Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Billions, except Share data in Millions, unless otherwise specified | Jan. 31, 2015 | Feb. 28, 2015 | Jul. 31, 2014 |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Jan-15 | ||
Document Fiscal Year Focus | 2015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WDAY | ||
Entity Registrant Name | Workday, Inc. | ||
Entity Central Index Key | 1327811 | ||
Current Fiscal Year End Date | -30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 189 | ||
Entity Public Float | $9 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $298,192 | $581,326 |
Marketable securities | 1,559,517 | 1,305,253 |
Accounts receivable, net of allowance for doubtful accounts of $1,262 and $783 | 188,357 | 92,184 |
Deferred costs | 20,471 | 16,446 |
Prepaid expenses and other current assets | 42,502 | 28,449 |
Total current assets | 2,109,039 | 2,023,658 |
Property and equipment, net | 140,136 | 77,664 |
Deferred costs, noncurrent | 20,998 | 20,797 |
Goodwill and acquisition-related intangible assets, net | 34,779 | 8,488 |
Other assets | 53,681 | 45,658 |
Total assets | 2,358,633 | 2,176,265 |
Current liabilities: | ||
Accounts payable | 10,623 | 6,212 |
Accrued expenses and other current liabilities | 24,132 | 17,999 |
Accrued compensation | 56,152 | 55,620 |
Capital leases | 3,207 | 9,377 |
Unearned revenue | 547,151 | 332,682 |
Total current liabilities | 641,265 | 421,890 |
Convertible senior notes, net | 490,501 | 468,412 |
Capital leases, noncurrent | 0 | 3,589 |
Unearned revenue, noncurrent | 85,593 | 80,883 |
Other liabilities | 15,299 | 14,274 |
Total liabilities | 1,232,658 | 989,048 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 10 million shares authorized as of January 31, 2015 and January 31, 2014; no shares issued and outstanding as of January 31, 2015 and January 31, 2014 | 0 | 0 |
Additional paid-in capital | 1,948,300 | 1,761,156 |
Accumulated other comprehensive income (loss) | -140 | 269 |
Accumulated deficit | -822,371 | -574,389 |
Total stockholders’ equity | 1,125,975 | 1,187,217 |
Total liabilities and stockholders’ equity | 2,358,633 | 2,176,265 |
Class A Common Stock [Member] | ||
Stockholders’ equity: | ||
Common stock, value | 104 | 90 |
Class B Common Stock [Member] | ||
Stockholders’ equity: | ||
Common stock, value | $82 | $91 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Net of allowance for doubtful accounts | $1,262 | $783 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common Stock [Member] | ||
Common stock, par or stated value per share | $0.00 | $0.00 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 105,000,000 | 91,000,000 |
Common stock, shares outstanding | 105,000,000 | 91,000,000 |
Class B Common Stock [Member] | ||
Common stock, par or stated value per share | $0.00 | $0.00 |
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 83,000,000 | 92,000,000 |
Common stock, shares outstanding | 83,000,000 | 92,000,000 |
Shares subject to repurchase | 1,000,000 | 2,000,000 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |||
Revenues: | ||||||
Subscription services | $613,328 | $354,169 | $190,320 | |||
Professional services | 174,532 | 114,769 | 83,337 | |||
Total revenues | 787,860 | 468,938 | 273,657 | |||
Costs and expenses: | ||||||
Costs of subscription services | 102,476 | [1] | 69,195 | [1] | 39,251 | [1] |
Costs of professional services | 162,327 | [1] | 107,615 | [1] | 77,284 | [1] |
Product development | 316,868 | [1] | 182,116 | [1] | 102,665 | [1] |
Sales and marketing | 315,840 | [1] | 197,373 | [1] | 123,440 | [1] |
General and administrative | 106,051 | [1] | 65,921 | [1] | 48,880 | [1] |
Total costs and expenses | 1,003,562 | 622,220 | 391,520 | |||
Operating loss | -215,702 | -153,282 | -117,863 | |||
Other expense, net | -30,270 | -17,549 | -1,203 | |||
Loss before provision for income taxes | -245,972 | -170,831 | -119,066 | |||
Provision for income taxes | 2,010 | 1,678 | 124 | |||
Net loss | -247,982 | -172,509 | -119,190 | |||
Accretion of redeemable convertible preferred stock | 0 | 0 | -568 | |||
Net loss attributable to Class A and Class B common stockholders | ($247,982) | ($172,509) | ($119,758) | |||
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted | ($1.35) | ($1.01) | ($1.62) | |||
Weighted-average shares used to compute net loss per share attributable to Class A and Class B common stockholders (in shares) | 183,702 | 171,297 | 74,011 | |||
[1] | Costs and expenses include share-based compensation expenses as follows: Costs of subscription services $6,053 $2,408 $601 Costs of professional services $12,890 $4,818 $1,312 Product development $63,938 $21,644 $3,528 Sales and marketing $29,875 $12,131 $2,717 General and administrative $43,292 $20,850 $7,170 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Costs of subscription services [Member] | |||
Allocated share-based compensation expense | $6,053 | $2,408 | $601 |
Costs of professional services [Member] | |||
Allocated share-based compensation expense | 12,890 | 4,818 | 1,312 |
Product development [Member] | |||
Allocated share-based compensation expense | 63,938 | 21,644 | 3,528 |
Sales and marketing [Member] | |||
Allocated share-based compensation expense | 29,875 | 12,131 | 2,717 |
General and administrative [Member] | |||
Allocated share-based compensation expense | $43,292 | $20,850 | $7,170 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Statement of Comprehensive Income [Abstract] | |||
Net loss | ($247,982) | ($172,509) | ($119,190) |
Other comprehensive income (loss), net of tax: | |||
Changes in foreign currency translation adjustment | -525 | -72 | -4 |
Net change in unrealized gains on available-for-sale investments | 116 | 273 | 69 |
Other comprehensive income (loss), net of tax: | -409 | 201 | 65 |
Comprehensive loss | ($248,391) | ($172,308) | ($119,125) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Cash flows from operating activities: | |||
Net loss | ($247,982) | ($172,509) | ($119,190) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 59,205 | 34,695 | 17,722 |
Share-based compensation expenses | 156,048 | 61,851 | 15,328 |
Amortization of deferred costs | 19,288 | 12,219 | 11,368 |
Amortization of debt discount and issuance costs | 24,171 | 14,395 | 0 |
Donation of common stock to Workday Foundation | 0 | 0 | 11,250 |
Other | 2,924 | 678 | 56 |
Changes in operating assets and liabilities, net of business combinations: | |||
Accounts receivable | -96,876 | -25,037 | -12,970 |
Deferred costs | -23,514 | -21,071 | -17,153 |
Prepaid expenses and other assets | -15,524 | -25,876 | -9,877 |
Accounts payable | 1,120 | 3,547 | -65 |
Accrued expense and other liabilities | 3,964 | 35,066 | 17,582 |
Unearned revenue | 219,179 | 128,305 | 97,163 |
Net cash provided by (used in) operating activities | 102,003 | 46,263 | 11,214 |
Cash flows from investing activities: | |||
Purchases of marketable securities | -1,737,840 | -1,587,240 | -765,797 |
Maturities of marketable securities | 1,419,454 | 983,242 | 111,577 |
Sales of available-for-sale securities | 53,182 | 0 | 0 |
Business combinations, net of cash acquired | -26,317 | 0 | 0 |
Purchases of property and equipment | -103,646 | -60,725 | -15,898 |
Purchase of cost method investment | -10,000 | -2,000 | 0 |
Purchase of other intangible assets | 0 | -15,000 | 0 |
Other | 1,000 | -910 | 0 |
Net cash provided by (used in) investing activities | -404,167 | -682,633 | -670,118 |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of issuance costs | 0 | 0 | 684,620 |
Proceeds from follow-on offering, net of issuance costs | 0 | 592,241 | 0 |
Proceeds from borrowings on convertible senior notes, net of issuance costs | 0 | 584,291 | 0 |
Proceeds from issuance of warrants | 0 | 92,708 | 0 |
Purchase of convertible senior notes hedges | 0 | -143,729 | 0 |
Proceeds from issuance of common stock from employee equity plans | 36,239 | 23,692 | 10,370 |
Principal payments on capital lease obligations | -9,759 | -12,129 | -9,453 |
Shares repurchased for tax withholdings on vesting of restricted stock | -8,291 | -3,806 | 0 |
Other | 1,266 | 342 | 0 |
Net cash provided by (used in) financing activities | 19,455 | 1,133,610 | 685,537 |
Effect of exchange rate changes | -425 | -72 | -4 |
Net increase (decrease) in cash and cash equivalents | -283,134 | 497,168 | 26,629 |
Cash and cash equivalents at the beginning of period | 581,326 | 84,158 | 57,529 |
Cash and cash equivalents at the end of period | 298,192 | 581,326 | 84,158 |
Supplemental cash flow data: | |||
Cash paid for interest | 6,869 | 4,886 | 1,315 |
Cash paid for taxes | 943 | 0 | 0 |
Non-cash investing and financing activities: | |||
Property and equipment acquired under capital leases | 0 | 115 | 18,717 |
Accretion of redeemable convertible preferred stock | 0 | 0 | 568 |
Vesting of early exercised stock options | 1,887 | 3,043 | 2,447 |
Purchases of property and equipment, accrued but not paid | $8,776 | $1,613 | $0 |
Consolidated_Statements_of_Red
Consolidated Statements of Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit) (USD $) | Total | Redeemable Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
In Thousands, except Share data, unless otherwise specified | |||||||
Balance at Jan. 31, 2012 | ($175,561) | $170,906 | $68 | $33 | $106,457 | $3 | ($282,122) |
Balance, shares at Jan. 31, 2012 | 30,389,694 | 67,586,395 | 35,924,375 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under employee equity plans, Shares | 4,621,908 | ||||||
Issuance of common stock under employee equity plans | 2,419 | 3 | 2,416 | ||||
Vesting of early exercised stock options | 2,447 | 2 | 2,445 | ||||
Grant of restricted stock awards, Shares | 1,240,000 | ||||||
Grant of restricted stock awards | 0 | 0 | |||||
Share-based compensation | 15,328 | 15,328 | |||||
Conversion of preferred stock to common stock, Shares | -30,389,694 | -67,586,395 | 97,976,089 | ||||
Conversion of preferred stock to common stock | 171,473 | -171,474 | -68 | 98 | 171,443 | ||
Initial public offering, net of issuance costs, Shares | 26,162,500 | ||||||
Initial public offering, net of issuance costs | 684,620 | 26 | 684,594 | ||||
Donation of shares to Workday Foundation, Shares | 500,000 | ||||||
Donation of shares to Workday Foundation | 11,250 | 11,250 | 0 | ||||
Accretion of redeemable convertible preferred stock issuance costs | -568 | 568 | -568 | ||||
Other comprehensive income | 65 | 65 | |||||
Net loss | -119,190 | -119,190 | |||||
Balance at Jan. 31, 2013 | 592,283 | 0 | 0 | 162 | 993,933 | 68 | -401,880 |
Balance, shares at Jan. 31, 2013 | 0 | 0 | 166,424,872 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under employee equity plans, Shares | 8,689,384 | ||||||
Issuance of common stock under employee equity plans | 23,692 | 10 | 23,682 | ||||
Follow-on offering, net of issuance costs, Shares | 6,900,000 | ||||||
Follow-on offering, net of issuance costs | 592,241 | 7 | 592,234 | ||||
Vesting of early exercised stock options | 3,043 | 1 | 3,042 | ||||
Vested restricted stock units net, Shares | 41,775 | ||||||
Vested restricted stock units, net | 0 | 0 | |||||
Shares withheld for tax withholding on vesting of restricted stock | -3,806 | -3,806 | |||||
Share-based compensation | 61,851 | 61,851 | |||||
Exercise of warrants, Shares | 1,350,000 | ||||||
Exercise of warrants | 1 | 1 | |||||
Excess tax benefits from share-based compensation | 342 | 342 | |||||
Purchase of convertible senior notes hedges | -143,729 | -143,729 | |||||
Issuance of warrants | 92,708 | 92,708 | |||||
Accretion of redeemable convertible preferred stock issuance costs | 0 | ||||||
Equity component of convertible senior notes | 140,899 | 140,899 | |||||
Other comprehensive income | 201 | 201 | |||||
Net loss | -172,509 | -172,509 | |||||
Balance at Jan. 31, 2014 | 1,187,217 | 0 | 0 | 181 | 1,761,156 | 269 | -574,389 |
Balance, shares at Jan. 31, 2014 | 0 | 0 | 183,406,031 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuance of common stock under employee equity plans, Shares | 3,952,173 | ||||||
Issuance of common stock under employee equity plans | 36,239 | 4 | 36,235 | ||||
Vesting of early exercised stock options | 1,887 | 0 | 1,887 | ||||
Vested restricted stock units net, Shares | 1,057,851 | ||||||
Vested restricted stock units, net | 1 | 1 | |||||
Shares withheld for tax withholding on vesting of restricted stock | -8,292 | -8,292 | |||||
Share-based compensation | 156,048 | 156,048 | |||||
Excess tax benefits from share-based compensation | 1,175 | 1,175 | |||||
Accretion of redeemable convertible preferred stock issuance costs | 0 | ||||||
Other | 91 | 91 | |||||
Other comprehensive income | -409 | -409 | |||||
Net loss | -247,982 | -247,982 | |||||
Balance at Jan. 31, 2015 | $1,125,975 | $0 | $0 | $186 | $1,948,300 | ($140) | ($822,371) |
Balance, shares at Jan. 31, 2015 | 0 | 0 | 188,416,055 |
Overview_and_Basis_of_Presenta
Overview and Basis of Presentation | 12 Months Ended |
Jan. 31, 2015 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | Overview and Basis of Presentation |
Company and Background | |
Workday provides financial management, human capital management, and analytics applications designed for the world's largest companies, educational institutions, and government agencies. We offer innovative and adaptable technology focused on the consumer Internet experience and cloud delivery model. Our applications are designed for global enterprises to manage complex and dynamic operating environments. We provide our customers highly adaptable, accessible and reliable applications to manage critical business functions that enable them to optimize their financial and human capital resources. We were originally incorporated in March 2005 in Nevada and in June 2012, we reincorporated in Delaware. | |
Fiscal Year | |
Our fiscal year ends on January 31. References to fiscal 2015, for example, refer to the year ended January 31, 2015. | |
Basis of Presentation | |
These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP). The consolidated financial statements include the results of Workday, Inc. and its wholly-owned subsidiaries. | |
Use of Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires us to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, the determination of the relative selling prices for our services, the recoverability of deferred commissions, certain assumptions used in the valuation of equity awards and the fair value of assets acquired and liabilities assumed through business combinations. Actual results could differ from those estimates and such differences could be material to our consolidated financial position and results of operations. | |
Segment information | |
We operate in one operating segment, cloud applications. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker, who is the chief executive officer, in deciding how to allocate resources and assessing performance. Our chief operating decision maker allocates resources and assesses performance based upon discrete financial information at the consolidated level. Since we operate in one operating segment, all required financial segment information can be found in the consolidated financial statements. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |
Jan. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | |
Revenue Recognition | ||
We derive our revenues primarily from subscription services fees and from professional services fees, including training. We sell subscriptions to our cloud applications through contracts that are generally three years in length. Our arrangements do not contain general rights of return. Our subscription contracts do not provide customers with the right to take possession of the software supporting the applications and, as a result, are accounted for as service contracts. | ||
We commence revenue recognition for our cloud applications and professional services when all of the following criteria are met: | ||
• | There is persuasive evidence of an arrangement; | |
• | The service has been or is being provided to the customer; | |
• | Collection of the fees is reasonably assured; and | |
• | The amount of fees to be paid by the customer is fixed or determinable. | |
Subscription Services Revenues | ||
Subscription services revenues are recognized ratably over the contractual term of the arrangement beginning on the date that our service is made available to the customer, assuming all revenue recognition criteria have been met. | ||
Professional Services Revenues | ||
Professional services revenues are generally recognized as the services are rendered for time and materials contracts, or on a proportional performance basis for fixed price contracts. The majority of our professional services contracts are on a time and materials basis. Training revenues are recognized as the services are rendered. | ||
Multiple Deliverable Arrangements | ||
For arrangements with multiple deliverables, we evaluate whether the individual deliverables qualify as separate units of accounting. In order to treat deliverables in a multiple deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. If the deliverables have standalone value upon delivery, we account for each deliverable separately and revenue is recognized for the respective deliverables as they are delivered. If one or more of the deliverables does not have standalone value upon delivery, the deliverables that do not have standalone value are generally combined with the final deliverable within the arrangement and treated as a single unit of accounting. Revenue for arrangements treated as a single unit of accounting is generally recognized over the subscription services period, which is considered the final deliverable. | ||
Subscription services contracts have standalone value as we sell the subscriptions separately. In determining whether professional services can be accounted for separately from subscription services, we consider the availability of the professional services from other vendors, the nature of our professional services and whether we sell our applications to new customers without professional services. All of our professional services have standalone value as of February 1, 2012. | ||
When multiple deliverables included in an arrangement are separable into different units of accounting, the arrangement consideration is allocated to the identified separate units of accounting based on their relative selling price. Multiple deliverable arrangements accounting guidance provides a hierarchy to use when determining the relative selling price for each unit of accounting. Vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a standalone basis, should be used if it exists. If VSOE of selling price is not available, third-party evidence (TPE) of selling price is used to establish the selling price if it exists. VSOE and TPE do not currently exist for any of our deliverables. Accordingly, for arrangements with multiple deliverables that can be separated into different units of accounting, we allocate the arrangement fee to the separate units of accounting based on our best estimate of selling price. The amount of arrangement fee allocated is limited by contingent revenues, if any. | ||
We determine our best estimate of selling price for our deliverables based on our overall pricing objectives, taking into consideration market conditions and entity-specific factors. We evaluate our best estimate of selling price by reviewing historical data related to sales of our deliverables, including comparing the percentages of our contract prices to our list prices. We also consider several other data points in our evaluation, including the size of our arrangements, the cloud applications sold, customer demographics and the numbers and types of users within our arrangements. | ||
Costs of Subscription Services | ||
Costs of subscription services primarily consist of costs related to providing our cloud applications, compensation and other employee-related expenses for data center staff, payments to outside service providers, data center and networking expenses and depreciation expenses. | ||
Costs of Professional Services | ||
Costs of professional services primarily consist of costs related to providing deployment services, optimization services and training and include compensation and other employee-related expenses for professional services staff, costs of subcontractors and travel. | ||
Cash and Cash Equivalents | ||
Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. Our cash equivalents generally consist of investments in U.S. treasury securities, U.S. agency obligations, money market funds and commercial paper. Cash and cash equivalents are stated at fair value. | ||
Marketable Securities | ||
Our marketable securities consist of U.S. agency obligations, U.S. treasury securities, U.S. corporate securities, commercial paper, and money market funds. We classify our marketable securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. We may sell these securities at any time for use in current operations or for other purposes, such as consideration for acquisitions, even if they have not yet reached maturity. As a result, we classify our investments, including securities with maturities beyond twelve months as current assets in the accompanying consolidated balance sheets. All marketable securities are recorded at their estimated fair value. Unrealized gains and losses for available-for-sale securities are recorded in other comprehensive income (loss). We evaluate our investments to assess whether those with unrealized loss positions are other-than-temporarily impaired. We consider impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely we will sell the securities before the recovery of their cost basis. Realized gains and losses and declines in value judged to be other-than-temporary are determined based on the specific identification method and are reported in other expense, net in the consolidated statements of operations. | ||
Accounts Receivable and Allowance for Doubtful Accounts | ||
Accounts receivable are recorded at the invoiced amount, net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on our assessment of the collectability of accounts. We regularly review the adequacy of the allowance for doubtful accounts by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of our allowance. Accounts receivable deemed uncollectable are charged against the allowance for doubtful accounts when identified. For all periods presented, the allowance for doubtful accounts activity was not significant. | ||
Deferred Commissions | ||
Deferred commissions earned by our sales force are those that can be associated specifically with a non-cancelable subscription contract. Direct sales commissions are deferred when earned and amortized over the same period that revenues are recognized for the related non-cancelable subscription contract. The commission payments are paid in full after the customer has paid for its first year of service. | ||
Amortization of deferred commissions is included in sales and marketing in the accompanying consolidated statements of operations. | ||
Property and Equipment | ||
Property and equipment are stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the assets or the lease term. | ||
Business Combinations | ||
We use our best estimates and assumptions to accurately assign fair value to the tangible and intangible assets acquired and liabilities assumed as of the acquisition date. Our estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. | ||
In addition, uncertain tax positions and tax-related valuation allowances are initially established in connection with a business combination as of the acquisition date. We continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to our preliminary estimates to goodwill provided that we are within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. | ||
Goodwill and Acquisition-Related Intangible Assets | ||
Acquisition-related intangible assets with a finite life are amortized over their estimated useful lives. Goodwill is tested for impairment at least annually, and more frequently upon the occurrence of certain events. We completed our annual impairment test in our fourth quarter, which did not result in any impairment of the goodwill balance. | ||
Unearned Revenue | ||
Unearned revenue primarily consists of customer billings in advance of revenues being recognized from our subscription contracts. We generally invoice our customers for our subscription contracts in annual or multi-year installments. Our typical payment terms provide that customers pay a portion of the total arrangement fee within 30 days of the contract date. Unearned revenue that is anticipated to be recognized during the succeeding 12-month period is recorded as current unearned revenue and the remaining portion is recorded as noncurrent. | ||
Convertible Senior Notes | ||
In June 2013, we issued 0.75% convertible senior notes due July 15, 2018 (2018 Notes) with a principal amount of $350.0 million. Concurrently, we issued 1.50% convertible senior notes due July 15, 2020 (2020 Notes) with a principal amount of $250.0 million (together with the 2018 Notes, referred to as the Notes). In accounting for the Notes, we separated them into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the Notes as a whole. This difference represents a debt discount that is amortized to interest expense over the terms of the Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the Notes, we allocated the total amount incurred to the liability and equity components. Issuance costs attributable to the liability components are being amortized to expense over the respective terms of the Notes, and issuance costs attributable to the equity components were netted with the respective equity component in additional paid-in capital. | ||
Advertising Expenses | ||
Advertising is expensed as incurred. Advertising expense was $20 million, $9 million and $7 million for fiscal 2015, 2014 and 2013, respectively. | ||
Share-Based Compensation | ||
All share-based compensation to employees is measured based on the grant-date fair value of the awards and recognized in our consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (generally the vesting period of the award). We estimate the fair value of stock options granted and shares issued under our employee stock purchase plan using the Black-Scholes option-pricing model. For restricted stock awards and units and performance-based restricted stock units, fair value is based on the closing price of our common stock on the grant date. Compensation expense is recognized over the vesting period of the applicable award using the straight-line method. | ||
Compensation expense for non-employee stock options is calculated using the Black-Scholes option-pricing model and is recorded as the options vest. Non-employee options subject to vesting are required to be periodically revalued over their service period, which is generally the same as the vesting period. | ||
Income Taxes | ||
We record a provision for income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. We record a valuation allowance to reduce our deferred tax assets to the net amount that we believe is more likely than not to be realized. | ||
We recognize tax benefits from uncertain tax positions only if we believe that it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. Although we believe that we have adequately reserved for our uncertain tax positions, we can provide no assurance that the final tax outcome of these matters will not be materially different. As we expand internationally, we will face increased complexity in determining the appropriate tax jurisdictions for revenue and expense items, as a result, our unrecognized tax benefits will likely increase in the future. We make adjustments to these reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on our financial condition and operating results. The provision for income taxes includes the effects of any accruals that we believe are appropriate, as well as the related net interest and penalties. | ||
Warranties and Indemnification | ||
Our cloud applications are generally warranted to perform materially in accordance with our online help documentation under normal use and circumstances. Additionally, our contracts generally include provisions for indemnifying customers against liabilities if our cloud applications contracts infringe a third party’s intellectual property rights, and we may also incur liabilities if we breach the security and/or confidentiality obligations in our contracts. To date, we have not incurred any material costs, and we have not accrued any liabilities in the accompanying consolidated financial statements, as a result of these obligations. We have entered into service-level agreements with a majority of our customers warranting defined levels of uptime reliability and performance and permitting those customers to receive credits or refunds for prepaid amounts related to unused subscription services or to terminate their agreements in the event that we fail to meet those levels. To date, we have not experienced any significant failures to meet defined levels of reliability and performance as a result of those agreements and, as a result, we have not accrued any liabilities related to these agreements in the consolidated financial statements. | ||
Foreign Currency Exchange | ||
The functional currency for certain of our foreign subsidiaries is the U.S. dollar, while others use local currencies as their functional currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars for those entities that do not have U.S. dollars as their functional currency are recorded as part of a separate component of the consolidated statements of comprehensive loss. Foreign currency transaction gains and losses are included in the consolidated statements of operations for the period. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. Equity transactions are translated using historical exchange rates. | ||
Concentrations of Risk and Significant Customers | ||
Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. Our deposits exceed federally insured limits. | ||
No single customer represented over 10% of accounts receivable in the consolidated financial statements as of January 31, 2015 or 2014. No single customer represented over 10% of total revenues for any of the periods in the consolidated financial statements. | ||
In order to reduce the risk of down time of our cloud applications, we have established data centers in various geographic regions. We have internal procedures to restore services in the event of disaster at one of our current data center facilities. We serve our customers and users from data center facilities operated by third parties, located in Ashburn, Virginia; Lithia Springs, Georgia; Portland, Oregon; Dublin, Ireland; and Amsterdam, the Netherlands. Even with these procedures for disaster recovery in place, our cloud applications could be significantly interrupted during the implementation of the procedures to restore services. | ||
In addition, we rely on Amazon Web Services (AWS), which provides a distributed computing infrastructure platform for business operations, to operate certain aspects of our services, such as environments for development testing, training and sales demonstrations. Any disruption of or interference with our use of AWS would impact our operations. | ||
Recently Issued and Adopted Accounting Pronouncements | ||
On May 28, 2014, the FASB issued ASU 2014-9 regarding ASC Topic 606, Revenue from Contracts with Customers. The standard provides principles for recognizing revenue for the transfer of promised goods or services to customers with the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance will be effective for our fiscal year beginning February 1, 2017. Early adoption is not permitted. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. |
Marketable_Securities
Marketable Securities | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Cash and Cash Equivalents [Abstract] | ||||||||||||||||
Marketable Securities | Marketable Securities | |||||||||||||||
At January 31, 2015, marketable securities consisted of the following (in thousands): | ||||||||||||||||
Amortized | Unrealized | Unrealized | Aggregate | |||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
U.S. agency obligations | $ | 1,303,829 | $ | 422 | $ | (16 | ) | $ | 1,304,235 | |||||||
U.S. treasury securities | 180,559 | 91 | (1 | ) | 180,649 | |||||||||||
U.S. corporate securities | 99,618 | 27 | (13 | ) | 99,632 | |||||||||||
Commercial paper | 89,984 | — | — | 89,984 | ||||||||||||
Money market funds | 142,137 | — | — | 142,137 | ||||||||||||
$ | 1,816,127 | $ | 540 | $ | (30 | ) | $ | 1,816,637 | ||||||||
Included in cash and cash equivalents | $ | 257,120 | $ | — | $ | — | $ | 257,120 | ||||||||
Included in marketable securities | $ | 1,559,007 | $ | 540 | $ | (30 | ) | $ | 1,559,517 | |||||||
At January 31, 2014, marketable securities consisted of the following (in thousands): | ||||||||||||||||
Amortized | Unrealized | Unrealized | Aggregate | |||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
U.S. agency obligations | $ | 1,125,170 | $ | 334 | $ | (50 | ) | $ | 1,125,454 | |||||||
U.S. treasury securities | 536,747 | 88 | (47 | ) | 536,788 | |||||||||||
Commercial paper | 62,997 | — | — | 62,997 | ||||||||||||
U.S. corporate securities | 11,771 | 6 | — | 11,777 | ||||||||||||
Money market funds | 90,159 | — | — | 90,159 | ||||||||||||
$ | 1,826,844 | $ | 428 | $ | (97 | ) | $ | 1,827,175 | ||||||||
Included in cash and cash equivalents | $ | 521,956 | $ | 3 | $ | (37 | ) | $ | 521,922 | |||||||
Included in marketable securities | $ | 1,304,888 | $ | 425 | $ | (60 | ) | $ | 1,305,253 | |||||||
We do not believe the unrealized losses represent other-than-temporary impairments based on our evaluation of available evidence, which includes our intent to hold these investments to maturity as of January 31, 2015. No marketable securities held as of January 31, 2015 have been in a continuous unrealized loss position for more than 12 months. During fiscal 2015, we sold $53 million of our available-for-sale securities and the realized gain from the sale is immaterial. |
Deferred_Costs
Deferred Costs | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Deferred Costs | Deferred Costs | |||||||
Deferred costs consisted of the following (in thousands): | ||||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Current: | ||||||||
Deferred professional service costs | $ | 3,606 | $ | 3,555 | ||||
Deferred sales commissions | 16,865 | 12,891 | ||||||
Total | $ | 20,471 | $ | 16,446 | ||||
Noncurrent: | ||||||||
Deferred professional service costs | $ | 1,254 | $ | 4,357 | ||||
Deferred sales commissions | 19,744 | 16,440 | ||||||
Total | $ | 20,998 | $ | 20,797 | ||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment | Property and Equipment | |||||||
Property and equipment, net consisted of the following (in thousands): | ||||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Computers, equipment and software | $ | 139,569 | $ | 75,867 | ||||
Computers, equipment and software acquired under capital leases | 34,112 | 38,912 | ||||||
Furniture and fixtures | 13,082 | 7,782 | ||||||
Leasehold improvements | 47,496 | 15,885 | ||||||
234,259 | 138,446 | |||||||
Less accumulated depreciation and amortization | (94,123 | ) | (60,782 | ) | ||||
Property and equipment, net | $ | 140,136 | $ | 77,664 | ||||
Depreciation expense was $46 million, $29 million and $16 million for fiscal 2015, 2014 and 2013, respectively. These amounts include depreciation of assets recorded under capital leases of $9 million, $12 million and $10 million for fiscal 2015, 2014 and 2013, respectively. |
Business_Combinations
Business Combinations | 12 Months Ended | |||
Jan. 31, 2015 | ||||
Business Combinations [Abstract] | ||||
Business Combinations | Business Combinations | |||
Identified, Inc. | ||||
In February 2014, we acquired Identified, Inc., for the purpose of enhancing search capabilities and accelerating the delivery of predictive analytics and machine learning throughout our suite of applications. We have included the financial results of the acquired company in the consolidated financial statements from the date of acquisition. The consideration paid for this acquisition was $26 million, not including cash acquired. | ||||
The following table summarizes the estimated fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands): | ||||
Cash | $ | 74 | ||
Prepaid expenses and other current assets | 150 | |||
Identified intangible assets acquired: | ||||
Developed technology | 3,600 | |||
Goodwill | 23,824 | |||
Total assets acquired | 27,648 | |||
Accrued expenses and other current liabilities | (1,257 | ) | ||
Deferred tax liabilities | — | |||
Total liabilities assumed | (1,257 | ) | ||
Net assets acquired | $ | 26,391 | ||
The excess of purchase consideration over the fair value of net tangible and identifiable intangible assets acquired was recorded as goodwill. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. | ||||
Developed technology represents the estimated fair value of the acquired existing technology and is being amortized over its estimated remaining useful life of three years. The future estimated amortization expense related to the developed technology is $1 million for each of fiscal 2016 and 2017. Goodwill amounts are not amortized, but rather tested for impairment at least annually during the last three months of the fiscal year. The goodwill balance is not deductible for U.S. income tax purposes. |
Goodwill_and_Acquisitionrelate
Goodwill and Acquisition-related Intangible Assets, Net | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Goodwill and Acquisition-related Intangible Assets, Net | Goodwill and Acquisition-related Intangible Assets, Net | |||||||
In February 2008, we acquired Cape Clear, an enterprise software company. In February 2014, we acquired Identified, Inc. (see Note 6). Our goodwill and a portion of our intangible assets are attributed to these two acquisitions. The intangible assets related to the acquisition related to Cape Clear were fully amortized as of January 31, 2013. | ||||||||
Goodwill and acquisition-related intangible assets consisted of the following (in thousands): | ||||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Acquired developed technology | $ | 4,200 | $ | 600 | ||||
Customer relationship assets | 338 | 338 | ||||||
4,538 | 938 | |||||||
Less accumulated amortization | (2,071 | ) | (938 | ) | ||||
Acquisition-related intangible assets, net | 2,467 | — | ||||||
Goodwill | 32,312 | 8,488 | ||||||
Goodwill and acquisition-related intangible assets, net | $ | 34,779 | $ | 8,488 | ||||
Other_Assets
Other Assets | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Other Assets | Other Assets | |||||||
Other assets consisted of the following (in thousands): | ||||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Issuance cost of convertible senior notes | $ | 8,543 | $ | 10,625 | ||||
Acquired land leasehold interest, net | 9,886 | 9,991 | ||||||
Technology patents, net | 3,942 | 4,865 | ||||||
Cost method investment | 10,000 | — | ||||||
Other | 21,310 | 20,177 | ||||||
Total | $ | 53,681 | $ | 45,658 | ||||
In fiscal 2015, we purchased 1.4 million shares of series D preferred stock in a private company for $10 million. The investment was recorded at cost as we do not have significant influence over the company's operational or financial policies. | ||||||||
In fiscal 2014, we acquired a 95-year lease for a 6.9 acre parcel of land adjacent to our existing Pleasanton, California leased facilities. The lease affords us the opportunity to develop office space for employees in Pleasanton, California. We paid $10 million to acquire the lease and $2 million in prepaid rent through December 31, 2020. If construction does not commence by June 30, 2015, we will be required to make additional payments to the lessor, ranging from $0.2 million to $1 million based on the length of the delay. In addition, in fiscal 2014, we signed an agreement to acquire a portfolio of patents for $5 million with weighted-average useful remaining lives of six years. | ||||||||
As of January 31, 2015, our future estimated amortization expense related to the acquired land leasehold interest and technology patents are as follows (in thousands): | ||||||||
2016 | $ | 1,027 | ||||||
2017 | 1,027 | |||||||
2018 | 889 | |||||||
2019 | 520 | |||||||
2020 | 463 | |||||||
Thereafter | 9,902 | |||||||
Total | $ | 13,828 | ||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||
We measure our financial assets and liabilities at fair value at each reporting period using a fair value hierarchy that requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value: | ||||||||||||||||
Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | ||||||||||||||||
Level 2 — Include other inputs that are directly or indirectly observable in the marketplace. | ||||||||||||||||
Level 3 — Unobservable inputs that are supported by little or no market activity. | ||||||||||||||||
Financial assets | ||||||||||||||||
We value our marketable securities using quoted prices for identical instruments in active markets when available. If we are unable to value our marketable securities using quoted prices for identical instruments in active markets, we value our investments using independent pricing vendors’ reports that utilize quoted market prices for comparable instruments. We validate, on a sample basis, the derived prices provided by the independent pricing vendors by comparing their assessment of the fair values of our investments against the fair values of the portfolio balances of another third-party professional’s pricing service. To date, all of our marketable securities can be valued using one of these two methodologies. | ||||||||||||||||
Based on our valuation of our marketable securities, we concluded that they are classified in either Level 1 or Level 2 and we have no financial assets or liabilities measured using Level 3 inputs. The following tables present information about our assets that are measured at fair value on a recurring basis using the above input categories (in thousands): | ||||||||||||||||
Fair Value Measurements as of | ||||||||||||||||
January 31, 2015 | ||||||||||||||||
Description | Level 1 | Level 2 | Total | |||||||||||||
U.S. agency obligations | $ | — | $ | 1,304,235 | $ | 1,304,235 | ||||||||||
U.S. treasury securities | 180,649 | — | 180,649 | |||||||||||||
U.S. corporate securities | — | 99,632 | 99,632 | |||||||||||||
Commercial paper | — | 89,984 | 89,984 | |||||||||||||
Money market funds | 142,137 | — | 142,137 | |||||||||||||
$ | 322,786 | $ | 1,493,851 | $ | 1,816,637 | |||||||||||
Included in cash and cash equivalents | $ | 257,120 | ||||||||||||||
Included in marketable securities | $ | 1,559,517 | ||||||||||||||
Fair Value Measurements as of | ||||||||||||||||
January 31, 2014 | ||||||||||||||||
Description | Level 1 | Level 2 | Total | |||||||||||||
U.S. agency obligations | $ | — | $ | 1,125,454 | $ | 1,125,454 | ||||||||||
U.S. treasury securities | 536,788 | — | 536,788 | |||||||||||||
Commercial paper | — | 62,997 | 62,997 | |||||||||||||
U.S. corporate securities | — | 11,777 | 11,777 | |||||||||||||
Money market funds | 90,159 | — | 90,159 | |||||||||||||
$ | 626,947 | $ | 1,200,228 | $ | 1,827,175 | |||||||||||
Included in cash and cash equivalents | $ | 521,922 | ||||||||||||||
Included in marketable securities | $ | 1,305,253 | ||||||||||||||
Financial liabilities | ||||||||||||||||
The carrying amounts and estimated fair values of financial instruments not recorded at fair value are as follows (in thousands): | ||||||||||||||||
January 31, 2015 | January 31, 2014 | |||||||||||||||
Carrying | Estimated | Carrying | Estimated | |||||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||||
0.75% Convertible senior notes | $ | 295,276 | $ | 407,750 | $ | 281,359 | $ | 434,875 | ||||||||
1.50% Convertible senior notes | 195,225 | 299,063 | 187,053 | 319,219 | ||||||||||||
The difference between the principal amount of the notes, $350 million for the 0.75% convertible senior notes and $250 million for the 1.50% convertible senior notes, and the carrying value represents the unamortized debt discount (see Note 10). The estimated fair value of the convertible senior notes, which we have classified as Level 2 financial instruments, was determined based on the quoted bid price of the convertible senior notes in an over-the-counter market on January 31, 2015 and January 31, 2014. | ||||||||||||||||
Based on the closing price of our common stock of $79.46 on January 31, 2015, the if-converted value of the 0.75% convertible senior notes and the if-converted value of the 1.50% convertible senior notes were less than their respective principal amounts. | ||||||||||||||||
Derivative Financial Instruments | ||||||||||||||||
In order to manage certain exposures to currency fluctuations, we initiated a limited hedging program in July 2014 by entering into foreign currency forward contracts to hedge a portion of our net outstanding monetary assets and liabilities. These forward contracts are not designated as hedging instruments under applicable accounting guidance, and therefore all changes in the fair value of the forward contracts are reported in Other expense, net in our consolidated statements of operations. These forward contracts are intended to offset the foreign currency gains or losses associated with the underlying monetary assets and liabilities. We do not enter into any derivatives for trading or speculative purposes. | ||||||||||||||||
As of January 31, 2015, we had outstanding forward contracts with a total notional value of $10 million and all contracts have terms of less than sixty days to maturity. The fair value amounts of the derivative assets of $0.4 million and the derivative liabilities of less than $0.1 million as of January 31, 2015 are included in Prepaid expenses and other current assets and in Accrued and other current liabilities, respectively, on our consolidated balance sheet. We are not a party to a master netting agreement with the respective counterparties of the foreign exchange contracts and thus we are not permitted to net settle transactions of the same currency with a single net amount payable by one party to the other. We do not believe we are subject to significant counterparty concentration risk given the short-term nature, volume, and size of the derivative contracts outstanding. | ||||||||||||||||
During fiscal 2015, we recognized a net gain of $0.4 million on non-designated derivative instruments within Other expense, net, in our consolidated statements of operations. | ||||||||||||||||
Our foreign currency contracts are classified within Level 2 because the valuation inputs are based on quoted prices and market observable data of similar instruments in active markets, such as currency spot and forward rates. |
Convertible_Senior_Notes
Convertible Senior Notes | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Convertible Senior Notes | Convertible Senior Notes | |||||||||||||||
Convertible Senior Notes | ||||||||||||||||
In June 2013, we issued 0.75% convertible senior notes due July 15, 2018 (2018 Notes) with a principal amount of $350 million. The 2018 Notes are unsecured, unsubordinated obligations, and interest is payable in cash in arrears at a fixed rate of 0.75% on January 15 and July 15 of each year, beginning on January 15, 2014. The 2018 Notes mature on July 15, 2018 unless repurchased or converted in accordance with their terms prior to such date. We cannot redeem the 2018 Notes prior to maturity. | ||||||||||||||||
Concurrently, we issued 1.50% convertible senior notes due July 15, 2020 (2020 Notes) with a principal amount of $250 million (together with the 2018 Notes, referred to as the Notes). The 2020 Notes are unsecured, unsubordinated obligations of Workday, and interest is payable in cash in arrears at a fixed rate of 1.50% on January 15 and July 15 of each year, beginning on January 15, 2014. The 2020 Notes mature on July 15, 2020 unless repurchased or converted in accordance with their terms prior to such date. We cannot redeem the 2020 Notes prior to maturity. | ||||||||||||||||
The terms of the Notes are governed by Indentures by and between us and Wells Fargo Bank, National Association, as Trustee (the Indentures). Upon conversion, holders of the Notes will receive cash, shares of Class A Common Stock or a combination of cash and shares of Class A Common Stock, at our election. | ||||||||||||||||
For the 2018 Notes, the initial conversion rate is 12.0075 shares of Class A Common Stock per $1,000 principal amount, which is equal to an initial conversion price of approximately $83.28 per share of Class A Common Stock, subject to adjustment. Prior to the close of business on March 14, 2018, the conversion is subject to the satisfaction of certain conditions as described below. For the 2020 Notes, the initial conversion rate is 12.2340 shares of Class A Common Stock per $1,000 principal amount, which is equal to an initial conversion price of approximately $81.74 per share of Class A Common Stock, subject to adjustment. Prior to the close of business on March 13, 2020, the conversion is subject to the satisfaction of certain conditions, as described below. | ||||||||||||||||
Holders of the Notes who convert their Notes in connection with certain corporate events that constitute a make-whole fundamental change (as defined in the Indentures) are, under certain circumstances, entitled to an increase in the conversion rate. Additionally, in the event of a corporate event that constitutes a fundamental change (as defined in the Indentures), holders of the Notes may require us to repurchase all or a portion of their Notes at a price equal to 100% of the principal amount of the Notes, plus any accrued and unpaid interest. | ||||||||||||||||
Holders of the 2018 Notes and 2020 Notes may convert all or a portion of their Notes prior to the close of business on March 14, 2018 for the 2018 Notes and March 13, 2020 for the 2020 Notes, in multiples of $1,000 principal amount, only under the following circumstances: | ||||||||||||||||
• | if the last reported sale price of Class A Common Stock for at least twenty trading days during a period of thirty consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price of the respective Notes on each applicable trading day; | |||||||||||||||
• | during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the respective Notes for each day of that five day consecutive trading day period was less than 98% of the product of the last reported sale price of Class A Common Stock and the conversion rate of the respective Notes on such trading day; or | |||||||||||||||
• | upon the occurrence of specified corporate events, as noted in the Indentures. | |||||||||||||||
In accounting for the issuance of the Notes, we separated each of the Notes into liability and equity components. The carrying amounts of the liability components were calculated by measuring the fair value of similar liabilities that do not have associated convertible features. The carrying amount of the equity components representing the conversion option were determined by deducting the fair value of the liability components from the par value of the respective Notes. These differences represent debt discounts that are amortized to interest expense over the respective terms of the Notes. The equity components are not remeasured as long as they continue to meet the conditions for equity classification. | ||||||||||||||||
We allocated the total issuance costs incurred to the 2018 Notes and 2020 Notes on a prorated basis using the aggregate principal balances. In accounting for the issuance costs related to the 2018 Notes and 2020 Notes, we allocated the total amount of issuance costs incurred to liability and equity components. Issuance costs attributable to the liability components are being amortized to interest expense over the respective terms of the Notes, and the issuance costs attributable to the equity components were netted against the respective equity components in additional paid-in capital. For the 2018 Notes, we recorded liability issuance costs of $7 million and equity issuance costs of $2 million. Amortization expense for the liability issuance costs was $1 million for both fiscal 2015 and 2014. For the 2020 Notes, we recorded liability issuance costs of $5 million and equity issuance costs of $2 million. Amortization expense for the liability issuance costs was $0.7 million and $0.4 million , respectively, for fiscal 2015 and 2014. | ||||||||||||||||
The Notes consisted of the following (in thousands): | ||||||||||||||||
31-Jan-15 | January 31, 2014 | |||||||||||||||
2018 Notes | 2020 Notes | 2018 Notes | 2020 Notes | |||||||||||||
Principal amounts: | ||||||||||||||||
Principal | $ | 350,000 | $ | 250,000 | $ | 350,000 | $ | 250,000 | ||||||||
Unamortized debt discount(1) | (54,724 | ) | (54,775 | ) | (68,641 | ) | (62,947 | ) | ||||||||
Net carrying amount | $ | 295,276 | $ | 195,225 | $ | 281,359 | $ | 187,053 | ||||||||
Carrying amount of the equity component(2) | $ | 74,892 | $ | 66,007 | $ | 74,892 | $ | 66,007 | ||||||||
(1) | Included in the consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the Notes on the straight-line basis as it approximates the effective interest rate method. | |||||||||||||||
(2) | Included in the consolidated balance sheets within additional paid-in capital, net of $2 million and $2 million for the 2018 Notes and 2020 Notes, respectively, in equity issuance costs. | |||||||||||||||
As of January 31, 2015, the remaining life of the 2018 Notes and 2020 Notes is approximately 41 months and 65 months, respectively. | ||||||||||||||||
The effective interest rates of the liability components of the 2018 Notes and 2020 Notes are 5.75% and 6.25%, respectively. These interest rates were based on the interest rates of similar liabilities at the time of issuance that did not have associated convertible features. The following table sets forth total interest expense recognized related to the 2018 Notes and 2020 Notes (in thousands): | ||||||||||||||||
Year Ended January 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
2018 Notes | 2020 Notes | 2018 Notes | 2020 Notes | |||||||||||||
Contractual interest expense | $ | 2,625 | $ | 3,750 | $ | 1,633 | $ | 2,333 | ||||||||
Interest cost related to amortization of debt issuance costs | 1,408 | 674 | 876 | 420 | ||||||||||||
Interest cost related to amortization of the debt discount | 13,916 | 8,172 | 8,265 | 4,834 | ||||||||||||
Notes Hedges | ||||||||||||||||
In connection with the issuance of the 2018 Notes and 2020 Notes, we entered into convertible note hedge transactions with respect to our Class A common stock (Purchased Options). The Purchased Options cover, subject to anti-dilution adjustments substantially identical to those in the Notes, approximately 7.3 million shares of our Class A common stock and are exercisable upon conversion of the Notes. The Purchased Options have initial exercise prices that correspond to the initial conversion prices of the 2018 Notes and 2020 Notes, respectively, subject to anti-dilution adjustments substantially similar to those in the Notes. The Purchased Options will expire in 2018 for the 2018 Notes and in 2020 for the 2020 Notes, if not earlier exercised. The Purchased Options are intended to offset potential economic dilution to our Class A common stock upon any conversion of the Notes. The Purchased Options are separate transactions and are not part of the terms of the Notes. | ||||||||||||||||
We paid an aggregate amount of $144 million for the Purchased Options, which is included in Additional paid-in capital in the consolidated balance sheets. | ||||||||||||||||
Warrants | ||||||||||||||||
In connection with the issuance of the 2018 Notes and 2020 Notes, we also entered into warrant transactions to sell warrants (the Warrants) to acquire, subject to anti-dilution adjustments, up to approximately 4.2 million shares in July 2018 and 3.1 million shares in July 2020 of our Class A common stock at an exercise price of $107.96 per share. If the warrants are not exercised on their exercise dates, they will expire. If the market value per share of our Class A common stock exceeds the applicable exercise price of the Warrants, the Warrants will have a dilutive effect on our earnings per share assuming that we are profitable. The Warrants are separate transactions, and are not part of the terms of the Notes or the Purchased Options. | ||||||||||||||||
We received aggregate proceeds of $93 million from the sale of the Warrants, which is recorded in Additional paid-in capital in the consolidated balance sheets. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Commitments and Contingencies | Commitments and Contingencies | |||||||||||
Leases | ||||||||||||
We lease office space under non-cancelable operating leases in the U.S. and other countries with various expiration dates. Certain of our office leases are with an affiliate of our Chairman, Mr. Duffield, who is also a significant stockholder (see Note 17). | ||||||||||||
In January, 2014, we entered into a 95-year lease to lease a 6.9-acre parcel of vacant land, under which we paid $2 million for base rent from commencement through December 31, 2020. Annual rent payments of $0.2 million plus increases based on increases in the consumer price index begin on January 1, 2021 and continue through the end of the lease. If construction does not commence by June 30, 2015, we will be required to make additional payments to the lessor, ranging from $0.2 million to $1 million based on the length of the delay. As of January 31, 2015, the future minimum lease payments by year under non-cancelable leases are as follows (in thousands): | ||||||||||||
Capital Leases | Operating | Operating Leases | ||||||||||
Leases | with Related Party | |||||||||||
2016 | $ | 3,293 | $ | 16,684 | $ | 4,868 | ||||||
2017 | — | 22,584 | 5,424 | |||||||||
2018 | — | 21,420 | 5,545 | |||||||||
2019 | — | 15,221 | 5,667 | |||||||||
2020 | — | 9,558 | 5,788 | |||||||||
Thereafter | — | 33,804 | 23,698 | |||||||||
3,293 | $ | 119,271 | $ | 50,990 | ||||||||
Less amount representing interest and taxes | (86 | ) | ||||||||||
3,207 | ||||||||||||
Less current portion | 3,207 | |||||||||||
Noncurrent | $ | — | ||||||||||
The facility lease agreements generally provide for rental payments on a graduated basis and for options to renew, which could increase future minimum lease payments if exercised. We recognize rent expense on a straight-line basis over the period in which we benefit from the lease and have accrued for rent expense incurred but not paid. Rent expense was $21 million, $11 million and $6 million for fiscal 2015, 2014 and 2013, respectively. | ||||||||||||
Legal Matters | ||||||||||||
We are a party to various legal proceedings and claims which arise in the ordinary course of business. In our opinion, as of January 31, 2015, there was not at least a reasonable possibility that we had incurred a material loss, or a material loss in excess of a recorded accrual, with respect to such loss contingencies. |
Common_Stock_and_Stockholders_
Common Stock and Stockholders' Equity | 12 Months Ended | ||||||||||
Jan. 31, 2015 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Common Stock and Stockholders' Equity | Common Stock and Stockholders’ Equity | ||||||||||
Common Stock | |||||||||||
In connection with our initial public offering in October 2012 (IPO), we amended our certificate of incorporation to provide for Class A common stock, Class B common stock and preferred stock. Upon the closing of the IPO, all shares of our then-outstanding redeemable convertible preferred stock and convertible preferred stock automatically converted into an aggregate of 98.0 million shares of Class B common stock and an aggregate of 42.1 million shares of our then-outstanding common stock converted into an equal number of Class B common stock. | |||||||||||
In January 2014, we completed our follow-on offering, in which we issued 6.9 million shares of our Class A common stock at a public offering price of $89.00 per share. We received net proceeds of $592 million after deducting underwriting discounts and commissions of $21 million and other offering expenses of $1 million. | |||||||||||
As of January 31, 2015, there were 105 million shares of Class A common stock and 83 million shares of Class B common stock outstanding. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share. Each share of Class B common stock can be converted into a share of Class A common stock at any time at the option of the holder. All of our Class A and Class B shares will convert to a single class of common stock upon the date that is the first to occur of (i) October 11, 2032, (ii) such time as the shares of Class B common stock represent less than 9% of the outstanding Class A and Class B common stock, (iii) nine months following the death of both Mr. Duffield and Mr. Bhusri, and (iv) the date on which the holders of a majority of the shares of Class B common stock elect to convert all shares of Class A common stock and Class B common stock into a single class of common stock. | |||||||||||
Employee Equity Plans | |||||||||||
Our board of directors adopted the 2012 Equity Incentive Plan (EIP) in August 2012 which became effective on October 10, 2012 and serves as the successor to our 2005 Stock Plan (together with the EIP, the Stock Plans). Pursuant to the terms of the EIP, the share reserve increased by 9.2 million and 8.3 million shares, respectively on March 31, 2014 and 2013. As of January 31, 2015, we had approximately 49.7 million shares of Class A common stock available for future grants under the EIP. | |||||||||||
We also have a 2012 Employee Stock Purchase Plan (ESPP). Under the ESPP, eligible employees are granted options to purchase shares at the lower of 85% of the fair market value of the stock at the time of grant or 85% of the fair market value at the time of exercise. Options to purchase shares are granted twice yearly on or about June 1 and December 1 and exercisable on or about the succeeding November 30 and May 31, respectively, of each year. We commenced our first purchase period under the ESPP on June 1, 2013. Pursuant to the terms of the ESPP, the share reserve increased by 1.8 million shares on March 31, 2014. As of January 31, 2015, 3.4 million shares of Class A common stock were available for issuance under the ESPP. For fiscal 2015, 400,986 shares of Class A common shares were purchased under the ESPP at a weighted-average price of $65.33 per share, resulting in cash proceeds of $26 million. | |||||||||||
Donation to the Workday Foundation | |||||||||||
In August 2012, with approval of the board of directors, we donated 500,000 shares of Class B common stock to the Workday Foundation. We incurred a share-based charge of $11 million for the value of the donated shares, which was recorded in general and administrative expense in fiscal 2013. | |||||||||||
Stock Options | |||||||||||
The Stock Plans provide for the issuance of incentive and nonstatutory options to employees and non-employees. We have also issued nonstatutory options outside of the Stock Plans. Options issued under the Stock Plans generally are exercisable for periods not to exceed 10 years and generally vest over five years. A summary of information related to stock option activity during fiscal 2015 is as follows (in millions, except share and per share data): | |||||||||||
Outstanding | Weighted- | Aggregate | |||||||||
Stock | Average | Intrinsic | |||||||||
Options | Exercise | Value | |||||||||
Price | |||||||||||
Balance as of January 31, 2014 | 20,706,207 | $ | 3.93 | $ | 1,773 | ||||||
Stock option grants | — | — | |||||||||
Stock options exercised | (3,668,932 | ) | 2.74 | ||||||||
Stock options canceled | (373,718 | ) | 9.56 | ||||||||
Balance as of January 31, 2015 | 16,663,557 | $ | 4.06 | $ | 1,256 | ||||||
Vested and expected to vest as of January 31, 2015 | 16,371,996 | $ | 3.99 | $ | 1,236 | ||||||
Exercisable as of January 31, 2015 | 13,054,231 | $ | 3.12 | $ | 997 | ||||||
The total grant-date fair value of stock options vested during fiscal 2015, 2014 and 2013 was $20 million, $27 million and $7 million, respectively. The total intrinsic value of the options exercised during fiscal 2015, 2014 and 2013 was $311 million, $566 million and $70 million, respectively. The intrinsic value is the difference between the current fair value of the stock and the exercise price of the stock option. The weighted-average remaining contractual life of vested and expected to vest options as of January 31, 2015 is approximately 6.0 years. | |||||||||||
As of January 31, 2015, there was a total of $37 million in unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted-average period of approximately 2.2 years. | |||||||||||
The options that are exercisable as of January 31, 2015 have a weighted-average remaining contractual life of approximately 5.8 years. The weighted-average remaining contractual life of outstanding options at January 31, 2015 is approximately 6.0 years. | |||||||||||
Common Stock Subject to Repurchase | |||||||||||
The Stock Plans allow for the early exercise of stock options for certain individuals as determined by the board of directors. We have the right to purchase at the original exercise price any unvested (but issued) common shares during the repurchase period following termination of services of an employee. The consideration received for an exercise of an option is considered to be a deposit of the exercise price and the related dollar amount is recorded as a liability. The shares and liabilities are reclassified into equity as the awards vest. As of January 31, 2015 and 2014, we had $4 million and $6 million respectively, recorded in liabilities related to early exercises of stock options. | |||||||||||
Restricted Stock Awards | |||||||||||
The Stock Plans provide for the issuance of restricted stock awards to employees. Restricted stock awards generally vest over five years. Under the EIP, 1.0 million restricted awards of Class B common stock are outstanding with weighted average grant date fair value of $12.89, all of which are subject to forfeiture as of January 31, 2015. During fiscal 2015, 0.3 million shares of restricted stock awards vested with weighted average grant date fair value of $12.73. | |||||||||||
As of January 31, 2015, there was a total of $10 million in unrecognized compensation cost related to restricted stock awards, which are expected to be recognized over a weighted-average period of approximately 2.8 years. | |||||||||||
Restricted Stock Units | |||||||||||
The Stock Plans provide for the issuance of restricted stock units to employees. Restricted stock units generally vest over four years. During fiscal 2015, we issued 3.7 million restricted stock units of Class A common stock under the EIP with a weighted average grant date fair value of $81.65. | |||||||||||
A summary of information related to restricted stock units activity during fiscal 2015 is as follows: | |||||||||||
Number of Shares | Weighted-Average | ||||||||||
Grant Date Fair Value | |||||||||||
Balance as of January 31, 2014 | 3,966,728 | $ | 70.72 | ||||||||
Restricted stock units granted | 3,724,136 | 81.65 | |||||||||
Restricted stock units vested | (1,055,785 | ) | 70.64 | ||||||||
Restricted stock units forfeited | (225,947 | ) | 75.11 | ||||||||
Balance as of January 31, 2015 | 6,409,132 | $ | 76.93 | ||||||||
As of January 31, 2015, there was a total of $413 million in unrecognized compensation cost related to restricted stock units, which is expected to be recognized over a weighted-average period of approximately 3.0 years. | |||||||||||
Performance-based Restricted Stock Units | |||||||||||
We granted 106,320 shares of performance-based restricted stock units (PRSUs) during the year ended January 31, 2015, with a weighted average grant date fair value per share of $83.77. The PRSU awards, which were granted to all employees, include performance conditions related to company-wide goals and service conditions. Following a change in the performance condition in January 2015, these PRSU awards will vest if the performance conditions are achieved for the year ended January 31, 2016 and if the individual employee continues to provide service through the vesting date of March 15, 2016. | |||||||||||
As of January 31, 2015, there was a total of $9 million in unrecognized compensation cost related to all performance-based restricted stock units, which is expected to be recognized over a weighted-average period of approximately one year. | |||||||||||
Share-Based Compensation to Employees | |||||||||||
All share-based payments to employees are measured based on the grant date fair value of the awards and recognized in the consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (generally the vesting period of the award). We estimate the fair value of stock option awards and shares issued under the ESPP using the Black-Scholes option-pricing model. We determine the assumptions for the option-pricing model as follows: | |||||||||||
Fair Value of Common Stock | |||||||||||
Prior to our IPO, our board of directors considered numerous objective and subjective factors to determine the fair value of our common stock at each meeting at which awards were approved. The factors included, but were not limited to: (i) contemporaneous third-party valuations of our common stock; (ii) the prices, rights, preferences and privileges of our preferred stock relative to those of our common stock; (iii) the lack of marketability of our common stock; (iv) our actual operating and financial results; (v) current business conditions and projections; and (vi) the likelihood of achieving a liquidity event, such as an IPO or sale of our company, given prevailing market conditions. | |||||||||||
Since our IPO, we have used the market closing price for our Class A common stock as reported on the New York Stock Exchange to determine the fair value of our common stock at each meeting at which awards were approved. | |||||||||||
Risk-Free Interest Rate | |||||||||||
The weighted-average, risk-free interest rate is based on the rate for a U.S. Treasury zero-coupon issue with a term that approximates the expected life of the option grant at the date closest to the option grant date. | |||||||||||
Expected Term | |||||||||||
The expected term represents the period that our share-based awards are expected to be outstanding. The expected term assumptions were determined based on the vesting terms, exercise terms and contractual lives of the options. | |||||||||||
Volatility | |||||||||||
We determine the price volatility factor based on the historical volatility of our peer group's common stock. | |||||||||||
Dividend Yield | |||||||||||
We have not paid and do not expect to pay dividends. | |||||||||||
Assumptions | |||||||||||
The estimation of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from our current estimates, such amounts will be recorded as a cumulative adjustment in the period the estimates are revised. We consider many factors when estimating expected forfeitures, including the types of awards and employee class. Actual results, and future changes in estimates, may differ substantially from our current estimates. | |||||||||||
The assumptions used for the periods presented were as follows: | |||||||||||
Year Ended January 31, | |||||||||||
Stock Options | 2015 | 2014 | 2013 | ||||||||
Expected volatility | n/a | 54.8% – 55.8% | 54.3% – 61.1% | ||||||||
Expected term (in years) | n/a | 6.11 | 5 – 6.4 | ||||||||
Risk-free interest rate | n/a | 0.9% - 1.8% | 0.8% - 1.0% | ||||||||
Dividend yield | n/a | —% | —% | ||||||||
Year Ended January 31, | |||||||||||
ESPP | 2015 | 2014 | 2013 | ||||||||
Expected volatility | 32.8% – 37.7% | 27.7% – 30.4% | n/a | ||||||||
Expected term (in years) | 0.5 | 0.5 | n/a | ||||||||
Risk-free interest rate | 0.01% - 0.1% | 0.10% | n/a | ||||||||
Dividend yield | —% | —% | n/a | ||||||||
Weighted-average grant date fair value per share | $64.12 – 72.26 | $52.88 – 68.43 | n/a |
Other_Expense_Net
Other Expense, Net | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Other Expense, Net | Other Expense, Net | |||||||||||
Other expense, net consisted of the following (in thousands): | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Interest income | $ | 2,960 | $ | 1,992 | $ | 560 | ||||||
Interest expense(1) | (31,060 | ) | (19,618 | ) | (1,363 | ) | ||||||
Other income (expense) | (2,170 | ) | 77 | (400 | ) | |||||||
Other expense, net | $ | (30,270 | ) | $ | (17,549 | ) | $ | (1,203 | ) | |||
(1) | During fiscal 2015 and 2014, interest expense includes the contractual interest expense related to the 2018 Notes and 2020 Notes, non-cash interest related to amortization of the debt discount and amortization of debt issuance costs (see Note 10). |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
The components of income (loss) before provision for income taxes were as follows (in thousands): | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Domestic | $ | (93,619 | ) | $ | (49,652 | ) | $ | (119,793 | ) | |||
Foreign | (152,353 | ) | (121,179 | ) | 727 | |||||||
Total | $ | (245,972 | ) | $ | (170,831 | ) | $ | (119,066 | ) | |||
The provision (benefit) for income taxes consisted of the following (in thousands): | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Current: | ||||||||||||
Federal | $ | 90 | $ | 60 | $ | (160 | ) | |||||
State | 106 | 178 | 42 | |||||||||
Foreign | 2,128 | 1,440 | 242 | |||||||||
Total | $ | 2,324 | $ | 1,678 | $ | 124 | ||||||
Deferred: | ||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||
State | — | — | — | |||||||||
Foreign | (314 | ) | — | — | ||||||||
Total | (314 | ) | — | — | ||||||||
Provision for income taxes | $ | 2,010 | $ | 1,678 | $ | 124 | ||||||
The items accounting for the difference between income taxes computed at the federal statutory income tax rate and the provision for income taxes consisted of the following: | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
Effect of: | ||||||||||||
Foreign income at other than U.S. rates | (22.5 | ) | (25.4 | ) | 0.3 | |||||||
Intercompany transactions | (0.2 | ) | (36.8 | ) | — | |||||||
Research tax credits | 6.9 | 12.7 | — | |||||||||
State taxes, net of federal benefit | 0.6 | 1.9 | 5 | |||||||||
Changes in valuation allowance | (15.9 | ) | 16.1 | (37.8 | ) | |||||||
Stock compensation | (4.0 | ) | (3.9 | ) | (2.4 | ) | ||||||
Other | (0.7 | ) | (0.6 | ) | (0.2 | ) | ||||||
(0.8 | )% | (1.0 | )% | (0.1 | )% | |||||||
As a result of our history of net operating losses, the current federal and current state provision (benefit) for income taxes relates to accruals and adjustments to the interest and penalties for uncertain tax positions and state minimum and capital based income taxes. Current and deferred foreign income taxes are associated with our non-U.S. operations. | ||||||||||||
We had unrecorded excess stock option tax benefits of $267 million as of January 31, 2015. These amounts will be credited to additional paid-in capital when the tax deduction is realized on the income tax returns. | ||||||||||||
Significant components of our deferred tax assets and liabilities were as follows (in thousands): | ||||||||||||
January 31, | January 31, | |||||||||||
2015 | 2014 | |||||||||||
Deferred tax assets: | ||||||||||||
Unearned revenue | $ | 29,093 | $ | 26,079 | ||||||||
Other reserves and accruals | 16,337 | 16,751 | ||||||||||
Federal net operating loss carryforwards | 82,434 | 82,006 | ||||||||||
State and foreign net operating loss carryforwards | 23,047 | 23,221 | ||||||||||
Property and equipment | 18,864 | 11,753 | ||||||||||
Share-based compensation | 34,009 | 12,092 | ||||||||||
Research and development credits | 38,738 | 21,763 | ||||||||||
Other | 4,767 | 2,642 | ||||||||||
247,289 | 196,307 | |||||||||||
Valuation allowance | (177,211 | ) | (130,462 | ) | ||||||||
Deferred tax assets, net of valuation allowance | 70,078 | 65,845 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Intercompany transactions | (61,389 | ) | (61,701 | ) | ||||||||
Other prepaid assets | (7,255 | ) | (4,144 | ) | ||||||||
Other | (783 | ) | — | |||||||||
(69,427 | ) | (65,845 | ) | |||||||||
Net deferred tax assets | $ | 651 | $ | — | ||||||||
We regularly assess the need for a valuation allowance against its deferred tax assets by considering both positive and negative evidence related to whether it is more-likely-than-not that our deferred tax assets will be realized. In evaluating the need for a valuation allowance, we consider the cumulative loss in recent years as a significant piece of negative evidence. | ||||||||||||
As of January 31, 2015, we recorded a valuation allowance of $177 million for the portion of the deferred tax asset that we do not expect to be realized. The valuation allowance on our net deferred tax assets increased by $47 million and decreased by $28 million during fiscal 2015 and 2014, respectively. We will continue to reassess the future realization of the deferred tax asset and adjust the valuation allowance accordingly. | ||||||||||||
As of January 31, 2015, we had approximately $987 million of federal, $650 million of state and $83 million of foreign net operating loss carryforwards available to offset future taxable income. If not utilized, the federal and state net operating loss carryforwards expire in varying amounts between the years 2016 and 2035. The foreign net operating losses do not expire and may be carried forward indefinitely. | ||||||||||||
The net operating losses include no amounts relating to the excess tax benefit of stock option exercises, which when realized will be recorded as a credit to additional paid-in capital. In December 2014, the Tax Increases Prevention Act of 2014 was signed into law, which retroactively renewed expired provisions, including research and development tax credits, through the end of calendar year 2014. The enacted law did not impact our tax provision as the retroactive benefit of the research tax credit was fully offset by an increase in the valuation allowance. We also had approximately $35 million of federal and $33 million of California research and development tax credit carryforwards as of January 31, 2015. The federal credits expire in varying amounts between the years 2025 and 2035. The California research credits do not expire and may be carried forward indefinitely. | ||||||||||||
Our ability to utilize the net operating loss and tax credit carryforwards in the future may be subject to substantial restrictions in the event of past or future ownership changes as defined in Section 382 of the Internal Revenue Code of 1986, as amended and similar state tax law. | ||||||||||||
We consider all undistributed earnings of our foreign subsidiaries to be permanently invested in foreign operations unless such earnings are subject to federal income taxes. Undistributed earnings of our foreign subsidiaries amounted to approximately $0.2 million at January 31, 2015. Accordingly, no deferred tax liabilities have been recorded with respect to undistributed earnings of the foreign subsidiaries. Upon repatriation of those earnings, in the form of dividends or otherwise, we would be subject to both U.S. income taxes (subject to an adjustment for foreign tax credits) and potentially withholding taxes payable to the various foreign countries. Determination of the amount of unrecognized deferred U.S. income tax liability is not practicable due to the complexities associated with its hypothetical calculation. | ||||||||||||
A reconciliation of the gross unrecognized tax benefit is as follows (in thousands): | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Unrecognized tax benefits at the beginning of the period | $ | 77,090 | $ | 15,577 | $ | 10,705 | ||||||
Additions for tax positions taken in prior years | 3,946 | 1,928 | 1,392 | |||||||||
Reductions for tax positions taken in prior years | (49 | ) | (10,982 | ) | — | |||||||
Additions for tax positions related to the current year | 7,676 | 70,567 | 3,480 | |||||||||
Unrecognized tax benefits at the end of the period | $ | 88,663 | $ | 77,090 | $ | 15,577 | ||||||
Our policy is to include interest and penalties related to unrecognized tax benefits within our provision for income taxes. At each of January 31, 2015, 2014 and 2013 we had accrued interest of $1 million, $1 million and $0.4 million, respectively. We had accrued penalties of $1 million as of January 31, 2015, 2014 and 2013. | ||||||||||||
There are $2 million of potential benefits included in the balance of unrecognized tax benefits at each January 31, 2015, 2014 and 2013, which if recognized, would affect the tax rate on earnings. We believe that it is reasonably possible that a decrease of up to $2 million in unrecognized tax benefits related to an acquired subsidiary may be recognized due to a lapse in statute of limitations which may occur within the next 12 months. | ||||||||||||
We file federal, state and foreign income tax returns in jurisdictions with varying statutes of limitations. Due to our net operating loss carryforwards, our income tax returns generally remain subject to examination by federal and most state and foreign tax authorities. During fiscal year 2015, the Internal Revenue Service concluded its audit of our calendar 2011 and one- month period ended January 31, 2012 federal tax returns and issued a final determination letter. The audit adjustments were immaterial. |
Net_loss_per_share
Net loss per share | 12 Months Ended | |||||||||||||||||||||||
Jan. 31, 2015 | ||||||||||||||||||||||||
Earnings Per Share [Abstract] | ||||||||||||||||||||||||
Net loss per share | Net loss per share | |||||||||||||||||||||||
Basic net loss per share attributable to common stockholders is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by giving effect to all potential shares of common stock, including our outstanding stock options, outstanding warrants, common stock related to unvested early exercised stock options, common stock related to unvested restricted stock awards and convertible senior notes to the extent dilutive. Basic and diluted net loss per share was the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive. | ||||||||||||||||||||||||
The net loss per share attributable to common stockholders is allocated based on the contractual participation rights of the Class A common shares and Class B common shares as if the loss for the year has been distributed. As the liquidation and dividend rights are identical, the net loss attributable to common stockholders is allocated on a proportionate basis. | ||||||||||||||||||||||||
We consider shares issued upon the early exercise of options subject to repurchase and unvested restricted stock awards to be participating securities because holders of such shares have non-forfeitable dividend rights in the event of our declaration of a dividend for common shares. In future periods, to the extent we are profitable, we will subtract earnings allocated to these participating securities from net income to determine net income attributable to common stockholders. | ||||||||||||||||||||||||
The following table presents the calculation of basic and diluted net loss attributable to common stockholders per share (in thousands, except per share data): | ||||||||||||||||||||||||
Year Ended January 31, | ||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||
Class A | Class B | Class A | Class B | Class A | Class B | |||||||||||||||||||
Basic and diluted net loss attributable to Class A and Class B common stockholders per share: | ||||||||||||||||||||||||
Numerator: | ||||||||||||||||||||||||
Allocation of distributed net loss attributable to common stockholders | $ | (133,736 | ) | $ | (114,246 | ) | $ | (64,985 | ) | $ | (107,524 | ) | $ | (12,955 | ) | $ | (106,803 | ) | ||||||
Denominator: | ||||||||||||||||||||||||
Weighted-average common shares outstanding | 99,070 | 84,632 | 64,528 | 106,769 | 8,006 | 66,005 | ||||||||||||||||||
Basic and diluted net loss per share | $ | (1.35 | ) | $ | (1.35 | ) | $ | (1.01 | ) | $ | (1.01 | ) | $ | (1.62 | ) | $ | (1.62 | ) | ||||||
The anti-dilutive securities excluded from the weighted-average shares used to calculate the diluted net loss per common share were as follows (in thousands): | ||||||||||||||||||||||||
Year Ended January 31, | ||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||
Outstanding common stock options and warrants (1) | 16,664 | 20,706 | 31,206 | |||||||||||||||||||||
Shares subject to repurchase | 1,164 | 1,709 | 2,916 | |||||||||||||||||||||
Unvested restricted stock awards, units, and PRSUs | 7,283 | 4,999 | 1,503 | |||||||||||||||||||||
Shares related to the convertible senior notes | 7,261 | 7,261 | — | |||||||||||||||||||||
Shares subject to warrants related to the issuance of convertible senior notes | 7,261 | 7,261 | — | |||||||||||||||||||||
39,633 | 41,936 | 35,625 | ||||||||||||||||||||||
(1) | Warrants to purchase 1.4 million shares were outstanding as of January 31, 2013 and were exercised during fiscal 2014. |
Geographic_Information
Geographic Information | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Geographic Information | Geographic Information | |||||||||||
Revenue by geography is generally based on the address of the customer as specified in our master subscription agreement. The following tables set forth revenue by geographic area (in thousands): | ||||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
United States | $ | 657,085 | $ | 394,564 | $ | 226,006 | ||||||
International | 130,775 | 74,374 | 47,651 | |||||||||
Total | $ | 787,860 | $ | 468,938 | $ | 273,657 | ||||||
RelatedParty_Transactions
Related-Party Transactions | 12 Months Ended |
Jan. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions |
We currently lease certain office space from an affiliate of our Chairman, Mr. Duffield, adjacent to our corporate headquarters in Pleasanton, California under various lease agreements. The term of the agreements is ten years and the total rent due under the agreements is $3 million for the fiscal year ended January 31, 2015, and $56 million in total. Rent expense under these agreements for fiscal 2015 and 2014 was $4 million and $1 million, respectively. | |
In June 2010, we entered into a capital lease agreement with an affiliate of Mr. Duffield. The lease agreement provides for an equipment lease financing facility to be drawn upon for purchases of certain equipment for use in our business operations. The capital lease under this agreement was paid in full during the three months ended July 31, 2014 and the total amount paid in fiscal 2015 was less than $1 million. The amounts paid under this agreement in fiscal 2014 and 2013 were $2 million and $4 million, respectively. |
401k_Plan
401(k) Plan | 12 Months Ended |
Jan. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
401(k) Plan | 401(k) Plan |
We have a qualified defined contribution plan under Section 401(k) of the Internal Revenue Code covering eligible employees. To date, we have not made any matching contributions to this plan. |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (unaudited) | 12 Months Ended | |||||||||||||||||||||||||||||||
Jan. 31, 2015 | ||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||||||||||||||
Selected Quarterly Financial Data (unaudited) | Selected Quarterly Financial Data (unaudited) | |||||||||||||||||||||||||||||||
The following tables set forth selected unaudited quarterly consolidated statements of operations data for each of the eight quarters in fiscal 2015 and 2014 (in thousands except per share data): | ||||||||||||||||||||||||||||||||
Quarter ended | ||||||||||||||||||||||||||||||||
January 31, | October 31, | July 31, | April 30, | January 31, | October 31, | July 31, | April 30, | |||||||||||||||||||||||||
2015 | 2014 | 2014 | 2014 | 2014 | 2013 | 2013 | 2013 | |||||||||||||||||||||||||
Consolidated Statements of Operations Data: | ||||||||||||||||||||||||||||||||
Total revenues | $ | 226,273 | $ | 215,070 | $ | 186,780 | $ | 159,737 | $ | 141,866 | $ | 127,872 | $ | 107,555 | $ | 91,645 | ||||||||||||||||
Operating loss | (50,384 | ) | (51,466 | ) | (61,769 | ) | (52,083 | ) | (47,976 | ) | (40,399 | ) | (32,283 | ) | (32,624 | ) | ||||||||||||||||
Net loss | (59,466 | ) | (59,912 | ) | (69,215 | ) | (59,389 | ) | (55,982 | ) | (47,534 | ) | (35,978 | ) | (33,015 | ) | ||||||||||||||||
Net loss per share | (0.32 | ) | (0.33 | ) | (0.38 | ) | (0.32 | ) | (0.32 | ) | (0.27 | ) | (0.21 | ) | (0.20 | ) |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Jan. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Company and Background | Company and Background | |
Workday provides financial management, human capital management, and analytics applications designed for the world's largest companies, educational institutions, and government agencies. We offer innovative and adaptable technology focused on the consumer Internet experience and cloud delivery model. Our applications are designed for global enterprises to manage complex and dynamic operating environments. We provide our customers highly adaptable, accessible and reliable applications to manage critical business functions that enable them to optimize their financial and human capital resources. We were originally incorporated in March 2005 in Nevada and in June 2012, we reincorporated in Delaware. | ||
Fiscal Year | Fiscal Year | |
Our fiscal year ends on January 31. References to fiscal 2015, for example, refer to the year ended January 31, 2015. | ||
Basis of Presentation | Basis of Presentation | |
These consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP). The consolidated financial statements include the results of Workday, Inc. and its wholly-owned subsidiaries. | ||
Use of Estimates | Use of Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires us to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. These estimates include, but are not limited to, the determination of the relative selling prices for our services, the recoverability of deferred commissions, certain assumptions used in the valuation of equity awards and the fair value of assets acquired and liabilities assumed through business combinations. Actual results could differ from those estimates and such differences could be material to our consolidated financial position and results of operations. | ||
Segment information | Segment information | |
We operate in one operating segment, cloud applications. Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker, who is the chief executive officer, in deciding how to allocate resources and assessing performance. Our chief operating decision maker allocates resources and assesses performance based upon discrete financial information at the consolidated level. Since we operate in one operating segment, all required financial segment information can be found in the consolidated financial statements. | ||
Revenue Recognition | Revenue Recognition | |
We derive our revenues primarily from subscription services fees and from professional services fees, including training. We sell subscriptions to our cloud applications through contracts that are generally three years in length. Our arrangements do not contain general rights of return. Our subscription contracts do not provide customers with the right to take possession of the software supporting the applications and, as a result, are accounted for as service contracts. | ||
We commence revenue recognition for our cloud applications and professional services when all of the following criteria are met: | ||
• | There is persuasive evidence of an arrangement; | |
• | The service has been or is being provided to the customer; | |
• | Collection of the fees is reasonably assured; and | |
• | The amount of fees to be paid by the customer is fixed or determinable. | |
Subscription Services Revenues | ||
Subscription services revenues are recognized ratably over the contractual term of the arrangement beginning on the date that our service is made available to the customer, assuming all revenue recognition criteria have been met. | ||
Professional Services Revenues | ||
Professional services revenues are generally recognized as the services are rendered for time and materials contracts, or on a proportional performance basis for fixed price contracts. The majority of our professional services contracts are on a time and materials basis. Training revenues are recognized as the services are rendered. | ||
Multiple Deliverable Arrangements | ||
For arrangements with multiple deliverables, we evaluate whether the individual deliverables qualify as separate units of accounting. In order to treat deliverables in a multiple deliverable arrangement as separate units of accounting, the deliverables must have standalone value upon delivery. If the deliverables have standalone value upon delivery, we account for each deliverable separately and revenue is recognized for the respective deliverables as they are delivered. If one or more of the deliverables does not have standalone value upon delivery, the deliverables that do not have standalone value are generally combined with the final deliverable within the arrangement and treated as a single unit of accounting. Revenue for arrangements treated as a single unit of accounting is generally recognized over the subscription services period, which is considered the final deliverable. | ||
Subscription services contracts have standalone value as we sell the subscriptions separately. In determining whether professional services can be accounted for separately from subscription services, we consider the availability of the professional services from other vendors, the nature of our professional services and whether we sell our applications to new customers without professional services. All of our professional services have standalone value as of February 1, 2012. | ||
When multiple deliverables included in an arrangement are separable into different units of accounting, the arrangement consideration is allocated to the identified separate units of accounting based on their relative selling price. Multiple deliverable arrangements accounting guidance provides a hierarchy to use when determining the relative selling price for each unit of accounting. Vendor-specific objective evidence (VSOE) of selling price, based on the price at which the item is regularly sold by the vendor on a standalone basis, should be used if it exists. If VSOE of selling price is not available, third-party evidence (TPE) of selling price is used to establish the selling price if it exists. VSOE and TPE do not currently exist for any of our deliverables. Accordingly, for arrangements with multiple deliverables that can be separated into different units of accounting, we allocate the arrangement fee to the separate units of accounting based on our best estimate of selling price. The amount of arrangement fee allocated is limited by contingent revenues, if any. | ||
We determine our best estimate of selling price for our deliverables based on our overall pricing objectives, taking into consideration market conditions and entity-specific factors. We evaluate our best estimate of selling price by reviewing historical data related to sales of our deliverables, including comparing the percentages of our contract prices to our list prices. We also consider several other data points in our evaluation, including the size of our arrangements, the cloud applications sold, customer demographics and the numbers and types of users within our arrangements. | ||
Costs of Subscription Services | Costs of Subscription Services | |
Costs of subscription services primarily consist of costs related to providing our cloud applications, compensation and other employee-related expenses for data center staff, payments to outside service providers, data center and networking expenses and depreciation expenses. | ||
Costs of Professional Services | Costs of Professional Services | |
Costs of professional services primarily consist of costs related to providing deployment services, optimization services and training and include compensation and other employee-related expenses for professional services staff, costs of subcontractors and travel. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. Our cash equivalents generally consist of investments in U.S. treasury securities, U.S. agency obligations, money market funds and commercial paper. Cash and cash equivalents are stated at fair value. | ||
Marketable Securities | Marketable Securities | |
Our marketable securities consist of U.S. agency obligations, U.S. treasury securities, U.S. corporate securities, commercial paper, and money market funds. We classify our marketable securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. We may sell these securities at any time for use in current operations or for other purposes, such as consideration for acquisitions, even if they have not yet reached maturity. As a result, we classify our investments, including securities with maturities beyond twelve months as current assets in the accompanying consolidated balance sheets. All marketable securities are recorded at their estimated fair value. Unrealized gains and losses for available-for-sale securities are recorded in other comprehensive income (loss). We evaluate our investments to assess whether those with unrealized loss positions are other-than-temporarily impaired. We consider impairments to be other than temporary if they are related to deterioration in credit risk or if it is likely we will sell the securities before the recovery of their cost basis. Realized gains and losses and declines in value judged to be other-than-temporary are determined based on the specific identification method and are reported in other expense, net in the consolidated statements of operations. | ||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable are recorded at the invoiced amount, net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on our assessment of the collectability of accounts. We regularly review the adequacy of the allowance for doubtful accounts by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of our allowance. Accounts receivable deemed uncollectable are charged against the allowance for doubtful accounts when identified. For all periods presented, the allowance for doubtful accounts activity was not significant. | ||
Deferred Commissions | Deferred Commissions | |
Deferred commissions earned by our sales force are those that can be associated specifically with a non-cancelable subscription contract. Direct sales commissions are deferred when earned and amortized over the same period that revenues are recognized for the related non-cancelable subscription contract. The commission payments are paid in full after the customer has paid for its first year of service. | ||
Amortization of deferred commissions is included in sales and marketing in the accompanying consolidated statements of operations. | ||
Property and Equipment | Property and Equipment | |
Property and equipment are stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the assets or the lease term. | ||
Business Combinations | Business Combinations | |
We use our best estimates and assumptions to accurately assign fair value to the tangible and intangible assets acquired and liabilities assumed as of the acquisition date. Our estimates are inherently uncertain and subject to refinement. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the fair value of these tangible and intangible assets acquired and liabilities assumed, with the corresponding offset to goodwill. | ||
In addition, uncertain tax positions and tax-related valuation allowances are initially established in connection with a business combination as of the acquisition date. We continue to collect information and reevaluate these estimates and assumptions quarterly and record any adjustments to our preliminary estimates to goodwill provided that we are within the measurement period. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. | ||
Goodwill and Acquisition-Related Intangible Assets | Goodwill and Acquisition-Related Intangible Assets | |
Acquisition-related intangible assets with a finite life are amortized over their estimated useful lives. Goodwill is tested for impairment at least annually, and more frequently upon the occurrence of certain events. We completed our annual impairment test in our fourth quarter, which did not result in any impairment of the goodwill balance. | ||
Unearned Revenue | Unearned Revenue | |
Unearned revenue primarily consists of customer billings in advance of revenues being recognized from our subscription contracts. We generally invoice our customers for our subscription contracts in annual or multi-year installments. Our typical payment terms provide that customers pay a portion of the total arrangement fee within 30 days of the contract date. Unearned revenue that is anticipated to be recognized during the succeeding 12-month period is recorded as current unearned revenue and the remaining portion is recorded as noncurrent. | ||
Convertible Senior Notes | Convertible Senior Notes | |
In June 2013, we issued 0.75% convertible senior notes due July 15, 2018 (2018 Notes) with a principal amount of $350.0 million. Concurrently, we issued 1.50% convertible senior notes due July 15, 2020 (2020 Notes) with a principal amount of $250.0 million (together with the 2018 Notes, referred to as the Notes). In accounting for the Notes, we separated them into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the Notes as a whole. This difference represents a debt discount that is amortized to interest expense over the terms of the Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the issuance costs related to the Notes, we allocated the total amount incurred to the liability and equity components. Issuance costs attributable to the liability components are being amortized to expense over the respective terms of the Notes, and issuance costs attributable to the equity components were netted with the respective equity component in additional paid-in capital. | ||
Advertising Expenses | Advertising Expenses | |
Advertising is expensed as incurred. | ||
Share-Based Compensation | Share-Based Compensation | |
All share-based compensation to employees is measured based on the grant-date fair value of the awards and recognized in our consolidated statements of operations over the period during which the employee is required to perform services in exchange for the award (generally the vesting period of the award). We estimate the fair value of stock options granted and shares issued under our employee stock purchase plan using the Black-Scholes option-pricing model. For restricted stock awards and units and performance-based restricted stock units, fair value is based on the closing price of our common stock on the grant date. Compensation expense is recognized over the vesting period of the applicable award using the straight-line method. | ||
Compensation expense for non-employee stock options is calculated using the Black-Scholes option-pricing model and is recorded as the options vest. Non-employee options subject to vesting are required to be periodically revalued over their service period, which is generally the same as the vesting period. | ||
Income Taxes | Income Taxes | |
We record a provision for income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability method. Under this method, we recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities, as well as for operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using the tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. We record a valuation allowance to reduce our deferred tax assets to the net amount that we believe is more likely than not to be realized. | ||
We recognize tax benefits from uncertain tax positions only if we believe that it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. Although we believe that we have adequately reserved for our uncertain tax positions, we can provide no assurance that the final tax outcome of these matters will not be materially different. As we expand internationally, we will face increased complexity in determining the appropriate tax jurisdictions for revenue and expense items, as a result, our unrecognized tax benefits will likely increase in the future. We make adjustments to these reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final tax outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on our financial condition and operating results. The provision for income taxes includes the effects of any accruals that we believe are appropriate, as well as the related net interest and penalties. | ||
Warranties and Indemnification | Warranties and Indemnification | |
Our cloud applications are generally warranted to perform materially in accordance with our online help documentation under normal use and circumstances. Additionally, our contracts generally include provisions for indemnifying customers against liabilities if our cloud applications contracts infringe a third party’s intellectual property rights, and we may also incur liabilities if we breach the security and/or confidentiality obligations in our contracts. To date, we have not incurred any material costs, and we have not accrued any liabilities in the accompanying consolidated financial statements, as a result of these obligations. We have entered into service-level agreements with a majority of our customers warranting defined levels of uptime reliability and performance and permitting those customers to receive credits or refunds for prepaid amounts related to unused subscription services or to terminate their agreements in the event that we fail to meet those levels. To date, we have not experienced any significant failures to meet defined levels of reliability and performance as a result of those agreements and, as a result, we have not accrued any liabilities related to these agreements in the consolidated financial statements. | ||
Foreign Currency Exchange | Foreign Currency Exchange | |
The functional currency for certain of our foreign subsidiaries is the U.S. dollar, while others use local currencies as their functional currency. Adjustments resulting from translating foreign functional currency financial statements into U.S. dollars for those entities that do not have U.S. dollars as their functional currency are recorded as part of a separate component of the consolidated statements of comprehensive loss. Foreign currency transaction gains and losses are included in the consolidated statements of operations for the period. All assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at the average exchange rate during the period. Equity transactions are translated using historical exchange rates. | ||
Concentrations of Risk and Significant Customers | Concentrations of Risk and Significant Customers | |
Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, marketable securities and accounts receivable. Our deposits exceed federally insured limits. | ||
No single customer represented over 10% of accounts receivable in the consolidated financial statements as of January 31, 2015 or 2014. No single customer represented over 10% of total revenues for any of the periods in the consolidated financial statements. | ||
In order to reduce the risk of down time of our cloud applications, we have established data centers in various geographic regions. We have internal procedures to restore services in the event of disaster at one of our current data center facilities. We serve our customers and users from data center facilities operated by third parties, located in Ashburn, Virginia; Lithia Springs, Georgia; Portland, Oregon; Dublin, Ireland; and Amsterdam, the Netherlands. Even with these procedures for disaster recovery in place, our cloud applications could be significantly interrupted during the implementation of the procedures to restore services. | ||
In addition, we rely on Amazon Web Services (AWS), which provides a distributed computing infrastructure platform for business operations, to operate certain aspects of our services, such as environments for development testing, training and sales demonstrations. Any disruption of or interference with our use of AWS would impact our operations. | ||
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements | |
On May 28, 2014, the FASB issued ASU 2014-9 regarding ASC Topic 606, Revenue from Contracts with Customers. The standard provides principles for recognizing revenue for the transfer of promised goods or services to customers with the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance will be effective for our fiscal year beginning February 1, 2017. Early adoption is not permitted. We are currently evaluating the accounting, transition and disclosure requirements of the standard and cannot currently estimate the financial statement impact of adoption. |
Marketable_Securities_Tables
Marketable Securities (Tables) | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Cash and Cash Equivalents [Abstract] | ||||||||||||||||
Summary of Marketable Securities | At January 31, 2015, marketable securities consisted of the following (in thousands): | |||||||||||||||
Amortized | Unrealized | Unrealized | Aggregate | |||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
U.S. agency obligations | $ | 1,303,829 | $ | 422 | $ | (16 | ) | $ | 1,304,235 | |||||||
U.S. treasury securities | 180,559 | 91 | (1 | ) | 180,649 | |||||||||||
U.S. corporate securities | 99,618 | 27 | (13 | ) | 99,632 | |||||||||||
Commercial paper | 89,984 | — | — | 89,984 | ||||||||||||
Money market funds | 142,137 | — | — | 142,137 | ||||||||||||
$ | 1,816,127 | $ | 540 | $ | (30 | ) | $ | 1,816,637 | ||||||||
Included in cash and cash equivalents | $ | 257,120 | $ | — | $ | — | $ | 257,120 | ||||||||
Included in marketable securities | $ | 1,559,007 | $ | 540 | $ | (30 | ) | $ | 1,559,517 | |||||||
At January 31, 2014, marketable securities consisted of the following (in thousands): | ||||||||||||||||
Amortized | Unrealized | Unrealized | Aggregate | |||||||||||||
Cost | Gains | Losses | Fair Value | |||||||||||||
U.S. agency obligations | $ | 1,125,170 | $ | 334 | $ | (50 | ) | $ | 1,125,454 | |||||||
U.S. treasury securities | 536,747 | 88 | (47 | ) | 536,788 | |||||||||||
Commercial paper | 62,997 | — | — | 62,997 | ||||||||||||
U.S. corporate securities | 11,771 | 6 | — | 11,777 | ||||||||||||
Money market funds | 90,159 | — | — | 90,159 | ||||||||||||
$ | 1,826,844 | $ | 428 | $ | (97 | ) | $ | 1,827,175 | ||||||||
Included in cash and cash equivalents | $ | 521,956 | $ | 3 | $ | (37 | ) | $ | 521,922 | |||||||
Included in marketable securities | $ | 1,304,888 | $ | 425 | $ | (60 | ) | $ | 1,305,253 | |||||||
Deferred_Costs_Tables
Deferred Costs (Tables) | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Summary of Deferred Costs | Deferred costs consisted of the following (in thousands): | |||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Current: | ||||||||
Deferred professional service costs | $ | 3,606 | $ | 3,555 | ||||
Deferred sales commissions | 16,865 | 12,891 | ||||||
Total | $ | 20,471 | $ | 16,446 | ||||
Noncurrent: | ||||||||
Deferred professional service costs | $ | 1,254 | $ | 4,357 | ||||
Deferred sales commissions | 19,744 | 16,440 | ||||||
Total | $ | 20,998 | $ | 20,797 | ||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Summary of Property and Equipment | Property and equipment, net consisted of the following (in thousands): | |||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Computers, equipment and software | $ | 139,569 | $ | 75,867 | ||||
Computers, equipment and software acquired under capital leases | 34,112 | 38,912 | ||||||
Furniture and fixtures | 13,082 | 7,782 | ||||||
Leasehold improvements | 47,496 | 15,885 | ||||||
234,259 | 138,446 | |||||||
Less accumulated depreciation and amortization | (94,123 | ) | (60,782 | ) | ||||
Property and equipment, net | $ | 140,136 | $ | 77,664 | ||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | |||
Jan. 31, 2015 | ||||
Business Combinations [Abstract] | ||||
Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of assets acquired and liabilities assumed as of the date of acquisition (in thousands): | |||
Cash | $ | 74 | ||
Prepaid expenses and other current assets | 150 | |||
Identified intangible assets acquired: | ||||
Developed technology | 3,600 | |||
Goodwill | 23,824 | |||
Total assets acquired | 27,648 | |||
Accrued expenses and other current liabilities | (1,257 | ) | ||
Deferred tax liabilities | — | |||
Total liabilities assumed | (1,257 | ) | ||
Net assets acquired | $ | 26,391 | ||
Goodwill_and_Acquisitionrelate1
Goodwill and Acquisition-related Intangible Assets, Net (Tables) | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||
Schedule of Goodwill and Acquisition related Intangible Assets | Goodwill and acquisition-related intangible assets consisted of the following (in thousands): | |||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Acquired developed technology | $ | 4,200 | $ | 600 | ||||
Customer relationship assets | 338 | 338 | ||||||
4,538 | 938 | |||||||
Less accumulated amortization | (2,071 | ) | (938 | ) | ||||
Acquisition-related intangible assets, net | 2,467 | — | ||||||
Goodwill | 32,312 | 8,488 | ||||||
Goodwill and acquisition-related intangible assets, net | $ | 34,779 | $ | 8,488 | ||||
Other_Assets_Tables
Other Assets (Tables) | 12 Months Ended | |||||||
Jan. 31, 2015 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Schedule of Other Assets | Other assets consisted of the following (in thousands): | |||||||
January 31, | ||||||||
2015 | 2014 | |||||||
Issuance cost of convertible senior notes | $ | 8,543 | $ | 10,625 | ||||
Acquired land leasehold interest, net | 9,886 | 9,991 | ||||||
Technology patents, net | 3,942 | 4,865 | ||||||
Cost method investment | 10,000 | — | ||||||
Other | 21,310 | 20,177 | ||||||
Total | $ | 53,681 | $ | 45,658 | ||||
Summary of Future Estimated Amortization Expense Related to Acquired Leasehold Interest and Patents | As of January 31, 2015, our future estimated amortization expense related to the acquired land leasehold interest and technology patents are as follows (in thousands): | |||||||
2016 | $ | 1,027 | ||||||
2017 | 1,027 | |||||||
2018 | 889 | |||||||
2019 | 520 | |||||||
2020 | 463 | |||||||
Thereafter | 9,902 | |||||||
Total | $ | 13,828 | ||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Information about Assets that are Measured at Fair Value on a Recurring Basis | The following tables present information about our assets that are measured at fair value on a recurring basis using the above input categories (in thousands): | |||||||||||||||
Fair Value Measurements as of | ||||||||||||||||
January 31, 2015 | ||||||||||||||||
Description | Level 1 | Level 2 | Total | |||||||||||||
U.S. agency obligations | $ | — | $ | 1,304,235 | $ | 1,304,235 | ||||||||||
U.S. treasury securities | 180,649 | — | 180,649 | |||||||||||||
U.S. corporate securities | — | 99,632 | 99,632 | |||||||||||||
Commercial paper | — | 89,984 | 89,984 | |||||||||||||
Money market funds | 142,137 | — | 142,137 | |||||||||||||
$ | 322,786 | $ | 1,493,851 | $ | 1,816,637 | |||||||||||
Included in cash and cash equivalents | $ | 257,120 | ||||||||||||||
Included in marketable securities | $ | 1,559,517 | ||||||||||||||
Fair Value Measurements as of | ||||||||||||||||
January 31, 2014 | ||||||||||||||||
Description | Level 1 | Level 2 | Total | |||||||||||||
U.S. agency obligations | $ | — | $ | 1,125,454 | $ | 1,125,454 | ||||||||||
U.S. treasury securities | 536,788 | — | 536,788 | |||||||||||||
Commercial paper | — | 62,997 | 62,997 | |||||||||||||
U.S. corporate securities | — | 11,777 | 11,777 | |||||||||||||
Money market funds | 90,159 | — | 90,159 | |||||||||||||
$ | 626,947 | $ | 1,200,228 | $ | 1,827,175 | |||||||||||
Included in cash and cash equivalents | $ | 521,922 | ||||||||||||||
Included in marketable securities | $ | 1,305,253 | ||||||||||||||
Summary of Carrying Amounts and Estimated Fair Values of Financial Instruments | The carrying amounts and estimated fair values of financial instruments not recorded at fair value are as follows (in thousands): | |||||||||||||||
January 31, 2015 | January 31, 2014 | |||||||||||||||
Carrying | Estimated | Carrying | Estimated | |||||||||||||
Amount | Fair Value | Amount | Fair Value | |||||||||||||
0.75% Convertible senior notes | $ | 295,276 | $ | 407,750 | $ | 281,359 | $ | 434,875 | ||||||||
1.50% Convertible senior notes | 195,225 | 299,063 | 187,053 | 319,219 | ||||||||||||
Convertible_Senior_Notes_Table
Convertible Senior Notes (Tables) | 12 Months Ended | |||||||||||||||
Jan. 31, 2015 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Schedule of Senior Notes | The Notes consisted of the following (in thousands): | |||||||||||||||
31-Jan-15 | January 31, 2014 | |||||||||||||||
2018 Notes | 2020 Notes | 2018 Notes | 2020 Notes | |||||||||||||
Principal amounts: | ||||||||||||||||
Principal | $ | 350,000 | $ | 250,000 | $ | 350,000 | $ | 250,000 | ||||||||
Unamortized debt discount(1) | (54,724 | ) | (54,775 | ) | (68,641 | ) | (62,947 | ) | ||||||||
Net carrying amount | $ | 295,276 | $ | 195,225 | $ | 281,359 | $ | 187,053 | ||||||||
Carrying amount of the equity component(2) | $ | 74,892 | $ | 66,007 | $ | 74,892 | $ | 66,007 | ||||||||
(1) | Included in the consolidated balance sheets within Convertible senior notes, net and amortized over the remaining lives of the Notes on the straight-line basis as it approximates the effective interest rate method. | |||||||||||||||
(2) | Included in the consolidated balance sheets within additional paid-in capital, net of $2 million and $2 million for the 2018 Notes and 2020 Notes, respectively, in equity issuance costs. | |||||||||||||||
Schedule of Interest Expense Recognized Related to Convertible Senior Notes | The following table sets forth total interest expense recognized related to the 2018 Notes and 2020 Notes (in thousands): | |||||||||||||||
Year Ended January 31, | ||||||||||||||||
2015 | 2014 | |||||||||||||||
2018 Notes | 2020 Notes | 2018 Notes | 2020 Notes | |||||||||||||
Contractual interest expense | $ | 2,625 | $ | 3,750 | $ | 1,633 | $ | 2,333 | ||||||||
Interest cost related to amortization of debt issuance costs | 1,408 | 674 | 876 | 420 | ||||||||||||
Interest cost related to amortization of the debt discount | 13,916 | 8,172 | 8,265 | 4,834 | ||||||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||||||
Future Minimum Lease Payments by Year under Non-Cancelable Leases | As of January 31, 2015, the future minimum lease payments by year under non-cancelable leases are as follows (in thousands): | |||||||||||
Capital Leases | Operating | Operating Leases | ||||||||||
Leases | with Related Party | |||||||||||
2016 | $ | 3,293 | $ | 16,684 | $ | 4,868 | ||||||
2017 | — | 22,584 | 5,424 | |||||||||
2018 | — | 21,420 | 5,545 | |||||||||
2019 | — | 15,221 | 5,667 | |||||||||
2020 | — | 9,558 | 5,788 | |||||||||
Thereafter | — | 33,804 | 23,698 | |||||||||
3,293 | $ | 119,271 | $ | 50,990 | ||||||||
Less amount representing interest and taxes | (86 | ) | ||||||||||
3,207 | ||||||||||||
Less current portion | 3,207 | |||||||||||
Noncurrent | $ | — | ||||||||||
Common_Stock_and_Stockholders_1
Common Stock and Stockholders' Equity (Tables) | 12 Months Ended | ||||||||||
Jan. 31, 2015 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Summary of Combined Activity Under 2005 Stock Plan and EIP | A summary of information related to stock option activity during fiscal 2015 is as follows (in millions, except share and per share data): | ||||||||||
Outstanding | Weighted- | Aggregate | |||||||||
Stock | Average | Intrinsic | |||||||||
Options | Exercise | Value | |||||||||
Price | |||||||||||
Balance as of January 31, 2014 | 20,706,207 | $ | 3.93 | $ | 1,773 | ||||||
Stock option grants | — | — | |||||||||
Stock options exercised | (3,668,932 | ) | 2.74 | ||||||||
Stock options canceled | (373,718 | ) | 9.56 | ||||||||
Balance as of January 31, 2015 | 16,663,557 | $ | 4.06 | $ | 1,256 | ||||||
Vested and expected to vest as of January 31, 2015 | 16,371,996 | $ | 3.99 | $ | 1,236 | ||||||
Exercisable as of January 31, 2015 | 13,054,231 | $ | 3.12 | $ | 997 | ||||||
Summary of Information Related to Restricted Stock Units Activity | A summary of information related to restricted stock units activity during fiscal 2015 is as follows: | ||||||||||
Number of Shares | Weighted-Average | ||||||||||
Grant Date Fair Value | |||||||||||
Balance as of January 31, 2014 | 3,966,728 | $ | 70.72 | ||||||||
Restricted stock units granted | 3,724,136 | 81.65 | |||||||||
Restricted stock units vested | (1,055,785 | ) | 70.64 | ||||||||
Restricted stock units forfeited | (225,947 | ) | 75.11 | ||||||||
Balance as of January 31, 2015 | 6,409,132 | $ | 76.93 | ||||||||
Assumptions Used for Periods Presented | The assumptions used for the periods presented were as follows: | ||||||||||
Year Ended January 31, | |||||||||||
Stock Options | 2015 | 2014 | 2013 | ||||||||
Expected volatility | n/a | 54.8% – 55.8% | 54.3% – 61.1% | ||||||||
Expected term (in years) | n/a | 6.11 | 5 – 6.4 | ||||||||
Risk-free interest rate | n/a | 0.9% - 1.8% | 0.8% - 1.0% | ||||||||
Dividend yield | n/a | —% | —% | ||||||||
Year Ended January 31, | |||||||||||
ESPP | 2015 | 2014 | 2013 | ||||||||
Expected volatility | 32.8% – 37.7% | 27.7% – 30.4% | n/a | ||||||||
Expected term (in years) | 0.5 | 0.5 | n/a | ||||||||
Risk-free interest rate | 0.01% - 0.1% | 0.10% | n/a | ||||||||
Dividend yield | —% | —% | n/a | ||||||||
Weighted-average grant date fair value per share | $64.12 – 72.26 | $52.88 – 68.43 | n/a |
Other_Expense_Net_Tables
Other Expense, Net (Tables) | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Other Income and Expenses [Abstract] | ||||||||||||
Other Expense, Net | Other expense, net consisted of the following (in thousands): | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Interest income | $ | 2,960 | $ | 1,992 | $ | 560 | ||||||
Interest expense(1) | (31,060 | ) | (19,618 | ) | (1,363 | ) | ||||||
Other income (expense) | (2,170 | ) | 77 | (400 | ) | |||||||
Other expense, net | $ | (30,270 | ) | $ | (17,549 | ) | $ | (1,203 | ) | |||
(1) | During fiscal 2015 and 2014, interest expense includes the contractual interest expense related to the 2018 Notes and 2020 Notes, non-cash interest related to amortization of the debt discount and amortization of debt issuance costs (see Note 10). |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Components of Income (Loss) before Provision for Income Taxes | The components of income (loss) before provision for income taxes were as follows (in thousands): | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Domestic | $ | (93,619 | ) | $ | (49,652 | ) | $ | (119,793 | ) | |||
Foreign | (152,353 | ) | (121,179 | ) | 727 | |||||||
Total | $ | (245,972 | ) | $ | (170,831 | ) | $ | (119,066 | ) | |||
Summary of Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consisted of the following (in thousands): | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Current: | ||||||||||||
Federal | $ | 90 | $ | 60 | $ | (160 | ) | |||||
State | 106 | 178 | 42 | |||||||||
Foreign | 2,128 | 1,440 | 242 | |||||||||
Total | $ | 2,324 | $ | 1,678 | $ | 124 | ||||||
Deferred: | ||||||||||||
Federal | $ | — | $ | — | $ | — | ||||||
State | — | — | — | |||||||||
Foreign | (314 | ) | — | — | ||||||||
Total | (314 | ) | — | — | ||||||||
Provision for income taxes | $ | 2,010 | $ | 1,678 | $ | 124 | ||||||
Reconciliation of Income Taxes Computed at Federal Statutory Income Tax Rate and Provision for Income Taxes | The items accounting for the difference between income taxes computed at the federal statutory income tax rate and the provision for income taxes consisted of the following: | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
Effect of: | ||||||||||||
Foreign income at other than U.S. rates | (22.5 | ) | (25.4 | ) | 0.3 | |||||||
Intercompany transactions | (0.2 | ) | (36.8 | ) | — | |||||||
Research tax credits | 6.9 | 12.7 | — | |||||||||
State taxes, net of federal benefit | 0.6 | 1.9 | 5 | |||||||||
Changes in valuation allowance | (15.9 | ) | 16.1 | (37.8 | ) | |||||||
Stock compensation | (4.0 | ) | (3.9 | ) | (2.4 | ) | ||||||
Other | (0.7 | ) | (0.6 | ) | (0.2 | ) | ||||||
(0.8 | )% | (1.0 | )% | (0.1 | )% | |||||||
Schedule of Deferred Tax Assets and Liabilities | Significant components of our deferred tax assets and liabilities were as follows (in thousands): | |||||||||||
January 31, | January 31, | |||||||||||
2015 | 2014 | |||||||||||
Deferred tax assets: | ||||||||||||
Unearned revenue | $ | 29,093 | $ | 26,079 | ||||||||
Other reserves and accruals | 16,337 | 16,751 | ||||||||||
Federal net operating loss carryforwards | 82,434 | 82,006 | ||||||||||
State and foreign net operating loss carryforwards | 23,047 | 23,221 | ||||||||||
Property and equipment | 18,864 | 11,753 | ||||||||||
Share-based compensation | 34,009 | 12,092 | ||||||||||
Research and development credits | 38,738 | 21,763 | ||||||||||
Other | 4,767 | 2,642 | ||||||||||
247,289 | 196,307 | |||||||||||
Valuation allowance | (177,211 | ) | (130,462 | ) | ||||||||
Deferred tax assets, net of valuation allowance | 70,078 | 65,845 | ||||||||||
Deferred tax liabilities: | ||||||||||||
Intercompany transactions | (61,389 | ) | (61,701 | ) | ||||||||
Other prepaid assets | (7,255 | ) | (4,144 | ) | ||||||||
Other | (783 | ) | — | |||||||||
(69,427 | ) | (65,845 | ) | |||||||||
Net deferred tax assets | $ | 651 | $ | — | ||||||||
Summary of Reconciliation of Gross Unrecognized Tax Benefit | A reconciliation of the gross unrecognized tax benefit is as follows (in thousands): | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
Unrecognized tax benefits at the beginning of the period | $ | 77,090 | $ | 15,577 | $ | 10,705 | ||||||
Additions for tax positions taken in prior years | 3,946 | 1,928 | 1,392 | |||||||||
Reductions for tax positions taken in prior years | (49 | ) | (10,982 | ) | — | |||||||
Additions for tax positions related to the current year | 7,676 | 70,567 | 3,480 | |||||||||
Unrecognized tax benefits at the end of the period | $ | 88,663 | $ | 77,090 | $ | 15,577 | ||||||
Net_loss_per_share_Tables
Net loss per share (Tables) | 12 Months Ended | |||||||||||||||||||||||
Jan. 31, 2015 | ||||||||||||||||||||||||
Earnings Per Share [Abstract] | ||||||||||||||||||||||||
Summary of Calculation of Basic and Diluted Net Income Per Share | The following table presents the calculation of basic and diluted net loss attributable to common stockholders per share (in thousands, except per share data): | |||||||||||||||||||||||
Year Ended January 31, | ||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||
Class A | Class B | Class A | Class B | Class A | Class B | |||||||||||||||||||
Basic and diluted net loss attributable to Class A and Class B common stockholders per share: | ||||||||||||||||||||||||
Numerator: | ||||||||||||||||||||||||
Allocation of distributed net loss attributable to common stockholders | $ | (133,736 | ) | $ | (114,246 | ) | $ | (64,985 | ) | $ | (107,524 | ) | $ | (12,955 | ) | $ | (106,803 | ) | ||||||
Denominator: | ||||||||||||||||||||||||
Weighted-average common shares outstanding | 99,070 | 84,632 | 64,528 | 106,769 | 8,006 | 66,005 | ||||||||||||||||||
Basic and diluted net loss per share | $ | (1.35 | ) | $ | (1.35 | ) | $ | (1.01 | ) | $ | (1.01 | ) | $ | (1.62 | ) | $ | (1.62 | ) | ||||||
Summary of Diluted Net Loss Per Common Share | The anti-dilutive securities excluded from the weighted-average shares used to calculate the diluted net loss per common share were as follows (in thousands): | |||||||||||||||||||||||
Year Ended January 31, | ||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||
Outstanding common stock options and warrants (1) | 16,664 | 20,706 | 31,206 | |||||||||||||||||||||
Shares subject to repurchase | 1,164 | 1,709 | 2,916 | |||||||||||||||||||||
Unvested restricted stock awards, units, and PRSUs | 7,283 | 4,999 | 1,503 | |||||||||||||||||||||
Shares related to the convertible senior notes | 7,261 | 7,261 | — | |||||||||||||||||||||
Shares subject to warrants related to the issuance of convertible senior notes | 7,261 | 7,261 | — | |||||||||||||||||||||
39,633 | 41,936 | 35,625 | ||||||||||||||||||||||
(1) | Warrants to purchase 1.4 million shares were outstanding as of January 31, 2013 and were exercised during fiscal 2014. |
Geographic_Information_Tables
Geographic Information (Tables) | 12 Months Ended | |||||||||||
Jan. 31, 2015 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Summary of Revenues by Geographic Area | The following tables set forth revenue by geographic area (in thousands): | |||||||||||
Year Ended January 31, | ||||||||||||
2015 | 2014 | 2013 | ||||||||||
United States | $ | 657,085 | $ | 394,564 | $ | 226,006 | ||||||
International | 130,775 | 74,374 | 47,651 | |||||||||
Total | $ | 787,860 | $ | 468,938 | $ | 273,657 | ||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Jan. 31, 2015 | ||||||||||||||||||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||||||||||||||
Consolidated Statements of Operations Data | The following tables set forth selected unaudited quarterly consolidated statements of operations data for each of the eight quarters in fiscal 2015 and 2014 (in thousands except per share data): | |||||||||||||||||||||||||||||||
Quarter ended | ||||||||||||||||||||||||||||||||
January 31, | October 31, | July 31, | April 30, | January 31, | October 31, | July 31, | April 30, | |||||||||||||||||||||||||
2015 | 2014 | 2014 | 2014 | 2014 | 2013 | 2013 | 2013 | |||||||||||||||||||||||||
Consolidated Statements of Operations Data: | ||||||||||||||||||||||||||||||||
Total revenues | $ | 226,273 | $ | 215,070 | $ | 186,780 | $ | 159,737 | $ | 141,866 | $ | 127,872 | $ | 107,555 | $ | 91,645 | ||||||||||||||||
Operating loss | (50,384 | ) | (51,466 | ) | (61,769 | ) | (52,083 | ) | (47,976 | ) | (40,399 | ) | (32,283 | ) | (32,624 | ) | ||||||||||||||||
Net loss | (59,466 | ) | (59,912 | ) | (69,215 | ) | (59,389 | ) | (55,982 | ) | (47,534 | ) | (35,978 | ) | (33,015 | ) | ||||||||||||||||
Net loss per share | (0.32 | ) | (0.33 | ) | (0.38 | ) | (0.32 | ) | (0.32 | ) | (0.27 | ) | (0.21 | ) | (0.20 | ) | ||||||||||||||||
Overview_and_Basis_of_Presenta1
Overview and Basis of Presentation - Additional Information (Detail) | 12 Months Ended |
Jan. 31, 2015 | |
Segment | |
Accounting Policies [Abstract] | |
Date of incorporation | 31-Mar-05 |
Date of reincorporation | 30-Jun-12 |
Number of operating segments | 1 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | Jun. 30, 2013 | |
Accounting Policies [Line Items] | ||||
Subscriptions contract period | 3 years | |||
Cash and cash equivalents liquid investments original maturity period | three months or less | |||
Period for marketable securities to be recognized as current assets | 12 months | |||
Period to pay portion of total arrangement fee | 30 days | |||
Unearned revenue anticipated recognition term | succeeding 12-month | |||
Advertising expense | $20,000,000 | $9,000,000 | $7,000,000 | |
2018 Notes [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible senior notes, interest rate | 0.75% | 0.75% | 0.75% | |
Convertible Senior Notes, principal amount | 350,000,000 | 350,000,000 | 350,000,000 | |
Convertible senior notes, maturity date | 15-Jul-18 | |||
2020 Notes [Member] | ||||
Accounting Policies [Line Items] | ||||
Convertible senior notes, interest rate | 1.50% | 1.50% | 1.50% | |
Convertible Senior Notes, principal amount | $250,000,000 | $250,000,000 | $250,000,000 | |
Convertible senior notes, maturity date | 15-Jul-20 |
Marketable_Securities_Summary_
Marketable Securities - Summary of Marketable Securities (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $1,816,127 | $1,826,844 |
Unrealized Gains | 540 | 428 |
Unrealized Losses | -30 | -97 |
Aggregate Fair Value | 1,816,637 | 1,827,175 |
U.S. agency obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,303,829 | 1,125,170 |
Unrealized Gains | 422 | 334 |
Unrealized Losses | -16 | -50 |
Aggregate Fair Value | 1,304,235 | 1,125,454 |
U.S. treasury securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 180,559 | 536,747 |
Unrealized Gains | 91 | 88 |
Unrealized Losses | -1 | -47 |
Aggregate Fair Value | 180,649 | 536,788 |
Commercial paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 89,984 | 62,997 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Aggregate Fair Value | 89,984 | 62,997 |
U.S. corporate securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 99,618 | 11,771 |
Unrealized Gains | 27 | 6 |
Unrealized Losses | -13 | 0 |
Aggregate Fair Value | 99,632 | 11,777 |
Money market funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 142,137 | 90,159 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Aggregate Fair Value | 142,137 | 90,159 |
Included in cash and cash equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 257,120 | 521,956 |
Unrealized Gains | 0 | 3 |
Unrealized Losses | 0 | -37 |
Aggregate Fair Value | 257,120 | 521,922 |
Included in marketable securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,559,007 | 1,304,888 |
Unrealized Gains | 540 | 425 |
Unrealized Losses | -30 | -60 |
Aggregate Fair Value | $1,559,517 | $1,305,253 |
Marketable_Securities_Addition
Marketable Securities - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Sales of available-for-sale securities | $53,182,000 | $0 | $0 |
Included in marketable securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Marketable securities continuous unrealized loss position for more than 12 months | $0 |
Deferred_Costs_Summary_of_Defe
Deferred Costs - Summary of Deferred Costs (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current: | ||
Deferred professional service costs | $3,606 | $3,555 |
Deferred sales commissions | 16,865 | 12,891 |
Total | 20,471 | 16,446 |
Noncurrent: | ||
Deferred professional service costs | 1,254 | 4,357 |
Deferred sales commissions | 19,744 | 16,440 |
Total | $20,998 | $20,797 |
Property_and_Equipment_Summary
Property and Equipment - Summary of Property and Equipment (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Abstract] | ||
Computers, equipment and software | $139,569 | $75,867 |
Computers, equipment and software acquired under capital leases | 34,112 | 38,912 |
Furniture and fixtures | 13,082 | 7,782 |
Leasehold improvements | 47,496 | 15,885 |
Property and equipment, gross | 234,259 | 138,446 |
Less accumulated depreciation and amortization | -94,123 | -60,782 |
Property and equipment, net | $140,136 | $77,664 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $46 | $29 | $16 |
Depreciation on asset recorded under capital lease | $9 | $12 | $10 |
Business_Combinations_Summary_
Business Combinations - Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2014 | Feb. 28, 2014 | Jan. 31, 2015 | Feb. 20, 2014 |
Identified intangible assets acquired: | ||||
Goodwill | $8,488 | $32,312 | ||
Net assets acquired | 26,391 | |||
Estimated remaining useful life | 6 years | |||
Future estimated amortization expense, 2016 | 1,027 | |||
Future estimated amortization expense, 2017 | 1,027 | |||
Identified, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash | 74 | |||
Prepaid expenses and other current assets | 150 | |||
Identified intangible assets acquired: | ||||
Goodwill | 23,824 | |||
Total assets acquired | 27,648 | |||
Accrued expenses and other current liabilities | -1,257 | |||
Deferred tax liabilities | 0 | |||
Total liabilities assumed | -1,257 | |||
Net assets acquired | 26,391 | |||
Developed Technology Rights [Member] | ||||
Identified intangible assets acquired: | ||||
Estimated remaining useful life | 3 years | |||
Developed Technology Rights [Member] | Identified, Inc. [Member] | ||||
Identified intangible assets acquired: | ||||
Developed technology | 3,600 | |||
Future estimated amortization expense, 2016 | 1,000 | |||
Future estimated amortization expense, 2017 | $1,000 |
Goodwill_and_Acquisitionrelate2
Goodwill and Acquisition-related Intangible Assets, Net - Schedule of Goodwill and Acquisition related Intangible Assets (Detail) (USD $) | 73 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Jan. 31, 2015 | Jan. 31, 2014 |
Acquisition | |||
Finite-Lived Intangible Assets [Line Items] | |||
Number of businesses acquired | 2 | ||
Intangible assets, gross | $4,538 | $938 | |
Less accumulated amortization | -2,071 | -938 | |
Acquisition-related intangible assets, net | 2,467 | 0 | |
Goodwill | 32,312 | 8,488 | |
Goodwill and acquisition-related intangible assets, net | 34,779 | 8,488 | |
Acquired purchased technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | 4,200 | 600 | |
Customer relationship assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets, gross | $338 | $338 |
Other_Assets_Schedule_of_Other
Other Assets - Schedule of Other Assets (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | $53,681 | $45,658 |
Issuance cost of convertible senior notes [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | 8,543 | 10,625 |
Acquired land leasehold interest, net [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | 9,886 | 9,991 |
Technology patents, net [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | 3,942 | 4,865 |
Cost-method investments [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | 10,000 | 0 |
Others [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Other assets | $21,310 | $20,177 |
Other_Assets_Additional_Inform
Other Assets - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |
Share data in Millions, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2015 |
acre | acre | ||
Finite-Lived Intangible Assets [Line Items] | |||
Purchase amount of private company's shares | $10,000,000 | ||
Lease period | 95 years | ||
Parcel of vacant land | 6.9 | 6.9 | |
Other assets | 45,658,000 | 45,658,000 | 53,681,000 |
Lease rent, prepaid | 2,000,000 | 2,000,000 | |
Patents weighted-average useful remaining lives | 6 years | ||
Minimum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Additional payments to the lessor | 200,000 | ||
Maximum [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Additional payments to the lessor | 1,000,000 | ||
Purchase of leasehold interest [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other assets | 10,000,000 | 10,000,000 | |
Technology patents, net [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Other assets | 4,865,000 | 4,865,000 | 3,942,000 |
Amount agreed to purchase patents | $5,000,000 | $5,000,000 | |
Series D Preferred Stock [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Number of shares purchased in private company | 1.4 |
Other_Assets_Summary_of_Future
Other Assets - Summary of Future Estimated Amortization Expense Related to Acquired Land Leasehold Interest and Technology Patents (Detail) (USD $) | Jan. 31, 2015 |
In Thousands, unless otherwise specified | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
2016 | $1,027 |
2017 | 1,027 |
2018 | 889 |
2019 | 520 |
2020 | 463 |
Thereafter | 9,902 |
Total | $13,828 |
Fair_Value_Measurements_Inform
Fair Value Measurements - Information about Assets that are Measured at Fair Value on a Recurring Basis (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | $1,816,637 | $1,827,175 |
U.S. agency obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 1,304,235 | 1,125,454 |
U.S. treasury securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 180,649 | 536,788 |
U.S. corporate securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 99,632 | 11,777 |
Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 89,984 | 62,997 |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 142,137 | 90,159 |
Included in cash and cash equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 257,120 | 521,922 |
Included in marketable securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 1,559,517 | 1,305,253 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 322,786 | 626,947 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | U.S. agency obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 0 | 0 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | U.S. treasury securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 180,649 | 536,788 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | U.S. corporate securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 0 | 0 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 0 | 0 |
Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 142,137 | 90,159 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 1,493,851 | 1,200,228 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | U.S. agency obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 1,304,235 | 1,125,454 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | U.S. treasury securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 0 | 0 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | U.S. corporate securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 99,632 | 11,777 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Commercial paper [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | 89,984 | 62,997 |
Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets Fair Value Disclosure | $0 | $0 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Carrying Amounts and Estimated Fair Values of Financial Instruments (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | $490,501 | $468,412 | |
2018 Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | 295,276 | 281,359 | |
Estimated Fair Value | 407,750 | 434,875 | |
Contractual interest rate | 0.75% | 0.75% | 0.75% |
2020 Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Carrying Amount | 195,225 | 187,053 | |
Estimated Fair Value | $299,063 | $319,219 | |
Contractual interest rate | 1.50% | 1.50% | 1.50% |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jun. 30, 2013 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Closing price of company's common stock | $79.46 | ||
2018 Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Convertible Senior Notes, principal amount | $350,000,000 | $350,000,000 | $350,000,000 |
Contractual interest rate | 0.75% | 0.75% | 0.75% |
2020 Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Convertible Senior Notes, principal amount | 250,000,000 | 250,000,000 | 250,000,000 |
Contractual interest rate | 1.50% | 1.50% | 1.50% |
Forward Contracts [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Notional amount | 10,000,000 | ||
Less than 60 days to Maturity | 60 days | ||
Prepaid Expenses and Other Current Assets [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value of derivative assets | 400,000 | ||
Accrued and Other Current Liabilities [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Fair value of derivative liabilities (less than $0.1 Million) | 100,000 | ||
Other Expense [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Net gain on non-designated derivative instruments | $400,000 |
Convertible_Senior_Notes_Addit
Convertible Senior Notes - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Share data in Millions, except Per Share data, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | Jun. 30, 2013 |
Debt Instrument [Line Items] | ||||
Proceeds from sale of warrants | $0 | $92,708,000 | $0 | |
2018 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible Senior Notes, principal amount | 350,000,000 | 350,000,000 | 350,000,000 | |
Contractual interest rate | 0.75% | 0.75% | 0.75% | |
Convertible senior notes, maturity date | 15-Jul-18 | |||
First required date for interest payment | 15-Jan-14 | |||
Latest date for conversion | 14-Mar-18 | |||
Liability issuance costs | 7,000,000 | |||
Equity issuance costs | 2,000,000 | 2,000,000 | ||
Amortization expense for debt issuance costs | 1,408,000 | 876,000 | ||
Remaining life of the Notes | 41 months | |||
Effective interest rates of the liability components | 5.75% | |||
2018 Notes [Member] | Purchased Options [Member] | ||||
Debt Instrument [Line Items] | ||||
Purchased options expiration year | 2018 | |||
Two Thousand Eighteen And Two Thousand Twenty Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible Senior Notes, principal amount | 250,000,000 | |||
2020 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible Senior Notes, principal amount | 250,000,000 | 250,000,000 | 250,000,000 | |
Contractual interest rate | 1.50% | 1.50% | 1.50% | |
Convertible senior notes, maturity date | 15-Jul-20 | |||
First required date for interest payment | 15-Jan-14 | |||
Latest date for conversion | 13-Mar-20 | |||
Liability issuance costs | 5,000,000 | |||
Equity issuance costs | 2,000,000 | 2,000,000 | ||
Amortization expense for debt issuance costs | 674,000 | 420,000 | ||
Remaining life of the Notes | 65 months | |||
Effective interest rates of the liability components | 6.25% | |||
2020 Notes [Member] | Purchased Options [Member] | ||||
Debt Instrument [Line Items] | ||||
Purchased options expiration year | 2020 | |||
Convertible Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Repurchase of notes percentage | 100.00% | |||
Exercise price of warrants, per share | $108 | |||
Proceeds from sale of warrants | 93,000,000 | |||
Convertible Senior Notes [Member] | Scenario One [Member] | ||||
Debt Instrument [Line Items] | ||||
Threshold trading days | 20 | |||
Threshold consecutive trading days | 30 days | |||
Threshold percentage of conversion price | 130.00% | |||
Convertible Senior Notes [Member] | Scenario two [Member] | ||||
Debt Instrument [Line Items] | ||||
Threshold trading days | 5 | |||
Threshold consecutive trading days | 5 days | |||
Convertible Senior Notes [Member] | Scenario two [Member] | Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Threshold percentage of conversion price | 98.00% | |||
Convertible Senior Notes [Member] | Purchased Options [Member] | ||||
Debt Instrument [Line Items] | ||||
Shares covered by each purchased option/warrant | 7.3 | |||
Aggregate amount paid for Purchased Options | 144,000,000 | |||
Warrants expires In July 2018 [Member] | ||||
Debt Instrument [Line Items] | ||||
Shares covered by each purchased option/warrant | 4.2 | |||
Warrants expiration period | 2018-07 | |||
Warrants expires In July 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Shares covered by each purchased option/warrant | 3.1 | |||
Warrants expiration period | 2020-07 | |||
Class A Common Stock [Member] | 2018 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Initial conversion rate | 12.0075 | |||
Principal amount converted in to Class A Common Stock | 1,000 | |||
Initial conversion price | $83.28 | |||
Class A Common Stock [Member] | 2020 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Initial conversion rate | 12.234 | |||
Principal amount converted in to Class A Common Stock | $1,000 | |||
Initial conversion price | $81.74 |
Convertible_Senior_Notes_Sched
Convertible Senior Notes - Schedule of Senior Notes (Detail) (USD $) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jun. 30, 2013 | |
Debt Instrument [Line Items] | |||
Net carrying amount | $490,501,000 | $468,412,000 | |
2018 Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal | 350,000,000 | 350,000,000 | 350,000,000 |
Unamortized debt discount | -54,724,000 | -68,641,000 | |
Net carrying amount | 295,276,000 | 281,359,000 | |
Carrying amount of the equity component | 74,892,000 | 74,892,000 | |
Equity issuance costs | 2,000,000 | 2,000,000 | |
2020 Notes [Member] | |||
Debt Instrument [Line Items] | |||
Principal | 250,000,000 | 250,000,000 | 250,000,000 |
Unamortized debt discount | -54,775,000 | -62,947,000 | |
Net carrying amount | 195,225,000 | 187,053,000 | |
Carrying amount of the equity component | 66,007,000 | 66,007,000 | |
Equity issuance costs | $2,000,000 | $2,000,000 |
Convertible_Senior_Notes_Sched1
Convertible Senior Notes - Schedule of Interest Expense Recognized Related to Convertible Senior Notes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Debt Instrument [Line Items] | |||
Interest cost related to amortization of the debt discount | $24,171 | $14,395 | $0 |
2018 Notes [Member] | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 2,625 | 1,633 | |
Interest cost related to amortization of debt issuance costs | 1,408 | 876 | |
Interest cost related to amortization of the debt discount | 13,916 | 8,265 | |
2020 Notes [Member] | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 3,750 | 2,333 | |
Interest cost related to amortization of debt issuance costs | 674 | 420 | |
Interest cost related to amortization of the debt discount | $8,172 | $4,834 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Jan. 31, 2014 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
acre | acre | |||
Long-term Purchase Commitment [Line Items] | ||||
Lease term period | 95 years | |||
Parcel of vacant land | 6.9 | 6.9 | ||
Lease rent, prepaid | $2 | $2 | ||
Annual rent payments of $0.2 Million plus increases based on increases in consumer price index | 0.2 | |||
Rent expense | 21 | 11 | 6 | |
Minimum [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Additional payments to the lessor | 0.2 | |||
Maximum [Member] | ||||
Long-term Purchase Commitment [Line Items] | ||||
Additional payments to the lessor | $1 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Future Minimum Lease Payments by Year under Non-Cancelable Leases (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Capital Leases | ||
2016 | $3,293 | |
2017 | 0 | |
2018 | 0 | |
2019 | 0 | |
2020 | 0 | |
Thereafter | 0 | |
Capital leases | 3,293 | |
Less amount representing interest and taxes | -86 | |
Capital leases, Total | 3,207 | |
Less current portion | 3,207 | 9,377 |
Noncurrent | 0 | 3,589 |
Operating Leases and Operating Leases with Related Party | ||
2016 | 16,684 | |
2017 | 22,584 | |
2018 | 21,420 | |
2019 | 15,221 | |
2020 | 9,558 | |
Thereafter | 33,804 | |
Operating leases | 119,271 | |
Related Party [Member] | ||
Operating Leases and Operating Leases with Related Party | ||
2016 | 4,868 | |
2017 | 5,424 | |
2018 | 5,545 | |
2019 | 5,667 | |
2020 | 5,788 | |
Thereafter | 23,698 | |
Operating leases | $50,990 |
Common_Stock_and_Stockholders_2
Common Stock and Stockholders' Equity - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | Mar. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2013 | Aug. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Conversion of Common Stock into Class B Common Stock | 42,100,000 | ||||||
Liabilities related to early exercises of stock options | $4,000,000 | $6,000,000 | $6,000,000 | ||||
Total intrinsic value of the options exercised | 311,000,000 | 566,000,000 | 70,000,000 | ||||
Unrecognized compensation cost | 37,000,000 | ||||||
Weighted-average period to be recognized | 2 years 2 months 0 days | ||||||
Dividend paid | 0 | ||||||
Expect to pay dividend | 0 | ||||||
Workday Foundation [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of shares of common stock to the workday foundation | 500,000 | ||||||
Employee stock purchase plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share reserve increased | 1,800,000 | ||||||
Common stock available for future grants | 3,400,000 | ||||||
Percentage of fair market value of stock at which employees are granted shares | 85.00% | ||||||
Number of shares purchased by employees | 400,986 | ||||||
Weighted-average purchase price | $65.33 | ||||||
Cash proceeds | 26,000,000 | ||||||
General and administrative [Member] | Workday Foundation [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based charge to general and administrative expense | 11,000,000 | ||||||
Class A Common Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock shares issued | 6,900,000 | ||||||
Offering price per share | $89 | $89 | |||||
Net proceeds from shares | 592,000,000 | ||||||
Underwriting discounts and commissions | 21,000,000 | ||||||
Other offering expenses | 1,000,000 | ||||||
Common stock outstanding | 105,000,000 | 91,000,000 | 91,000,000 | ||||
Common stock, votes per share | 1 | ||||||
Class A Common Stock [Member] | 2012 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share reserve increased | 9,200,000 | 8,300,000 | |||||
Common stock available for future grants | 49,700,000 | ||||||
Class B Common Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Conversion of Preferred Stock into common stock | 98,000,000 | ||||||
Common stock outstanding | 83,000,000 | 92,000,000 | 92,000,000 | ||||
Common stock, votes per share | 10 | ||||||
Percent of shares of common stock less than 9% of the outstanding shares | 9.00% | ||||||
Duration of time after death of Co-Founders until shares are converted | 9 months | ||||||
Number of restricted shares | 1,000,000 | ||||||
Outstanding, weighted average grant date fair value | $12.89 | ||||||
Performance Based Restricted Stock Unit PRSU Member [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation cost | 9,000,000 | ||||||
Weighted average grant date fair value (in dollars per share) | $83.77 | ||||||
Number of shares granted | 106,320 | ||||||
Purchased option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options issued under the Plan exercisable for periods | 10 years | ||||||
Vest over periods | 5 years | ||||||
Shares subject to unvested restricted stock awards and units [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Total grant-date fair value of stock options vested | 20,000,000 | 27,000,000 | 7,000,000 | ||||
Weighted-average remaining contractual life of vested and expected to vest options | 6 years 0 months 0 days | ||||||
Weighted-average period to be recognized | 2 years 9 months 18 days | ||||||
Weighted-average remaining contractual life of exercisable options | 5 years 9 months | ||||||
Weighted-average remaining contractual life of outstanding options | 6 years 0 months 0 days | ||||||
Restricted stock awards vested | 300,000 | ||||||
Restricted stock awards vested, weighted average grant fair value | $12.73 | ||||||
Unrecognized compensation cost | 10,000,000 | ||||||
Shares subject to unvested restricted stock awards and units [Member] | Executive Officers [Member] | 2012 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options issued under the Plan exercisable for periods | 5 years | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vest over periods | 4 years | ||||||
Weighted-average period to be recognized | 3 years 0 months | ||||||
Outstanding, weighted average grant date fair value | $76.93 | $70.72 | $70.72 | ||||
Restricted stock awards vested | 1,055,785 | ||||||
Restricted stock awards vested, weighted average grant fair value | $70.64 | ||||||
Unrecognized compensation cost | $413,000,000 | ||||||
Weighted average grant date fair value (in dollars per share) | $81.65 | ||||||
Number of shares granted | 3,724,136 | ||||||
Restricted Stock Units (RSUs) [Member] | Class A Common Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of restricted shares | 3,700,000 | ||||||
Weighted average grant date fair value (in dollars per share) | $81.65 |
Common_Stock_and_Stockholders_3
Common Stock and Stockholders' Equity - Summary of Combined Activity Under 2005 Stock Plan and EIP (Detail) (USD $) | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Jan. 31, 2015 |
Outstanding Stock Options | |
Beginning Balance (in shares) | 20,706,207 |
Stock option grants (in shares) | 0 |
Stock options exercised (in shares) | -3,668,932 |
Stock options canceled (in shares) | -373,718 |
Ending Balance (in shares) | 16,663,557 |
Vested and expected to vest, Outstanding Stock Options ( in shares) | 16,371,996 |
Exercisable, Outstanding Stock Options (in shares) | 13,054,231 |
Weighted- Average Exercise Price | |
Beginning Balance (in usd per share) | $3.93 |
Stock option grants (in usd per share) | $0 |
Stock options exercised (in usd per share) | $2.74 |
Stock options canceled (in usd per share) | $9.56 |
Ending Balance (in usd per share) | $4.06 |
Vested and expected to vest, Weighted-Average Exercise Price (in usd per share) | $3.99 |
Exercisable, Weighted-Average Exercise Price (in usd per share) | $3.12 |
Beginning Balance, Aggregate Intrinsic Value | $1,773 |
Ending Balance, Aggregate Intrinsic Value | 1,256 |
Vested and expected to vest, Aggregate Intrinsic Value | 1,236 |
Exercisable, Aggregate Intrinsic Value | $997 |
Common_Stock_and_Stockholders_4
Common Stock and Stockholders' Equity - Summary of Information Related to Restricted Stock Units Activity (Detail) (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended |
Jan. 31, 2015 | |
Restricted Stock Units (RSUs) [Member] | |
Restricted Stock Units | |
Beginning Balance, Number of Shares | 3,966,728 |
Restricted stock units granted, Number of Shares | 3,724,136 |
Restricted stock units vested, Number of Shares | -1,055,785 |
Restricted stock units forfeited, Number of Shares | -225,947 |
Ending Balance, Number of Shares | 6,409,132 |
Weighted-Average Grant Date Fair Value | |
Beginning Balance (in usd per share) | $70.72 |
Restricted stock units granted (in usd per share) | $81.65 |
Restricted stock units vested (in usd per share) | $70.64 |
Restricted stock units forfeited (in usd per share) | $75.11 |
Ending Balance (in usd per share) | $76.93 |
Common_Stock_and_Stockholders_5
Common Stock and Stockholders' Equity - Assumptions Used for Periods Presented (Detail) (USD $) | 12 Months Ended | ||
Jan. 31, 2014 | Jan. 31, 2013 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, Minimum | 54.80% | 54.30% | |
Expected volatility, Maximum | 55.80% | 61.10% | |
Risk-free interest rate, Minimum | 0.90% | 0.80% | |
Risk-free interest rate, Maximum | 1.80% | 1.00% | |
Dividend yield | 0.00% | 0.00% | |
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, Minimum | 27.70% | 32.80% | |
Expected volatility, Maximum | 30.40% | 37.70% | |
Expected term (in years) | 6 months | 6 months | |
Risk-free interest rate, Minimum | 0.10% | 0.01% | |
Risk-free interest rate, Maximum | 0.10% | ||
Dividend yield | 0.00% | 0.00% | |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 1 month 10 days | 5 years | |
Minimum [Member] | Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | 52.88 | 64.12 | |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years 4 months 24 days | ||
Maximum [Member] | Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value per share | 68.43 | 72.26 |
Other_Expense_Net_Other_Expens
Other Expense, Net - Other Expense, Net (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Other Income and Expenses [Abstract] | |||
Interest income | $2,960 | $1,992 | $560 |
Interest expense | -31,060 | -19,618 | -1,363 |
Other income (expense) | -2,170 | 77 | -400 |
Other expense, net | ($30,270) | ($17,549) | ($1,203) |
Income_Taxes_Components_of_Inc
Income Taxes - Components of Income (Loss) before Provision for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Income Tax Disclosure [Abstract] | |||
Domestic | ($93,619) | ($49,652) | ($119,793) |
Foreign | -152,353 | -121,179 | 727 |
Loss before provision for income taxes | ($245,972) | ($170,831) | ($119,066) |
Income_Taxes_Summary_of_Provis
Income Taxes - Summary of Provision (Benefit) for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Current: | |||
Federal | $90 | $60 | ($160) |
State | 106 | 178 | 42 |
Foreign | 2,128 | 1,440 | 242 |
Total | 2,324 | 1,678 | 124 |
Deferred: | |||
Federal | 0 | 0 | 0 |
State | 0 | 0 | 0 |
Foreign | -314 | 0 | 0 |
Total | -314 | 0 | 0 |
Provision for income taxes | $2,010 | $1,678 | $124 |
Income_Taxes_Reconciliation_of
Income Taxes - Reconciliation of Income Taxes Computed at Federal Statutory Income Tax Rate and Provision for Income Taxes (Detail) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
Effect of: | |||
Foreign income at other than U.S. rates | -22.50% | -25.40% | 0.30% |
Intercompany transactions | -0.20% | -36.80% | 0.00% |
Research tax credits | 6.90% | 12.70% | 0.00% |
State taxes, net of federal benefit | 0.60% | 1.90% | 5.00% |
Changes in valuation allowance | -15.90% | 16.10% | -37.80% |
Stock compensation | -4.00% | -3.90% | -2.40% |
Other | -0.70% | -0.60% | -0.20% |
Total | -0.80% | -1.00% | -0.10% |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Unrecorded excess stock option tax benefits | $267,000,000 | ||
Valuation allowance | 177,211,000 | 130,462,000 | |
Increase of valuation allowance on net deferred tax assets | 47,000,000 | ||
Decrease of valuation allowance on net deferred tax assets | 28,000,000 | ||
Excess tax benefit of stock option exercises | 0 | ||
Undistributed earnings of foreign subsidiaries | 200,000 | ||
Deferred tax liabilities | 0 | ||
Accrued interest | 1,000,000 | 1,000,000 | 400,000 |
Accrued penalty | 1,000,000 | 1,000,000 | 1,000,000 |
Unrecognized tax benefits that would impact effective tax rate | 2,000,000 | 2,000,000 | 2,000,000 |
Decrease of up to $2 Million in unrecognized tax benefit related to an acquired subsidiary | 2,000,000 | ||
California research and development [Member] | |||
Tax credit carryforwards | 33,000,000 | ||
Federal [Member] | |||
Net operating loss carryforwards | 987,000,000 | ||
Tax credit carryforwards | 35,000,000 | ||
Expiration of federal credits, Beginning | 2025 | ||
Expiration of federal credits, Ending | 2035 | ||
Federal and State Jurisdiction [Member] | |||
Expiration of federal and state net operating loss carryforwards, Beginning | 2016 | ||
Expiration of federal and state net operating loss carryforwards, Ending | 2035 | ||
State [Member] | |||
Net operating loss carryforwards | 650,000,000 | ||
Foreign [Member] | |||
Net operating loss carryforwards | $83,000,000 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) (USD $) | Jan. 31, 2015 | Jan. 31, 2014 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Unearned revenue | $29,093 | $26,079 |
Other reserves and accruals | 16,337 | 16,751 |
Federal net operating loss carryforwards | 82,434 | 82,006 |
State and foreign net operating loss carryforwards | 23,047 | 23,221 |
Property and equipment | 18,864 | 11,753 |
Share-based compensation | 34,009 | 12,092 |
Research and development credits | 38,738 | 21,763 |
Other | 4,767 | 2,642 |
Deferred tax asset | 247,289 | 196,307 |
Valuation allowance | -177,211 | -130,462 |
Deferred tax assets, net of valuation allowance | 70,078 | 65,845 |
Deferred tax liabilities: | ||
Intercompany transactions | -61,389 | -61,701 |
Other prepaid assets | -7,255 | -4,144 |
Other | -783 | 0 |
Deferred tax liabilities | -69,427 | -65,845 |
Net deferred tax assets | $651 | $0 |
Income_Taxes_Summary_of_Reconc
Income Taxes - Summary of Reconciliation of Gross Unrecognized Tax Benefit (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at the beginning of the period | $77,090 | $15,577 | $10,705 |
Additions for tax positions taken in prior years | 3,946 | 1,928 | 1,392 |
Reductions for tax positions taken in prior years | -49 | -10,982 | 0 |
Additions for tax positions related to the current year | 7,676 | 70,567 | 3,480 |
Unrecognized tax benefits at the end of the period | $88,663 | $77,090 | $15,577 |
Net_Loss_per_share_Summary_of_
Net Loss per share - Summary of Calculation of Basic and Diluted Net Income Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Numerator: | |||||||||||
Allocation of distributed net loss attributable to common stockholders | ($247,982) | ($172,509) | ($119,758) | ||||||||
Denominator: | |||||||||||
Weighted-average common shares outstanding (in shares) | 183,702 | 171,297 | 74,011 | ||||||||
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted | ($0.32) | ($0.33) | ($0.38) | ($0.32) | ($0.32) | ($0.27) | ($0.21) | ($0.20) | ($1.35) | ($1.01) | ($1.62) |
Class A Common Stock [Member] | |||||||||||
Numerator: | |||||||||||
Allocation of distributed net loss attributable to common stockholders | -133,736 | -64,985 | -12,955 | ||||||||
Denominator: | |||||||||||
Weighted-average common shares outstanding (in shares) | 99,070 | 64,528 | 8,006 | ||||||||
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted | ($1.35) | ($1.01) | ($1.62) | ||||||||
Class B Common Stock [Member] | |||||||||||
Numerator: | |||||||||||
Allocation of distributed net loss attributable to common stockholders | ($114,246) | ($107,524) | ($106,803) | ||||||||
Denominator: | |||||||||||
Weighted-average common shares outstanding (in shares) | 84,632 | 106,769 | 66,005 | ||||||||
Net loss per share attributable to Class A and Class B common stockholders, basic and diluted | ($1.35) | ($1.01) | ($1.62) |
Net_Loss_per_share_Summary_of_1
Net Loss per share - Summary of Diluted Net Loss Per Common Share (Detail) | 12 Months Ended | ||
Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 39,633,000 | 41,936,000 | 35,625,000 |
Warrants to purchase shares outstanding (in shares) | 1,400,000 | ||
Warrants to purchase shares exercised (in shares) | 1,400,000 | ||
Outstanding common stock options and warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 16,664,000 | 20,706,000 | 31,206,000 |
Shares subject to repurchase [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 1,164,000 | 1,709,000 | 2,916,000 |
Unvested restricted stock awards, units and PRSUs [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 7,283,000 | 4,999,000 | 1,503,000 |
Shares related to the convertible senior notes [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 7,261,000 | 7,261,000 | 0 |
Warrants related to the issuance of convertible senior notes [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Total anti-dilutive securities (in shares) | 7,261,000 | 7,261,000 | 0 |
Geographic_Information_Summary
Geographic Information - Summary of Revenues by Geographic Area (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Revenue from External Customer [Line Items] | |||||||||||
Revenue | $226,273 | $215,070 | $186,780 | $159,737 | $141,866 | $127,872 | $107,555 | $91,645 | $787,860 | $468,938 | $273,657 |
United States [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Revenue | 657,085 | 394,564 | 226,006 | ||||||||
International [Member] | |||||||||||
Revenue from External Customer [Line Items] | |||||||||||
Revenue | $130,775 | $74,374 | $47,651 |
RelatedParty_Transactions_Addi
Related-Party Transactions - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2014 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 | |
Related Party Transaction [Line Items] | ||||
Term of agreements | 95 years | |||
Total rent due under agreements, 2015 | $16,684,000 | |||
Total rent due under agreements | 119,271,000 | |||
Amount paid under lease agreement | 9,759,000 | 12,129,000 | 9,453,000 | |
Affiliate co-CEO, David Duffield [Member] | ||||
Related Party Transaction [Line Items] | ||||
Term of agreements | 10 years | |||
Total rent due under agreements, 2015 | 3,000,000 | |||
Total rent due under agreements | 56,000,000 | |||
Rent expense | 4,000,000 | 1,000,000 | ||
Amount paid under lease agreement | $1,000,000 | $2,000,000 | $4,000,000 |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data - Consolidated Statements of Operations Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Jan. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2013 |
Consolidated Statements of Operations Data: | |||||||||||
Total revenues | $226,273 | $215,070 | $186,780 | $159,737 | $141,866 | $127,872 | $107,555 | $91,645 | $787,860 | $468,938 | $273,657 |
Operating loss | -50,384 | -51,466 | -61,769 | -52,083 | -47,976 | -40,399 | -32,283 | -32,624 | -215,702 | -153,282 | -117,863 |
Net loss | ($59,466) | ($59,912) | ($69,215) | ($59,389) | ($55,982) | ($47,534) | ($35,978) | ($33,015) | ($247,982) | ($172,509) | ($119,190) |
Net loss per share | ($0.32) | ($0.33) | ($0.38) | ($0.32) | ($0.32) | ($0.27) | ($0.21) | ($0.20) | ($1.35) | ($1.01) | ($1.62) |