Cover Page
Cover Page - shares | 6 Months Ended | |
Jul. 31, 2022 | Aug. 31, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jul. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-36568 | |
Entity Registrant Name | HEALTHEQUITY, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2383166 | |
Entity Address, Address Line One | 15 West Scenic Pointe Drive | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Draper, | |
Entity Address, State or Province | UT | |
Entity Address, Postal Zip Code | 84020 | |
City Area Code | 801 | |
Local Phone Number | 727-1000 | |
Title of 12(b) Security | Common stock, par value $0.0001 per share | |
Trading Symbol | HQY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 84,530,727 | |
Entity Central Index Key | 0001428336 | |
Current Fiscal Year End Date | --01-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed consolidated balance
Condensed consolidated balance sheets - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 176,886 | $ 225,414 |
Accounts receivable, net of allowance for doubtful accounts of $6,215 and $6,228 as of July 31, 2022 and January 31, 2022, respectively | 90,426 | 87,428 |
Other current assets | 41,274 | 38,495 |
Total current assets | 308,586 | 351,337 |
Property and equipment, net | 18,028 | 23,372 |
Operating lease right-of-use assets | 60,588 | 63,613 |
Intangible assets, net | 991,945 | 973,137 |
Goodwill | 1,645,999 | 1,645,836 |
Other assets | 48,878 | 49,807 |
Total assets | 3,074,024 | 3,107,102 |
Current liabilities | ||
Accounts payable | 15,841 | 27,541 |
Accrued compensation | 41,989 | 47,136 |
Accrued liabilities | 43,287 | 57,589 |
Current portion of long-term debt | 13,125 | 8,750 |
Operating lease liabilities | 11,275 | 12,171 |
Total current liabilities | 125,517 | 153,187 |
Long-term liabilities | ||
Long-term debt, net | 914,966 | 922,077 |
Operating lease liabilities, non-current | 62,626 | 65,232 |
Other long-term liabilities | 13,731 | 14,185 |
Deferred tax liability | 92,288 | 99,846 |
Total long-term liabilities | 1,083,611 | 1,101,340 |
Total liabilities | 1,209,128 | 1,254,527 |
Commitments and contingencies (see Note 6) | ||
Stockholders’ equity | ||
Preferred stock, $0.0001 par value, 100,000 shares authorized, no shares issued and outstanding as of July 31, 2022 and January 31, 2022, respectively | 0 | 0 |
Common stock, $0.0001 par value, 900,000 shares authorized, 84,526 and 83,780 shares issued and outstanding as of July 31, 2022 and January 31, 2022, respectively | 8 | 8 |
Additional paid-in capital | 1,713,122 | 1,676,508 |
Accumulated earnings | 151,766 | 176,059 |
Total stockholders’ equity | 1,864,896 | 1,852,575 |
Total liabilities and stockholders’ equity | $ 3,074,024 | $ 3,107,102 |
Condensed consolidated balanc_2
Condensed consolidated balance sheets (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 6,215 | $ 6,228 |
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 900,000,000 | 900,000,000 |
Common stock, issued (in shares) | 84,526,000 | 83,780,000 |
Common stock, outstanding (in shares) | 84,526,000 | 83,780,000 |
Condensed consolidated statemen
Condensed consolidated statements of operations and comprehensive loss (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Revenue | ||||
Revenue | $ 206,142 | $ 189,103 | $ 411,821 | $ 373,305 |
Cost of revenue | ||||
Cost of revenue | 88,330 | 77,132 | 182,836 | 158,218 |
Gross profit | 117,812 | 111,971 | 228,985 | 215,087 |
Operating expenses | ||||
Sales and marketing | 15,843 | 15,476 | 32,403 | 29,562 |
Technology and development | 46,580 | 37,898 | 91,763 | 73,367 |
General and administrative | 25,937 | 22,812 | 49,664 | 43,499 |
Amortization of acquired intangible assets | 24,181 | 20,289 | 47,879 | 40,103 |
Merger integration | 7,683 | 16,371 | 16,977 | 25,178 |
Total operating expenses | 120,224 | 112,846 | 238,686 | 211,709 |
Income (loss) from operations | (2,412) | (875) | (9,701) | 3,378 |
Other expense | ||||
Interest expense | (11,493) | (7,254) | (21,954) | (13,943) |
Other income (expense), net | 32 | 344 | (269) | (3,286) |
Total other expense | (11,461) | (6,910) | (22,223) | (17,229) |
Loss before income taxes | (13,873) | (7,785) | (31,924) | (13,851) |
Income tax benefit | (3,219) | (3,967) | (7,631) | (7,418) |
Net loss | (10,654) | (3,818) | (24,293) | (6,433) |
Comprehensive loss | $ (10,654) | $ (3,818) | $ (24,293) | $ (6,433) |
Net loss per share: | ||||
Basic (in usd per share) | $ (0.13) | $ (0.05) | $ (0.29) | $ (0.08) |
Diluted (in usd per share) | $ (0.13) | $ (0.05) | $ (0.29) | $ (0.08) |
Weighted-average number of shares used in computing net loss per share: | ||||
Basic (in shares) | 84,443 | 83,481 | 84,236 | 82,628 |
Diluted (in shares) | 84,443 | 83,481 | 84,236 | 82,628 |
Service | ||||
Revenue | ||||
Revenue | $ 103,034 | $ 109,182 | $ 207,382 | $ 211,716 |
Cost of revenue | ||||
Cost of revenue | 74,914 | 67,334 | 155,788 | 137,966 |
Custodial | ||||
Revenue | ||||
Revenue | 65,599 | 48,776 | 124,964 | 95,754 |
Cost of revenue | ||||
Cost of revenue | 7,090 | 4,824 | 13,731 | 9,833 |
Interchange | ||||
Revenue | ||||
Revenue | 37,509 | 31,145 | 79,475 | 65,835 |
Cost of revenue | ||||
Cost of revenue | $ 6,326 | $ 4,974 | $ 13,317 | $ 10,419 |
Condensed consolidated statem_2
Condensed consolidated statements of stockholders' equity (unaudited) - USD ($) $ in Thousands | Total | Common stock: | Additional paid-in capital: | Accumulated earnings |
Beginning balance at Jan. 31, 2021 | $ 1,378,728 | $ 8 | $ 1,158,372 | $ 220,348 |
Stockholders' Equity | ||||
Issuance of common stock upon exercise of stock options, and for restricted stock | 0 | 5,315 | ||
Other issuance of common stock | 0 | 456,640 | ||
Stock-based compensation | 28,416 | |||
Net loss | (6,433) | (6,433) | ||
Ending balance at Jul. 31, 2021 | 1,862,666 | 8 | 1,648,743 | 213,915 |
Beginning balance at Apr. 30, 2021 | 1,848,270 | 8 | 1,630,529 | 217,733 |
Stockholders' Equity | ||||
Issuance of common stock upon exercise of stock options, and for restricted stock | 0 | 2,599 | ||
Other issuance of common stock | 0 | (2) | ||
Stock-based compensation | 15,617 | |||
Net loss | (3,818) | (3,818) | ||
Ending balance at Jul. 31, 2021 | 1,862,666 | 8 | 1,648,743 | 213,915 |
Beginning balance at Jan. 31, 2022 | 1,852,575 | 8 | 1,676,508 | 176,059 |
Stockholders' Equity | ||||
Issuance of common stock upon exercise of stock options, and for restricted stock | 0 | 4,474 | ||
Other issuance of common stock | 0 | 0 | ||
Stock-based compensation | 32,140 | |||
Net loss | (24,293) | (24,293) | ||
Ending balance at Jul. 31, 2022 | 1,864,896 | 8 | 1,713,122 | 151,766 |
Beginning balance at Apr. 30, 2022 | 1,855,263 | 8 | 1,692,834 | 162,420 |
Stockholders' Equity | ||||
Issuance of common stock upon exercise of stock options, and for restricted stock | 0 | 2,134 | ||
Other issuance of common stock | 0 | 0 | ||
Stock-based compensation | 18,154 | |||
Net loss | (10,654) | (10,654) | ||
Ending balance at Jul. 31, 2022 | $ 1,864,896 | $ 8 | $ 1,713,122 | $ 151,766 |
Condensed consolidated statem_3
Condensed consolidated statements of cash flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (24,293) | $ (6,433) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 80,226 | 64,819 |
Stock-based compensation | 32,140 | 28,416 |
Amortization of debt discount and issuance costs | 1,639 | 2,482 |
Change in fair value of contingent consideration | 0 | 1,011 |
Other non-cash items | 269 | (752) |
Deferred taxes | (7,558) | (4,051) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (3,161) | (230) |
Other assets | (1,546) | 20,636 |
Operating lease right-of-use assets | 4,117 | 6,060 |
Accrued compensation | (4,973) | (10,639) |
Accounts payable, accrued liabilities, and other current liabilities | (25,586) | (30,213) |
Operating lease liabilities, non-current | (3,594) | (4,556) |
Other long-term liabilities | (454) | 1,616 |
Net cash provided by operating activities | 47,226 | 68,166 |
Cash flows from investing activities: | ||
Purchases of software and capitalized software development costs | (24,215) | (32,097) |
Purchases of property and equipment | (2,384) | (6,352) |
Acquisition of intangible member assets | (68,725) | (2,653) |
Acquisitions, net of cash acquired | 0 | (49,533) |
Proceeds from sale of equity securities | 0 | 2,367 |
Net cash used in investing activities | (95,324) | (88,268) |
Cash flows from financing activities: | ||
Principal payments on long-term debt | (4,375) | (15,625) |
Settlement of client-held funds obligation, net | (991) | (2,636) |
Proceeds from exercise of common stock options | 4,936 | 6,672 |
Proceeds from follow-on equity offering, net of payments for offering costs | 0 | 456,642 |
Net cash provided by (used in) financing activities | (430) | 445,053 |
Increase (decrease) in cash and cash equivalents | (48,528) | 424,951 |
Beginning cash and cash equivalents | 225,414 | 328,803 |
Ending cash and cash equivalents | 176,886 | 753,754 |
Supplemental cash flow data: | ||
Interest expense paid in cash | 19,450 | 9,838 |
Income tax payments (refunds), net | 573 | (5,545) |
Supplemental disclosures of non-cash investing and financing activities: | ||
Purchases of property and equipment included in accounts payable or accrued liabilities | 356 | 357 |
Contingent consideration recognized at acquisition | 0 | 8,147 |
Exercise of common stock options receivable | 8 | 119 |
Increase in goodwill due to measurement period adjustments, net | 163 | 0 |
Computer software intangible asset | ||
Supplemental disclosures of non-cash investing and financing activities: | ||
Purchases of software and capitalized software development costs included in accounts payable, accrued liabilities, or accrued compensation | 5,040 | 4,077 |
Acquired HSA portfolios | ||
Supplemental disclosures of non-cash investing and financing activities: | ||
Purchases of software and capitalized software development costs included in accounts payable, accrued liabilities, or accrued compensation | $ 1,849 | $ 0 |
Summary of business and signifi
Summary of business and significant accounting policies | 6 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of business and significant accounting policies | Summary of business and significant accounting policies Business HealthEquity, Inc. ("HealthEquity" or the "Company") was incorporated in the state of Delaware on September 18, 2002. HealthEquity is a leader in administering health savings accounts (“HSAs”) and complementary consumer-directed benefits (“CDBs”), which empower consumers to access tax-advantaged healthcare savings while also providing corporate tax advantages for employers. Principles of consolidation The Company consolidates entities in which the Company has a controlling financial interest, which includes all of its wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Basis of presentation The accompanying condensed consolidated financial statements as of July 31, 2022 and for the three and six months ended July 31, 2022 and 2021 are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. In the opinion of management, the interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2022. The fiscal year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP. Certain reclassifications have been made to prior year amounts to conform to the current year presentation. Significant accounting policies There have been no material changes in the Company’s significant accounting policies as compared to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2022. Recently adopted accounting pronouncements None. Recently issued accounting pronouncements not yet adopted None. |
Net loss per share
Net loss per share | 6 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net loss per share | Net loss per share The following table sets forth the computation of basic and diluted net loss per share: Three months ended July 31, Six months ended July 31, (in thousands, except per share data) 2022 2021 2022 2021 Numerator (basic and diluted): Net loss $ (10,654) $ (3,818) $ (24,293) $ (6,433) Denominator (basic): Weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Denominator (diluted): Weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Weighted-average dilutive effect of stock options and restricted stock units — — — — Diluted weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Net loss per share: Basic $ (0.13) $ (0.05) $ (0.29) $ (0.08) Diluted $ (0.13) $ (0.05) $ (0.29) $ (0.08) For the three months ended July 31, 2022 and 2021, approximately 3.3 million and 1.9 million shares, respectively, attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted net loss per share as their inclusion would have been anti-dilutive. For the six months ended July 31, 2022 and 2021, approximately 2.6 million and 2.0 million shares, respectively, attributable to outstanding stock options and restricted stock units were excluded from the calculation of diluted net loss per share as their inclusion would have been anti-dilutive. |
Business combinations
Business combinations | 6 Months Ended |
Jul. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business combinations | Business combinations Luum acquisition On March 8, 2021, the Company acquired 100% of the outstanding capital stock of Fort Effect Corp, d/b/a Luum (the "Luum Acquisition"). The aggregate purchase price for the acquisition consisted of $56.2 million in cash, which reflects a $2.1 million reduction in the fair value of contingent consideration during the fiscal year ended January 31, 2022. The Luum Acquisition was accounted for under the acquisition method of accounting for business combinations. The consideration paid was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values as of the acquisition date. The initial allocation of the consideration paid was based on a preliminary valuation and was subject to adjustment during the measurement period (up to one year from the acquisition date). The purchase price allocation was finalized in the three months ended April 30, 2022. The following table summarizes the Company's allocation of the consideration paid: (in thousands) Estimated fair value Adjustments Updated Allocation Cash and cash equivalents $ 626 $ — $ 626 Other current assets 1,469 — 1,469 Intangible assets 23,900 — 23,900 Goodwill 36,374 (19) 36,355 Other assets 100 — 100 Current liabilities (597) — (597) Deferred tax liability (3,566) 19 (3,547) Total consideration paid $ 58,306 $ — $ 58,306 The adjustments to the initial allocation were based on more detailed information obtained about the specific assets acquired, liabilities assumed, and tax-related matters. The goodwill created in the Luum Acquisition is not expected to be deductible for tax purposes. Further acquisition On November 1, 2021, the Company completed its acquisition of the Further business (other than Further's voluntary employee beneficiary association business) for $455 million (the "Further Acquisition"). The Further Acquisition was accounted for under the acquisition method of accounting for business combinations. The consideration paid was allocated to the tangible and intangible assets acquired and liabilities assumed based on their fair values as of the acquisition date. The initial allocation of the consideration paid was based on a preliminary valuation and is subject to adjustment during the measurement period (up to one year from the acquisition date). Balances subject to adjustment primarily include the valuations of acquired assets (tangible and intangible) and liabilities assumed, as well as tax-related matters. The Company expects the allocation of the consideration transferred to be finalized within the measurement period. The following table summarizes the Company's current allocation of the consideration paid: (in thousands) Estimated fair value Adjustments Updated Allocation Current assets $ 2,667 $ (163) $ 2,504 Intangible assets 172,183 — 172,183 Goodwill 282,287 163 282,450 Current liabilities (2,137) — (2,137) Total consideration paid $ 455,000 $ — $ 455,000 The adjustments to the initial allocation were based on more detailed information obtained about the specific assets acquired, liabilities assumed, and tax-related matters. The goodwill created in the Further Acquisition is expected to be deductible over a period of 15 years for tax purposes. |
Supplemental financial statemen
Supplemental financial statement information | 6 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental financial statement information | Supplemental financial statement information Selected condensed consolidated balance sheet and condensed consolidated statement of operations and comprehensive loss components consisted of the following: Property and equipment Property and equipment consisted of the following: (in thousands) July 31, 2022 January 31, 2022 Leasehold improvements $ 18,266 $ 18,573 Furniture and fixtures 8,367 8,417 Computer equipment 31,201 31,982 Property and equipment, gross 57,834 58,972 Accumulated depreciation (39,806) (35,600) Property and equipment, net $ 18,028 $ 23,372 Depreciation expense for the three months ended July 31, 2022 and 2021 was $3.2 million and $3.5 million, respectively, and $6.4 million and $7.4 million for the six months ended July 31, 2022 and 2021, respectively. Contract balances The Company does not recognize revenue until its right to consideration is unconditional and therefore has no related contract assets. The Company records a receivable when revenue is recognized prior to payment and the Company has unconditional right to payment. Alternatively, when payment precedes the related services, the Company records a contract liability, or deferred revenue, until its performance obligations are satisfied. As of July 31, 2022 and January 31, 2022, the balance of deferred revenue was $8.8 million and $10.5 million, respectively. The balances are related to cash received in advance for interchange and custodial revenue arrangements, other up-front fees and other commuter deferred revenue. The Company expects to recognize approximately 48% of its balance of deferred revenue as revenue over the next 12 months and the remainder thereafter. During the three and six months ended July 31, 2022, approximately $2.0 million and $2.9 million, respectively, of revenue was recognized that was included in the balance of deferred revenue as of January 31, 2022. The Company expects to satisfy its remaining obligations for these arrangements. Leases The components of operating lease costs were as follows: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 2,854 $ 3,498 $ 5,713 $ 7,809 Sublease income (551) (450) (1,046) (900) Net operating lease expense $ 2,303 $ 3,048 $ 4,667 $ 6,909 Other income (expense), net Other income (expense), net, consisted of the following: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Interest income $ 89 $ 533 $ 141 $ 941 Acquisition costs, net (47) (1,665) (53) (7,604) Other income (expense), net (10) 1,476 (357) 3,377 Total other income (expense), net $ 32 $ 344 $ (269) $ (3,286) Supplemental cash flow information Supplemental cash flow information related to the Company's operating leases was as follows: Six months ended July 31, (in thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,232 $ 7,261 Operating lease right-of-use assets obtained in exchange for new operating lease obligations $ 1,092 $ 320 |
Intangible assets and goodwill
Intangible assets and goodwill | 6 Months Ended |
Jul. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible assets and goodwill | Intangible assets and goodwill Intangible assets The gross carrying amount and associated accumulated amortization of intangible assets were as follows: As of July 31, 2022 (in thousands) Gross carrying amount Accumulated amortization Net carrying amount Amortizable intangible assets: Software and software development costs $ 214,921 $ (125,017) $ 89,904 Acquired HSA portfolios 261,180 (54,807) 206,373 Acquired customer relationships 759,781 (127,588) 632,193 Acquired developed technology 132,825 (70,013) 62,812 Acquired trade names 12,900 (12,237) 663 Total amortizable intangible assets $ 1,381,607 $ (389,662) $ 991,945 As of January 31, 2022 (in thousands) Gross carrying amount Accumulated amortization Net carrying amount Amortizable intangible assets: Software and software development costs $ 192,050 $ (99,952) $ 92,098 Acquired HSA portfolios 192,298 (46,603) 145,695 Acquired customer relationships 759,781 (101,741) 658,040 Acquired developed technology 132,825 (58,334) 74,491 Acquired trade names 12,900 (10,087) 2,813 Total amortizable intangible assets $ 1,289,854 $ (316,717) $ 973,137 Amortization expense for the three months ended July 31, 2022 and 2021 was $37.6 million and $29.5 million, respectively, and $73.8 million and $57.4 million for the six months ended July 31, 2022 and 2021, respectively. Goodwill During the six months ended July 31, 2022, goodwill increased by $0.2 million due to measurement period adjustments. For further information, see Note 3—Business combinations. There were no additional changes to the carrying value of goodwill during the six months ended July 31, 2022. |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended |
Jul. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Commitments and contingencies Commitments The Company’s principal commitments consist of long-term debt, operating lease obligations for office space and data storage facilities, processing services agreements, telephony services, and other contractual commitments. On March 2, 2022, the Company completed its acquisition of the Health Savings Administrators, L.L.C. ("HealthSavings") HSA portfolio for $60 million in cash. There were no other material changes during the six months ended July 31, 2022, outside of the ordinary course of business, in the Company's commitments from those disclosed in its Annual Report on Form 10-K for the fiscal year ended January 31, 2022. Contingencies In the normal course of business, the Company enters into contracts and agreements that contain a variety of covenants, representations, and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but have not yet been made. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Legal matters In April 2021, the Company's wholly owned subsidiary WageWorks, Inc. ("WageWorks") exercised its right to terminate a lease for office space in Mesa, Arizona that had not yet commenced, with aggregate lease payments of $63.1 million and a term of approximately 11 years, following the landlord's failure to fulfill its obligations under the lease agreement. Because the lease had not yet commenced, the Company had not recognized a right-of-use asset, operating lease liability, or any rent expense associated with the lease. WageWorks' right to terminate the lease agreement was disputed by the landlord, Union Mesa 1, LLC (“Union Mesa”). On November 5, 2021, Union Mesa notified WageWorks that it was in default of the lease for failure to pay rent, which Union Mesa claimed was due beginning in November 2021, and on November 24, 2021 drew $2.8 million, the full amount under the letter of credit that WageWorks had posted to secure its obligations under the lease. On December 1, 2021, WageWorks filed a lawsuit against Union Mesa in the Superior Court of the State of Arizona in and for the County of Maricopa. On January 4, 2022, WageWorks filed an amended complaint in the Superior Court. Pursuant to the lawsuit, WageWorks seeks declaratory judgment that the lease was properly terminated and recourse against Union Mesa for breach of contract, breach of the duty of good faith and fair dealing, and conversion, including return of the funds drawn under the letter of credit. On January 31, 2022, Union Mesa filed a motion to dismiss for the conversion cause of action, which the Superior Court denied on April 13, 2022. On May 18, 2022, Union Mesa filed an answer and counterclaim with the Superior Court, wherein Union Mesa denied WageWorks' claims, and separately seeks recourse against WageWorks for breach of contract and breach of the implied covenant of good faith and fair dealing. On May 19, 2022, Union Mesa filed an amended complaint and counterclaim seeking the same recourse. On June 29, 2022, Union Mesa filed a second amended answer and counterclaim, which names the Company as a counter-defendant. On July 21, 2022, WageWorks and the Company filed an answer to the counterclaims. On June 22, 2018 and September 6, 2018, two derivative lawsuits were filed against certain of WageWorks’ former officers and directors and WageWorks (as nominal defendant) in the Superior Court of the State of California, County of San Mateo. The actions were consolidated. On July 23, 2018, a similar derivative lawsuit was filed against certain former WageWorks’ officers and directors and WageWorks (as nominal defendant) in the U.S. District Court for the Northern District of California (together, the “Derivative Suits”). The Derivative Suits have both been dismissed. WageWorks previously entered into indemnification agreements with its former directors and officers and, pursuant to these indemnification agreements, is covering the defense fees and costs of its former directors and officers in the legal proceedings described above. The Company and its subsidiaries are involved in various other litigation, governmental proceedings and claims, not described above, that arise in the normal course of business. It is not possible to determine the ultimate outcome or the duration of such litigation, governmental proceedings or claims, or the impact that such litigation, proceedings and claims will have on the Company’s financial position, results of operations, and cash flows. As required under GAAP, the Company records a provision for contingent losses when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on currently available information, the Company does not believe that any liabilities relating to these matters are probable or that the amount of any resulting loss is estimable. However, litigation is subject to inherent uncertainties and the Company’s view of these matters may change in the future. Were an unfavorable outcome to occur, there exists the possibility of a material adverse impact on the Company’s financial position, results of operations and cash flows for the period in which the unfavorable outcome occurs, and potentially in future periods. |
Income taxes
Income taxes | 6 Months Ended |
Jul. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income taxes | Income taxes The Company follows Accounting Standards Codification ("ASC") 740-270, Income Taxes - Interim Reporting , for the computation and presentation of its interim period tax provision. Accordingly, management estimated the effective annual tax rate and applied this rate to the pre-tax book loss through the end of the latest fiscal quarter to determine the interim income tax benefit. For the three and six months ended July 31, 2022, the Company recorded an income tax benefit of $3.2 million and $7.6 million, respectively. This resulted in an effective income tax benefit rate of 23.2% and 23.9% for the three and six months ended July 31, 2022, respectively, compared with an effective income tax benefit rate of 50.8% and 53.6% for the three and six months ended July 31, 2021, respectively. For the three and six months ended July 31, 2022, discrete tax items had an effective tax rate benefit of 4.1% and 4.2%, respectively, compared with an effective tax rate benefit of 25.6% and 28.9% for the three and six months ended July 31, 2021, respectively, primarily due to excess tax benefits on stock-based compensation expense recognized in the provision for income taxes. As of July 31, 2022 and January 31, 2022, the Company’s total gross unrecognized tax benefit was $12.0 million and $11.7 million, respectively. If recognized, $8.6 million of the total gross unrecognized tax benefits would affect the Company's effective tax rate as of July 31, 2022. The Company files income tax returns with U.S. federal and state taxing jurisdictions and is currently under examination by the IRS and the state of Texas. These examinations may lead to ordinary course adjustments or proposed adjustments to the Company's taxes, net operating losses, and/or tax credit carryforwards. As a result of the Company's net operating loss carryforwards and tax credit carryforwards, the Company remains subject to examination by one or more jurisdictions for tax years after 2001. |
Indebtedness
Indebtedness | 6 Months Ended |
Jul. 31, 2022 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness Long-term debt consisted of the following: (in thousands) July 31, 2022 January 31, 2022 4.50% Senior Notes due 2029 $ 600,000 $ 600,000 Term Loan Facility 345,625 350,000 Principal amount 945,625 950,000 Less: unamortized discount and issuance costs (1) 17,534 19,173 Total debt, net 928,091 930,827 Less: current portion of long-term debt 13,125 8,750 Long-term debt, net $ 914,966 $ 922,077 (1) In addition to the $17.5 million and $19.2 million of unamortized discount and issuance costs related to long-term debt as of July 31, 2022 and January 31, 2022, respectively, $3.9 million and $4.4 million of unamortized issuance costs related to the Company's Revolving Credit Facility (as defined below) are included within other assets on the condensed consolidated balance sheets as of July 31, 2022 and January 31, 2022, respectively. 4.50% Senior Notes due 2029 On October 8, 2021, the Company completed its offering of $600.0 million aggregate principal amount of its 4.50% Senior Notes due 2029 (the “Notes”). The Notes were issued under an indenture (the “Indenture”), dated October 8, 2021, among the Company, the guarantors party thereto, and Wells Fargo Bank, National Association, as trustee. The Notes are guaranteed by each of the Company’s existing, wholly owned domestic subsidiaries that guarantees its obligations under the Credit Agreement (as defined below) and are required to be guaranteed by any of the Company’s future subsidiaries that guarantee its obligations under the Credit Agreement or certain of its other indebtedness. The Notes will mature on October 1, 2029. Interest on the Notes is payable on April 1 and October 1 of each year. As of July 31, 2022 and January 31, 2022, $9.0 million and $8.7 million, respectively, of accrued interest on the Notes is included within accrued liabilities on the Company's condensed consolidated balance sheets. The effective interest rate on the Notes is 4.72%. The Notes are unsecured senior obligations of the Company and rank equally in right of payment to all of its existing and future senior unsecured debt and senior in right of payment to all of its future subordinated debt. The Notes are redeemable at the Company’s option, in whole or in part, at any time on or after October 1, 2024, at a redemption price if redeemed during the 12 months beginning (i) October 1, 2024 of 102.250%, (ii) October 1, 2025 of 101.125%, and (iii) October 1, 2026 and thereafter of 100.000%, in each case of the principal amount of the Notes being redeemed, and together with accrued and unpaid interest, if any, to, but excluding, the date of redemption. The Company may also redeem some or all of the Notes before October 1, 2024 at a redemption price equal to 100% of the principal amount of the Notes, plus the applicable “make-whole” premium as of, and accrued and unpaid interest, if any, to, but excluding, the date of redemption. In addition, at any time prior to October 1, 2024, the Company may redeem up to 40% of the aggregate principal amount of the Notes issued under the Indenture on one or more occasions in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 104.500% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption. Furthermore, the Company may be required to make an offer to purchase the Notes upon the sale of certain assets or upon specific kinds of changes of control. The Indenture contains covenants that impose significant operational and financial restrictions on the Company; however, these covenants generally align with the covenants contained in the Credit Agreement. See "Credit Agreement" below for a description of these covenants. Credit Agreement On October 8, 2021, the Company entered into a credit agreement (the “Credit Agreement”) among the Company, as borrower, each lender from time to time party thereto (the “Lenders”), JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Agent”) and the Swing Line Lender (as defined in the Credit Agreement), and each L/C Issuer (as defined therein) party thereto, pursuant to which the Company established: (i) a five-year senior secured term loan A facility (the “Term Loan Facility”), in an aggregate principal amount of $350.0 million; and (ii) a five-year senior secured revolving credit facility (the “Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Facilities”), in an aggregate principal amount of up to $1.0 billion (with a $25 million sub-limit for the issuance of letters of credit), the proceeds of which may be used for working capital and general corporate purposes of the Company and its subsidiaries, including the financing of acquisitions and other investments. Subject to the terms and conditions set forth in the Credit Agreement (including obtaining additional commitments from one or more new or existing lenders), the Company may in the future incur additional loans or commitments under the Credit Agreement in an aggregate principal amount of up to $300 million, plus an additional amount so long as the Company’s pro forma First Lien Net Leverage Ratio (as defined in the Credit Agreement) would not exceed 3.85 to 1.00 as of the date such loans or commitments are incurred. Borrowings under the Credit Facilities bear interest at an annual rate equal to, at the option of the Company, either (i) LIBOR (adjusted for reserves) plus a margin ranging from 1.25% to 2.25% or (ii) an alternate base rate plus a margin ranging from 0.25% to 1.25%, with the applicable margin determined by reference to a leverage-based pricing grid set forth in the Credit Agreement. As of July 31, 2022, the stated interest rate was 4.13% and the effective interest rate was 4.92%. The Company is also required to pay certain fees to the Lenders, including, among others, a quarterly commitment fee on the average unused amount of the Revolving Credit Facility at a rate ranging from 0.20% to 0.40%, with the applicable rate also determined by reference to a leverage-based pricing grid set forth in the Credit Agreement. No amounts have been drawn under the Revolving Credit Facility. The loans made under the Term Loan Facility amortize in equal quarterly installments in an aggregate annual amount equal to the following percentage of the original principal amount of the Term Loan Facility: (i) 2.5% for the first year after October 8, 2021; (ii) 5.0% for each of the second and third years after October 8, 2021; (iii) 7.5% for the fourth year after October 8, 2021; and (iv) 10.0% for the fifth year after October 8, 2021. In addition, the Term Loan Facility is required to be mandatorily prepaid with 100% of the net cash proceeds of all asset sales, insurance and condemnation recoveries, subject to customary exceptions and thresholds, including to the extent such proceeds are reinvested in assets useful in the business of the Company and its subsidiaries within 450 days following receipt (or committed to be reinvested within such 450-day period and reinvested within 180 days after the end of such 450-day period). The loans under the Credit Facilities may be prepaid, and the commitments thereunder may be reduced, by the Company without penalty or premium, subject to the reimbursement of customary “breakage costs.” The Credit Agreement contains significant customary affirmative and negative covenants, including covenants that limit, among other things, the ability of the Company and its subsidiaries to incur additional indebtedness, create liens, merge or dissolve, make investments, dispose of assets, engage in sale and leaseback transactions, make distributions and dividends and prepayments of junior indebtedness, engage in transactions with affiliates, enter into restrictive agreements, amend documentation governing junior indebtedness, modify its fiscal year and modify its organizational documents, in each case, subject to customary exceptions, thresholds, qualifications and “baskets.” In addition, the Credit Agreement contains financial performance covenants, which require the Company to maintain (i) a maximum total net leverage ratio, measured as of the last day of each fiscal quarter, of no greater than 5.00 to 1.00 and (ii) a minimum consolidated interest coverage ratio, measured as of the last day of each fiscal quarter, of no less than 3.00 to 1.00. The Company was in compliance with all covenants under the Credit Agreement as of July 31, 2022, and for the period then ended. The repayment obligation under the Credit Agreement may be accelerated upon the occurrence of an event of default thereunder, including, among other things, failure to pay principal, interest or fees on a timely basis, material inaccuracy of any representation or warranty, failure to comply with covenants, cross-default to other material debt, material judgments, change of control and certain insolvency or bankruptcy-related events, in each case, subject to any certain grace and/or cure periods. The obligations of the Company under the Credit Agreement are required to be unconditionally guaranteed by each of the Company’s existing or subsequently acquired or organized domestic subsidiaries and are secured by security interests in substantially all assets of the Company and the guarantors, in each case, subject to certain customary exceptions. |
Stock-based compensation
Stock-based compensation | 6 Months Ended |
Jul. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation | Stock-based compensation The following table shows a summary of stock-based compensation in the Company's condensed consolidated statements of operations and comprehensive loss during the periods presented: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Cost of revenue $ 3,998 $ 3,068 $ 7,005 $ 5,471 Sales and marketing 2,553 2,660 4,567 4,848 Technology and development 2,963 3,693 6,343 6,706 General and administrative 8,640 6,196 14,225 11,391 Other expense, net (1) — — — 342 Total stock-based compensation expense $ 18,154 $ 15,617 $ 32,140 $ 28,758 (1) Equity-based awards exchanged for cash in connection with the Luum Acquisition. Stock award plans Incentive Plan. The Company grants stock options and restricted stock units ("RSUs") under the HealthEquity, Inc. 2014 Equity Incentive Plan (as amended and restated, the "Incentive Plan"), which provided for the issuance of stock awards to the directors and team members of the Company to purchase up to an aggregate of 2.6 million shares of common stock. In addition, under the Incentive Plan, the number of shares of common stock reserved for issuance under the Incentive Plan automatically increases on February 1 of each year, beginning as of February 1, 2015 and continuing through and including February 1, 2024, by 3% of the total number of shares of the Company’s capital stock outstanding on January 31 of the preceding fiscal year, or a lesser number of shares determined by the board of directors. As of July 31, 2022, 9.4 million shares were available for grant under the Incentive Plan. Stock options A summary of stock option activity is as follows: Outstanding stock options (in thousands, except for exercise prices and term) Number of Range of Weighted- Weighted- Aggregate Outstanding as of January 31, 2022 1,232 $1.25 - 82.39 $ 35.64 4.2 $ 25,719 Exercised (132) $1.25 - 51.44 $ 34.03 Forfeited (2) $28.69 $ 28.69 Outstanding as of July 31, 2022 1,098 $14.00 - 82.39 $ 35.84 3.9 $ 27,183 Vested and expected to vest as of July 31, 2022 1,098 $ 35.84 3.9 $ 27,183 Exercisable as of July 31, 2022 1,059 $ 34.49 3.8 $ 27,183 Restricted stock units A summary of RSU activity is as follows: RSUs and PRSUs (in thousands, except weighted-average grant date fair value) Shares Weighted-average grant date fair value Outstanding as of January 31, 2022 2,740 $ 63.15 Granted 1,421 77.46 Vested (585) 60.49 Forfeited (301) 63.90 Outstanding as of July 31, 2022 3,275 $ 69.76 Performance restricted stock units. During the three months ended April 30, 2022, the Company awarded 281,784 performance restricted stock units ("PRSUs") subject to a market condition based on the Company’s total shareholder return ("TSR") relative to the Russell 2000 index as measured on January 31, 2025. The Company |
Fair value
Fair value | 6 Months Ended |
Jul. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair value | Fair value Fair value measurements are made at a specific point in time based on relevant market information. Fair value is defined as the price that would be received to sell 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 at the measurement date. Accounting standards specify a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy: • Level 1—quoted prices in active markets for identical assets or liabilities; • Level 2—inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and • Level 3—unobservable inputs based on the Company’s own assumptions. Cash and cash equivalents are considered Level 1 instruments and are valued based on publicly available daily net asset values. The carrying values of cash and cash equivalents approximate fair values due to the short-term nature of these instruments. The Notes are valued based upon quoted market prices and are considered Level 2 instruments because the markets in which the Notes trade are not considered active markets. As of July 31, 2022, the fair value of the Notes was $556.8 million. The Term Loan Facility is considered a Level 2 instrument and recorded at book value in the Company's condensed consolidated financial statements. The Term Loan Facility reprices frequently due to variable interest rate terms and entails no significant changes in credit risk. As a result, the fair value of the Term Loan Facility approximates carrying value. |
Summary of business and signi_2
Summary of business and significant accounting policies (Policies) | 6 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principles of consolidation | The Company consolidates entities in which the Company has a controlling financial interest, which includes all of its wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Basis of presentation | The accompanying condensed consolidated financial statements as of July 31, 2022 and for the three and six months ended July 31, 2022 and 2021 are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and the applicable rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. In the opinion of management, the interim data includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results for the interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the fiscal year ended January 31, 2022. The fiscal year-end condensed consolidated balance sheet data was derived from audited financial statements but does not include all disclosures required by GAAP. |
Reclassifications | Certain reclassifications have been made to prior year amounts to conform to the current year presentation. |
Recent adopted accounting pronouncements and Recently issued accounting pronouncements not yet adopted | Recently adopted accounting pronouncements None. Recently issued accounting pronouncements not yet adopted None. |
Fair value | Fair value measurements are made at a specific point in time based on relevant market information. Fair value is defined as the price that would be received to sell 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 at the measurement date. Accounting standards specify a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs have created the following fair value hierarchy: • Level 1—quoted prices in active markets for identical assets or liabilities; • Level 2—inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and • Level 3—unobservable inputs based on the Company’s own assumptions. |
Net loss per share (Tables)
Net loss per share (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share: Three months ended July 31, Six months ended July 31, (in thousands, except per share data) 2022 2021 2022 2021 Numerator (basic and diluted): Net loss $ (10,654) $ (3,818) $ (24,293) $ (6,433) Denominator (basic): Weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Denominator (diluted): Weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Weighted-average dilutive effect of stock options and restricted stock units — — — — Diluted weighted-average common shares outstanding 84,443 83,481 84,236 82,628 Net loss per share: Basic $ (0.13) $ (0.05) $ (0.29) $ (0.08) Diluted $ (0.13) $ (0.05) $ (0.29) $ (0.08) |
Business combinations (Tables)
Business combinations (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Allocation of Consideration | The following table summarizes the Company's allocation of the consideration paid: (in thousands) Estimated fair value Adjustments Updated Allocation Cash and cash equivalents $ 626 $ — $ 626 Other current assets 1,469 — 1,469 Intangible assets 23,900 — 23,900 Goodwill 36,374 (19) 36,355 Other assets 100 — 100 Current liabilities (597) — (597) Deferred tax liability (3,566) 19 (3,547) Total consideration paid $ 58,306 $ — $ 58,306 The following table summarizes the Company's current allocation of the consideration paid: (in thousands) Estimated fair value Adjustments Updated Allocation Current assets $ 2,667 $ (163) $ 2,504 Intangible assets 172,183 — 172,183 Goodwill 282,287 163 282,450 Current liabilities (2,137) — (2,137) Total consideration paid $ 455,000 $ — $ 455,000 |
Supplemental financial statem_2
Supplemental financial statement information (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Property and Equipment | Property and equipment consisted of the following: (in thousands) July 31, 2022 January 31, 2022 Leasehold improvements $ 18,266 $ 18,573 Furniture and fixtures 8,367 8,417 Computer equipment 31,201 31,982 Property and equipment, gross 57,834 58,972 Accumulated depreciation (39,806) (35,600) Property and equipment, net $ 18,028 $ 23,372 |
Lease Cost | The components of operating lease costs were as follows: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Operating lease expense $ 2,854 $ 3,498 $ 5,713 $ 7,809 Sublease income (551) (450) (1,046) (900) Net operating lease expense $ 2,303 $ 3,048 $ 4,667 $ 6,909 Supplemental cash flow information related to the Company's operating leases was as follows: Six months ended July 31, (in thousands) 2022 2021 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,232 $ 7,261 Operating lease right-of-use assets obtained in exchange for new operating lease obligations $ 1,092 $ 320 |
Other Income (Expense), Net | Other income (expense), net, consisted of the following: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Interest income $ 89 $ 533 $ 141 $ 941 Acquisition costs, net (47) (1,665) (53) (7,604) Other income (expense), net (10) 1,476 (357) 3,377 Total other income (expense), net $ 32 $ 344 $ (269) $ (3,286) |
Intangible assets and goodwill
Intangible assets and goodwill (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-lived Intangible Assets | The gross carrying amount and associated accumulated amortization of intangible assets were as follows: As of July 31, 2022 (in thousands) Gross carrying amount Accumulated amortization Net carrying amount Amortizable intangible assets: Software and software development costs $ 214,921 $ (125,017) $ 89,904 Acquired HSA portfolios 261,180 (54,807) 206,373 Acquired customer relationships 759,781 (127,588) 632,193 Acquired developed technology 132,825 (70,013) 62,812 Acquired trade names 12,900 (12,237) 663 Total amortizable intangible assets $ 1,381,607 $ (389,662) $ 991,945 As of January 31, 2022 (in thousands) Gross carrying amount Accumulated amortization Net carrying amount Amortizable intangible assets: Software and software development costs $ 192,050 $ (99,952) $ 92,098 Acquired HSA portfolios 192,298 (46,603) 145,695 Acquired customer relationships 759,781 (101,741) 658,040 Acquired developed technology 132,825 (58,334) 74,491 Acquired trade names 12,900 (10,087) 2,813 Total amortizable intangible assets $ 1,289,854 $ (316,717) $ 973,137 |
Indebtedness (Tables)
Indebtedness (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following: (in thousands) July 31, 2022 January 31, 2022 4.50% Senior Notes due 2029 $ 600,000 $ 600,000 Term Loan Facility 345,625 350,000 Principal amount 945,625 950,000 Less: unamortized discount and issuance costs (1) 17,534 19,173 Total debt, net 928,091 930,827 Less: current portion of long-term debt 13,125 8,750 Long-term debt, net $ 914,966 $ 922,077 |
Stock-based compensation (Table
Stock-based compensation (Tables) | 6 Months Ended |
Jul. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Share Based Compensation Recognized | The following table shows a summary of stock-based compensation in the Company's condensed consolidated statements of operations and comprehensive loss during the periods presented: Three months ended July 31, Six months ended July 31, (in thousands) 2022 2021 2022 2021 Cost of revenue $ 3,998 $ 3,068 $ 7,005 $ 5,471 Sales and marketing 2,553 2,660 4,567 4,848 Technology and development 2,963 3,693 6,343 6,706 General and administrative 8,640 6,196 14,225 11,391 Other expense, net (1) — — — 342 Total stock-based compensation expense $ 18,154 $ 15,617 $ 32,140 $ 28,758 (1) Equity-based awards exchanged for cash in connection with the Luum Acquisition. |
Summary of Stock Option Activity | A summary of stock option activity is as follows: Outstanding stock options (in thousands, except for exercise prices and term) Number of Range of Weighted- Weighted- Aggregate Outstanding as of January 31, 2022 1,232 $1.25 - 82.39 $ 35.64 4.2 $ 25,719 Exercised (132) $1.25 - 51.44 $ 34.03 Forfeited (2) $28.69 $ 28.69 Outstanding as of July 31, 2022 1,098 $14.00 - 82.39 $ 35.84 3.9 $ 27,183 Vested and expected to vest as of July 31, 2022 1,098 $ 35.84 3.9 $ 27,183 Exercisable as of July 31, 2022 1,059 $ 34.49 3.8 $ 27,183 |
Summary of Restricted Stock Unit Activity | A summary of RSU activity is as follows: RSUs and PRSUs (in thousands, except weighted-average grant date fair value) Shares Weighted-average grant date fair value Outstanding as of January 31, 2022 2,740 $ 63.15 Granted 1,421 77.46 Vested (585) 60.49 Forfeited (301) 63.90 Outstanding as of July 31, 2022 3,275 $ 69.76 |
Net loss per share (Details)
Net loss per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Numerator (basic and diluted): | ||||
Net loss | $ (10,654) | $ (3,818) | $ (24,293) | $ (6,433) |
Denominator (basic): | ||||
Weighted-average common shares outstanding (in shares) | 84,443 | 83,481 | 84,236 | 82,628 |
Denominator (diluted): | ||||
Weighted-average common shares outstanding (in shares) | 84,443 | 83,481 | 84,236 | 82,628 |
Weighted-average dilutive effect of stock options and restricted stock units (in shares) | 0 | 0 | 0 | 0 |
Diluted weighted-average common shares outstanding (in shares) | 84,443 | 83,481 | 84,236 | 82,628 |
Net loss per share: | ||||
Basic (in usd per share) | $ (0.13) | $ (0.05) | $ (0.29) | $ (0.08) |
Diluted (in usd per share) | $ (0.13) | $ (0.05) | $ (0.29) | $ (0.08) |
Antidilutive securities excluded from computation of earnings per share (in shares) | 3,300 | 1,900 | 2,600 | 2,000 |
Business combinations (Narrativ
Business combinations (Narrative) (Details) - USD ($) $ in Millions | Nov. 01, 2021 | Mar. 08, 2021 |
Luum Acquisition | ||
Business Acquisition [Line Items] | ||
Ownership interest (as a percent) | 100% | |
Purchase price for acquisition | $ 56.2 | |
Maximum amount of contingent consideration payable | 2.1 | |
Goodwill, expected tax deductible amount | $ 0 | |
Further Acquisition | ||
Business Acquisition [Line Items] | ||
Aggregate fair value of consideration paid | $ 455 |
Business combinations (Prelimin
Business combinations (Preliminary Allocation of Consideration) (Details) - USD ($) $ in Thousands | 6 Months Ended | 9 Months Ended | 17 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2022 | Jul. 31, 2022 | Jan. 31, 2022 | Nov. 01, 2021 | Mar. 08, 2021 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 1,645,999 | $ 1,645,999 | $ 1,645,999 | $ 1,645,836 | ||
Luum Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Cash and cash equivalents | 626 | 626 | 626 | $ 626 | ||
Other current assets | 1,469 | 1,469 | 1,469 | 1,469 | ||
Intangible assets | 23,900 | 23,900 | 23,900 | 23,900 | ||
Goodwill | 36,355 | 36,355 | 36,355 | 36,374 | ||
Goodwill, adjustments | (19) | |||||
Other assets | 100 | 100 | 100 | 100 | ||
Current liabilities | (597) | (597) | (597) | (597) | ||
Deferred tax liability | (3,547) | (3,547) | (3,547) | (3,566) | ||
Deferred tax liability, adjustments | 19 | |||||
Total consideration paid | 58,306 | 58,306 | 58,306 | $ 58,306 | ||
Total consideration paid, adjustments | 0 | |||||
Further Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | 2,504 | 2,504 | 2,504 | $ 2,667 | ||
Current assets, adjustment | (163) | |||||
Intangible assets | 172,183 | 172,183 | 172,183 | 172,183 | ||
Goodwill | 282,450 | 282,450 | 282,450 | 282,287 | ||
Goodwill, adjustments | 163 | |||||
Current liabilities | (2,137) | (2,137) | (2,137) | (2,137) | ||
Total consideration paid | $ 455,000 | 455,000 | $ 455,000 | $ 455,000 | ||
Total consideration paid, adjustments | $ 0 |
Supplemental financial statem_3
Supplemental financial statement information (Property and Equipment) (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 57,834 | $ 58,972 |
Accumulated depreciation | (39,806) | (35,600) |
Property and equipment, net | 18,028 | 23,372 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18,266 | 18,573 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8,367 | 8,417 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 31,201 | $ 31,982 |
Supplemental financial statem_4
Supplemental financial statement information (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2022 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||||
Depreciation expense | $ 3.2 | $ 3.5 | $ 6.4 | $ 7.4 | |
Remaining performance obligation | 8.8 | 8.8 | $ 10.5 | ||
Revenue recognition | $ 2 | $ 2.9 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-08-01 | |||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||||
Remaining performance obligation, percentage | 48% | 48% | |||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months | 12 months |
Supplemental financial statem_5
Supplemental financial statement information (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Operating lease expense | $ 2,854 | $ 3,498 | $ 5,713 | $ 7,809 |
Sublease income | (551) | (450) | (1,046) | (900) |
Net operating lease expense | $ 2,303 | $ 3,048 | $ 4,667 | $ 6,909 |
Supplemental financial statem_6
Supplemental financial statement information (Other Income (Expense), Net) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Interest income | $ 89 | $ 533 | $ 141 | $ 941 |
Acquisition costs, net | (47) | (1,665) | (53) | (7,604) |
Other income (expense), net | (10) | 1,476 | (357) | 3,377 |
Total other income (expense), net | $ 32 | $ 344 | $ (269) | $ (3,286) |
Supplemental financial statem_7
Supplemental financial statement information (Supplemental Cash Flow Information) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jul. 31, 2022 | Jul. 31, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 6,232 | $ 7,261 |
Operating lease right-of-use assets obtained in exchange for new operating lease obligations | $ 1,092 | $ 320 |
Intangible assets and goodwil_2
Intangible assets and goodwill (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 1,381,607 | $ 1,289,854 |
Accumulated amortization | (389,662) | (316,717) |
Net carrying amount | 991,945 | 973,137 |
Software and software development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 214,921 | 192,050 |
Accumulated amortization | (125,017) | (99,952) |
Net carrying amount | 89,904 | 92,098 |
Acquired HSA portfolios | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 261,180 | 192,298 |
Accumulated amortization | (54,807) | (46,603) |
Net carrying amount | 206,373 | 145,695 |
Acquired customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 759,781 | 759,781 |
Accumulated amortization | (127,588) | (101,741) |
Net carrying amount | 632,193 | 658,040 |
Acquired developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 132,825 | 132,825 |
Accumulated amortization | (70,013) | (58,334) |
Net carrying amount | 62,812 | 74,491 |
Acquired trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 12,900 | 12,900 |
Accumulated amortization | (12,237) | (10,087) |
Net carrying amount | $ 663 | $ 2,813 |
Intangible assets and goodwil_3
Intangible assets and goodwill (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 37,600 | $ 29,500 | $ 73,800 | $ 57,400 |
Further Acquisition | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill, adjustments | $ 163 |
Commitments and contingencies (
Commitments and contingencies (Details) $ in Millions | Mar. 02, 2022 USD ($) | Sep. 06, 2018 lawsuit | Jun. 22, 2018 lawsuit | Nov. 24, 2021 USD ($) | Apr. 30, 2021 USD ($) |
Loss Contingencies [Line Items] | |||||
Number of derivative lawsuits | lawsuit | 2 | 2 | |||
WageWorks, Inc | |||||
Loss Contingencies [Line Items] | |||||
Operating lease not yet commenced undiscounted amount | $ 63.1 | ||||
Operating lease not yet commenced term of contract | 11 years | ||||
WageWorks, Inc | Union Mesa | |||||
Loss Contingencies [Line Items] | |||||
Letters of credit outstanding | $ 2.8 | ||||
HealthSavings Administrators, LLC | |||||
Loss Contingencies [Line Items] | |||||
Purchase price for HSA portfolio | $ 60 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||||
Income tax benefit | $ 3,219 | $ 3,967 | $ 7,631 | $ 7,418 | |
Effective tax rate (as a percent) | 23.20% | 50.80% | 23.90% | 53.60% | |
Effective tax rate, primarily due to excess tax benefit on stock-based compensation benefit (as a percent) | 4.10% | 25.60% | 4.20% | 28.90% | |
Gross unrecognized tax benefits | $ 12,000 | $ 12,000 | $ 11,700 | ||
Unrecognized tax benefits that would impact the effective tax rate | $ 8,600 | $ 8,600 |
Indebtedness (Schedule of Long-
Indebtedness (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Jul. 31, 2022 | Jan. 31, 2022 |
Debt Instrument [Line Items] | ||
Principal amount | $ 945,625 | $ 950,000 |
Less: unamortized discount and issuance costs | 17,534 | 19,173 |
Total debt, net | 928,091 | 930,827 |
Less: current portion of long-term debt | 13,125 | 8,750 |
Long-term debt, net | 914,966 | 922,077 |
4.50% Senior Notes due 2029 | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 600,000 | 600,000 |
Stated interest rate percentage | 4.50% | |
Credit Agreement | ||
Debt Instrument [Line Items] | ||
Stated interest rate percentage | 4.13% | |
Term Loan Facility | Credit Agreement | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 345,625 | 350,000 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Debt issuance costs, net | $ 3,900 | $ 4,400 |
Indebtedness (Narrative) (Detai
Indebtedness (Narrative) (Details) - USD ($) | 6 Months Ended | ||
Oct. 08, 2021 | Jul. 31, 2022 | Jan. 31, 2022 | |
Line of Credit | Revolving Credit Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Commitment fee percentage | 0.20% | ||
Line of Credit | Revolving Credit Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Commitment fee percentage | 0.40% | ||
4.50% Senior Notes due 2029 | |||
Debt Instrument [Line Items] | |||
Stated interest rate percentage | 4.50% | ||
4.50% Senior Notes due 2029 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Stated interest rate percentage | 4.50% | ||
Principal amount | $ 600,000,000 | ||
Interest payable, current | $ 9,000,000 | $ 8,700,000 | |
Effective interest rate percentage | 4.72% | ||
4.50% Senior Notes due 2029 | Senior Notes | October 1, 2024 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 102.25% | ||
4.50% Senior Notes due 2029 | Senior Notes | October 1, 2025 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 101.125% | ||
4.50% Senior Notes due 2029 | Senior Notes | October 1, 2026 and thereafter | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 100% | ||
4.50% Senior Notes due 2029 | Senior Notes | Prior to October 1, 2024 | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 100% | ||
4.50% Senior Notes due 2029 | Senior Notes | Prior to October 1, 2024, 40% of Principal | |||
Debt Instrument [Line Items] | |||
Redemption price, percentage | 104.50% | ||
Percentage of principal amount redeemed | 40% | ||
Credit Agreement | |||
Debt Instrument [Line Items] | |||
Stated interest rate percentage | 4.13% | ||
Effective interest rate percentage | 4.92% | ||
Maximum borrowing capacity of future commitments | $ 300,000,000 | ||
Maximum leverage ratio | 3.85 | 5 | |
Minimum interest coverage ratio | 3 | ||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | |||
Debt Instrument [Line Items] | |||
Variable rate borrowing spread | 1.25% | ||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | |||
Debt Instrument [Line Items] | |||
Variable rate borrowing spread | 2.25% | ||
Credit Agreement | Customary Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Variable rate borrowing spread | 0.25% | ||
Credit Agreement | Customary Base Rate | Maximum | |||
Debt Instrument [Line Items] | |||
Variable rate borrowing spread | 1.25% | ||
Credit Agreement | Secured Debt | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Facility term | 5 years | ||
Credit facility, amount | $ 350,000,000 | ||
Credit Agreement | Line of Credit | Term Loan Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, prepayment covenant, percentage of proceeds from sales to used to prepay | 100% | ||
Debt instrument, number of days to reinvest proceeds from sales of assets | 450 days | ||
Debt instrument, number of days to commit to reinvesting proceeds from sales of assets after initial period | 180 days | ||
Credit Agreement | Line of Credit | Term Loan Facility | First year after the Effective Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, amortization of loans, percentage of principal amount | 2.50% | ||
Credit Agreement | Line of Credit | Term Loan Facility | Second and third years after the Effective Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, amortization of loans, percentage of principal amount | 5% | ||
Credit Agreement | Line of Credit | Term Loan Facility | Fourth year after the Effective Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, amortization of loans, percentage of principal amount | 7.50% | ||
Credit Agreement | Line of Credit | Term Loan Facility | Fifth year after the Effective Date | |||
Debt Instrument [Line Items] | |||
Debt instrument, amortization of loans, percentage of principal amount | 10% | ||
Credit Agreement | Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Facility term | 5 years | ||
Credit facility, amount | $ 1,000,000,000 | ||
Credit Agreement | Letter of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility, amount | $ 25,000,000 |
Stock-based compensation (Summa
Stock-based compensation (Summary of Share Based Compensation Recognized) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 18,154 | $ 15,617 | $ 32,140 | $ 28,758 |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 3,998 | 3,068 | 7,005 | 5,471 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 2,553 | 2,660 | 4,567 | 4,848 |
Technology and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 2,963 | 3,693 | 6,343 | 6,706 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 8,640 | 6,196 | 14,225 | 11,391 |
Other expense net | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ 342 |
Stock-based Compensation (Narra
Stock-based Compensation (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Apr. 30, 2022 | Jul. 31, 2022 | |
Performance restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance units awards (in shares) | 281,784 | |
Grant date fair value | $ 32.1 | |
Performance restricted stock units | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 0% | |
Performance restricted stock units | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting rights percentage | 200% | |
Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized (in shares) | 2,600,000 | |
Percentage of capital stock | 3% | |
Shares available for grant under incentive plan (in shares) | 9,400,000 |
Stock-based compensation (Stock
Stock-based compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jul. 31, 2022 | Jan. 31, 2022 | |
Number of options (shares) | ||
Outstanding, beginning balance (in shares) | 1,232 | |
Exercised (in shares) | (132) | |
Forfeited (in shares) | (2) | |
Outstanding, ending balance (in shares) | 1,098 | 1,232 |
Vested and expected to vest (in shares) | 1,098 | |
Exercisable (in shares) | 1,059 | |
Range of exercise prices | ||
Beginning balance, minimum (in usd per share) | $ 1.25 | |
Beginning balance, maximum (in usd per share) | 82.39 | |
Exercised, minimum (in usd per share) | 1.25 | |
Exercised, maximum (in usd per share) | 51.44 | |
Forfeited (in usd per share) | 28.69 | |
Ending balance, minimum (in usd per share) | 14 | $ 1.25 |
Ending balance, maximum (in usd per share) | 82.39 | 82.39 |
Weighted- average exercise price | ||
Opening balance (in usd per share) | 35.64 | |
Exercised (in usd per share) | 34.03 | |
Forfeited (in usd per share) | 28.69 | |
Ending balance (in usd per share) | 35.84 | $ 35.64 |
Vested and expected to vest, weighted average exercise price (in usd per share) | 35.84 | |
Exercisable, weighted-average exercise price (in usd per share) | $ 34.49 | |
Outstanding stock options, weighted average contractual term (in years) | 3 years 10 months 24 days | 4 years 2 months 12 days |
Vested and expected to vest, weighted average contractual term (in years) | 3 years 10 months 24 days | |
Exercisable, weighted-average contractual term (in years) | 3 years 9 months 18 days | |
Aggregate intrinsic value | $ 27,183 | $ 25,719 |
Vested and expected to vest, aggregate intrinsic value (in usd per share) | 27,183 | |
Exercisable, aggregate intrinsic value | $ 27,183 |
Stock-based compensation (Restr
Stock-based compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units shares in Thousands | 6 Months Ended |
Jul. 31, 2022 $ / shares shares | |
Shares | |
Outstanding, beginning balance (in shares) | shares | 2,740 |
Granted (in shares) | shares | 1,421 |
Vested (in shares) | shares | (585) |
Forfeited (in shares) | shares | (301) |
Outstanding, ending balance (in shares) | shares | 3,275 |
Weighted-average grant date fair value | |
Outstanding, beginning balance (in usd per share) | $ / shares | $ 63.15 |
Granted (in usd per share) | $ / shares | 77.46 |
Vested (in usd per share) | $ / shares | 60.49 |
Forfeited (in usd per share) | $ / shares | 63.90 |
Outstanding, ending balance (in usd per share) | $ / shares | $ 69.76 |
Fair value (Details)
Fair value (Details) $ in Millions | Jul. 31, 2022 USD ($) |
Level 2 | 4.50% Senior Notes due 2029 | |
Defined Benefit Plan Disclosure [Line Items] | |
Fair value of the notes | $ 556.8 |