations because they would have been antidilutive are as follows: October 31, (in thousands) 2020 2019 RSUs 12,008 14,600 Stock options 5,399 7,872 ESPP 142 273 Convertible senior notes 5,199 — Total antidilutive securities 22,748 22,745 |
Geographic Information (Tables)
Geographic Information (Tables) | 9 Months Ended |
Oct. 31, 2020 | |
Segment Reporting [Abstract] | |
Revenues by geographic area | Revenue by geographic area was as follows: Three Months Ended October 31, Nine Months Ended October 31, (in thousands) 2020 2019 2020 2019 U.S. $ 306,680 $ 206,439 $ 824,342 $ 576,441 International 76,243 43,063 197,807 122,635 Total revenue $ 382,923 $ 249,502 $ 1,022,149 $ 699,076 |
Property and equipment by geographic area | Our long-lived assets by geographic area, which consist of property and equipment, net and operating lease right-of-use assets were as follows: (in thousands) October 31, 2020 January 31, 2020 U.S. 218,059 $ 182,288 International 101,955 95,838 Total long-lived assets $ 320,014 $ 278,126 |
Revenue and Performance Oblig_2
Revenue and Performance Obligations - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Remaining performance obligations | $ 937.9 | $ 937.9 | ||
Product concentration risk | Revenue | Subscription | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk percentage | 96.00% | 95.00% | 95.00% | 94.00% |
Revenue and Performance Oblig_3
Revenue and Performance Obligations - Remaining Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-11-01 | Oct. 31, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percentage | 54.00% |
Remaining performance obligations, period of recognition | 12 months |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jan. 31, 2020 |
Available-for-sale securities | ||
Amortized Cost | $ 453,239 | $ 818,970 |
Gross Unrealized Gains | 689 | 1,204 |
Gross Unrealized Losses | (145) | (82) |
Estimated Fair Value | 453,783 | 820,092 |
Cash | 221,600 | 75,800 |
Short-term Investments | ||
Available-for-sale securities | ||
Estimated Fair Value | 300,372 | |
Level 2 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 299,328 | 653,546 |
Gross Unrealized Gains | 689 | 1,204 |
Gross Unrealized Losses | (145) | (82) |
Estimated Fair Value | 299,872 | 654,668 |
Commercial paper | Level 2 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 6,996 | 14,919 |
Gross Unrealized Gains | 0 | 7 |
Gross Unrealized Losses | (4) | (1) |
Estimated Fair Value | 6,992 | 14,925 |
Corporate notes and bonds | Level 2 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 189,850 | 372,844 |
Gross Unrealized Gains | 633 | 891 |
Gross Unrealized Losses | (76) | (31) |
Estimated Fair Value | 190,407 | 373,704 |
Corporate notes and bonds | Level 3 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 500 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | 500 | |
U.S. Treasury securities | Level 2 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 16,900 | 90,697 |
Gross Unrealized Gains | 7 | 153 |
Gross Unrealized Losses | (1) | (1) |
Estimated Fair Value | 16,906 | 90,849 |
U.S. government agency securities | Level 2 | Short-term Investments | ||
Available-for-sale securities | ||
Amortized Cost | 85,582 | 175,086 |
Gross Unrealized Gains | 49 | 153 |
Gross Unrealized Losses | (64) | (49) |
Estimated Fair Value | 85,567 | 175,190 |
Money market funds | Level 1 | Cash and Cash Equivalents | ||
Available-for-sale securities | ||
Amortized Cost | 153,411 | 165,424 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $ 153,411 | $ 165,424 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Available-for-Sale Marketable Securities by Remaining Contractual Maturities (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jan. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total available-for-sale securities | $ 453,783 | $ 820,092 |
Short-term Investments | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Due in one year or less | 223,590 | |
Due in one to two years | 76,782 | |
Total available-for-sale securities | $ 300,372 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) | Oct. 31, 2020USD ($)security | Jan. 31, 2020USD ($)security | Sep. 30, 2018USD ($) |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of available-for-sale securities | security | 94 | 178 | |
Number of available-for-sale securities in an unrealized loss position | security | 30 | 0 | |
Level 2 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value of debt | $ | $ 1,600,000,000 | $ 743,500,000 | |
Convertible Debt | Convertible Senior Notes Due 2023 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt interest rate percentage | 0.50% | ||
Aggregate principal amount of debt issued | $ | $ 575,000,000 | $ 575,000,000 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | Jan. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, net | $ 159,652 | $ 159,652 | $ 128,293 | ||
Capitalized software costs | 9,500 | $ 4,200 | 20,500 | $ 14,500 | |
Capitalized stock-based compensation | 1,900 | 1,000 | 4,900 | 3,600 | |
Depreciation expense | 12,100 | $ 8,400 | 32,400 | $ 23,500 | |
Computer and network equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 90,667 | 90,667 | 66,937 | ||
Software, including capitalized software development costs | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 45,723 | 45,723 | 33,373 | ||
Furniture and office equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 21,422 | 21,422 | 16,752 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 78,725 | 78,725 | 59,564 | ||
Property and equipment, excluding work in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 236,537 | 236,537 | 176,626 | ||
Less: Accumulated depreciation | (109,245) | (109,245) | (81,228) | ||
Property and equipment, net | 127,292 | 127,292 | 95,398 | ||
Work in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property and equipment, net | $ 32,360 | $ 32,360 | $ 32,895 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands, shares in Millions | Jul. 06, 2020 | May 01, 2020 | Oct. 31, 2020 | Apr. 30, 2020 | Oct. 31, 2020 | Oct. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Cash paid for acquisition, net of acquired cash | $ 180,370 | $ 0 | ||||
Acquisition costs | $ 100 | 6,200 | ||||
Seal Software Group Limited | ||||||
Business Acquisition [Line Items] | ||||||
Cash paid for acquisition, net of acquired cash | $ 184,700 | |||||
Strategic investment held prior to acquisition | $ 15,000 | |||||
Revenues | 5,400 | 11,800 | ||||
Net income (loss) | (9,200) | (16,500) | ||||
Goodwill acquired during period | 114,356 | |||||
Liveoak Technologies, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition costs | $ 200 | 1,800 | ||||
Consideration to acquire outstanding stock | $ 48,400 | |||||
Goodwill acquired during period | $ 39,700 | $ 39,726 | ||||
RSUs with vesting conditions | Seal Software Group Limited | ||||||
Business Acquisition [Line Items] | ||||||
Granted (in shares) | 0.1 | |||||
Grant date fair value of RSUs | $ 11,400 |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | May 01, 2020 | Jan. 31, 2020 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||
Goodwill | $ 348,504 | $ 194,882 | |
Seal Software Group Limited | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract] | |||
Cash and cash equivalents | $ 729 | ||
Accounts receivable | 9,654 | ||
Contract assets | 5,813 | ||
Prepaid expense and other assets | 7,204 | ||
Property and equipment | 915 | ||
Goodwill | 114,356 | ||
Intangible assets | 83,700 | ||
Right-of-use Assets | 3,130 | ||
Accounts payable | (854) | ||
Accrued compensation | (2,697) | ||
Contract liabilities | (7,745) | ||
Accrued expenses and other liabilities | (6,523) | ||
Lease liabilities | (3,126) | ||
Deferred tax liability—noncurrent | (4,103) | ||
Total assets acquired and liabilities assumed | $ 200,453 |
Acquisitions - Intangible Asset
Acquisitions - Intangible Assets Acquired (Details) - Seal Software Group Limited $ in Thousands | May 01, 2020USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 83,700 |
Existing technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 37,400 |
Expected Useful Life | 5 years |
Customer relationships—subscription | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 41,700 |
Expected Useful Life | 10 years |
Backlog—subscription | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated Fair Value | $ 4,600 |
Expected Useful Life | 2 years |
Acquisitions - Pro Forma Result
Acquisitions - Pro Forma Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||
Revenue | $ 384,093 | $ 255,734 | $ 1,032,730 | $ 715,246 |
Net loss | $ (58,946) | $ (59,205) | $ (178,193) | $ (206,896) |
Net loss per share attributable to common stockholders, basic (in usd per share) | $ (0.32) | $ (0.33) | $ (0.96) | $ (1.18) |
Net loss per share attributable to common stockholders, diluted (in usd per share) | $ (0.32) | $ (0.33) | $ (0.96) | $ (1.18) |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Goodwill (Details) - USD ($) $ in Thousands | Jul. 06, 2020 | Oct. 31, 2020 |
Goodwill [Roll Forward] | ||
Balance at January 31, 2020 | $ 194,882 | |
Cumulative translation adjustment | (460) | |
Balance at October 31, 2020 | 348,504 | |
Seal Software Group Limited | ||
Goodwill [Roll Forward] | ||
Additions | 114,356 | |
Liveoak Technologies, Inc. | ||
Goodwill [Roll Forward] | ||
Additions | $ 39,700 | $ 39,726 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2020 | Jan. 31, 2020 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Weighted-average Remaining Useful Life (Years) | 6 years 8 months 12 days | |
Estimated Fair Value | $ 205,610 | $ 114,610 |
Accumulated Amortization | (77,775) | (58,744) |
Acquisition-related intangibles, net, excluding cumulative translation adjustment | 127,835 | 55,866 |
Cumulative translation adjustment | 579 | 634 |
Acquisition-related Intangibles, Net | $ 128,414 | 56,500 |
Existing technology | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Weighted-average Remaining Useful Life (Years) | 4 years | |
Estimated Fair Value | $ 72,994 | 31,594 |
Accumulated Amortization | (32,406) | (25,164) |
Acquisition-related intangibles, net, excluding cumulative translation adjustment | $ 40,588 | 6,430 |
Customer contracts & related relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Weighted-average Remaining Useful Life (Years) | 8 years 2 months 12 days | |
Estimated Fair Value | $ 110,082 | 65,782 |
Accumulated Amortization | (26,763) | (19,071) |
Acquisition-related intangibles, net, excluding cumulative translation adjustment | $ 83,319 | 46,711 |
Other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Weighted-average Remaining Useful Life (Years) | 1 year 4 months 24 days | |
Estimated Fair Value | $ 22,534 | 17,234 |
Accumulated Amortization | (18,606) | (14,509) |
Acquisition-related intangibles, net, excluding cumulative translation adjustment | $ 3,928 | $ 2,725 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Amortization (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of finite-lived intangible assets | $ 7,357 | $ 4,305 | $ 19,032 | $ 13,458 |
Cost of subscription revenue | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of finite-lived intangible assets | 3,376 | 1,348 | 7,856 | 4,356 |
Sales and marketing | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of finite-lived intangible assets | $ 3,981 | $ 2,957 | $ 11,176 | $ 9,102 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Future Amortization (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jan. 31, 2020 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2021, remainder | $ 6,587 | |
2022 | 24,282 | |
2023 | 19,906 | |
2024 | 18,575 | |
2025 | 17,998 | |
Thereafter | 40,487 | |
Acquisition-related intangibles, net, excluding cumulative translation adjustment | $ 127,835 | $ 55,866 |
Contract Balances (Details)
Contract Balances (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Jan. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |||
Contract assets | $ 23.3 | $ 13.4 | |
Contract assets, noncurrent | 0.8 | $ 0.9 | |
Revenue recognized that was included in contract liability balance at the beginning of the period | $ 463.1 | $ 342.6 | |
Payment term | 30 days |
Deferred Contract Acquisition_3
Deferred Contract Acquisition and Fulfillment Costs (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Capitalized Contract Cost, Net [Roll Forward] | ||
Amortization of deferred contract acquisition costs | $ (70,787) | $ (49,360) |
Deferred Contract Acquisition Costs | ||
Capitalized Contract Cost, Net [Roll Forward] | ||
Beginning balance | 155,697 | 115,985 |
Additions to deferred contract acquisition costs | 129,555 | 66,416 |
Amortization of deferred contract acquisition costs | (57,549) | (42,099) |
Cumulative translation adjustment | (275) | (1,188) |
Ending balance | 227,428 | 139,114 |
Deferred Contract Fulfillment Costs | ||
Capitalized Contract Cost, Net [Roll Forward] | ||
Beginning balance | 8,218 | 3,432 |
Additions to deferred contract acquisition costs | 15,084 | 11,384 |
Amortization of deferred contract acquisition costs | (13,238) | (7,261) |
Ending balance | $ 10,064 | $ 7,555 |
Senior Notes - Narrative (Detai
Senior Notes - Narrative (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 9 Months Ended |
Sep. 30, 2018USD ($)$ / sharesshares | Oct. 31, 2020USD ($)trading_day | |
Debt Conversion [Line Items] | ||
Threshold trading days | trading_day | 20 | |
Threshold consecutive trading days | trading_day | 30 | |
Convertible Senior Notes Due 2023 | Convertible Debt | ||
Debt Conversion [Line Items] | ||
Aggregate principal amount of debt issued | $ 575,000,000 | $ 575,000,000 |
Additional principal amount purchased | 75,000,000 | |
Proceeds from issuance of debt | $ 560,800,000 | |
Threshold percentage of convertible stock price trigger | 130.00% | |
Carrying amount of equity component | $ 131,300,000 | |
Transaction costs attributable to equity components | $ 3,300,000 | |
Conversion price (in usd per share) | $ / shares | $ 71.50 | |
Capped Calls | ||
Debt Conversion [Line Items] | ||
Costs incurred for capped calls | $ 67,600,000 | |
Conversion price (in usd per share) | $ / shares | $ 71.50 | |
Initial cap price (in usd per share) | $ / shares | $ 110 | |
Shares covered by capped calls (in shares) | shares | 8 |
Senior Notes - Carrying Value o
Senior Notes - Carrying Value of Liability Component (Details) - Convertible Senior Notes Due 2023 - Convertible Debt - USD ($) $ in Thousands | Oct. 31, 2020 | Jan. 31, 2020 |
Debt Instrument [Line Items] | ||
Principal | $ 575,000 | $ 575,000 |
Less: unamortized debt discount | (82,193) | (101,461) |
Less: unamortized transaction costs | (6,658) | (8,218) |
Net carrying amount | $ 486,149 | $ 465,321 |
Senior Notes - Interest Expense
Senior Notes - Interest Expense (Details) - Convertible Debt - Convertible Senior Notes Due 2023 - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Debt Instrument [Line Items] | ||||
Contractual interest expense | $ 719 | $ 719 | $ 2,157 | $ 2,157 |
Amortization of debt discount | 6,516 | 6,147 | 19,267 | 18,175 |
Amortization of transaction costs | 528 | 498 | 1,561 | 1,472 |
Total | $ 7,763 | $ 7,364 | $ 22,985 | $ 21,804 |
Leases - Narrative (Details)
Leases - Narrative (Details) | Oct. 31, 2020contract |
Leases [Abstract] | |
Number of lease contracts | 0 |
Operating lease, weighted average remaining lease term (in years) | 6 years 9 months 18 days |
Weighted average discount rate (as percent) | 4.30% |
Leases - Operating Lease Costs
Leases - Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Leases [Abstract] | ||||
Operating lease cost | $ 8,640 | $ 6,762 | $ 25,256 | $ 19,055 |
Short-term lease cost | 319 | 60 | 782 | 474 |
Total lease cost | $ 8,959 | $ 6,822 | $ 26,038 | $ 19,529 |
Leases - Future Lease Payments
Leases - Future Lease Payments (Details) $ in Thousands | Oct. 31, 2020USD ($) |
Future lease payments due: | |
2021, remainder | $ 10,172 |
2022 | 38,855 |
2023 | 39,388 |
2024 | 38,943 |
2025 | 30,623 |
Thereafter | 72,184 |
Total undiscounted cash flows | 230,165 |
Less: imputed interest | (30,454) |
Present value of lease liabilities | $ 199,711 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Oct. 31, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Letters of credit outstanding | $ 8.3 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Purchase Obligations (Details) $ in Thousands | Oct. 31, 2020USD ($) |
Purchase Obligation, Fiscal Year Maturity [Abstract] | |
2021, remainder | $ 11,244 |
2022 | 18,837 |
2023 | 3,505 |
2024 | 2,883 |
2025 | 1,844 |
Thereafter | 3,566 |
Total | $ 41,879 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ in Thousands, shares in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2020USD ($)planshares | Oct. 31, 2019USD ($) | Oct. 31, 2020USD ($)planshares | Oct. 31, 2019USD ($) | Jan. 31, 2020shares | Feb. 01, 2019shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of stock-based compensation plans | plan | 3 | 3 | ||||
Unrecognized compensation cost, options | $ | $ 1,300 | $ 1,300 | ||||
Employee stock purchase plan, compensation expense | $ | $ 203,238 | $ 150,799 | ||||
Stock options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost, remaining weighted-average period for recognition | 3 months 18 days | |||||
RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost, remaining weighted-average period for recognition | 2 years 4 months 24 days | |||||
Service period | 4 years | |||||
Unrecognized compensation cost, RSUs | $ | 708,200 | $ 708,200 | ||||
ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Consecutive offering period, term | 6 months | |||||
Employee stock purchase plan, shares purchased (in shares) | shares | 0.5 | |||||
Employee stock purchase plan, compensation expense | $ | $ 3,400 | $ 2,400 | $ 8,200 | $ 6,400 | ||
2018 Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Reserved for future issuance (in shares) | shares | 32.4 | 32.4 | ||||
Annual increase in shares reserved, percentage of total shares | 5.00% | |||||
Number of shares reserved for future issuance | shares | 9.1 | |||||
2018 Plan | RSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Service period | 1 year | |||||
Vesting percentage | 25.00% | |||||
2018 ESPP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Reserved for future issuance (in shares) | shares | 6.3 | 6.3 | 3.8 | |||
Annual increase in shares reserved, percentage of total shares | 1.00% | |||||
Employee contribution, maximum percentage of earnings | 15.00% | |||||
Employee stock purchase plan, purchase price of common stock, percent of market price | 85.00% |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended |
Jan. 31, 2020USD ($)$ / sharesshares | Oct. 31, 2020USD ($)$ / sharesshares | |
Number of Options | ||
Beginning balance (in shares) | shares | 6,882 | |
Assumed (in shares) | shares | 9 | |
Options exercised (in shares) | shares | (1,471) | |
Options canceled/expired (in shares) | shares | (21) | |
Ending balance (in shares) | shares | 6,882 | 5,399 |
Vested and expected to vest (in shares) | shares | 5,396 | |
Exercisable (in shares) | shares | 5,199 | |
Weighted-Average Exercise Price Per Share | ||
Beginning balance (in usd per share) | $ / shares | $ 14.39 | |
Options assumed (in usd per share) | $ / shares | 22.22 | |
Options exercised (in usd per share) | $ / shares | 10.29 | |
Options canceled/expired (in usd per share) | $ / shares | 18.09 | |
Ending balance (in usd per share) | $ / shares | $ 14.39 | 15.51 |
Vested and expected to vest (in usd per share) | $ / shares | 15.50 | |
Exercisable (in usd per share) | $ / shares | $ 15.43 | |
Weighted-Average Remaining Contractual Term | ||
Balance | 5 years 4 months 17 days | 5 years 2 months 19 days |
Vested and expected to vest | 5 years 2 months 19 days | |
Exercisable | 5 years 2 months 4 days | |
Aggregate Intrinsic Value | ||
Balance | $ | $ 441,247 | $ 1,008,292 |
Vested and expected to vest | $ | 1,007,687 | |
Exercisable | $ | $ 971,253 |
Stockholders' Equity - RSU Acti
Stockholders' Equity - RSU Activity (Details) - RSUs shares in Thousands | 9 Months Ended |
Oct. 31, 2020$ / sharesshares | |
Number of Units | |
Unvested at beginning of period (in shares) | shares | 13,859 |
Granted (in shares) | shares | 3,772 |
Vested (in shares) | shares | (4,819) |
Canceled (in shares) | shares | (804) |
Unvested at end of period (in shares) | shares | 12,008 |
Weighted-Average Grant Date Fair Value | |
Unvested at beginning of period (in usd per share) | $ / shares | $ 46.28 |
Granted (in usd per share) | $ / shares | 139.34 |
Vested (in usd per share) | $ / shares | 42.22 |
Canceled (in usd per share) | $ / shares | 49.93 |
Unvested at end of period (in usd per share) | $ / shares | $ 76.91 |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Calculation of basic and diluted net loss per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Numerator: | ||||
Net loss attributable to common stockholders | $ (58,491) | $ (46,598) | $ (170,855) | $ (160,952) |
Denominator: | ||||
Weighted-average common shares outstanding (in shares) | 186,423 | 178,314 | 184,767 | 175,303 |
Net loss per share attributable to common stockholders: | ||||
Net loss per share attributable to common stockholders, basic and diluted (in usd per share) | $ (0.31) | $ (0.26) | $ (0.92) | $ (0.92) |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Antidilutive Securities (Details) - shares shares in Thousands | 9 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 22,748 | 22,745 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 12,008 | 14,600 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 5,399 | 7,872 |
ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 142 | 273 |
Convertible senior notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities (in shares) | 5,199 | 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Oct. 31, 2020 | Oct. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 1,941 | $ 1,038 | $ 4,916 | $ 3,552 |
Unrecognized tax benefits | 15,700 | 15,700 | ||
Unrecognized tax benefits that would impact effective tax rate | $ 2,700 | $ 2,700 |
Geographic Information (Details
Geographic Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Oct. 31, 2020USD ($)segment | Oct. 31, 2019USD ($) | Jan. 31, 2020USD ($) | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Number of operating segments | segment | 1 | ||||
Number of reportable segments | segment | 1 | ||||
Total revenue | $ 382,923 | $ 249,502 | $ 1,022,149 | $ 699,076 | |
Total long-lived assets | 320,014 | 320,014 | $ 278,126 | ||
U.S. | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | 306,680 | 206,439 | 824,342 | 576,441 | |
Total long-lived assets | 218,059 | 218,059 | 182,288 | ||
International | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Total revenue | 76,243 | $ 43,063 | 197,807 | $ 122,635 | |
Total long-lived assets | $ 101,955 | $ 101,955 | $ 95,838 |