Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jul. 31, 2021 | Aug. 31, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 31, 2021 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | BOX | |
Entity Registrant Name | Box, Inc. | |
Entity Central Index Key | 0001372612 | |
Current Fiscal Year End Date | --01-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Class A Common Stock, $0.0001 par value per share | |
Security Exchange Name | NYSE | |
Entity File Number | 001-36805 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-2714444 | |
Entity Address, Address Line One | 900 Jefferson Ave | |
Entity Address, City or Town | Redwood City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94063 | |
City Area Code | 877 | |
Local Phone Number | 729-4269 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock, Shares Outstanding | 151,546,672 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 779,416 | $ 595,082 |
Short-term investments | 50,000 | |
Accounts receivable, net | 134,386 | 228,309 |
Prepaid expenses and other current assets | 23,953 | 16,785 |
Deferred commissions | 41,104 | 39,110 |
Total current assets | 1,028,859 | 879,286 |
Property and equipment, net | 131,641 | 160,148 |
Operating lease right-of-use assets, net | 175,818 | 194,253 |
Goodwill | 74,782 | 18,740 |
Deferred commissions, non-current | 63,139 | 66,481 |
Other long-term assets | 51,373 | 32,774 |
Total assets | 1,525,612 | 1,351,682 |
Current liabilities: | ||
Accounts payable, accrued expenses and other current liabilities | 51,049 | 32,128 |
Accrued compensation and benefits | 31,691 | 39,123 |
Finance lease liabilities | 45,666 | 49,888 |
Operating lease liabilities | 43,451 | 47,771 |
Deferred revenue | 406,072 | 443,929 |
Total current liabilities | 577,929 | 612,839 |
Debt, net, non-current | 366,530 | 297,614 |
Finance lease liabilities, non-current | 39,349 | 60,351 |
Operating lease liabilities, non-current | 175,707 | 192,531 |
Deferred revenue, non-current | 15,967 | 21,684 |
Other long-term liabilities | 14,223 | 15,598 |
Total liabilities | 1,189,705 | 1,200,617 |
Commitments and contingencies (Note 8) | ||
Series A convertible preferred stock, par value of $0.0001 per share; 500 shares (unaudited) authorized, issued and outstanding as of July 31, 2021 | 488,894 | |
Stockholders’ (deficit) equity: | ||
Class A common stock, par value $0.0001 per share; 1,000,000 shares authorized; 152,660 shares (unaudited) and 159,851 shares issued and outstanding as of July 31 and January 31, 2021, respectively | 15 | 16 |
Additional paid-in capital | 1,194,180 | 1,474,843 |
Treasury stock | (1,177) | (1,177) |
Accumulated other comprehensive loss | (1,612) | (938) |
Accumulated deficit | (1,344,393) | (1,321,679) |
Total stockholders’ (deficit) equity | (152,987) | 151,065 |
Total liabilities, convertible preferred stock and stockholders’ (deficit) equity | $ 1,525,612 | $ 1,351,682 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jul. 31, 2021 | Jan. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Temporary equity, par value per share | $ 0.1000 | |
Temporary equity, shares authorized | 500,000 | |
Temporary equity, shares issued | 500,000 | |
Temporary equity, shares outstanding | 500,000 | |
Class A Common Stock, par value | $ 0.0001 | $ 0.0001 |
Class A Common Stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Class A Common Stock, shares issued | 152,660,000 | 159,851,000 |
Class A Common Stock, shares outstanding | 152,660,000 | 159,851,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 214,486 | $ 192,293 | $ 416,927 | $ 375,854 |
Cost of revenue | 60,788 | 55,334 | 121,735 | 109,329 |
Gross profit | 153,698 | 136,959 | 295,192 | 266,525 |
Operating expenses: | ||||
Research and development | 52,722 | 50,115 | 103,581 | 103,229 |
Sales and marketing | 72,788 | 67,757 | 142,599 | 140,507 |
General and administrative | 34,298 | 26,597 | 65,385 | 54,539 |
Total operating expenses | 159,808 | 144,469 | 311,565 | 298,275 |
Loss from operations | (6,110) | (7,510) | (16,373) | (31,750) |
Interest and other (expense) income, net | (1,940) | 187 | (5,939) | (916) |
Loss before provision for income taxes | (8,050) | (7,323) | (22,312) | (32,666) |
Provision for income taxes | 650 | 333 | 961 | 540 |
Net loss | (8,700) | (7,656) | (23,273) | (33,206) |
Dividend on series A convertible preferred stock | (3,329) | (3,329) | ||
Accretion of series A convertible preferred stock | (456) | (456) | ||
Net loss attributable to common stockholders | $ (12,485) | $ (7,656) | $ (27,058) | $ (33,206) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.08) | $ (0.05) | $ (0.17) | $ (0.22) |
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted | 161,163 | 154,732 | 161,443 | 153,353 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net loss | $ (8,700) | $ (7,656) | $ (23,273) | $ (33,206) | |
Other comprehensive (loss) income | |||||
Changes in foreign currency translation adjustment | [1] | (1,249) | 324 | (976) | 172 |
Changes in unrealized loss on cash flow hedge | [1] | 8 | (60) | 302 | (1,240) |
Other comprehensive (loss) income | (1,241) | 264 | (674) | (1,068) | |
Comprehensive loss | $ (9,941) | $ (7,392) | $ (23,947) | $ (34,274) | |
[1] | Tax effect was not material |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Series A Convertible Preferred Stock | Class A Common Stock | Additional Paid-In Capital | Additional Paid-In CapitalCumulative Effect, Period of Adoption, Adjustment | Treasury Stock | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Balance at Jan. 31, 2020 | $ 22,357 | $ 15 | $ 1,302,072 | $ (1,177) | $ (307) | $ (1,278,246) | ||||
Balance, Beginning, Shares at Jan. 31, 2020 | 150,611 | |||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes | (7,024) | $ 1 | (7,025) | |||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes, (in shares) | 5,788 | |||||||||
Stock-based compensation related to stock awards | 78,533 | 78,533 | ||||||||
Other comprehensive income (loss) | (1,068) | (1,068) | ||||||||
Net loss | (33,206) | (33,206) | ||||||||
Balance at Jul. 31, 2020 | 59,592 | $ 16 | 1,373,580 | (1,177) | (1,375) | (1,311,452) | ||||
Balance, Ending, Shares at Jul. 31, 2020 | 156,399 | |||||||||
Balance at Apr. 30, 2020 | 40,848 | $ 15 | 1,347,445 | (1,177) | (1,639) | (1,303,796) | ||||
Balance, Beginning, Shares at Apr. 30, 2020 | 153,446 | |||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes | (9,631) | $ 1 | (9,632) | |||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes, (in shares) | 2,953 | |||||||||
Stock-based compensation related to stock awards | 35,767 | 35,767 | ||||||||
Other comprehensive income (loss) | 264 | 264 | ||||||||
Net loss | (7,656) | (7,656) | ||||||||
Balance at Jul. 31, 2020 | 59,592 | $ 16 | 1,373,580 | (1,177) | (1,375) | (1,311,452) | ||||
Balance, Ending, Shares at Jul. 31, 2020 | 156,399 | |||||||||
Balance at Jan. 31, 2021 | 151,065 | $ 16 | 1,474,843 | (1,177) | (938) | (1,321,679) | ||||
Balance (ASU 2020-06) at Jan. 31, 2021 | $ (68,017) | $ (68,576) | $ 559 | |||||||
Balance, Beginning, Shares at Jan. 31, 2021 | 159,851 | |||||||||
Stock consideration in connection with fiscal 2022 acquisition | 10,000 | 10,000 | ||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes | (16,789) | (16,789) | ||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes, (in shares) | 4,189 | |||||||||
Stock-based compensation related to stock awards | 88,489 | 88,489 | ||||||||
Series A convertible preferred stock, net of issuance costs | $ 485,109 | |||||||||
Series A convertible preferred stock, net of issuance costs (in shares) | 500 | |||||||||
Dividend on series A convertible preferred stock | (3,329) | $ 3,329 | (3,329) | |||||||
Accretion of series A convertible preferred stock | (456) | $ 456 | (456) | |||||||
Repurchases of common stock | (290,003) | $ (1) | (290,002) | |||||||
Repurchases of common stock (in shares) | (11,380) | |||||||||
Other comprehensive income (loss) | (674) | (674) | ||||||||
Net loss | (23,273) | (23,273) | ||||||||
Balance at Jul. 31, 2021 | $ (152,987) | $ 15 | 1,194,180 | (1,177) | (1,612) | (1,344,393) | ||||
Temporary equity, Ending, Shares at Jul. 31, 2021 | 500 | 500 | ||||||||
Temporary equity, Balance at Jul. 31, 2021 | $ 488,894 | $ 488,894 | ||||||||
Balance, Ending, Shares at Jul. 31, 2021 | 152,660 | |||||||||
Balance at Apr. 30, 2021 | 124,813 | $ 16 | 1,462,038 | (1,177) | (371) | (1,335,693) | ||||
Balance, Beginning, Shares at Apr. 30, 2021 | 162,762 | |||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes | (14,911) | (14,911) | ||||||||
Issuance of common stock under employee equity plans, net of shares withheld for employee payroll taxes, (in shares) | 1,278 | |||||||||
Stock-based compensation related to stock awards | 40,840 | 40,840 | ||||||||
Series A convertible preferred stock, net of issuance costs | $ 485,109 | |||||||||
Series A convertible preferred stock, net of issuance costs (in shares) | 500 | |||||||||
Dividend on series A convertible preferred stock | (3,329) | $ 3,329 | (3,329) | |||||||
Accretion of series A convertible preferred stock | (456) | $ 456 | (456) | |||||||
Repurchases of common stock | (290,003) | $ (1) | (290,002) | |||||||
Repurchases of common stock (in shares) | (11,380) | |||||||||
Other comprehensive income (loss) | (1,241) | (1,241) | ||||||||
Net loss | (8,700) | (8,700) | ||||||||
Balance at Jul. 31, 2021 | $ (152,987) | $ 15 | $ 1,194,180 | $ (1,177) | $ (1,612) | $ (1,344,393) | ||||
Temporary equity, Ending, Shares at Jul. 31, 2021 | 500 | 500 | ||||||||
Temporary equity, Balance at Jul. 31, 2021 | $ 488,894 | $ 488,894 | ||||||||
Balance, Ending, Shares at Jul. 31, 2021 | 152,660 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (8,700) | $ (7,656) | $ (23,273) | $ (33,206) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||||
Depreciation and amortization | 19,707 | 18,842 | 39,087 | 36,788 |
Stock-based compensation expense | 44,128 | 37,561 | 85,918 | 77,604 |
Amortization of deferred commissions | 11,065 | 8,620 | 21,582 | 16,779 |
Other | 515 | (71) | 958 | 3 |
Changes in operating assets and liabilities: | ||||
Accounts receivable, net | (22,132) | (23,974) | 94,703 | 86,393 |
Deferred commissions | (12,307) | (10,131) | (20,234) | (17,826) |
Operating lease right-of-use assets, net | 10,817 | 10,087 | 21,669 | 19,800 |
Prepaid expenses and other assets | 857 | 3,029 | (7,959) | (1,896) |
Accounts payable, accrued expenses and other liabilities | 12,578 | 9,974 | 672 | (9,739) |
Operating lease liabilities | (10,526) | (10,478) | (24,453) | (21,480) |
Deferred revenue | (1,210) | (3,478) | (49,106) | (58,978) |
Net cash provided by operating activities | 44,792 | 32,325 | 139,564 | 94,242 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Purchase of short-term investment | (50,000) | |||
Purchases of property and equipment, net of proceeds from sales | (1,090) | (2,671) | (2,235) | (4,078) |
Capitalized internal-use software costs | (1,207) | (2,102) | (2,385) | (5,393) |
Acquisitions, net of cash acquired | (56,642) | |||
Other | 677 | 677 | 107 | |
Net cash used in investing activities | (1,620) | (4,773) | (110,585) | (9,364) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Repurchase of common stock | (284,081) | (284,081) | ||
Proceeds from borrowings | 30,000 | |||
Proceeds from exercise of stock options | 436 | 7,546 | 1,792 | 8,511 |
Proceeds from issuances of common stock under employee stock purchase plan | 12,510 | 11,906 | ||
Employee payroll taxes paid related to net share settlement of restricted stock units | (15,407) | (17,232) | (31,091) | (27,444) |
Principal payments of finance lease liabilities | (12,623) | (14,219) | (25,885) | (31,575) |
Other | (133) | (3,901) | ||
Net cash provided by (used in) financing activities | 174,990 | (23,905) | 156,142 | (8,602) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (209) | 337 | (420) | 537 |
Net increase in cash, cash equivalents, and restricted cash | 217,953 | 3,984 | 184,701 | 76,813 |
Cash, cash equivalents, and restricted cash, beginning of period | 562,259 | 268,415 | 595,511 | 195,586 |
Cash, cash equivalents, and restricted cash, end of period | 780,212 | 272,399 | 780,212 | 272,399 |
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES: | ||||
Increase in finance lease liabilities | 518 | 8,251 | 1,625 | 23,076 |
Stock consideration in connection with fiscal 2022 acquisition | 10,000 | |||
Accrued share repurchases | 4,347 | 4,347 | ||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH INFORMATION: | ||||
Cash and cash equivalents, beginning of period | 561,459 | 267,973 | 595,082 | 195,586 |
Restricted cash, end of period | 796 | 525 | 796 | 525 |
Cash, cash equivalents, and restricted cash, end of period | 780,212 | 272,399 | 780,212 | 272,399 |
Restricted cash, beginning of period | 800 | 442 | 429 | |
Cash, cash equivalents, and restricted cash, beginning of period | 562,259 | 268,415 | 595,511 | 195,586 |
Cash and cash equivalents, end of period | 779,416 | $ 271,874 | 779,416 | $ 271,874 |
Series A Convertible Preferred Stock | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Series A convertible preferred stock, net of issuance costs | $ 486,798 | $ 486,798 |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Jul. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | Note 1. Description of Business and Basis of Presentation Description of Business We were incorporated in the state of Washington in April 2005 and were reincorporated in the state of Delaware in March 2008. We changed our name from Box.Net, Inc. to Box, Inc. in November 2011. Box provides a leading cloud content management platform that enables organizations of all sizes to securely manage cloud content while allowing easy, secure access and sharing of this content from anywhere, on any device. Basis of Presentation The accompanying condensed consolidated balance sheet as of July 31, 2021 and the condensed consolidated statements of operations, the condensed consolidated statements of comprehensive loss, the condensed consolidated statements of convertible preferred stock and stockholders’ (deficit) equity, and the condensed consolidated statements of cash flows for the three and six months ended July 31, 2021 and 2020, respectively, are unaudited. The condensed consolidated balance sheet data as of January 31, 2021 was derived from the audited consolidated financial statements that are included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2021 (the Form 10-K), which was filed with the Securities and Exchange Commission (the SEC) on March 19, 2021. The accompanying statements should be read in conjunction with the audited consolidated financial statements and related notes contained in our Form 10-K. Other than items discussed under Use of Estimates and Recently Adopted Accounting Pronouncements , there have been no other material changes to our critical accounting policies and estimates during July 31, 2021 from those disclosed in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Form 10-K. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by GAAP for complete financial statements. In the opinion of our management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in the Form 10-K and include all adjustments necessary for the fair presentation of our balance sheet as of July 31, 2021, and our results of operations, including our comprehensive loss, our convertible preferred stock and stockholders’ (deficit) equity, and our cash flows for the three and six months ended July 31, 2021 and 2020. All adjustments are of a normal recurring nature. The results for the three and six months ended July 31, 2021 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 31, 2022. Certain prior period amounts reported in our condensed consolidated financial statements and notes thereto have been reclassified to conform to the current year presentation. Such reclassifications did not affect total revenues, operating income, or net income. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make, on an ongoing basis, estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ from these estimates. Such estimates include, but are not limited to, the determination of the allowance for accounts receivable, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, timing and costs associated with our asset retirement obligations, the nature and timing of satisfaction of performance obligations, estimate of standalone selling price allocation included in contracts with multiple performance obligations, the estimated expected benefit period for deferred commissions, the estimated useful life of capitalized internal-use software costs, observable price changes of , the incremental borrowing rate we use to determine our lease liabilities, Certain Risks and Concentrations Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, and accounts receivable. Although we deposit our cash with multiple financial institutions, our deposits, at times, may exceed deposit insurance coverage limits. We sell to a broad range of customers. Our revenue is derived primarily from the United States across a multitude of industries. Accounts receivable are derived from the delivery of our services to customers primarily located in the United States. We accept and settle our accounts receivable using credit cards, electronic payments and checks. A majority of our lower dollar value invoices are settled by credit card on or near the date of the invoice. We do not require collateral from customers to secure accounts receivable. We maintain an allowance for doubtful accounts based upon the expected collectability, which takes into consideration specific customer creditworthiness and current economic trends. We believe collections of our accounts receivable are probable based on the size, industry diversification, financial condition and past transaction history of our customers. As of July 31, 2021, no customer accounted for more than 10% of total accounts receivable. As of January 31, 2021, one reseller, which is also a customer, accounted for more than 10% of total accounts receivable. No single customer represented over 10% of our revenue for the three and six months ended July 31, 2021 and 2020. We serve our customers and users from data center facilities operated by third parties. In order to reduce the risk of down time of our subscription services, we have established data centers and third-party cloud computing and hosting providers in various locations in the United States and abroad. We have internal procedures to restore services in the event of disaster at any one of our current data center facilities. Even with these procedures for disaster recovery in place, our cloud services could be significantly interrupted during the implementation of the procedures to restore services. Geographic Locations For the three and six months ended July 31, 2021, revenue attributable to customers in the United States was 68% and 69%, respectively. For the three and six months ended July 31, 2021, revenue attributable to customers in Japan was 18%. For the three and six months ended July 31, 2020, revenue attributable to customers in the United States was 72%. For the three and six months ended July 31, 2020, revenue attributable to customers in Japan was 14% and 13%, respectively. Substantially all of our net assets are located in the United States. As of July 31, 2021 and January 31, 2021, property and equipment located in the United States was approximately 96%. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board ( Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU 2020-06 (ASU 2020-06), Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). The amendments in this update were implemented by the FASB to reduce the number of accounting models for convertible debt instruments. Under ASU 2020-06, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital. Consequently, a convertible debt instrument is accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. There is no longer a debt discount representing the difference between the carrying value, excluding issuance costs, and the principal of the convertible debt instrument and, as a result, there is no longer interest expense from the amortization of the debt discount over the term of the convertible debt instrument. The amendments in this update also require the if-converted method to be applied for all convertible instruments when calculating diluted earnings per share. We early adopted the new standard, effective February 1, 2021, using the modified retrospective method. The comparative periods presented and disclosed in the year of adoption are based on legacy guidance. Adoption Impact of ASU 2020-06 on the Opening Balance Sheet as of February 1, 2021 In connection with the adoption of ASU 2020-06, we recognized a $0.6 million decrease of accumulated deficit, a $68.6 million decrease of additional paid-in capital, and a $68.0 million increase of debt, net, noncurrent. The adoption of ASU 2020-06 did not have a material effect on our condensed consolidated statements of operations and cash flows. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . Reference rate reform refers to the global transition away from certain reference rates, such as the London Interbank Offered Rate (LIBOR), and to the introduction of new reference rates that ar e based on a larger and more liquid population of observable transactions. ASU 2020-04 provides temporary optional expedients and exceptions for applying GAAP to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued as a result of reference rate reform. The amendments in this ASU were effective upon issuance and do not have a material impact on our condensed consolidated financial statements. Summary of Significant Accounting Policies Other than items discussed under Use of Estimates Recently Adopted Accounting Pronouncements the six months ended |
Revenue
Revenue | 6 Months Ended |
Jul. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | Note 2. Revenue Contract Assets Contract assets, which are presented within accounts receivable, were not material as of July 31, 2021 and January 31, 2021. Deferred Revenue Deferred revenue was $422.0 million and $465.6 million as of July 31, 2021 and January 31, 2021, respectively. During the three months ended July 31, 2021 and 2020, we recognized $174.8 million and $158.1 million of revenue that was included in the deferred revenue balance as of April 30, 2021 and 2020, respectively. During the six months ended July 31, 2021 and 2020, we recognized Transaction Price Allocated to the Remaining Performance Obligations As of July 31, 2021, we had remaining performance obligations for subscription contracts of $922.4 million. We expect to recognize revenue on 61% of these remaining performance obligations over the next 12 months, with the substantial majority of the remaining balance expected to be recognized within 24 months. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3. Fair Value Measurements We measure our financial assets and liabilities at fair value at each reporting period using a fair value hierarchy which requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. We define fair value as the exchange price that would be received from selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. 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 are unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2—Observable inputs are quoted prices for similar assets and liabilities in active markets or inputs other than quoted prices which are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments. • Level 3—Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. These inputs are based on our own assumptions used to measure assets and liabilities at fair value and require significant management judgment or estimation. Investments Financial assets subject to the fair value disclosure requirements were as follows (in thousands): July 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 556,987 $ — $ — $ 556,987 January 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 256,861 $ — $ — $ 256,861 As of July 31, 2021, we had a certificate of deposit of $50 million with a maturity of twelve months, which is classified as short-term investments in our condensed consolidated balance sheet. Fair Value Measurements of Other Financial Instruments In November 2017, we entered into a secured credit agreement (as amended or otherwise modified from time to time, the “November 2017 Facility”). As of July 31, 2021 and January 31, 2021 In January 2021, we issued $345.0 million aggregate principal amount of 0.00% convertible senior notes due January 15, 2026 (Notes). The fair value of the Notes is determined using observable market prices. The fair value of the Notes, which we have classified as a Level 2 instrument, was $397.6 million and $348.4 million as of January 31, 2021 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jul. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | Note 4. Balance Sheet Components Allowance for Doubtful Accounts Allowance for doubtful accounts, which is presented within accounts receivable, was $2.6 million and $2.7 million as of July 31, 2021 and January 31, 2021, respectively. Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): July 31, January 31, 2021 2021 Servers and related equipment $ 360,517 $ 352,224 Leasehold improvements 78,446 80,558 Computer hardware 21,673 25,810 Furniture and fixtures 14,273 14,157 Construction in progress 3,811 11,422 Total property and equipment 478,720 484,171 Less: accumulated depreciation (347,079 ) (324,023 ) Total property and equipment, net $ 131,641 $ 160,148 As of July 31, 2021, the gross carrying amount of property and equipment included $264.1 million of servers and related equipment and $0.1 million of construction in progress acquired under finance leases, and the accumulated depreciation of property and equipment acquired under these finance leases was $178.1 million. As of January 31, 2021, the gross carrying amount of property and equipment included $256.0 million of servers and related equipment and $7.1 million of construction in progress acquired under finance leases, and the accumulated depreciation of property and equipment acquired under these finance leases was $152.5 million. Depreciation expense related to property and equipment was $16.1 million and $17.2 million for the three months ended July 31, 2021 and 2020, respectively, and $32.4 million and $33.6 million for the six months ended July 31, 2021 and 2020. Included in these amounts were depreciation expense for servers and related equipment acquired under finance leases in the amount of $13.1 million and $13.8 million for the three months ended July 31, 2021 and 2020, respectively, and $26.2 million and $26.9 million for the six months ended July 31, 2021 and 2020, respectively. Operating Lease Right-of-Use Assets, Net Operating lease right-of-use assets, net consisted of the following (in thousands): July 31, January 31, 2021 2021 Operating lease right-of-use assets $ 273,662 $ 270,428 Less: accumulated amortization (97,844 ) (76,175 ) Operating lease right-of-use assets, net $ 175,818 $ 194,253 |
Leases
Leases | 6 Months Ended |
Jul. 31, 2021 | |
Leases [Abstract] | |
Leases | Note 5. Leases We have entered into various non-cancellable operating lease agreements for certain of our offices and data centers with lease periods expiring primarily between fiscal years 2022 and 2029. Certain of these arrangements have free or escalating rent payment provisions and optional renewal or termination clauses. Our operating leases typically include variable lease payments, which are primarily comprised of common area maintenance and utility charges for our offices and power and network connections for our data centers, that are determined based on actual consumption. Our operating lease agreements do not contain any residual value guarantees, covenants, or other restrictions. We have also entered into various finance lease arrangements to obtain servers and related equipment for our data center operations. These agreements are primarily for four years and certain of these arrangements have optional renewal or termination clauses. The leases are secured by the underlying leased servers and related equipment. We sublease certain floors of our Redwood City, San Francisco, and London offices. Our current subleases have total lease terms ranging from 11 to 96 months that will expire at various dates by fiscal year 2025. The components of lease cost, which were included in operating expenses in our condensed consolidated statements of operations, were as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2021 2020 2021 2020 Finance lease cost: Amortization of finance lease right-of-use assets $ 13,068 $ 13,819 $ 26,150 $ 26,925 Interest on finance lease liabilities 1,044 1,498 2,215 3,024 Operating lease cost, gross 13,742 13,426 27,522 26,543 Variable lease cost, gross 2,076 2,170 4,378 4,894 Sublease income (3,027 ) (2,373 ) (6,221 ) (5,181 ) Total lease cost (1) $ 26,903 $ 28,540 $ 54,044 $ 56,205 (1) Short-term lease cost was not material for the periods presented and is not included in the table above. As of July 31, 2021, maturities of our operating and finance lease liabilities, which do not include short-term leases and variable lease payments, are as follows (in thousands): Years ending January 31: Operating Leases (1) Finance Leases Remainder of 2022 $ 28,040 $ 25,680 2023 50,275 42,245 2024 49,081 19,584 2025 33,481 1,574 2026 29,297 — Thereafter 64,155 — Total lease payments $ 254,329 $ 89,083 Less: imputed interest $ (35,171 ) $ (4,068 ) Present value of total lease liabilities $ 219,158 $ 85,015 (1) Non-cancellable sublease proceeds for the remainder of the fiscal year ending January 31, 2022 and the fiscal years ending January 31, 2023, 2024, and 2025 of $3.7 million, $8.8 million, $2.3 million, and $2.1 million, respectively, are not included in the table above. |
Acquisitions
Acquisitions | 6 Months Ended |
Jul. 31, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Note 6. Acquisitions The purchase price allocation is preliminary. We continue to collect information with regard to our estimates and assumptions, including potential liabilities and contingencies. We will record adjustments to the fair value of the net assets acquired and goodwill within the twelve months measurement period, if necessary. SignRequest B.V. On February 8, 2021, we completed the acquisition of SignRequest B.V. (SignRequest), an e-signature provider, for total aggregate consideration of $54.3 million comprised of a combination of cash and shares of our Class A common stock. Box acquired SignRequest to develop Box Sign, an e-signature capability that will be developed on Sign-Request’s technology and natively integrated into Box. The consideration paid was $44.3 million of cash and 550,366 shares of our Class A common stock valued at $10.0 million. Under the acquisition method of accounting, the total final purchase price was allocated to SignRequest’s net tangible and intangible assets based upon their estimated fair values as of the acquisition date. The excess purchase price over the value of the net tangible and identifiable intangible assets was recorded as goodwill. Of the total purchase price, $43.4 million was allocated to goodwill, $14.9 million to the acquired developed technology, $2.5 million to deferred tax liability and the remainder to net liabilities assumed which were not material. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of the acquired developed technology into the Box service. Goodwill is non-deductible for tax purposes. Cloud FastPath On February 16, 2021, we purchased certain assets and assumed certain liabilities of, and hired certain employees from, Cloud FastPath, a cloud-based content migration solution, for total consideration of $14.8 million paid in cash. We entered into this agreement with Cloud FastPath to supplement and enhance Box Shuttle, our full-service content migration program. The fair value of the consideration transferred on the date of purchase totaled $14.8 million, which consisted of cash consideration of $12.4 million and $2.4 million which has been held back for fifteen months from the date of purchase to secure the indemnification obligations of the Seller. Under the acquisition method of accounting, the total final purchase price was allocated to Cloud FastPath’s net tangible and intangible assets based on their estimated fair values as of the date of purchase. The excess purchase price over the value of the net tangible and identifiable intangible assets was recorded as goodwill. Of the total purchase price, $13.2 million was allocated to goodwill, $5.8 million to the acquired developed technology, $4.8 million to deferred revenue and the remainder to net assets assumed which were not material. The goodwill recognized was primarily attributed to increased synergies that are expected to be achieved from the integration of the acquired developed technology into the Box service. Goodwill is deductible for tax purposes. Results of operations for these acquisitions have been included in our condensed consolidated statements of operations since the acquisition dates and were not material. Pro forma results of operations for these acquisitions have not been presented because they were also not material to the consolidated results of operations. |
Goodwill and Acquired Intangibl
Goodwill and Acquired Intangible Assets | 6 Months Ended |
Jul. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Acquired Intangible Assets | Note 7. Goodwill and Acquired Intangible Assets Goodwill activity for the six months ended July 31, 2021 is reflected in the following table (in thousands): Balance as of January 31, 2021 $ 18,740 Goodwill acquired - SignRequest 43,386 Goodwill acquired - Cloud FastPath 13,230 Foreign currency translation (574 ) Balance as of July 31, 2021 $ 74,782 We did not record any goodwill impairment during the six months ended July 31, 2021 and 2020. Acquired intangible assets are included in other long-term assets in the condensed consolidated balance sheets. Acquired intangible assets consisted of the following (in thousands): Weighted-Average Remaining Useful Life (Years) Gross Value Accumulated Amortization Net Carrying Value Developed technology 3.96 $ 20,404 $ (2,143 ) $ 18,261 Balance as of July 31, 2021 $ 20,404 $ (2,143 ) $ 18,261 Acquired intangible assets are amortized on a straight-line basis over the useful life. Acquired intangible assets amortization was $1.2 million and $2.1 million for the three and six months ended July 31, 2021, respectively. We did not record any acquired intangible assets amortization during the six months ended July 31, 2020. Amortization of acquired developed technology is included in cost of revenue in the condensed consolidated statements of operations. We did not have any acquired intangible assets as of January 31, 2021. As of July 31, 2021, expected amortization expense for acquired intangible assets was as follows (in thousands): Fiscal years ending January 31: Remainder of 2022 $ 2,564 2023 4,856 2024 4,856 2025 3,008 2026 2,921 Thereafter 56 Total $ 18,261 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8. Commitments and Contingencies Letters of Credit As of July 31, 2021 and January 31, 2021, we had letters of credit in the aggregate amount of $19.0 million and $27.0 million, respectively, in connection with our operating leases and voluntary disability insurance (VDI) program, which were primarily issued under the available sublimit for the issuance of letters of credit in conjunction with a secured credit agreement as disclosed in Note 9. Purchase Obligations As of July 31, 2021, future payments under non-cancellable contractual purchases, which were not recognized on our condensed consolidated balance sheet and relate primarily to infrastructure services and IT software and support services costs Fiscal years ending January 31: Remainder of 2022 $ 2,862 2023 33,650 2024 4,860 2025 434 2026 211,234 Thereafter — $ 253,040 Our contracts for infrastructure services and IT software, which have terms ranging from 2 to 8 years, support our long-term goals of improving gross margin. In addition to the purchase obligations included above, as of July 31, 2021, we recognized a total of $10.4 million related to non-cancellable contractual purchases, which were included in accounts payable, accrued expenses and other current liabilities, and other long-term liabilities on the condensed consolidated balance sheet. $4.7 million, $3.8 million, and $1.9 million is due to be paid in the remainder of the fiscal year ending January 31, 2022 and the fiscal years ending January 31, 2023 and 2024, respectively. Legal Matters From time to time, we are subject to claims that arise in the ordinary course of business, including matters we initiate to defend ourselves or our users by determining the scope, enforceability, and validity of third-party proprietary rights or to establish our proprietary rights. We investigate these claims as they arise and accrue estimates for resolution of legal and other contingencies when losses are probable and estimable. Although the results of litigation and claims cannot be predicted with certainty, we believe there was not at least a reasonable possibility that we had incurred a material loss with respect to such loss contingencies as of July 31, 2021. Additionally, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources, and other factors, regardless of the outcome of such litigation. Indemnification We include service level commitments to our customers warranting certain levels of uptime reliability and performance and permitting those customers to receive credits in the event that we fail to meet those levels. In addition, our customer contracts often include (i) specific obligations that we maintain the availability of the customer’s data through our service and that we secure customer content against unauthorized access or loss, and (ii) indemnity provisions whereby we indemnify our customers for third-party claims asserted against them that result from our failure to maintain the availability of their content or securing the same from unauthorized access or loss. To date, we have not incurred any material costs as a result of such commitments. Our arrangements generally include certain provisions for indemnifying customers against liabilities if our products or services infringe a third party’s intellectual property rights. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. To date, we have not incurred any material costs as a result of such obligations and have not accrued any material liabilities related to such obligations in the condensed consolidated financial statements. In addition, we indemnify our officers, directors and certain key employees while they are serving in good faith in their respective capacities. To date, there have been no claims under any indemnification provisions. |
Debt
Debt | 6 Months Ended |
Jul. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 9. Debt Convertible Senior Notes In January 2021, we issued $345.0 million aggregate principal amount of 0.00% convertible senior notes due January 15, 2026. The Notes are senior unsecured obligations and do not bear regular interest. Initially, each $1,000 principal amount of the Notes was convertible into 38.7665 shares of our Class A common stock, which was equivalent to a conversion price of approximately $25.80 per share, subject to adjustment upon the occurrence of specified events The Notes are convertible at the option of the holders of the Notes at any time prior to the close of business on the business day immediately preceding October 15, 2025, only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on April 30, 2021 (and only during such fiscal quarter), if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our Class A common stock and the conversion rate for the Notes on each such trading day; (3) if we call the Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. On or after October 15, 2025, holders of the Notes may convert all or any portion of their Notes at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date regardless of the foregoing conditions. Effective February 5, 2021, we have made an irrevocable election to settle the principal portion of the Notes only in cash. Accordingly, upon conversion, we will pay the principal portion in cash and we will pay or deliver, as the case may be, the conversion premium in cash, shares of common stock or a combination of cash and shares of common stock, at our election. We may not redeem the Notes prior to January 20, 2024. We may redeem for cash all or any portion of the Notes, at our option, on or after January 20, 2024, if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus any accrued and unpaid special interest to, but excluding the redemption date. Upon the occurrence of a fundamental change (as defined in the indenture governing the Notes) prior to the maturity date, subject to certain conditions, holders of the Notes may require us to repurchase all or a portion of the Notes for cash at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus any accrued and unpaid special interest to, but excluding, the fundamental change repurchase date. As of July 31, 2021 The net carrying amount of the Notes consists of the following (in thousands): July 31, January 31, 2021 2021 Principal $ 345,000 $ 345,000 Unamortized debt discount for conversion option — (69,916 ) Unamortized issuance costs (8,470 ) (7,470 ) Net carrying amount $ 336,530 $ 267,614 Issuance costs are being amortized to interest expense over the term of the Notes using the effective interest rate method. The effective interest rate used to amortize the issuance costs was 0.56%. For the three and six months ended July 31, 2021 , our interest expense recognized related to the Notes was $0.4 million and $0.9 million, respectively. Capped Calls In connection with the pricing of the Notes, we entered into privately negotiated capped call transactions with certain counterparties (Capped Calls). The Capped Calls each have a strike price of approximately $25.80 per share, subject to certain adjustments, which correspond to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $35.58 per share, subject to certain adjustments. The Capped Calls cover, subject to anti-dilution adjustments, approximately 13.4 million shares of our Class A common stock. The Capped Calls are generally intended to reduce or offset the potential dilution to our common stock upon any conversion of the Notes with such reduction or offset, as the case may be, subject to a cap based on the cap price. The Capped Calls are separate transactions, and not part of the terms of the Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders’ (deficit) equity and are not accounted for as derivatives. The cost of $27.8 million incurred in connection with the Capped Calls was recorded as a reduction to additional paid-in capital. Line of Credit On November 27, 2017, we entered into a secured credit agreement (as amended or otherwise modified from time to time, the November 2017 Facility). On July 26, 2021, we entered into Amendment No. 4 to the November 2017 Facility. Pursuant to the terms of the amendment, the maturity date of borrowings under the November 2017 Facility is July 26, 2024, the revolving commitment is $65.0 million, and it provides for a sublimit for the issuance of letters of credit of $45.0 million. The revolving loans accrue interest at a LIBOR rate (based on one, three or six-month interest periods) plus a margin ranging from 1.15% to 1.65%. The margin is determined based on the senior secured leverage ratio, as defined in the November 2017 Facility. Borrowings under the November 2017 Facility are collateralized by substantially all of our assets. The November 2017 Facility requires us to comply with a maximum leverage ratio and a minimum liquidity requirement. Additionally, the November 2017 Facility contains customary affirmative and negative covenants. As of July 31, 2021, we had total debt outstanding with a carrying amount of $30.0 million and we were in compliance with all financial covenants. Derivative Instruments and Hedging In association with our November 2017 Facility, we are required to make variable rate interest payments based on a contractually specified interest rate index (e.g., LIBOR). The variable rate interest payments create interest rate risk as interest payments will fluctuate based on changes in the contractually specified interest rate index over the life of the loan. To minimize our risk exposure due to the volatility of the interest rate index, we entered into an interest rate swap agreement with Wells Fargo Bank, National Association, effective as of September 5, 2019 (Swap Agreement). This agreement, which is designated as a cash flow hedge, has a maturity of five years. Under the Swap Agreement, we have hedged a portion of the variable interest payments by effectively fixing our interest payments over the term of the agreement. As of July 31, 2021, our interest rate swap had a notional value of $30.0 million. |
Convertible Preferred Stock and
Convertible Preferred Stock and Stockholders’ Deficit | 6 Months Ended |
Jul. 31, 2021 | |
Stockholders Equity Note [Abstract] | |
Convertible Preferred Stock and Stockholders’ Deficit | Note 10. Convertible Preferred Stock and Stockholders’ Deficit Series A Convertible Preferred Stock On April 7, 2021, we entered into an investment agreement (Investment Agreement) with certain investment funds which are managed or advised by KKR (collectively “KKR”) relating to the issuance and sale of 500,000 shares of our Series A Convertible Preferred Stock, par value $0.0001 per share, for an aggregate purchase price of $500 million, or $1,000 per share (the “Issuance”). Prior to the consummation of the Issuance and as expressly contemplated by the Investment Agreement, KKR elected to syndicate a portion of the investment to certain investment partners. Each of the KKR-led group agreed to become a “party”, “Permitted Investor Transferee”, and “Investor Party” under the Investment Agreement. The closing of the Issuance occurred on May 12, 2021 (Closing Date). The Series A Preferred Stock rank senior to our Class A common stock with respect to dividend rights and rights on the distribution of assets on any voluntary or involuntary liquidation, dissolution or winding up of the affairs of Box. The Series A Preferred Stock initially have a liquidation preference of $1,000 per share. Holders of the Series A Preferred Stock are entitled to a cumulative dividend (the “Dividend”) at the rate of 3.0% per annum, compounding quarterly, paid-in-kind or paid in cash, at our election. For any quarter in which we elect not to pay the Dividend in cash with respect to a share of Series A Preferred Stock, such Dividend will become part of the liquidation preference of such share, as set forth in the Certificate of Designations designating the Series A Preferred Stock (the “Certificate of Designations”). Dividends on each share of Series A Preferred Stock accrue daily starting from the Closing Date, whether or not declared and whether or not we have assets legally available to make the payment. The Series A Preferred Stock is convertible at the option of the holders thereof at any time into shares of Class A common stock at an initial conversion price of $27.00 per share. At any time after the third anniversary of the Closing Date, if the volume weighted average price of our Class A common stock exceeds 200% of the conversion price set forth in the Certificate of Designations, for at least 20 trading days in any period of 30 consecutive trading days, including the last day of such trading period, at our election, all of the Series A Preferred Stock will be convertible into the applicable number of shares of Class A common stock. Holders of the Series A Preferred Stock are entitled to vote with the holders of our Class A common stock on an as-converted basis. Holders of the Series A Preferred Stock are entitled to a separate class vote with respect to, among other things, amendments to our organizational documents that have an adverse effect on the Series A Preferred Stock, authorizations or issuances by us of securities that are senior to, or equal in priority with, the Series A Preferred Stock, increases or decreases in the number of authorized shares of Series A Preferred Stock, and payments of special dividends in excess of an agreed upon amount. At any time following the fifth anniversary of the Closing Date, we may redeem some or all of the Series A Preferred Stock for a per share amount in cash equal to: (i) the sum of (x) 100% of the then-current liquidation preference thereof, plus (y) all accrued and unpaid dividends, multiplied by (ii) (A) 105% if the redemption occurs at any time on or after the fifth anniversary of the Closing Date and prior to the sixth anniversary of the Closing Date, (B) 102% if the redemption occurs at any time on or after the sixth anniversary of the Closing Date and prior to the seventh anniversary of the Closing Date, and (C) 100% if the redemption occurs at any time on or after the seventh anniversary of the Closing Date. At any time following the seventh anniversary of the Closing Date, each holder of the Series A Preferred Stock will have the right to cause us to redeem, ratably, in whole or, from time to time, in part, the shares of Series A Preferred Stock held by such holder for a per share amount in cash equal to the sum of (x) 100% of the then-current liquidation preference thereof, plus (y) all accrued and unpaid dividends. Upon prior written notice of certain change of control events involving Box, the shares of the Series A Preferred Stock shall automatically be redeemed by us for a repurchase price equal to the greater of (i) the value of the shares of Series A Preferred Stock as converted into Class A common stock at the then-current conversion price and (ii) an amount in cash equal to 100% of the then-current liquidation preference thereof plus all accrued but unpaid dividends. In the case of clause (ii) above, we will also be required to pay the holders of the Series A Preferred Stock a “make-whole” premium consisting of dividends that would have otherwise accrued from the effective date of such change of control through the fifth anniversary of the Closing Date. Pursuant to the Investment Agreement, we agreed to increase the size of our board of directors in order to appoint, as of the Closing Date, one individual designated by KKR to our board of directors for a term expiring at the 2023 annual meeting of our stockholders. So long as KKR beneficially owns at least 50% of the shares of Series A Preferred Stock purchased by KKR at the closing of the Issuance on an as-converted basis, KKR will have the right to designate a director nominee for election to our board of directors. We have applied the guidance in ASC 480‑10‑S99‑3A, SEC Staff Announcement: Classification and Measurement of Redeemable Securities and have therefore classified the Series A Preferred Stock as mezzanine equity. The Series A Preferred Stock was recorded outside of stockholders’ deficit because the shares may be redeemed at the option of the Holders and that redemption option is not solely within our control. Upon issuance, we recorded the Series A Preferred Stock, net of issuance costs. We have elected to accrete the issuance costs through the date the shares can first be redeemed at the option of the holders, which is the seventh anniversary of the Closing Date using the effective interest rate method. As of July 31, 2021, we recognized $0.5 million of accretion. As of July 31, 2021, we had accrued dividends of $3.3 million on the Series A Preferred Stock. Accrued dividends are recorded against additional paid-in capital due to Box being in an accumulated deficit position. Tender Offer On June 2, 2021, we announced the commencement of a “modified Dutch Auction” tender offer to purchase up to $500 million in value of shares of our Class A common stock, or such lesser number of shares of our Class A common stock as are properly tendered and not properly withdrawn, at a price not less than $22.75 nor greater than $25.75 per share, to the seller in cash, less any applicable withholding taxes and without interest. On June 30, 2021, we announced the results of the tender offer. We repurchased 9.2 million shares at a price of $25.75 for a total amount of $238.2 million. The remainder of the $500 million not used in the tender offer may be deployed for future share repurchases. Share Repurchase Plan On July 9, 2021, our board of directors authorized a $260 million Share Repurchase Plan, utilizing the unused portion of the $500 million intended for the modified Dutch Auction tender offer to opportunistically repurchase additional shares of our Class A common stock. Under this plan, shares may be repurchased in open market transactions until the earlier of February 28, 2022, or until $260 million of our Class A common stock has been repurchased. As of July 31, 2021, we repurchased 2.1 million shares at a weighted average price of $23.48 for a total amount of $50.1 million. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jul. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 11. Stock-Based Compensation Employee Equity Plans In January 2015, our board of directors adopted the 2015 Equity Incentive Plan (2015 Plan), which became effective prior to the completion of our initial public offering (IPO). Awards granted under the 2015 Plan may be (i) incentive stock options, (ii) nonstatutory stock options, (iii) restricted stock units, (iv) restricted stock awards or (v) stock appreciation rights, as determined by our board of directors at the time of grant. Generally, our restricted stock units vest over four years and, (a) for employee new hire restricted stock unit grants, twenty-five percent vest one year from the vesting commencement date and continue to vest 1/16th per quarter thereafter; or (b) for employee refresh restricted stock unit grants, 1/16th per quarte r vest from the vesting commencement date. As of July 31, 2021 , shares were reserved for future issuance under the 2015 Plan. In January 2015, our board of directors adopted the 2015 Employee Stock Purchase Plan (2015 ESPP), which became effective prior to the completion of our IPO. The 2015 ESPP allows eligible employees to purchase shares of our Class A common stock at a discount of up to 15% through payroll deductions of their eligible compensation, subject to any plan limitations. The 2015 ESPP provides for 24-month offering periods beginning March 16 and September 16 of each year, and each offering period consists of four six-month purchase periods. On each purchase date, eligible employees may purchase our stock at a price per share equal to 85% of the lesser of (1) the fair market value of our stock on the offering date or (2) the fair market value of our stock on the purchase date. In the event the price is lower on the last day of any purchase price period, in addition to using that price as the basis for that purchase period, the offering period resets and the new lower price becomes the new offering price for a new 24 month offering period. As of July 31, 2021, 1,356,993 shares were reserved for future issuance under the 2015 ESPP. Stock Options The following table summarizes the stock option activity under the equity incentive plans and related information: Shares Weighted- Average Weighted- Remaining Average Exercise Contractual Life Aggregate Shares Price (Years) Intrinsic Value (in thousands) Balance as of January 31, 2021 6,617,037 $ 10.77 3.77 $ 48,098 Options granted — — Options exercised (261,900 ) 6.84 Options forfeited/cancelled — — Balance as of July 31, 2021 6,355,137 $ 10.93 3.32 $ 82,660 Vested and expected to vest as of July 31, 2021 6,295,299 $ 10.84 3.29 $ 82,430 Exercisable as of July 31, 2021 5,170,235 $ 8.83 2.45 $ 78,104 As of July 31, 2021, there was $0.7 million of unrecognized stock-based compensation expense related to outstanding stock options granted to employees that is expected to be recognized over a weighted-average period of 1.42 years. Stock Options with Market-Based Performance Goals To further align our stockholders’ interests with executive officers’ interests, the Compensation Committee of our board of directors approved and granted performance-based stock options with market-based performance goals under the 2015 Plan to certain executive officers , which are subject to both the achievement of the market-based performance goal established by the Compensation Committee and the continued employment of the participant. These performance-based stock options were awarded during our fiscal years ending January 31, 2018, 2019, and 2020, and vest only to the extent that both the market-based performance goal and time-based condition are satisfied. As of July 31, 2021, t he total outstanding balance of performance-based stock options was 1,375,000. The grant date fair value of these awards was determined using a Monte Carlo valuation model and the related stock-based compensation expense is recognized based on an accelerated attribution method. Of the total $0.7 million in unrecognized stock-based compensation expense for stock options as of July 31, 2021, $0.5 million related to outstanding performance-based stock options with market-based performance goals, which is expected to be recognized over a weighted-average period of 1.47 years. Restricted Stock Units The following table summarizes the restricted stock unit activity under the equity incentive plans and related information: Number of Weighted- Restricted Average Stock Units Grant Date Outstanding Fair Value Unvested balance - January 31, 2021 14,330,678 $ 17.68 Granted 8,661,350 24.02 Vested, net of shares withheld for employee payroll taxes (2,397,845 ) 19.66 Forfeited/cancelled, including shares withheld for employee payroll taxes (3,974,462 ) 19.29 Unvested balance - July 31, 2021 16,619,721 $ 20.31 As of July 31, 2021, there was $318.4 million of unrecognized stock-based compensation expense related to outstanding restricted stock units granted to employees that is expected to be recognized over a weighted-average period of 2.92 years. Performance-Based Restricted Stock Units We use performance-based incentives for certain employees, including our named executive officers, to achieve our annual financial and operational objectives, while making progress towards our longer-term strategic and growth goals. During the six months ended July 31, 2021, we recognized stock-based compensation expense related to the Fiscal 2021 and Fiscal 2022 Executive Bonus Plans in the amount of $3.2 million and $6.0 million, respectively. The unrecognized compensation expense related to the ungranted and unvested Fiscal 2022 Executive Bonus Plan is $7.0 million, based on the expected performance against the pre-established corporate financial objectives as of July 31, 2021, which is expected to be recognized over a remaining weighted-average period of less than one year. The payouts of the Fiscal 2022 Executive Bonus Plan are expected to be made in the form of fully vested restricted stock units in the first quarter of fiscal year 2023 2015 ESPP As of July 31, 2021, there was $17.2 million of unrecognized stock-based compensation expense related to the 2015 ESPP that is expected to be recognized over the remaining term of the respective offering periods. Stock-Based Compensation The following table summarizes the components of stock-based compensation expense recognized in the condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2021 2020 2021 2020 Cost of revenue $ 4,883 $ 4,401 $ 10,223 $ 8,942 Research and development 16,626 14,271 32,079 31,558 Sales and marketing 12,919 10,666 24,470 20,745 General and administrative 9,700 8,223 19,146 16,359 Total stock-based compensation $ 44,128 $ 37,561 $ 85,918 $ 77,604 |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jul. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 12. Net Loss per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share amounts): Three Months Ended July 31, Six Months Ended July 31, 2021 2020 2021 2020 Numerator: Net loss $ (8,700 ) $ (7,656 ) $ (23,273 ) $ (33,206 ) Dividend on series A convertible preferred stock (3,329 ) — (3,329 ) — Accretion of series A convertible preferred stock (456 ) — (456 ) — Net loss attributable to common stockholders $ (12,485 ) $ (7,656 ) $ (27,058 ) $ (33,206 ) Denominator: Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted 161,163 154,732 161,443 153,353 Net loss per share attributable to common stockholders, basic and diluted $ (0.08 ) $ (0.05 ) $ (0.17 ) $ (0.22 ) The following weighted-average outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been antidilutive (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2021 2020 2021 2020 Options to purchase common stock 5,223 6,312 5,295 5,877 Restricted stock units 17,345 18,828 16,419 17,856 Employee stock purchase plan 1,781 3,803 1,721 3,193 Shares related to convertible preferred stock 16,304 — 8,287 — Shares related to convertible senior notes — — 296 — Total 40,653 28,943 32,018 26,926 |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13. Income Taxes We evaluate tax positions for recognition using a more-likely-than-not recognition threshold, and those tax positions eligible for recognition are measured as the largest amount of tax benefit that is greater than 50% likely of being realized upon the effective settlement with a taxing authority that has full knowledge of all relevant information. We believe that we have provided adequate reserves for our income tax uncertainties in all open tax years. We file tax returns in the U.S. for federal, California, and other states. All tax years remain open to examination for both federal and state purposes as a result of our net operating loss and credit carryforwards. We began to file foreign tax returns in the United Kingdom starting with the year ended January 31, 2013, in France, Germany and Japan starting with the year ended January 31, 2014, in Canada starting with the year ended January 31, 2015, and in Australia, Sweden, and Netherlands starting with the year ended January 31, 2016. Certain tax years remain open to examination. |
Segments
Segments | 6 Months Ended |
Jul. 31, 2021 | |
Segment Reporting [Abstract] | |
Segments | Note 14. Segments Our chief operating decision maker reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. As such, we have a single reporting segment and operating unit structure. Since we operate in one operating segment, all required segment information can be found in the condensed consolidated financial statements. |
Description of Business and B_2
Description of Business and Basis of Presentation (Policies) | 6 Months Ended |
Jul. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated balance sheet as of July 31, 2021 and the condensed consolidated statements of operations, the condensed consolidated statements of comprehensive loss, the condensed consolidated statements of convertible preferred stock and stockholders’ (deficit) equity, and the condensed consolidated statements of cash flows for the three and six months ended July 31, 2021 and 2020, respectively, are unaudited. The condensed consolidated balance sheet data as of January 31, 2021 was derived from the audited consolidated financial statements that are included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2021 (the Form 10-K), which was filed with the Securities and Exchange Commission (the SEC) on March 19, 2021. The accompanying statements should be read in conjunction with the audited consolidated financial statements and related notes contained in our Form 10-K. Other than items discussed under Use of Estimates and Recently Adopted Accounting Pronouncements , there have been no other material changes to our critical accounting policies and estimates during July 31, 2021 from those disclosed in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Form 10-K. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the financial information and footnotes required by GAAP for complete financial statements. In the opinion of our management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements in the Form 10-K and include all adjustments necessary for the fair presentation of our balance sheet as of July 31, 2021, and our results of operations, including our comprehensive loss, our convertible preferred stock and stockholders’ (deficit) equity, and our cash flows for the three and six months ended July 31, 2021 and 2020. All adjustments are of a normal recurring nature. The results for the three and six months ended July 31, 2021 are not necessarily indicative of the results to be expected for any subsequent quarter or for the fiscal year ending January 31, 2022. Certain prior period amounts reported in our condensed consolidated financial statements and notes thereto have been reclassified to conform to the current year presentation. Such reclassifications did not affect total revenues, operating income, or net income. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make, on an ongoing basis, estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ from these estimates. Such estimates include, but are not limited to, the determination of the allowance for accounts receivable, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, timing and costs associated with our asset retirement obligations, the nature and timing of satisfaction of performance obligations, estimate of standalone selling price allocation included in contracts with multiple performance obligations, the estimated expected benefit period for deferred commissions, the estimated useful life of capitalized internal-use software costs, observable price changes of , the incremental borrowing rate we use to determine our lease liabilities, |
Certain Risks and Concentrations | Certain Risks and Concentrations Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, and accounts receivable. Although we deposit our cash with multiple financial institutions, our deposits, at times, may exceed deposit insurance coverage limits. We sell to a broad range of customers. Our revenue is derived primarily from the United States across a multitude of industries. Accounts receivable are derived from the delivery of our services to customers primarily located in the United States. We accept and settle our accounts receivable using credit cards, electronic payments and checks. A majority of our lower dollar value invoices are settled by credit card on or near the date of the invoice. We do not require collateral from customers to secure accounts receivable. We maintain an allowance for doubtful accounts based upon the expected collectability, which takes into consideration specific customer creditworthiness and current economic trends. We believe collections of our accounts receivable are probable based on the size, industry diversification, financial condition and past transaction history of our customers. As of July 31, 2021, no customer accounted for more than 10% of total accounts receivable. As of January 31, 2021, one reseller, which is also a customer, accounted for more than 10% of total accounts receivable. No single customer represented over 10% of our revenue for the three and six months ended July 31, 2021 and 2020. We serve our customers and users from data center facilities operated by third parties. In order to reduce the risk of down time of our subscription services, we have established data centers and third-party cloud computing and hosting providers in various locations in the United States and abroad. We have internal procedures to restore services in the event of disaster at any one of our current data center facilities. Even with these procedures for disaster recovery in place, our cloud services could be significantly interrupted during the implementation of the procedures to restore services. Geographic Locations For the three and six months ended July 31, 2021, revenue attributable to customers in the United States was 68% and 69%, respectively. For the three and six months ended July 31, 2021, revenue attributable to customers in Japan was 18%. For the three and six months ended July 31, 2020, revenue attributable to customers in the United States was 72%. For the three and six months ended July 31, 2020, revenue attributable to customers in Japan was 14% and 13%, respectively. Substantially all of our net assets are located in the United States. As of July 31, 2021 and January 31, 2021, property and equipment located in the United States was approximately 96%. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board ( Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU 2020-06 (ASU 2020-06), Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40). The amendments in this update were implemented by the FASB to reduce the number of accounting models for convertible debt instruments. Under ASU 2020-06, the embedded conversion features are no longer separated from the host contract for convertible instruments with conversion features that are not required to be accounted for as derivatives under Topic 815, or that do not result in substantial premiums accounted for as paid-in capital. Consequently, a convertible debt instrument is accounted for as a single liability measured at its amortized cost, as long as no other features require bifurcation and recognition as derivatives. There is no longer a debt discount representing the difference between the carrying value, excluding issuance costs, and the principal of the convertible debt instrument and, as a result, there is no longer interest expense from the amortization of the debt discount over the term of the convertible debt instrument. The amendments in this update also require the if-converted method to be applied for all convertible instruments when calculating diluted earnings per share. We early adopted the new standard, effective February 1, 2021, using the modified retrospective method. The comparative periods presented and disclosed in the year of adoption are based on legacy guidance. Adoption Impact of ASU 2020-06 on the Opening Balance Sheet as of February 1, 2021 In connection with the adoption of ASU 2020-06, we recognized a $0.6 million decrease of accumulated deficit, a $68.6 million decrease of additional paid-in capital, and a $68.0 million increase of debt, net, noncurrent. The adoption of ASU 2020-06 did not have a material effect on our condensed consolidated statements of operations and cash flows. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . Reference rate reform refers to the global transition away from certain reference rates, such as the London Interbank Offered Rate (LIBOR), and to the introduction of new reference rates that ar e based on a larger and more liquid population of observable transactions. ASU 2020-04 provides temporary optional expedients and exceptions for applying GAAP to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued as a result of reference rate reform. The amendments in this ASU were effective upon issuance and do not have a material impact on our condensed consolidated financial statements. |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Other than items discussed under Use of Estimates Recently Adopted Accounting Pronouncements the six months ended |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Subject to Fair Value | Financial assets subject to the fair value disclosure requirements were as follows (in thousands): July 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 556,987 $ — $ — $ 556,987 January 31, 2021 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 256,861 $ — $ — $ 256,861 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): July 31, January 31, 2021 2021 Servers and related equipment $ 360,517 $ 352,224 Leasehold improvements 78,446 80,558 Computer hardware 21,673 25,810 Furniture and fixtures 14,273 14,157 Construction in progress 3,811 11,422 Total property and equipment 478,720 484,171 Less: accumulated depreciation (347,079 ) (324,023 ) Total property and equipment, net $ 131,641 $ 160,148 |
Schedule of Operating Lease Right-of-Use Assets, Net | Operating lease right-of-use assets, net consisted of the following (in thousands): July 31, January 31, 2021 2021 Operating lease right-of-use assets $ 273,662 $ 270,428 Less: accumulated amortization (97,844 ) (76,175 ) Operating lease right-of-use assets, net $ 175,818 $ 194,253 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Leases [Abstract] | |
Summary of Components of Lease Cost | The components of lease cost, which were included in operating expenses in our condensed consolidated statements of operations, were as follows (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2021 2020 2021 2020 Finance lease cost: Amortization of finance lease right-of-use assets $ 13,068 $ 13,819 $ 26,150 $ 26,925 Interest on finance lease liabilities 1,044 1,498 2,215 3,024 Operating lease cost, gross 13,742 13,426 27,522 26,543 Variable lease cost, gross 2,076 2,170 4,378 4,894 Sublease income (3,027 ) (2,373 ) (6,221 ) (5,181 ) Total lease cost (1) $ 26,903 $ 28,540 $ 54,044 $ 56,205 (1) Short-term lease cost was not material for the periods presented and is not included in the table above. |
Summary of Maturities of Operating and Finance Lease Liabilities | As of July 31, 2021, maturities of our operating and finance lease liabilities, which do not include short-term leases and variable lease payments, are as follows (in thousands): Years ending January 31: Operating Leases (1) Finance Leases Remainder of 2022 $ 28,040 $ 25,680 2023 50,275 42,245 2024 49,081 19,584 2025 33,481 1,574 2026 29,297 — Thereafter 64,155 — Total lease payments $ 254,329 $ 89,083 Less: imputed interest $ (35,171 ) $ (4,068 ) Present value of total lease liabilities $ 219,158 $ 85,015 (1) Non-cancellable sublease proceeds for the remainder of the fiscal year ending January 31, 2022 and the fiscal years ending January 31, 2023, 2024, and 2025 of $3.7 million, $8.8 million, $2.3 million, and $2.1 million, respectively, are not included in the table above. |
Goodwill and Acquired Intangi_2
Goodwill and Acquired Intangible Assets (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill Activity | Goodwill activity for the six months ended July 31, 2021 is reflected in the following table (in thousands): Balance as of January 31, 2021 $ 18,740 Goodwill acquired - SignRequest 43,386 Goodwill acquired - Cloud FastPath 13,230 Foreign currency translation (574 ) Balance as of July 31, 2021 $ 74,782 |
Summary of Acquired Intangible Assets | Acquired intangible assets are included in other long-term assets in the condensed consolidated balance sheets. Acquired intangible assets consisted of the following (in thousands): Weighted-Average Remaining Useful Life (Years) Gross Value Accumulated Amortization Net Carrying Value Developed technology 3.96 $ 20,404 $ (2,143 ) $ 18,261 Balance as of July 31, 2021 $ 20,404 $ (2,143 ) $ 18,261 |
Schedule of Expected Amortization Expense for Acquired Intangible Assets | As of July 31, 2021, expected amortization expense for acquired intangible assets was as follows (in thousands): Fiscal years ending January 31: Remainder of 2022 $ 2,564 2023 4,856 2024 4,856 2025 3,008 2026 2,921 Thereafter 56 Total $ 18,261 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Payments under Non-cancellable Contractual Purchases | As of July 31, 2021, future payments under non-cancellable contractual purchases, which were not recognized on our condensed consolidated balance sheet and relate primarily to infrastructure services and IT software and support services costs Fiscal years ending January 31: Remainder of 2022 $ 2,862 2023 33,650 2024 4,860 2025 434 2026 211,234 Thereafter — $ 253,040 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Net Carrying Amounts of Liability and Equity Component of Notes | The net carrying amount of the Notes consists of the following (in thousands): July 31, January 31, 2021 2021 Principal $ 345,000 $ 345,000 Unamortized debt discount for conversion option — (69,916 ) Unamortized issuance costs (8,470 ) (7,470 ) Net carrying amount $ 336,530 $ 267,614 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Stock Option Activity Under Equity Incentive Plans and Related Information | The following table summarizes the stock option activity under the equity incentive plans and related information: Shares Weighted- Average Weighted- Remaining Average Exercise Contractual Life Aggregate Shares Price (Years) Intrinsic Value (in thousands) Balance as of January 31, 2021 6,617,037 $ 10.77 3.77 $ 48,098 Options granted — — Options exercised (261,900 ) 6.84 Options forfeited/cancelled — — Balance as of July 31, 2021 6,355,137 $ 10.93 3.32 $ 82,660 Vested and expected to vest as of July 31, 2021 6,295,299 $ 10.84 3.29 $ 82,430 Exercisable as of July 31, 2021 5,170,235 $ 8.83 2.45 $ 78,104 |
Summary of Restricted Stock Unit Activity Under Equity Incentive Plans and Related Information | The following table summarizes the restricted stock unit activity under the equity incentive plans and related information: Number of Weighted- Restricted Average Stock Units Grant Date Outstanding Fair Value Unvested balance - January 31, 2021 14,330,678 $ 17.68 Granted 8,661,350 24.02 Vested, net of shares withheld for employee payroll taxes (2,397,845 ) 19.66 Forfeited/cancelled, including shares withheld for employee payroll taxes (3,974,462 ) 19.29 Unvested balance - July 31, 2021 16,619,721 $ 20.31 |
Summary of Components of Stock-Based Compensation Expense | The following table summarizes the components of stock-based compensation expense recognized in the condensed consolidated statements of operations (in thousands): Three Months Ended Six Months Ended July 31, July 31, 2021 2020 2021 2020 Cost of revenue $ 4,883 $ 4,401 $ 10,223 $ 8,942 Research and development 16,626 14,271 32,079 31,558 Sales and marketing 12,919 10,666 24,470 20,745 General and administrative 9,700 8,223 19,146 16,359 Total stock-based compensation $ 44,128 $ 37,561 $ 85,918 $ 77,604 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jul. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic and Diluted Net Loss Per Share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share amounts): Three Months Ended July 31, Six Months Ended July 31, 2021 2020 2021 2020 Numerator: Net loss $ (8,700 ) $ (7,656 ) $ (23,273 ) $ (33,206 ) Dividend on series A convertible preferred stock (3,329 ) — (3,329 ) — Accretion of series A convertible preferred stock (456 ) — (456 ) — Net loss attributable to common stockholders $ (12,485 ) $ (7,656 ) $ (27,058 ) $ (33,206 ) Denominator: Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted 161,163 154,732 161,443 153,353 Net loss per share attributable to common stockholders, basic and diluted $ (0.08 ) $ (0.05 ) $ (0.17 ) $ (0.22 ) |
Summary of Weighted Average Outstanding Shares Excluded from Computation of Diluted Net Loss per Share | The following weighted-average outstanding shares of common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been antidilutive (in thousands): Three Months Ended July 31, Six Months Ended July 31, 2021 2020 2021 2020 Options to purchase common stock 5,223 6,312 5,295 5,877 Restricted stock units 17,345 18,828 16,419 17,856 Employee stock purchase plan 1,781 3,803 1,721 3,193 Shares related to convertible preferred stock 16,304 — 8,287 — Shares related to convertible senior notes — — 296 — Total 40,653 28,943 32,018 26,926 |
Description of Business and B_3
Description of Business and Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | Feb. 01, 2021 | Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2021 |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Decrease in accumulated deficit | $ (1,344,393) | $ (1,344,393) | $ (1,321,679) | |||
Decrease in additional paid-in capital | $ 1,194,180 | $ 1,194,180 | $ 1,474,843 | |||
ASU 2019-12 | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | true | ||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Feb. 1, 2021 | Feb. 1, 2021 | ||||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true | true | ||||
ASU 2020-06 | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Feb. 1, 2021 | Feb. 1, 2021 | ||||
Change in Accounting Principle, Accounting Standards Update, Early Adoption [true false] | true | true | ||||
Decrease in accumulated deficit | $ 600 | |||||
Decrease in additional paid-in capital | (68,600) | |||||
Increase of debt, net, non current | $ 68,000 | |||||
Credit Concentration Risk | Accounts Receivable | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Number of major customers | no | one | ||||
Credit Concentration Risk | Accounts Receivable | Significant Customer | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Concentration risk percentage | 10.00% | 10.00% | ||||
Customer Concentration Risk | Revenue | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Number of major customers | No | No | No | No | ||
Customer Concentration Risk | Revenue | Significant Customer | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Concentration risk percentage | 10.00% | 10.00% | 10.00% | 10.00% | ||
Geographic Concentration Risk | Revenue | United States | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Concentration risk percentage | 68.00% | 72.00% | 69.00% | 72.00% | ||
Geographic Concentration Risk | Revenue | Japan | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Concentration risk percentage | 18.00% | 14.00% | 18.00% | 13.00% | ||
Geographic Concentration Risk | Property and Equipment | United States | ||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | ||||||
Concentration risk percentage | 96.00% | 96.00% |
Revenues - Additional Informati
Revenues - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |||||
Deferred revenue | $ 422 | $ 422 | $ 465.6 | ||
Deferred revenue, revenue recognized out of beginning balance | 174.8 | $ 158.1 | 299.9 | $ 278.6 | |
Remaining performance obligation, revenue expected to be recognized | $ 922.4 | $ 922.4 | |||
Revenue remaining performance obligation, percentage | 61.00% | 61.00% |
Revenues - Additional Informa_2
Revenues - Additional Information (Details 1) | Jul. 31, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-08-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-08-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets Subject to Fair Value (Details) - Recurring - Money Market Funds - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 31, 2021 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 556,987 | $ 256,861 |
Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 556,987 | $ 256,861 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | Jul. 26, 2021 | Jan. 31, 2021 | Jul. 31, 2021 |
Derivative [Line Items] | |||
Certificates of deposit | $ 50 | ||
November 2017 Facility | Secured Debt | Wells Fargo Bank | |||
Derivative [Line Items] | |||
Debt instrument maturity date | Jul. 26, 2024 | ||
November 2017 Facility | Revolving Credit Facility | Secured Debt | Wells Fargo Bank | |||
Derivative [Line Items] | |||
Total debt outstanding with carrying amount | $ 30 | 30 | |
0.00% Convertible Notes Due 2026 | Senior Notes | |||
Derivative [Line Items] | |||
Debt instrument interest rate stated percentage | 0.00% | ||
Debt instrument maturity date | Jan. 15, 2026 | ||
Debt instrument, principal amount | $ 345 | ||
0.00% Convertible Notes Due 2026 | Senior Notes | Level 2 | |||
Derivative [Line Items] | |||
Convertible senior notes, fair value | $ 348.4 | $ 397.6 |
Balance Sheet Components - Addi
Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2021 | |
Property Plant And Equipment [Line Items] | |||||
Allowance for doubtful accounts receivable | $ 2.6 | $ 2.6 | $ 2.7 | ||
Accumulated depreciation of property and equipment acquired under finance lease | 178.1 | 178.1 | 152.5 | ||
Depreciation expense | 16.1 | $ 17.2 | 32.4 | $ 33.6 | |
Servers and related equipment | |||||
Property Plant And Equipment [Line Items] | |||||
Gross amount of property and equipment acquired under finance lease | 264.1 | 264.1 | 256 | ||
Depreciation expense | 13.1 | $ 13.8 | 26.2 | $ 26.9 | |
Construction in progress | |||||
Property Plant And Equipment [Line Items] | |||||
Gross amount of property and equipment acquired under finance lease | $ 0.1 | $ 0.1 | $ 7.1 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 478,720 | $ 484,171 |
Less: accumulated depreciation | (347,079) | (324,023) |
Total property and equipment, net | 131,641 | 160,148 |
Servers and related equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 360,517 | 352,224 |
Leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 78,446 | 80,558 |
Computer hardware | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 21,673 | 25,810 |
Furniture and fixtures | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | 14,273 | 14,157 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property and equipment, gross | $ 3,811 | $ 11,422 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Operating Lease Right-of-Use Assets, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2021 | Jan. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | ||
Operating lease right-of-use assets | $ 273,662 | $ 270,428 |
Less: accumulated amortization | (97,844) | (76,175) |
Operating lease right-of-use assets, net | $ 175,818 | $ 194,253 |
Leases - Additional Information
Leases - Additional Information (Details) | 6 Months Ended |
Jul. 31, 2021 | |
Lessee Lease Description [Line Items] | |
Finance lease agreements term | 4 years |
Sublease expiration year | 2025 |
Minimum | |
Lessee Lease Description [Line Items] | |
Operating lease expiration year | 2022 |
Total lease term of sublease arrangement | 11 months |
Maximum | |
Lessee Lease Description [Line Items] | |
Operating lease expiration year | 2029 |
Total lease term of sublease arrangement | 96 months |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Cost Included In Operating Expenses in Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | ||
Finance lease cost: | |||||
Amortization of finance lease right-of-use assets | $ 13,068 | $ 13,819 | $ 26,150 | $ 26,925 | |
Interest on finance lease liabilities | 1,044 | 1,498 | 2,215 | 3,024 | |
Operating lease cost, gross | 13,742 | 13,426 | 27,522 | 26,543 | |
Variable lease cost, gross | 2,076 | 2,170 | 4,378 | 4,894 | |
Sublease income | (3,027) | (2,373) | (6,221) | (5,181) | |
Total lease cost | [1] | $ 26,903 | $ 28,540 | $ 54,044 | $ 56,205 |
[1] | Short-term lease cost was not material for the periods presented and is not included in the table above. |
Leases - Summary of Maturities
Leases - Summary of Maturities of Operating and Finance Lease Liabilities (Details) $ in Thousands | Jul. 31, 2021USD ($) | |
Leases [Abstract] | ||
Operating Leases, Remainder of 2022 | $ 28,040 | [1] |
Operating Leases, 2023 | 50,275 | [1] |
Operating Leases, 2024 | 49,081 | [1] |
Operating Leases, 2025 | 33,481 | [1] |
Operating Leases, 2026 | 29,297 | [1] |
Operating Leases, Thereafter | 64,155 | [1] |
Operating Leases, Total lease payments | 254,329 | [1] |
Less: Operating Leases imputed interest | (35,171) | [1] |
Operating Leases, Present value of total lease liabilities | 219,158 | [1] |
Finance Leases, Remainder of 2022 | 25,680 | |
Finance Leases, 2023 | 42,245 | |
Finance Leases, 2024 | 19,584 | |
Finance Leases, 2025 | 1,574 | |
Finance Leases, Total lease payments | 89,083 | |
Less: Finance Leases imputed interest | (4,068) | |
Finance Leases, Present value of total lease liabilities | $ 85,015 | |
[1] | Non-cancellable sublease proceeds for the remainder of the fiscal year ending January 31, 2022 and the fiscal years ending January 31, 2023, 2024, and 2025 of $3.7 million, $8.8 million, $2.3 million, and $2.1 million, respectively, are not included in the table above. |
Leases - Summary of Maturitie_2
Leases - Summary of Maturities of Operating and Finance Lease Liabilities (Parenthetical) (Details) $ in Millions | Jul. 31, 2021USD ($) |
Leases [Abstract] | |
Non-cancellable sublease proceeds for the year ending January 31, 2022 | $ 3.7 |
Non-cancellable sublease proceeds for the year ending January 31, 2023 | 8.8 |
Non-cancellable sublease proceeds for the year ending January 31, 2024 | 2.3 |
Non-cancellable sublease proceeds for the year ending January 31, 2025 | $ 2.1 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | Feb. 16, 2021 | Feb. 08, 2021 | Jul. 31, 2021 | Jan. 31, 2021 |
Business Acquisition [Line Items] | ||||
Total purchase price allocated to goodwill | $ 74,782 | $ 18,740 | ||
SignRequest | ||||
Business Acquisition [Line Items] | ||||
Total aggregate consideration | $ 54,300 | |||
Cash consideration transferred | $ 44,300 | |||
Consideration transferred, shares of common stock | 550,366 | |||
Consideration transferred, common stock value | $ 10,000 | |||
Total purchase price allocated to goodwill | 43,400 | |||
Total purchase price allocated to acquired developed technology | 14,900 | |||
Total purchase price allocated to deferred tax liability | $ 2,500 | |||
Cloud Fast Path | ||||
Business Acquisition [Line Items] | ||||
Total aggregate consideration | $ 14,800 | |||
Cash consideration transferred | 12,400 | |||
Total purchase price allocated to goodwill | 13,200 | |||
Total purchase price allocated to acquired developed technology | 5,800 | |||
Cash held in escrow | 2,400 | |||
Total purchase price allocated to deferred revenue | $ 4,800 |
Goodwill and Acquired Intangi_3
Goodwill and Acquired Intangible Assets - Summary of Goodwill Activity (Details) $ in Thousands | 6 Months Ended |
Jul. 31, 2021USD ($) | |
Goodwill [Line Items] | |
Balance as of January 31, 2021 | $ 18,740 |
Foreign currency translation | (574) |
Balance as of July 31, 2021 | 74,782 |
SignRequest | |
Goodwill [Line Items] | |
Goodwill acquired | 43,386 |
Cloud FastPath | |
Goodwill [Line Items] | |
Goodwill acquired | $ 13,230 |
Goodwill and Acquired Intangi_4
Goodwill and Acquired Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||||
Goodwill impairment | $ 0 | $ 0 | ||
Acquired intangible assets | $ 18,261,000 | 18,261,000 | $ 0 | |
Cost of Revenue | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Acquired intangible assets amortization | $ 1,200,000 | $ 2,100,000 | $ 0 |
Goodwill and Acquired Intangi_5
Goodwill and Acquired Intangible Assets - Summary of Acquired Intangible Assets (Details) - USD ($) | 6 Months Ended | |
Jul. 31, 2021 | Jan. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Value | $ 20,404,000 | |
Accumulated Amortization | 2,143,000 | |
Net Carrying Value | 18,261,000 | $ 0 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Value | 20,404,000 | |
Accumulated Amortization | 2,143,000 | |
Net Carrying Value | $ 18,261,000 | |
Weighted-Average Remaining Useful Life (Years) | 3 years 11 months 15 days |
Goodwill and Acquired Intangi_6
Goodwill and Acquired Intangible Assets - Schedule of Expected Amortization Expense for Acquired Intangible Assets (Details) - USD ($) | Jul. 31, 2021 | Jan. 31, 2021 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
Remainder of 2022 | $ 2,564,000 | |
2023 | 4,856,000 | |
2024 | 4,856,000 | |
2025 | 3,008,000 | |
2026 | 2,921,000 | |
Thereafter | 56,000 | |
Net Carrying Value | $ 18,261,000 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2021 | Jan. 31, 2021 | |
Commitments And Contingencies [Line Items] | ||
Purchase obligation | $ 253,040 | |
Purchase obligation, due to be paid in 2022 | 2,862 | |
Purchase obligation, due to be paid in 2023 | 33,650 | |
Purchase obligation, due to be paid in 2024 | $ 4,860 | |
Minimum | ||
Commitments And Contingencies [Line Items] | ||
Purchase obligation term | 2 years | |
Maximum | ||
Commitments And Contingencies [Line Items] | ||
Purchase obligation term | 8 years | |
Accounts Payable Accrued Expenses and Other Current Liabilities and Other Long Term Liabilities | ||
Commitments And Contingencies [Line Items] | ||
Purchase obligation | $ 10,400 | |
Purchase obligation, due to be paid in 2022 | 4,700 | |
Purchase obligation, due to be paid in 2023 | 3,800 | |
Purchase obligation, due to be paid in 2024 | 1,900 | |
November 2017 Facility | Wells Fargo Bank | Secured Debt | Letters of Credit | ||
Commitments And Contingencies [Line Items] | ||
Letters of credit facility | $ 19,000 | $ 19,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Future Payments under Non-cancellable Contractual Purchases (Details) $ in Thousands | Jul. 31, 2021USD ($) |
Purchase Obligation Fiscal Year Maturity [Abstract] | |
Remainder of 2022 | $ 2,862 |
2023 | 33,650 |
2024 | 4,860 |
2025 | 434 |
2026 | 211,234 |
Purchase Obligations | $ 253,040 |
Debt - Additional Information (
Debt - Additional Information (Details) | Jul. 26, 2021USD ($) | Nov. 27, 2017 | Jun. 30, 2021USD ($)$ / sharesshares | Jan. 31, 2021USD ($)$ / sharesshares | Jul. 31, 2021USD ($)$ / shares | Jul. 31, 2021USD ($)TradingDay$ / sharesshares |
Interest Rate Swap | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, effective date | Sep. 5, 2019 | |||||
Derivative, maturity period | 5 years | |||||
Derivative, notional value | $ 30,000,000 | $ 30,000,000 | ||||
Convertible Senior Notes | 0.00% Convertible Senior Notes Due January 15, 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount | $ 345,000,000 | $ 345,000,000 | $ 345,000,000 | |||
Debt instrument interest rate stated percentage | 0.00% | |||||
Debt instrument due date | Jan. 15, 2026 | |||||
Principal amount of notes used in conversion rate | $ 1,000 | |||||
Conversion rate per $1,000 principal amount of notes | shares | 38.7665 | |||||
Conversion price per share of common stock | $ / shares | $ 25.80 | |||||
Debt instrument, convertible, latest date | Oct. 15, 2025 | |||||
Debt instrument, effective interest rate | 0.56% | 0.56% | ||||
Interest expense, debt | $ 400,000 | $ 900,000 | ||||
Strike price | $ / shares | 25.80 | 25.80 | ||||
Initial cap prices | $ / shares | 35.58 | 35.58 | ||||
Common stock shares covered under capped call transactions | shares | 13,400,000 | |||||
Cost of purchased capped calls | $ 27,800,000 | |||||
Total debt outstanding with carrying amount | $ 267,614,000 | $ 336,530,000 | $ 336,530,000 | |||
Convertible Senior Notes | 0.00% Convertible Senior Notes Due January 15, 2026 | Debt Instrument, Redemption, Period On or After January 20, 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold trading days | TradingDay | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 30 | |||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130.00% | |||||
Debt instrument, redemption period, start date | Jan. 20, 2024 | |||||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | |||||
Convertible Senior Notes | 0.00% Convertible Senior Notes Due January 15, 2026 | Debt Instrument, Convertible, Terms of Conversion Feature, Circumstances One | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold trading days | TradingDay | 20 | |||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 30 | |||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130.00% | |||||
Convertible Senior Notes | 0.00% Convertible Senior Notes Due January 15, 2026 | Debt Instrument, Convertible, Terms of Conversion Feature, Circumstances Two | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold consecutive trading days | TradingDay | 5 | |||||
Debt instrument, convertible, threshold maximum percentage of product of last reported sale price of common stock | 98.00% | |||||
Convertible Senior Notes | Tender Offer | 0.00% Convertible Senior Notes Due January 15, 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount of notes used in conversion rate | $ 1,000 | |||||
Conversion rate per $1,000 principal amount of notes | shares | 38.7962 | |||||
Conversion price per share of common stock | $ / shares | $ 25.78 | |||||
Secured Debt | November 2017 Facility | Wells Fargo Bank | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument due date | Jul. 26, 2024 | |||||
Secured Debt | November 2017 Facility | Revolving Credit Facility | Wells Fargo Bank | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, termination date | Nov. 27, 2017 | |||||
Line of credit facility, maximum borrowing capacity | $ 65,000,000 | |||||
Total debt outstanding with carrying amount | $ 30,000,000 | $ 30,000,000 | $ 30,000,000 | |||
Secured Debt | November 2017 Facility | Letters of Credit | Wells Fargo Bank | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, maximum borrowing capacity sublimit | $ 45,000,000 | |||||
Secured Debt | November 2017 Facility | Minimum | Revolving Credit Facility | Wells Fargo Bank | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, floating interest rate | 1.15% | |||||
Secured Debt | November 2017 Facility | Maximum | Revolving Credit Facility | Wells Fargo Bank | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, floating interest rate | 1.65% |
Debt - Schedule of Net Carrying
Debt - Schedule of Net Carrying Amounts of Liability Component of Notes (Details) - 0.00% Convertible Senior Notes Due January 15, 2026 - Convertible Senior Notes - USD ($) | Jul. 31, 2021 | Jan. 31, 2021 |
Debt Instrument [Line Items] | ||
Principal | $ 345,000,000 | $ 345,000,000 |
Unamortized debt discount for conversion option | (69,916,000) | |
Unamortized issuance costs | (8,470,000) | (7,470,000) |
Net carrying amount | $ 336,530,000 | $ 267,614,000 |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Stockholders Deficit - Additional Information (Details) - USD ($) | Jul. 09, 2021 | Jun. 30, 2021 | Jun. 02, 2021 | May 12, 2021 | Apr. 07, 2021 | Jul. 31, 2021 |
Series A Convertible Preferred Stock | ||||||
Class Of Stock [Line Items] | ||||||
Temporary equity accretion of redemption interest | $ 500,000 | |||||
Accrued divided | $ 3,300,000 | |||||
Series A Convertible Preferred Stock | KKR | ||||||
Class Of Stock [Line Items] | ||||||
Issuance and sale, number of shares | 500,000 | |||||
Shares issued, par value | $ 0.0001 | |||||
Aggregate purchase price | $ 500,000,000 | |||||
Sale price per share | $ 1,000 | |||||
Sale of stock closing date | May 12, 2021 | |||||
Series A Preferred Stock | ||||||
Class Of Stock [Line Items] | ||||||
Preferred stock, liquidation preference | $ 1,000 | |||||
Percentage of cash dividend payable on preferred stock | 3.00% | |||||
Initial conversion price of preferred stock per share of common stock | $ 27,000 | |||||
Percentage of volume weighted average price of common stock | 200.00% | |||||
Percentage of redemption of preferred stock liquidation preference | 100.00% | |||||
Series A Preferred Stock | Fifth Anniversary of Closing Date | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of multiplied by redemption of preferred stock liquidation preference | 105.00% | |||||
Series A Preferred Stock | Sixth Anniversary of Closing Date | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of multiplied by redemption of preferred stock liquidation preference | 102.00% | |||||
Series A Preferred Stock | Seventh Anniversary of Closing Date | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of redemption of preferred stock liquidation preference | 100.00% | |||||
Percentage of multiplied by redemption of preferred stock liquidation preference | 100.00% | |||||
Series A Preferred Stock | KKR | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of beneficially owns closing the issuance of converted basis | 50.00% | |||||
Class A Common Stock | ||||||
Class Of Stock [Line Items] | ||||||
Percentage of redemption of preferred stock liquidation preference | 100.00% | |||||
Class A Common Stock | Tender Offer | ||||||
Class Of Stock [Line Items] | ||||||
Authorized purchase amount | $ 500,000,000 | $ 500,000,000 | ||||
Purchase price per share | $ 25.75 | |||||
Shares repurchased | 9,200,000 | |||||
Shares repurchased amount | $ 238,200,000 | |||||
Class A Common Stock | Tender Offer | Minimum | ||||||
Class Of Stock [Line Items] | ||||||
Purchase price per share | $ 22.75 | |||||
Class A Common Stock | Tender Offer | Maximum | ||||||
Class Of Stock [Line Items] | ||||||
Purchase price per share | $ 25.75 | |||||
Class A Common Stock | Share Repurchase Plan | ||||||
Class Of Stock [Line Items] | ||||||
Authorized purchase amount | $ 500,000,000 | |||||
Purchase price per share | $ 23.48 | |||||
Shares repurchased | 2,100,000 | |||||
Shares repurchased amount | $ 50,100,000 | |||||
Remaining authorized purchase amount | $ 260,000,000 | |||||
Expiration date | Feb. 28, 2022 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | Jan. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense related to stock option | $ 700 | $ 700 | |||
Remaining weighted-average period | 1 year 5 months 1 day | ||||
Stock options outstanding | 6,355,137 | 6,355,137 | 6,617,037 | ||
Share-based compensation expense | $ 44,128 | $ 37,561 | $ 85,918 | $ 77,604 | |
Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Remaining weighted-average period | 2 years 11 months 1 day | ||||
Unrecognized stock-based compensation expense | 318,400 | $ 318,400 | |||
Performance-Based Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense related to stock option | $ 500 | $ 500 | |||
Remaining weighted-average period | 1 year 5 months 19 days | ||||
2015 Equity Incentive Plan | Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
2015 Equity Incentive Plan | Performance-Based Stock Options | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Stock options outstanding | 1,375,000 | 1,375,000 | |||
2015 Equity Incentive Plan | Class A Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Shares common stock reserved for issuance | 27,084,523 | 27,084,523 | |||
2015 Employee Stock Purchase Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Percentage of eligible compensation allowed to employees to purchase shares at a discount | 15.00% | 15.00% | |||
Description of offering period excluding initial offering period | The 2015 ESPP provides for 24-month offering periods beginning March 16 and September 16 of each year, and each offering period consists of four six-month purchase periods. | ||||
Purchase price of common stock, percentage | 85.00% | ||||
Description of offering period resets | the offering period resets and the new lower price becomes the new offering price for a new 24 month offering period. | ||||
Unrecognized stock-based compensation expense | $ 17,200 | $ 17,200 | |||
2015 Employee Stock Purchase Plan | Class A Common Stock | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Shares common stock reserved for issuance | 1,356,993 | 1,356,993 | |||
Fiscal 2021 Executive Bonus Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 3,200 | ||||
Fiscal 2022 Executive Bonus Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized stock-based compensation expense | $ 7,000 | 7,000 | |||
Share-based compensation expense | $ 6,000 | ||||
Fiscal 2022 Executive Bonus Plan | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Remaining weighted-average period | 1 year | ||||
Per Month after One Year of Vesting Commencement Date | 2015 Equity Incentive Plan | Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting percentage | 6.25% | ||||
Per Quarter after One Year Of Vesting Commencement Date | 2015 Equity Incentive Plan | Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting percentage | 6.25% | ||||
One Year from Vesting Commencement Date | 2015 Equity Incentive Plan | Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Vesting percentage | 25.00% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity Under Equity Incentive Plans and Related Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 31, 2021 | Jan. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Shares Subject to Options Outstanding, Beginning balance | 6,617,037 | |
Shares Subject to Options Outstanding, Options exercised | (261,900) | |
Shares Subject to Options Outstanding, Ending balance | 6,355,137 | 6,617,037 |
Shares Subject to Options Outstanding, Vested and expected to vest | 6,295,299 | |
Shares Subject to Options Outstanding, Exercisable | 5,170,235 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Weighted-Average Exercise Price, Beginning Balance | $ 10.77 | |
Weighted-Average Exercise Price, Options exercised | 6.84 | |
Weighted-Average Exercise Price, Ending Balance | 10.93 | $ 10.77 |
Weighted-Average Exercise Price, Vested and expected to vest | 10.84 | |
Weighted-Average Exercise Price, Exercisable | $ 8.83 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | ||
Weighted-Average Remaining Contractual Life (Years) | 3 years 3 months 25 days | 3 years 9 months 7 days |
Weighted-Average Remaining Contractual Life (Years), Vested and expected to vest | 3 years 3 months 14 days | |
Weighted-Average Remaining Contractual Life (Years), Exercisable | 2 years 5 months 12 days | |
Aggregate Intrinsic Value, Balance | $ 82,660 | $ 48,098 |
Aggregate Intrinsic Value, Vested and expected to vest | 82,430 | |
Aggregate Intrinsic Value, Exercisable | $ 78,104 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Unit and Awards Activity Under Equity Incentive Plans and Related Information (Details) - Restricted Stock Units | 6 Months Ended |
Jul. 31, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Restricted Stock Units/Awards Outstanding, Unvested Beginning Balance | shares | 14,330,678 |
Number of Restricted Stock Units/Awards Outstanding, Granted | shares | 8,661,350 |
Number of Restricted Stock Units, Vested, net of shares withheld for employee payroll taxes | shares | (2,397,845) |
Number of Restricted Stock Units/Awards Outstanding, Forfeited/cancelled, including shares withheld for employee payroll taxes | shares | (3,974,462) |
Number of Restricted Stock Units/Awards Outstanding Unvested Ending Balance | shares | 16,619,721 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant Date Fair Value, Unvested Beginning Balance | $ / shares | $ 17.68 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 24.02 |
Weighted -Average Grant Date Fair Value, Vested, net of shares withheld for employee payroll taxes | $ / shares | 19.66 |
Weighted-Average Grant Date Fair Value, Forfeited/cancelled, including shares withheld for employee payroll taxes | $ / shares | 19.29 |
Weighted-Average Grant Date Fair Value, Unvested Ending Balance | $ / shares | $ 20.31 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Components of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 44,128 | $ 37,561 | $ 85,918 | $ 77,604 |
Cost of Revenue | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 4,883 | 4,401 | 10,223 | 8,942 |
Research and Development | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 16,626 | 14,271 | 32,079 | 31,558 |
Sales and Marketing | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 12,919 | 10,666 | 24,470 | 20,745 |
General and Administrative | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 9,700 | $ 8,223 | $ 19,146 | $ 16,359 |
Net Loss per Share - Summary of
Net Loss per Share - Summary of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | |
Numerator: | ||||
Net loss | $ (8,700) | $ (7,656) | $ (23,273) | $ (33,206) |
Dividend on series A convertible preferred stock | (3,329) | (3,329) | ||
Accretion of series A convertible preferred stock | (456) | (456) | ||
Net loss attributable to common stockholders | $ (12,485) | $ (7,656) | $ (27,058) | $ (33,206) |
Denominator: | ||||
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted | 161,163 | 154,732 | 161,443 | 153,353 |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.08) | $ (0.05) | $ (0.17) | $ (0.22) |
Net Loss per Share - Summary _2
Net Loss per Share - Summary of Weighted Average Outstanding Shares Excluded from Computation of Diluted Net Loss per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2021 | Jul. 31, 2020 | Jul. 31, 2021 | Jul. 31, 2020 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 40,653 | 28,943 | 32,018 | 26,926 |
Employee stock purchase plan | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,781 | 3,803 | 1,721 | 3,193 |
Shares related to convertible preferred stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,304 | 8,287 | ||
Options to purchase common stock | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,223 | 6,312 | 5,295 | 5,877 |
Restricted Stock Units | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 17,345 | 18,828 | 16,419 | 17,856 |
Shares related to the convertible senior notes | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 296 |
Segments - Additional Informati
Segments - Additional Information (Details) | 6 Months Ended |
Jul. 31, 2021Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |