Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Entity Registrant Name | TWILIO INC | |
Entity Central Index Key | 1,447,669 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Common Class A | ||
Entity Common Stock, Shares Outstanding | 34,410,267 | |
Common Class B | ||
Entity Common Stock, Shares Outstanding | 52,718,865 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 252,225 | $ 108,835 |
Accounts receivable, net | 29,352 | 19,094 |
Prepaid expenses and other current assets | 18,266 | 8,546 |
Total current assets | 299,843 | 136,475 |
Restricted cash | 8,613 | 1,170 |
Property and equipment, net | 25,975 | 14,058 |
Intangible assets, net | 2,560 | 2,292 |
Goodwill | 3,165 | 3,165 |
Other long-term assets | 410 | 356 |
Total assets | 340,566 | 157,516 |
Current liabilities: | ||
Accounts payable | 6,217 | 2,299 |
Accrued expenses and other current liabilities | 50,541 | 31,998 |
Deferred revenue | 9,492 | 6,146 |
Total current liabilities | 66,250 | 40,443 |
Other long-term liabilities | 10,042 | 448 |
Total liabilities | 76,292 | 40,891 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Convertible preferred stock | 239,911 | |
Class A and Class B common stock | 85 | 17 |
Additional paid-in capital | 438,311 | 22,103 |
Accumulated deficit | (174,122) | (145,406) |
Total stockholders' equity | 264,274 | 116,625 |
Total liabilities and stockholders' equity | $ 340,566 | $ 157,516 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Consolidated Statements of Operations | ||||
Revenue | $ 71,533 | $ 44,262 | $ 195,383 | $ 115,581 |
Cost of revenue | 31,285 | 19,602 | 86,315 | 51,974 |
Gross profit | 40,248 | 24,660 | 109,068 | 63,607 |
Operating expenses: | ||||
Research and development | 21,106 | 11,602 | 53,339 | 29,470 |
Sales and marketing | 15,873 | 12,067 | 47,451 | 36,100 |
General and administrative | 14,545 | 9,935 | 36,773 | 25,235 |
Total operating expenses | 51,524 | 33,604 | 137,563 | 90,805 |
Loss from operations | (11,276) | (8,944) | (28,495) | (27,198) |
Other income (expenses), net | 138 | (28) | 92 | (58) |
Loss before (provision) benefit for income taxes | (11,138) | (8,972) | (28,403) | (27,256) |
(Provision) benefit for income taxes | (116) | (36) | (313) | 12 |
Net loss | (11,254) | (9,008) | (28,716) | (27,244) |
Deemed dividend to investors in relation to tender offer | (3,392) | (3,392) | ||
Net loss attributable to common stockholders | $ (11,254) | $ (12,400) | $ (28,716) | $ (30,636) |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.13) | $ (0.70) | $ (0.68) | $ (1.70) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted | 83,887,901 | 17,805,486 | 42,030,989 | 17,981,477 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (28,716) | $ (27,244) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 5,292 | 2,816 |
Stock-based compensation | 15,649 | 5,808 |
Provision for doubtful accounts | 1,017 | 322 |
Tax benefit related to acquisition | (108) | |
Write-off of internally developed software | 188 | 87 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (11,275) | (8,321) |
Prepaid expenses and other current assets | (11,561) | 424 |
Other long-term assets | (59) | (81) |
Accounts payable | 2,317 | 1,104 |
Accrued expenses and other current liabilities | 18,625 | 9,628 |
Deferred revenue | 3,346 | 1,362 |
Other long-term liabilities | 9,596 | (157) |
Net cash provided by (used in) operating activities | 4,419 | (14,360) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Increase in restricted cash | (7,439) | |
Capitalized software development costs | (8,447) | (6,080) |
Purchases of property and equipment | (5,282) | (1,243) |
Purchases of intangible assets | (646) | (353) |
Acquisition, net of cash acquired | (1,761) | |
Net cash used in investing activities | (21,814) | (9,437) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from initial public offering, net of underwriting discounts | 160,426 | |
Payments of costs related to initial public offering | (3,936) | |
Net proceeds from issuance of convertible preferred stock | 125,863 | |
Proceeds from exercises of stock options | 4,753 | 2,102 |
Value of equity awards withheld for tax liabilities | (518) | |
Tax benefit related to stock-based compensation | 62 | |
Repurchases of stock | (2) | (20,801) |
Net cash provided by financing activities | 160,785 | 107,164 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 143,390 | 83,367 |
CASH AND CASH EQUIVALENTS-Beginning of period | 108,835 | 32,627 |
CASH AND CASH EQUIVALENTS-End of period | 252,225 | 115,994 |
Cash paid for income taxes | 153 | 15 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Purchases of property, equipment and intangible assets, accrued but not paid | 2,373 | 72 |
Stock-based compensation capitalized in software development costs | 1,068 | 627 |
Vesting of early exercised options | 512 | 163 |
Series E convertible preferred stock issuance costs, accrued but not paid | 400 | |
Series T convertible preferred stock issued as part of purchase price in the Authy acquisition | 3,087 | |
Costs related to the public offerings, accrued but not paid | $ 368 | $ 284 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2016 | |
Organization and Description of Business | |
Organization and Description of Business | 1. Organization and Description of Business Twilio Inc. (the “Company”) was incorporated in the state of Delaware on March 13, 2008. The Company provides a Cloud Communications Platform that enables developers to build, scale and operate communications within software applications through the cloud primarily as a pay-as-you-go service. The Company’s product offerings fit three basic categories: Programmable Voice, Programmable Messaging and Programmable Video. The Company also provides use case products, such as a two-factor authentication solution. The Company’s headquarters are located in San Francisco, California and the Company has subsidiaries in the United Kingdom, Estonia, Ireland, Colombia, Germany, Hong Kong, Singapore and Bermuda. Initial Public Offering In June 2016, the Company completed an initial public offering (“IPO”) in which the Company sold 11,500,000 shares of its newly authorized Class A common stock, which included 1,500,000 shares sold pursuant to the exercise by the underwriters of an option to purchase additional shares, at the public offering price of $15.00 per share. The Company received net proceeds of $155.5 million, after deducting underwriting discounts and commissions and offering expenses paid and payable by the Company, from sales of its shares in the IPO. Immediately prior to the completion of the IPO, all shares of common stock then outstanding were reclassified as Class B common stock and all shares of convertible preferred stock then outstanding were converted into 54,508,441 shares of common stock on a one-to-one basis, and then reclassified as shares of Class B common stock. See Note 12 for further discussion of Class A and B common stock. As of September 30, 2016, 15,591,449 shares of the Company’s Class A common stock and 68,926,649 shares of the Company’s Class B common stock were outstanding. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to 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 final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on June 23, 2016 (the “Prospectus”). The condensed consolidated balance sheet as of December 31, 2015, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2016 or any future period. (b) Principles of Consolidation The condensed consolidated financial statements include the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. (c) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are used for, but not limited to, revenue allowances and returns; valuation of the Company’s stock and stock-based awards; recoverability of long-lived and intangible assets; capitalization and useful life of the Company’s capitalized internal-use software; fair value of acquired intangible assets and goodwill; accruals and contingencies. Estimates are based on historical experience and on various assumptions that the Company believes are reasonable under current circumstances. However, future events are subject to change and best estimates and judgments may require further adjustments; therefore, actual results could differ materially from those estimates. Management periodically evaluates such estimates and they are adjusted prospectively based upon such periodic evaluation. (d) Concentration of Credit Risk Financial instruments that potentially expose the Company to a concentration of credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company maintains cash, cash equivalents and restricted cash with financial institutions that management believes are financially sound and have minimal credit risk exposure. The Company sells its services to a wide variety of customers. If the financial condition or results of operations of any one of the large customers deteriorate substantially, operating results could be adversely affected. To reduce credit risk, management performs ongoing credit evaluations of the financial condition of significant customers. The Company does not require collateral from its credit customers and maintains reserves for estimated credit losses on customer accounts when considered necessary. Actual credit losses may differ from the Company’s estimates. As of September 30, 2016, there was one customer organization that represented approximately 25% of the Company’s gross accounts receivable. As of December 31, 2015, two customer organizations represented approximately 11% each of the Company’s gross accounts receivable. In the three months ended September 30, 2016, one customer organization represented 15% of the Company’s total revenue and in the three months ended September 30, 2015 a different customer organization represented 16% of the Company’s total revenue. In the nine months ended September 30, 2016, two customer organizations represented 10% and 13% of the Company’s total revenue, and in the nine months ended September 30, 2015, one customer organization represented 17% of the Company’s total revenue. (e) Significant Accounting Policies There have been no changes to our significant accounting policies described in the Prospectus. (f) Recently Issued Accounting Guidance, Not yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2016-13, “Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments” , which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, “ Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”. This standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is permitted. The Company is evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. In February, 2016 the FASB issued ASU No. 2016-02, “ Leases” . The standard will affect all entities that lease assets and will require lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of less than one year) as of the date on which the lessor makes the underlying asset available to the lessee. For lessors, accounting for leases is substantially the same as in prior periods. For public companies, the new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. For leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, lessees and lessors must apply a modified retrospective transition approach. While the Company expects the adoption of this standard to result in an increase to the reported assets and liabilities, the Company has not yet determined the full impact that the adoption of this standard will have on its condensed consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers ”. This new guidance will replace most existing U.S. GAAP guidance on this topic. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14 which deferred, by one year, the effective date for the new revenue reporting standard for entities reporting under U.S. GAAP. In accordance with the deferral, this guidance will be effective for the Company beginning January 1, 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Early adoption is permitted beginning January 1, 2017. In March 2016, the FASB issued ASU 2016-08, “ Revenue from Contracts with Customers, Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” clarifying the implementation guidance on principal versus agent considerations. Specifically, an entity is required to determine whether the nature of a promise is to provide the specified good or service itself (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The determination influences the timing and amount of revenue recognition. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing,” clarifying the implementation guidance on identifying performance obligations and licensing. Specifically, the amendments reduce the cost and complexity of identifying promised goods or services and improve the guidance for determining whether promises are separately identifiable. The amendments also provide implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). In May 2016, the FASB issued ASU 2016-12 “Revenue from Contracts with Customers (Topic 606), Narrow-Scope Improvements and Practical Expedients,” which amends the guidance on transition, collectability, noncash consideration and the presentation of sales and other similar taxes. ASU 2016-12 clarifies that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. In addition, ASU 2016-12 clarifies how an entity should evaluate the collectability threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. The effective date and transition requirements for ASU 2016-08, ASU 2016-10 and ASU 2016-12 are the same as the effective date and transition requirements for ASU 2014-09. The Company is evaluating the impact that these ASUs will have on its condensed consolidated financial statements and related disclosures and has not yet selected a transition method. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | 3. Fair Value Measurements The following tables provide the assets measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 (in thousands): Total As of September 30, 2016 Value Level 1 Level 2 Level 3 Total Financial Assets: Money market funds (included in cash and cash equivalents) $ $ $ — $ — $ Total financial assets $ $ $ — $ — $ Total As of December 31, 2015 Value Level 1 Level 2 Level 3 Total Financial Assets: Money market funds (included in cash and cash equivalents) $ $ $ — $ — $ Total financial assets $ $ $ — $ — $ The fair value of the Company’s Level 1 financial instruments, approximate their carrying amount due to their short term nature. There were no realized or unrealized losses for the three and nine months ended September 30, 2016 and 2015. There were no other-than-temporary impairments for these instruments as of September 30, 2016 and December 31, 2015. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2016 | |
Property and Equipment | |
Property and Equipment | 4. Property and Equipment Property and equipment consisted of the following (in thousands): As of As of Capitalized software development costs $ $ Office equipment Furniture and fixtures Software Leasehold improvements Total property and equipment Less: accumulated depreciation and amortization ) ) Total property and equipment, net $ $ Depreciation and amortization expense was $1.9 million and $4.9 million for the three and nine months ended September 30, 2016, respectively, and $1.0 million and $2.4 million for the three and nine months ended September 30, 2015, respectively. The Company capitalized $3.4 million and $9.5 million of software development costs in the three and nine months ended September 30, 2016, respectively, of which $0.4 million and $1.1 million, respectively, was stock-based compensation expense. The Company capitalized $2.6 million and $6.7 million of software development costs in the three and nine months ended September 30, 2015, respectively, of which $0.3 million and $0.6 million, respectively, was stock-based compensation expense. |
Acquisition of Authy, Inc.
Acquisition of Authy, Inc. | 9 Months Ended |
Sep. 30, 2016 | |
Acquisition of Authy, Inc. | |
Acquisition of Authy, Inc. | 5. Acquisition of Authy, Inc. On February 23, 2015, the Company completed its acquisition of Authy, Inc. (“Authy”), a Delaware corporation with operations in Bogota, Colombia and San Francisco, California. Authy had developed a two-factor authentication online security solution. The Company’s purchase price of $6.1 million for all of the outstanding shares of capital stock of Authy consisted of $3.0 million in cash and $3.1 million representing the fair value of 389,733 shares of the Company’s Series T convertible preferred stock, of which 180,000 shares are held in escrow. This escrow was effective until the first anniversary of the closing date, and has continued beyond that date as a result of certain circumstances. As of September 30, 2016 the Company has not released any shares out of the escrow. Additionally, the Company issued 507,885 shares of its Series T convertible preferred stock, which converted into shares of Class B common stock immediately prior to the closing of the IPO, to a former shareholder of Authy that had a fair value of $4.0 million and were subject to graded vesting over a period of three years, as amended. As of September 30, 2016 the remaining unvested shares were reduced by 127,054 shares due to the non-fulfillment of certain conditions of the merger agreement. As of September 30, 2016, 99,367 shares have vested. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Intangible Assets | |
Intangible Assets | 6. I ntangible Assets Intangible assets consisted of the following (in thousands): As of September 30, 2016 Gross Accumulated Net Amortizable intangible assets: Developed technology $ $ ) $ Customer relationships ) Trade name ) Patent ) Total amortizable intangible assets ) Non-amortizable intangible assets: Domain — Trademark — Total $ $ ) $ As of December 31, 2015 Gross Accumulated Net Amortizable intangible assets: Developed technology $ $ ) $ Customer relationships ) Trade name ) Patent ) Total $ $ ) $ Amortization expense was $0.1 million and $0.4 million for the three and nine months ended September 30, 2016, respectively, and $0.1 million and $0.3 million for the three and nine months ended September 30, 2015, respectively. Total estimated future amortization expense was as follows (in thousands): Total Years ending December 31: 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total $ |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 9 Months Ended |
Sep. 30, 2016 | |
Accrued Expenses and Other Liabilities | |
Accrued Expenses and Other Liabilities | 7. Accrued Expenses and Other Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): As of As of Accrued payroll and related $ $ Accrued bonus and commission Accrued cost of revenue Sales and other taxes payable Accrued other expense Total accrued expenses and other current liabilities $ $ Other long-term liabilities consisted of the following (in thousands): As of As of Deferred rent $ $ Accrued other expense Total other long-term liabilities $ $ |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 9 Months Ended |
Sep. 30, 2016 | |
Supplemental Balance Sheet Information | |
Supplemental Balance Sheet Information | 8. Supplemental Balance Sheet Information (a) Allowance for doubtful accounts (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Balance, beginning of period $ $ $ $ Additions ) Write-offs ) ) ) ) Balance, end of period $ $ $ $ (b) Sales credit reserve (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Balance, beginning of period $ $ $ $ Additions Deductions against reserve ) ) ) ) Balance, end of period $ $ $ $ |
Revenue by Geographic Area
Revenue by Geographic Area | 9 Months Ended |
Sep. 30, 2016 | |
Revenue by Geographic Area | |
Revenue by Geographic Area | 9. Revenue by Geographic Area Revenue by geographic area is based on the IP address at the time of registration. The following table sets forth revenue by geographic area (dollars in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Revenue by geographic area: United States $ $ $ $ International Total $ $ $ $ Percentage of revenue by geographic area: United States % % % % International % % % % |
Credit Facility
Credit Facility | 9 Months Ended |
Sep. 30, 2016 | |
Credit Facility | |
Credit Facility | 10. Credit Facility Effective January 2015, the Company entered into a $15.0 million revolving credit agreement. Under this agreement, amounts available to be borrowed are based on the Company’s prior month’s monthly recurring revenue. Advances on the line of credit bear interest payable monthly at Wall Street Journal prime rate plus 1%. Borrowings are secured by substantially all of the Company’s assets, with limited exceptions. If there are borrowings under the credit line, there are certain restrictive covenants with which the Company must comply. The credit facility expires in March 2017. As of September 30, 2016 and December 31, 2015, the total amount available to the Company to be borrowed was $15.0 million and the Company had no outstanding balance on this credit facility in either period presented. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 11. Commitments and Contingencies (a) Lease Commitments The Company entered into various non-cancelable operating lease agreements for its facilities over the next eight years. Certain operating leases contain provisions under which monthly rent escalates over time. When lease agreements contain escalating rent clauses or free rent periods, the Company recognizes rent expense on a straight-line basis over the term of the lease. The Company’s San Francisco, California facility lease agreement, entered into in January 2016, included a tenant improvement allowance which provided for the landlord to pay for tenant improvements on behalf of the Company for up to $8.3 million. This amount was recorded on the lease inception date into other current assets and current and long-term liabilities in the accompanying condensed consolidated balances sheet. Based on the terms of this landlord incentive and involvement of the Company in the construction process, the leasehold improvements purchased under the landlord incentive were determined to be property of the Company. Rent expense was $2.1 million and $5.1 million, respectively, for the three and nine months ended September 30, 2016, and $1.0 million and $3.0 million, respectively, for the three and nine months ended September 30, 2015. Additionally, the Company has contractual commitments with its cloud infrastructure provider, network service providers and other vendors that are non-cancellable and expire within one to five years. Future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Year Ending Total (1) 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total minimum lease payments $ (1) The future minimum lease payments do not reflect the $8.3 million tenant improvement allowance. Future minimum payments under other existing noncancellable purchase obligations were as follows (in thousands). Year Ending Total 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total payments $ (b) Legal Matters On April 30, 2015, Telesign Corporation, or Telesign, filed a lawsuit against the Company in the United States District Court, Central District of California (“Telesign I”). Telesign alleges that the Company is infringing three U.S. patents that it holds: U.S. Patent No. 8,462,920 (“‘920”), U.S. Patent No. 8,687,038 (“‘038”) and U.S. Patent No. 7,945,034 (“‘034”). The patent infringement allegations in the lawsuit relate to the Company’s Programmable Authentication products, its two-factor authentication use case and an API tool to find information about a phone number. The Company has petitioned the U.S. Patent and Trademark Office for inter partes review of the patents at issue. On March 9, 2016, the District Court stayed the court case pending the resolution of those proceedings. On June 28, 2016, the Patent and Trademark Office instituted the inter partes review of the ‘034 patent, briefing on which has now begun, including Telesign’s contingent motion to amend the ‘034 patent. On July 8, 2016, the Patent and Trademark Office denied the Company’s petition for inter partes review of the ‘920 and ‘038 patents. The Company subsequently petitioned for rehearing on this decision, and the request for rehearing was fully briefed by both parties on October 11, 2016. On July 20, 2016, Telesign applied to the court to lift the stay on Telesign I. The Company opposed the request, and on September 15, 2016, the court denied the request to lift the stay on Telesign I. On March 28, 2016, Telesign filed a second lawsuit against the Company in the United States District Court, Central District of California (“Telesign II”), alleging infringement of U.S. Patent No. 9,300,792 (“‘792”) held by Telesign. The ‘792 patent is in the same patent family as the ‘920 and ‘038 patents asserted in Telesign I, and the infringement allegations in Telesign II relate to the Company’s Programmable Authentication products and its two-factor authentication use case. On May 23, 2016, the Company moved to dismiss the complaint in Telesign II. On August 3, 2016, the United States District Court, Central District of California, issued an order granting Twilio’s motion to dismiss Telesign’s complaint with leave to amend. Telesign filed an amended complaint on September 2, 2016 and the Company moved to dismiss the amended complaint on September 16, 2016. With respect to each of the patents asserted in Telesign I and Telesign II, the complaints seek, among other things, to enjoin the Company from allegedly infringing the patents, along with damages for lost profits. On February 18, 2016, a putative class action complaint was filed in the Alameda County Superior Court in California, entitled Angela Flowers v. Twilio Inc. The complaint alleges that the Company’s products permit the interception, recording and disclosure of communications at a customer’s request and are in violation of the California Invasion of Privacy Act. The complaint seeks injunctive relief as well as monetary damages. On May 27, 2016, the Company filed a demurrer to the complaint. On August 2, the court issued an order denying the demurrer in part and granted it in part, with leave to amend by August 18, 2016 to address any claims under California’s Unfair Competition Law. The plaintiff opted not to amend the complaint. Discovery has already begun, and will continue until August 2017, when the plaintiff must file their motion for class certification. The Company intends to vigorously defend these lawsuits and believes it has meritorious defenses to each. It is too early in these matters to reasonably predict the probability of the outcomes or to estimate ranges of possible losses. In addition to the litigation matters discussed above, from time to time, the Company is a party to legal action and subject to claims that arise in the ordinary course of business. The claims are investigated as they arise and loss estimates are accrued, when probable and reasonably estimable. While it is not feasible to predict or determine the ultimate outcome of these matters, the Company believes that these legal proceedings will not have a material adverse effect on its financial position or results of operations. (c) Indemnification Agreements The Company has signed indemnification agreements with all of its board members and executive officers. The agreements indemnify the board members and executive officers from claims and expenses on actions brought against the individuals separately or jointly with the Company for certain indemnifiable events. Indemnifiable Events generally mean any event or occurrence related to the fact that the board member or the executive officer was or is acting in his or her capacity as a board member or an executive officer for the Company or was or is acting or representing the interests of the Company. In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the breach of such agreements, intellectual property infringement claims made by third parties and other liabilities relating to or arising from the Company’s various products, or its acts or omissions. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract. Further, the Company’s obligations under these agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse against third parties for certain payments. The terms of such obligations may vary. As of September 30, 2016 and December 31, 2015, no amounts had been accrued. (d) Other taxes The Company conducts operations in many tax jurisdictions throughout the United States. In many of these jurisdictions, non-income-based taxes, such as sales and use and telecommunications taxes are assessed on the Company’s operations. Historically, the Company has not billed or collected these taxes and, in accordance with U.S. GAAP, has recorded a provision for its tax exposure in these jurisdictions when it is both probable that a liability has been incurred and the amount of the exposure can be reasonably estimated. As a result, the Company recorded a liability of $26.7 million and $17.6 million as of September 30, 2016 and December 31, 2015, respectively. These estimates include several key assumptions including, but not limited to, the taxability of the Company’s services, the jurisdictions in which its management believes it has nexus, and the sourcing of revenues to those jurisdictions. In the event these jurisdictions challenge management’s assumptions and analysis, the actual exposure could differ materially from the current estimates. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity | |
Stockholders' Equity | 12. Stockholders’ Equity (a) Convertible Preferred Stock Immediately prior to the completion of the IPO, all shares of convertible preferred stock then outstanding were automatically converted into 54,508,441 shares of common stock on a one-to-one basis, and then reclassified as shares of Class B common stock. (b) Preferred Stock As of September 30, 2016, the Company had authorized 100,000,000 shares of preferred stock, par value $0.001, of which no shares were issued and outstanding. (c) Common Stock Immediately prior to the completion of the IPO, all shares of common stock then outstanding were reclassified as Class B common stock. Shares offered and sold in the IPO were newly authorized shares of Class A common stock. As of September 30, 2016, the Company had authorized 1,000,000,000 shares of Class A common stock and 100,000,000 shares of Class B common stock, each par value $0.001 per share, of which 15,591,449 shares and 68,926,649 shares of Class A and Class B common stock, respectively, were issued and outstanding. Holders of Class A and Class B common stock are entitled to one vote per share and ten votes per share, respectively, and the shares of Class A common stock and Class B common stock are identical, except for voting and conversion rights. As of September 30, 2016, the outstanding Class B common stock included 461,464 shares related to the Authy acquisition that were held in escrow. As of December 31, 2015, the Company had 17,324,003 shares of common stock outstanding. As of September 30, 2016, and December 31, 2015, the Company had reserved shares of common stock, on an as-if converted basis, for issuance as follows: As of As of Conversion of convertible preferred stock outstanding — (1) Stock options issued and outstanding Nonvested restricted stock units issued and outstanding Common stock reserved for Twilio.org Stock-based awards available for grant under 2008 Plan — Stock-based awards available for grant under 2016 Plan — Common stock reserved for issuance under 2016 ESPP plan — Total (1) Includes 687,885 shares of Series T convertible preferred stock related to the Authy acquisition held in escrow as of December 31, 2015. (d) Stock Repurchases Following the closing of the Series E convertible preferred stock financing, on August 21, 2015, the Company repurchased an aggregate of 365,916 shares of Series A preferred stock and Series B preferred stock from certain preferred stockholders, and repurchased an aggregate of 1,869,156 shares of common stock from certain current and former employees for $22.8 million in cash, which transaction is referred to as the 2015 Repurchase. The 2015 Repurchase was conducted at a price in excess of the fair value of the Company’s common stock at the date of repurchase. No special rights or privileges were conveyed to the employees and former employees. However, not all employees were invited to participate in the 2015 Repurchase. The Company recorded a compensation expense in the amount of $2.0 million for the year ended December 31, 2015, which was the excess of the common stock repurchase price above the fair value of the common stock on the date of repurchase. Of this expense, $0.8 million, $0.1 million and $1.1 million were classified as research and development, sales and marketing and general and administrative expenses, respectively, in the accompanying condensed consolidated statement of operations. The excess of the preferred stock repurchase price above the carrying value of the preferred stock was recorded as a deemed dividend in the three and nine months ended September 30, 2015. The Company retired the shares repurchased in the 2015 Repurchase as of August 21, 2015. (e) Twilio.org On September 2, 2015, the Company’s board of directors approved the reservation of 888,022 shares of the Company’s common stock, which represented 1% of the Company’s outstanding capital stock on as-converted basis, to fund Twilio.org’s activities. Subsequently, on May 13, 2016, the Company’s board of directors authorized a reduction of 107,625 shares reserved to offset equity grants to Twilio.org employees. As of September 30, 2016, the total remaining shares reserved for Twilio.org was 780,397. Twilio.org is a part of the Company and not a separate legal entity. The objective for Twilio.org is to further the philanthropic goals of the Company. As of September 30, 2016 and December 31, 2015, none of the reserved shares were issued and outstanding. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Stock-Based Compensation | |
Stock-Based Compensation | 13. Stock-Based Compensation 2008 Stock Option Plan The Company granted options under its 2008 Stock Option Plan (the “2008 Plan”), as amended and restated, until June 22, 2016, when the plan was terminated in connection with the Company’s IPO. Accordingly, no shares are available for future issuance under the 2008 Plan. The 2008 Plan continues to govern outstanding equity awards granted thereunder. 2016 Stock Option Plan The Company’s 2016 Equity Incentive Plan (the “2016 Plan”) became effective on June 21, 2016. The 2016 Plan provides for the grant of ISOs, NSOs, restricted stock, RSUs, stock appreciation rights, unrestricted stock awards, performance share awards, dividend equivalent rights and cash-based awards to employees, directors and consultants of the Company. A total of 11,500,000 shares of the Company’s Class A common stock were initially reserved for issuance under the 2016 Plan. These available shares will automatically increase each January 1, beginning on January 1, 2017, by 5% of the number of shares of the Company’s Class A and Class B common stock outstanding on the immediately preceding December 31, or such lesser number of shares as determined by the Company’s Compensation Committee. 2016 Employee Stock Purchase Plan The Company’s Employee Stock Purchase Plan (“2016 ESPP”) became effective on June 21, 2016. A total of 2,400,000 shares of the Company’s Class A common stock were initially reserved for issuance under the 2016 ESPP. These available shares will automatically increase each January 1, beginning on January 1, 2017, by the lesser of 1,800,000 shares of the common stock, 1% of the number of shares of the Company’s Class A and Class B common stock outstanding on the immediately preceding December 31 or such lesser number of shares as determined by the Company’s compensation committee. The 2016 ESPP allows eligible employees to purchase shares of the Company’s Class A common stock at a discount of up to 15% through payroll deductions of their eligible compensation, subject to any plan limitations. Except for the initial offering period, the 2016 ESPP provides for separate six-month offering periods beginning each November 16 and May 16 of each fiscal year. On each purchase date, eligible employees will purchase the Company’s stock at a price per share equal to 85% of the lesser of (i) the fair market value of the Company’s Class A common stock on the offering date or (ii) the fair market value of the Company’s Class A common stock on the purchase date. For the three and nine months ended September 30, 2016, no shares of common stock were purchased under the 2016 ESPP and 604,865 shares are expected to be purchased at the end of the initial offering period. The Company selected the Black-Scholes option-pricing model as the method for determining the estimated fair value for the Company’s 2016 ESPP. As of September 30, 2016, total unrecognized compensation cost related to 2016 ESPP was $2.2 million, net of estimated forfeitures, which will be amortized over a weighted-average period of 0.62 years. Stock option activity under the 2008 Plan and the 2016 Plan during the nine months ended September 30, 2016 was as follows: Stock Options Number of Weighted- Weighted- Aggregate Outstanding options as of December 31, 2015 $ $ Granted Exercised ) Forfeited and cancelled ) Outstanding options as of September 30, 2016 $ $ Options vested and exercisable as of September 30, 2016 $ $ Options vested and expected to vest as of September 30, 2016 $ $ Aggregate intrinsic value represents the difference between the fair value of the Company’s common stock and the exercise price of outstanding “in-the-money” options. Prior to the IPO, the fair value of the Company’s common stock was estimated by the Company’s board of directors. After the IPO, the fair value of the Company’s common stock is the Company’s stock price as reported on the New York Stock Exchange. The aggregate intrinsic value of stock options exercised was $4.4 million and $15.7 million for the three and nine months ended September 30, 2016, respectively, and $1.4 million and $7.6 million for the three and nine months ended September 30, 2015, respectively. The total estimated grant date fair value of options vested was $4.9 million and $11.4 million for the three and nine months ended September 30, 2016, respectively, and $2.6 million and $5.4 million for the three and nine months ended September 30, 2015, respectively. No options were granted in the three months ended September 30, 2016. The weighted-average grant-date fair value of options granted was $5.52 for the nine months ended September 30, 2016, and $4.93 and $4.23 for the three and nine months ended September 30, 2015, respectively. As of September 30, 2016, total unrecognized compensation cost related to non-vested stock options was $31.9 million, net of estimated forfeitures, which will be amortized over a weighted-average period of 2.48 years. Restricted Stock Units Number of Weighted- Aggregate Nonvested RSUs as of December 31, 2015 $ $ Granted Vested ) Forfeited and cancelled ) Nonvested RSUs as of September 30, 2016 $ $ Prior to June 22, 2016, the Company granted RSUs (“Pre-IPO RSUs”) under its 2008 Plan to its employees that vested upon the satisfaction of both a service condition and a liquidity condition. The service condition for the majority of these awards will be satisfied over four years. The liquidity condition was satisfied upon occurrence of the Company’s IPO in June 2016. RSUs granted on or after the completion of the Company’s IPO (“Post-IPO RSUs”) under the 2016 Plan are not subject to a liquidity condition in order to vest. The compensation expense related to these grants is based on the grant date fair value of the RSUs and is recognized on a ratable basis over the applicable service period, net of estimated forfeitures. The majority of Post-IPO RSUs are earned over a service period of two to four years. As of September 30, 2016, total unrecognized compensation cost related to nonvested RSUs was $44.5 million, net of estimated forfeitures, which will be amortized over a weighted-average period of 3.42 years. Equity Awards Granted to Nonemployees In the three months ended September 30, 2016, the Company granted 30,255 restricted stock units to a nonemployee. The award is vested upon the satisfaction of a service condition over two years starting in August 2015. The stock-based compensation expense recorded in relation to this award was $1.0 million in the three months ended September 30, 2016. No options or restricted stock units were granted to nonemployees in the three and nine months ended September 30, 2015. In the three months ended December 31, 2015 the Company granted 30,000 stock options to a nonemployee. These options vest upon the satisfaction of a service condition over a four year period. The stock-based compensation expense recorded in relation to this award was $0.2 million and $0.2 million in the three and nine months ending September 30, 2016, respectively. Early Exercises of Nonvested Options As of September 30, 2016 and December 31, 2015, the Company recorded a liability of $0.4 million and $0.2 million, respectively, for 74,451 and 52,407 unvested shares, respectively, that were early exercised by employees and were subject to repurchase at the respective period end. These amounts are reflected in current and non-current liabilities on the Company’s consolidated balance sheets. Valuation Assumptions The fair value of employee stock options was estimated on the date of grant using the following assumptions in the Black-Scholes option pricing model: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Employee Stock Options: Fair value of common stock * $ $10.09-$15.00 $7.07 – 9.10 Expected term (in years) * Expected volatility * % 51.4%-53.0% 51.4% - 54.9% Risk-free interest rate * % 1.3%-1.5% 1.4% - 1.9% Dividend rate * % *The Company did not grant stock options in the three month ended September 30, 2016. Employee Stock Purchase Plan: Expected term (in years) — — Expected volatility % — — Risk-free interest rate % — — Dividend rate % — — Stock-Based Compensation Expense The Company recorded the total stock-based compensation expense as follows (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Cost of revenue $ $ $ $ Research and development Sales and marketing General and administrative Total $ $ $ $ |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 9 Months Ended |
Sep. 30, 2016 | |
Net Loss per Share Attributable to Common Stockholders | |
Net Loss per Share Attributable to Common Stockholders | 14. Net Loss per Share Attributable to Common Stockholders Basic and diluted net loss per common share is presented in conformity with the two-class method required for participating securities. Class A and Class B common stock are the only outstanding equity in the Company. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to ten votes per share. Shares of Class B common stock may be converted into Class A common stock at any time at the option of the stockholder, and are automatically converted into Class A common stock upon sale or transfer, subject to certain limited exceptions. Basic net loss per share attributable to common stockholders is computed using the weighted-average number of common shares outstanding during the period. Diluted net loss per share attributable to common stockholders is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. The dilutive effect of these potential common shares is reflected in diluted earnings per share by application of the treasury stock method. The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the periods presented (in thousands, except share and per share data): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Net loss attributable to common stockholders $ ) $ ) $ ) $ ) Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted Net loss per share attributable to common stockholders, basic and diluted $ ) $ ) $ ) $ ) The following outstanding shares of common stock equivalents were excluded from the calculation of diluted net loss per share attributable to common stockholders because their effect would have been anti-dilutive: As of September 30, 2016 2015 Conversion of convertible preferred stock outstanding — (1) Issued and outstanding options Nonvested RSUs issued and outstanding Common stock reserved for Twilio.org Shares committed under 2016 ESPP — Unvested shares subject to repurchase Total (1) Includes 687,885 shares of Series T convertible preferred stock related to the Authy acquisition held in escrow. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions | |
Related Party Transactions | 15. Related Party Transactions In 2015, two of the Company’s vendors participated in the Company’s Series E convertible preferred stock financing and owned approximately 2.09% and 1.05%, respectively, of the Company’s outstanding capital stock as of September 30, 2016, and 2.5% and 1.2%, respectively, of the Company’s capital stock, on as-if converted basis, as of December 31, 2015. During the three and nine months ended September 30, 2016, the amount of software services the Company purchased from the first vendor was $3.7 million and $10.3 million, respectively. During the three and nine months ended September 30, 2015, the amount of software services the Company purchased from the same vendor was $2.7 million and $8.4 million, respectively. The amounts due to this vendor that were accrued as of September 30, 2016 and December 31, 2015 were $1.5 million and $0, respectively. The amount of services the Company purchased from the second vendor was $0.1 million and $0.3 million for the three and nine months ended September 30, 2016, respectively, and $0.2 million and $0.4 million for the three and nine months ended September 30, 2015, respectively. No amounts were due to this vendor as of September 30, 2016 and December 31, 2015. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2016 | |
Employee Benefit Plan | |
Employee Benefit Plan | 16. Employee Benefit Plan The Company sponsors a 401(k) defined contribution plan covering all employees. There were no employer contributions to the plan in the three and nine months ended September 30, 2015. The employer contribution to the plan was $0.2 million and $0.9 million in the three and nine months ended September 30, 2016, respectively. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events | |
Subsequent Events | 17. Subsequent Events In October 2016, the Company completed a follow-on public offering in which the Company sold 1,691,222 shares of its Class A common stock, which included 1,050,000 shares sold pursuant to the exercise by the underwriters of an option to purchase additional shares, at a public offering price of $40.00 per share. In addition, another 6,358,778 shares of the Company’s Class A common stock were sold by selling stockholders of the Company, which included 906,364 shares sold pursuant to the exercise of employee stock options by certain selling stockholders. The Company received aggregate proceeds of $64.4 million, after deducting underwriting discounts and commissions and estimated offering expenses paid and payable by the Company. Of the net proceeds the Company received in this offering, $3.86 million was reserved to fund and support the operations of Twilio.org, and the number of shares of the Company’s Class A common stock that was reserved for that purpose was reduced by 100,000. The Company did not receive any of the net proceeds from the sales of shares by the selling stockholders. In October 2016, the Company entered into a non-binding term sheet with SpeakEasy Tech, Inc., or SpeakEasy, pursuant to which the Company proposed to purchase up to $1,000,000 of convertible notes from SpeakEasy. The proposed investment is subject to the Company’s due diligence review, negotiation of definitive agreements and certain closing conditions. Byron Deeter, a member of the Company’s board of directors, is also a member of the board of directors of SpeakEasy. In addition, Mr. Deeter is a partner of Bessemer Ventures Partners, and entities affiliated with Bessemer Venture Partners own more than 5% of the Company’s outstanding capital stock and own more than 10% of the outstanding capital stock of SpeakEasy. In October 2016, the Company entered into a three-year agreement with the first vendor referenced in Note 15 to purchase services from this vendor for an aggregate purchase commitment amount of $57.7 million over the course of the three-year contractual period. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | (a) Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to 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 final prospectus filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on June 23, 2016 (the “Prospectus”). The condensed consolidated balance sheet as of December 31, 2015, included herein, was derived from the audited financial statements as of that date, but does not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2016 or any future period. |
Principles of Consolidation | (b) Principles of Consolidation The condensed consolidated financial statements include the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | (c) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are used for, but not limited to, revenue allowances and returns; valuation of the Company’s stock and stock-based awards; recoverability of long-lived and intangible assets; capitalization and useful life of the Company’s capitalized internal-use software; fair value of acquired intangible assets and goodwill; accruals and contingencies. Estimates are based on historical experience and on various assumptions that the Company believes are reasonable under current circumstances. However, future events are subject to change and best estimates and judgments may require further adjustments; therefore, actual results could differ materially from those estimates. Management periodically evaluates such estimates and they are adjusted prospectively based upon such periodic evaluation. |
Concentration of Credit Risk | (d) Concentration of Credit Risk Financial instruments that potentially expose the Company to a concentration of credit risk consist primarily of cash, cash equivalents, restricted cash and accounts receivable. The Company maintains cash, cash equivalents and restricted cash with financial institutions that management believes are financially sound and have minimal credit risk exposure. The Company sells its services to a wide variety of customers. If the financial condition or results of operations of any one of the large customers deteriorate substantially, operating results could be adversely affected. To reduce credit risk, management performs ongoing credit evaluations of the financial condition of significant customers. The Company does not require collateral from its credit customers and maintains reserves for estimated credit losses on customer accounts when considered necessary. Actual credit losses may differ from the Company’s estimates. As of September 30, 2016, there was one customer organization that represented approximately 25% of the Company’s gross accounts receivable. As of December 31, 2015, two customer organizations represented approximately 11% each of the Company’s gross accounts receivable. In the three months ended September 30, 2016, one customer organization represented 15% of the Company’s total revenue and in the three months ended September 30, 2015 a different customer organization represented 16% of the Company’s total revenue. In the nine months ended September 30, 2016, two customer organizations represented 10% and 13% of the Company’s total revenue, and in the nine months ended September 30, 2015, one customer organization represented 17% of the Company’s total revenue. |
Significant Accounting Policies | (e) Significant Accounting Policies There have been no changes to our significant accounting policies described in the Prospectus. |
Recently Issued Accounting Guidance, Not yet Adopted | (f) Recently Issued Accounting Guidance, Not yet Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updates (“ASU”) No. 2016-13, “Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments” , which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, “ Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting”. This standard is intended to simplify several areas of accounting for share-based compensation arrangements, including the income tax impact, classification on the statement of cash flows and forfeitures. ASU 2016-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is permitted. The Company is evaluating the impact of this guidance on its condensed consolidated financial statements and related disclosures. In February, 2016 the FASB issued ASU No. 2016-02, “ Leases” . The standard will affect all entities that lease assets and will require lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of less than one year) as of the date on which the lessor makes the underlying asset available to the lessee. For lessors, accounting for leases is substantially the same as in prior periods. For public companies, the new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. For leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, lessees and lessors must apply a modified retrospective transition approach. While the Company expects the adoption of this standard to result in an increase to the reported assets and liabilities, the Company has not yet determined the full impact that the adoption of this standard will have on its condensed consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, “ Revenue from Contracts with Customers ”. This new guidance will replace most existing U.S. GAAP guidance on this topic. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued ASU 2015-14 which deferred, by one year, the effective date for the new revenue reporting standard for entities reporting under U.S. GAAP. In accordance with the deferral, this guidance will be effective for the Company beginning January 1, 2018 and can be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. Early adoption is permitted beginning January 1, 2017. In March 2016, the FASB issued ASU 2016-08, “ Revenue from Contracts with Customers, Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” clarifying the implementation guidance on principal versus agent considerations. Specifically, an entity is required to determine whether the nature of a promise is to provide the specified good or service itself (that is, the entity is a principal) or to arrange for the good or service to be provided to the customer by the other party (that is, the entity is an agent). The determination influences the timing and amount of revenue recognition. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing,” clarifying the implementation guidance on identifying performance obligations and licensing. Specifically, the amendments reduce the cost and complexity of identifying promised goods or services and improve the guidance for determining whether promises are separately identifiable. The amendments also provide implementation guidance on determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). In May 2016, the FASB issued ASU 2016-12 “Revenue from Contracts with Customers (Topic 606), Narrow-Scope Improvements and Practical Expedients,” which amends the guidance on transition, collectability, noncash consideration and the presentation of sales and other similar taxes. ASU 2016-12 clarifies that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. In addition, ASU 2016-12 clarifies how an entity should evaluate the collectability threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. The effective date and transition requirements for ASU 2016-08, ASU 2016-10 and ASU 2016-12 are the same as the effective date and transition requirements for ASU 2014-09. The Company is evaluating the impact that these ASUs will have on its condensed consolidated financial statements and related disclosures and has not yet selected a transition method. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Measurements | |
Schedule of assets measured at fair value on a recurring basis | The following tables provide the assets measured at fair value on a recurring basis as of September 30, 2016 and December 31, 2015 (in thousands): Total As of September 30, 2016 Value Level 1 Level 2 Level 3 Total Financial Assets: Money market funds (included in cash and cash equivalents) $ $ $ — $ — $ Total financial assets $ $ $ — $ — $ Total As of December 31, 2015 Value Level 1 Level 2 Level 3 Total Financial Assets: Money market funds (included in cash and cash equivalents) $ $ $ — $ — $ Total financial assets $ $ $ — $ — $ |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property and Equipment | |
Schedule of property and equipment | Property and equipment consisted of the following (in thousands): As of As of Capitalized software development costs $ $ Office equipment Furniture and fixtures Software Leasehold improvements Total property and equipment Less: accumulated depreciation and amortization ) ) Total property and equipment, net $ $ |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Intangible Assets | |
Schedule of intangible assets | Intangible assets consisted of the following (in thousands): As of September 30, 2016 Gross Accumulated Net Amortizable intangible assets: Developed technology $ $ ) $ Customer relationships ) Trade name ) Patent ) Total amortizable intangible assets ) Non-amortizable intangible assets: Domain — Trademark — Total $ $ ) $ As of December 31, 2015 Gross Accumulated Net Amortizable intangible assets: Developed technology $ $ ) $ Customer relationships ) Trade name ) Patent ) Total $ $ ) $ |
Schedule of total estimated future amortization expense | Total estimated future amortization expense was as follows (in thousands): Total Years ending December 31: 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total $ |
Accrued Expenses and Other Li26
Accrued Expenses and Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accrued Expenses and Other Liabilities | |
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): As of As of Accrued payroll and related $ $ Accrued bonus and commission Accrued cost of revenue Sales and other taxes payable Accrued other expense Total accrued expenses and other current liabilities $ $ |
Schedule of other long-term liabilities | Other long-term liabilities consisted of the following (in thousands): As of As of Deferred rent $ $ Accrued other expense Total other long-term liabilities $ $ |
Supplemental Balance Sheet In27
Supplemental Balance Sheet Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Supplemental Balance Sheet Information | |
Schedule of the allowance for doubtful accounts | (a) Allowance for doubtful accounts (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Balance, beginning of period $ $ $ $ Additions ) Write-offs ) ) ) ) Balance, end of period $ $ $ $ |
Schedule of the sales credit reserve | (b) Sales credit reserve (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Balance, beginning of period $ $ $ $ Additions Deductions against reserve ) ) ) ) Balance, end of period $ $ $ $ |
Revenue by Geographic Area (Tab
Revenue by Geographic Area (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Revenue by Geographic Area | |
Schedule of revenue by geographic area | Revenue by geographic area is based on the IP address at the time of registration. The following table sets forth revenue by geographic area (dollars in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Revenue by geographic area: United States $ $ $ $ International Total $ $ $ $ Percentage of revenue by geographic area: United States % % % % International % % % % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies | |
Schedule of future minimum lease payments under noncancellable operating leases | Future minimum lease payments under non-cancelable operating leases were as follows (in thousands): Year Ending Total (1) 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total minimum lease payments $ (1) The future minimum lease payments do not reflect the $8.3 million tenant improvement allowance. |
Schedule of Future minimum payments under other existing noncancellable purchase obligations | Future minimum payments under other existing noncancellable purchase obligations were as follows (in thousands). Year Ending Total 2016 (remaining three months) $ 2017 2018 2019 2020 Thereafter Total payments $ |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Stockholders' Equity | |
Schedule of reserved shares of common stock, on an as-if converted basis | As of As of Conversion of convertible preferred stock outstanding — (1) Stock options issued and outstanding Nonvested restricted stock units issued and outstanding Common stock reserved for Twilio.org Stock-based awards available for grant under 2008 Plan — Stock-based awards available for grant under 2016 Plan — Common stock reserved for issuance under 2016 ESPP plan — Total (1) Includes 687,885 shares of Series T convertible preferred stock related to the Authy acquisition held in escrow as of December 31, 2015. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Stock-Based Compensation | |
Schedule of stock option activity | Number of Weighted- Weighted- Aggregate Outstanding options as of December 31, 2015 $ $ Granted Exercised ) Forfeited and cancelled ) Outstanding options as of September 30, 2016 $ $ Options vested and exercisable as of September 30, 2016 $ $ Options vested and expected to vest as of September 30, 2016 $ $ |
Schedule of restricted stock unit activity | Number of Weighted- Aggregate Nonvested RSUs as of December 31, 2015 $ $ Granted Vested ) Forfeited and cancelled ) Nonvested RSUs as of September 30, 2016 $ $ |
Schedule of valuation assumptions | Three Months Ended Nine Months Ended 2016 2015 2016 2015 Employee Stock Options: Fair value of common stock * $ $10.09-$15.00 $7.07 – 9.10 Expected term (in years) * Expected volatility * % 51.4%-53.0% 51.4% - 54.9% Risk-free interest rate * % 1.3%-1.5% 1.4% - 1.9% Dividend rate * % *The Company did not grant stock options in the three month ended September 30, 2016. Employee Stock Purchase Plan: Expected term (in years) — — Expected volatility % — — Risk-free interest rate % — — Dividend rate % — — |
Schedule of stock based compensation expense | The Company recorded the total stock-based compensation expense as follows (in thousands): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Cost of revenue $ $ $ $ Research and development Sales and marketing General and administrative Total $ $ $ $ |
Net Loss per Share Attributab32
Net Loss per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Net Loss per Share Attributable to Common Stockholders | |
Schedule of the calculation of basic and diluted net loss per share attributable to common stockholders | The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the periods presented (in thousands, except share and per share data): Three Months Ended Nine Months Ended 2016 2015 2016 2015 Net loss attributable to common stockholders $ ) $ ) $ ) $ ) Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted Net loss per share attributable to common stockholders, basic and diluted $ ) $ ) $ ) $ ) |
Schedule of common stock equivalents excluded from the computation of the diluted net loss per share attributable to common stockholders | As of September 30, 2016 2015 Conversion of convertible preferred stock outstanding — (1) Issued and outstanding options Nonvested RSUs issued and outstanding Common stock reserved for Twilio.org Shares committed under 2016 ESPP — Unvested shares subject to repurchase Total (1) Includes 687,885 shares of Series T convertible preferred stock related to the Authy acquisition held in escrow. |
Organization and Description 33
Organization and Description of Business - Organization and Description of Business (Details) | Sep. 30, 2016product |
Organization and Description of Business | |
Number of basic categories of product offerings | 3 |
Organization and Description 34
Organization and Description of Business - Initial Public Offering (Details) $ / shares in Units, $ in Millions | 1 Months Ended | ||
Jun. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2016shares | Dec. 31, 2015shares | |
Initial Public Offering | |||
Common stock, outstanding (in shares) | 17,324,003 | ||
Common Class A | |||
Initial Public Offering | |||
Net proceeds received | $ | $ 155.5 | ||
Common stock, outstanding (in shares) | 15,591,449 | ||
Common Class B | |||
Initial Public Offering | |||
Shares upon automatic conversion (in shares) | 54,508,441 | ||
Conversion ratio | 1 | ||
Common stock, outstanding (in shares) | 68,926,649 | ||
IPO | Common Class A | |||
Initial Public Offering | |||
Shares sold (in shares) | 11,500,000 | ||
Share price (in dollars per share) | $ / shares | $ 15 | ||
Over-Allotment Option | Common Class A | |||
Initial Public Offering | |||
Shares sold (in shares) | 1,500,000 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Details) - customer | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Accounts Receivable | Credit Concentration Risk | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 25.00% | ||||
Number of customers | 1 | 2 | |||
Accounts Receivable | Credit Concentration Risk | Customer One | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 11.00% | ||||
Accounts Receivable | Credit Concentration Risk | Customer Two | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 11.00% | ||||
Revenue | Customer Concentration Risk | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 17.00% | ||||
Number of customers | 1 | 1 | 2 | 1 | |
Revenue | Customer Concentration Risk | Customer One | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 15.00% | 10.00% | |||
Revenue | Customer Concentration Risk | Customer Two | |||||
Concentration of Credit Risk | |||||
Concentration risk (as a percent) | 16.00% | 13.00% |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Level 1 | ||
Fair Value Measurements | ||
Total financial assets | $ 236,832 | $ 80,886 |
Level 1 | Money Market Funds | ||
Fair Value Measurements | ||
Money market funds (included in cash and cash equivalents) | 236,832 | 80,886 |
Carrying Value | ||
Fair Value Measurements | ||
Total financial assets | 236,832 | 80,886 |
Carrying Value | Money Market Funds | ||
Fair Value Measurements | ||
Money market funds (included in cash and cash equivalents) | 236,832 | 80,886 |
Fair Value | ||
Fair Value Measurements | ||
Total financial assets | 236,832 | 80,886 |
Fair Value | Money Market Funds | ||
Fair Value Measurements | ||
Money market funds (included in cash and cash equivalents) | $ 236,832 | $ 80,886 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Disclosures (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Fair Value Measurements | |||||
Realized losses | $ 0 | $ 0 | $ 0 | $ 0 | |
Unrealized losses | 0 | $ 0 | 0 | $ 0 | |
Other-than-temporary impairments | $ 0 | $ 0 | $ 0 |
Property and Equipment - Proper
Property and Equipment - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property and Equipment | ||
Total property and equipment | $ 37,148 | $ 20,408 |
Less: accumulated depreciation and amortization | (11,173) | (6,350) |
Total property and equipment, net | 25,975 | 14,058 |
Capitalized Software Development Costs | ||
Property and Equipment | ||
Total property and equipment | 25,311 | 16,030 |
Office Equipment | ||
Property and Equipment | ||
Total property and equipment | 4,623 | 2,662 |
Furniture and Fixtures | ||
Property and Equipment | ||
Total property and equipment | 924 | 393 |
Software | ||
Property and Equipment | ||
Total property and equipment | 877 | 755 |
Leasehold Improvements | ||
Property and Equipment | ||
Total property and equipment | $ 5,413 | $ 568 |
Property and Equipment - Deprec
Property and Equipment - Depreciation and Amortization Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property and Equipment | ||||
Depreciation and amortization | $ 1.9 | $ 1 | $ 4.9 | $ 2.4 |
Property and Equipment - Capita
Property and Equipment - Capitalized Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property and Equipment | ||||
Capitalized software development costs | $ 3,400 | $ 2,600 | $ 9,500 | $ 6,700 |
Stock-based compensation capitalized in software development costs | $ 400 | $ 300 | $ 1,068 | $ 627 |
Acquisition of Authy, Inc. - Co
Acquisition of Authy, Inc. - Consideration (Details) - USD ($) $ in Thousands | Feb. 23, 2015 | Sep. 30, 2015 |
Acquisition of Authy, Inc. | ||
Purchase price, fair value of shares of Series T convertible preferred stock | $ 3,087 | |
Authy, Inc. | ||
Acquisition of Authy, Inc. | ||
Purchase price | $ 6,100 | |
Purchase price, cash | 3,000 | |
Purchase price, fair value of shares of Series T convertible preferred stock | $ 3,100 |
Acquisition of Authy, Inc. - 42
Acquisition of Authy, Inc. - Consideration - Shares of Stock (Details) - Authy, Inc. - Preferred Stock - Series T Preferred Stock - USD ($) $ in Millions | Feb. 23, 2015 | Sep. 30, 2016 | Dec. 31, 2015 |
Acquisition of Authy, Inc. | |||
Shares issued (in shares) | 389,733 | ||
Shares held in escrow (in shares) | 180,000 | 461,464 | 687,885 |
Former Shareholder of Acquiree | |||
Acquisition of Authy, Inc. | |||
Fair value | $ 4 | ||
Graded vesting period (in years) | 3 years | ||
Shares issued (in shares) | 507,885 | ||
Unvested shares reduced due to non-fulfillment of certain conditions of the merger agreement (in shares) | 127,054 | ||
Shares vested (in shares) | 99,367 |
Intangible Assets - Amortizable
Intangible Assets - Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Intangible Assets | ||
Gross | $ 3,179 | $ 2,781 |
Accumulated Amortization | (914) | (489) |
Net | 2,265 | 2,292 |
Developed Technology | ||
Intangible Assets | ||
Gross | 1,300 | 1,300 |
Accumulated Amortization | (695) | (370) |
Net | 605 | 930 |
Customer Relationships | ||
Intangible Assets | ||
Gross | 400 | 400 |
Accumulated Amortization | (128) | (68) |
Net | 272 | 332 |
Trade Name | ||
Intangible Assets | ||
Gross | 60 | 60 |
Accumulated Amortization | (48) | (26) |
Net | 12 | 34 |
Patent | ||
Intangible Assets | ||
Gross | 1,419 | 1,021 |
Accumulated Amortization | (43) | (25) |
Net | $ 1,376 | $ 996 |
Intangible Assets - Non-amortiz
Intangible Assets - Non-amortizable Intangible Assets (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Domain | |
Intangible Assets | |
Non-amortizable intangible assets | $ 32 |
Trademark | |
Intangible Assets | |
Non-amortizable intangible assets | $ 263 |
Intangible Assets - Total Intan
Intangible Assets - Total Intangible Assets, Gross (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Intangible Assets | ||
Amortizable intangible assets, gross | $ 3,179 | $ 2,781 |
Total | 3,474 | $ 2,781 |
Domain | ||
Intangible Assets | ||
Non-amortizable intangible assets | 32 | |
Trademark | ||
Intangible Assets | ||
Non-amortizable intangible assets | $ 263 |
Intangible Assets - Total Int46
Intangible Assets - Total Intangible Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Intangible Assets | ||
Amortizable intangible assets, net | $ 2,265 | $ 2,292 |
Total | 2,560 | $ 2,292 |
Domain | ||
Intangible Assets | ||
Non-amortizable intangible assets | 32 | |
Trademark | ||
Intangible Assets | ||
Non-amortizable intangible assets | $ 263 |
Intangible Assets - Total Int47
Intangible Assets - Total Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Intangible Assets | ||
Gross | $ 3,474 | $ 2,781 |
Accumulated Amortization | (914) | (489) |
Net | $ 2,560 | $ 2,292 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Intangible Assets | ||||
Amortization expense | $ 0.1 | $ 0.1 | $ 0.4 | $ 0.3 |
Intangible Assets - Total Estim
Intangible Assets - Total Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Intangible Assets | ||
2016 (remaining three months) | $ 146 | |
2,017 | 557 | |
2,018 | 183 | |
2,019 | 119 | |
2,020 | 51 | |
Thereafter | 1,209 | |
Net | $ 2,265 | $ 2,292 |
Accrued Expenses and Other Li50
Accrued Expenses and Other Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses and Other Liabilities | ||
Accrued payroll and related | $ 4,977 | $ 972 |
Accrued bonus and commission | 1,217 | 1,832 |
Accrued cost of revenue | 9,125 | 6,496 |
Sales and other taxes payable | 26,682 | 17,634 |
Accrued other expense | 8,540 | 5,064 |
Total accrued expenses and other current liabilities | $ 50,541 | $ 31,998 |
Accrued Expenses and Other Li51
Accrued Expenses and Other Liabilities - Other Long-term Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses and Other Liabilities | ||
Deferred rent | $ 9,881 | $ 364 |
Accrued other expense | 161 | 84 |
Total other long-term liabilities | $ 10,042 | $ 448 |
Supplemental Balance Sheet In52
Supplemental Balance Sheet Information - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Allowance for doubtful accounts | ||||
Balance, beginning of period | $ 795 | $ 517 | $ 486 | $ 210 |
Additions | 170 | (46) | 1,017 | 322 |
Write-offs | (16) | (6) | (554) | (67) |
Balance, end of period | $ 949 | $ 465 | $ 949 | $ 465 |
Supplemental Balance Sheet In53
Supplemental Balance Sheet Information - Sales Credit Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Sales credit reserve | ||||
Balance, beginning of period | $ 652 | $ 552 | $ 714 | $ 312 |
Additions | 169 | 637 | 1,012 | 1,167 |
Deductions against reserve | (337) | (72) | (1,242) | (362) |
Balance, end of period | $ 484 | $ 1,117 | $ 484 | $ 1,117 |
Revenue by Geographic Area - Re
Revenue by Geographic Area - Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue by Geographic Area | ||||
Revenue | $ 71,533 | $ 44,262 | $ 195,383 | $ 115,581 |
United States | ||||
Revenue by Geographic Area | ||||
Revenue | 60,535 | 38,312 | 165,528 | 99,159 |
International | ||||
Revenue by Geographic Area | ||||
Revenue | $ 10,998 | $ 5,950 | $ 29,855 | $ 16,422 |
Revenue by Geographic Area - Pe
Revenue by Geographic Area - Percentage of Revenue by Geographic Area (Details) - Revenue - Geographic Concentration Risk | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
United States | ||||
Percentage of revenue by geographic area | ||||
Percentage of revenue (as a percent) | 85.00% | 87.00% | 85.00% | 86.00% |
International | ||||
Percentage of revenue by geographic area | ||||
Percentage of revenue (as a percent) | 15.00% | 13.00% | 15.00% | 14.00% |
Credit Facility (Details)
Credit Facility (Details) - Line of Credit - Revolving Credit Facility - Revolving credit agreement - USD ($) $ in Millions | 1 Months Ended | ||
Jan. 31, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | |
Credit Facility | |||
Maximum borrowing capacity | $ 15 | ||
Amount available | $ 15 | $ 15 | |
Outstanding balance | $ 0 | $ 0 | |
Prime Rate | |||
Credit Facility | |||
Basis spread on variable rate (as a percent) | 1.00% |
Commitments and Contingencies -
Commitments and Contingencies - Leases (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Commitments and Contingencies | |
Lease agreements term (in years) | 8 years |
Tenant improvements allowance | $ 8.3 |
Commitments and Contingencies58
Commitments and Contingencies - Rent Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Commitments and Contingencies | ||||
Rent expense | $ 2.1 | $ 1 | $ 5.1 | $ 3 |
Commitments and Contingencies59
Commitments and Contingencies - Other Commitments (Details) | 9 Months Ended |
Sep. 30, 2016 | |
Minimum | |
Non-cancellable contractual commitments | |
Expiration period (in years) | 1 year |
Maximum | |
Non-cancellable contractual commitments | |
Expiration period (in years) | 5 years |
Commitments and Contingencies60
Commitments and Contingencies - Future Minimum Lease Payments (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Future minimum lease payments | |
2016 (remaining three months) | $ 1,813 |
2,017 | 8,596 |
2,018 | 6,984 |
2,019 | 5,673 |
2,020 | 5,408 |
Thereafter | 20,963 |
Total minimum lease payments | $ 49,437 |
Commitments and Contingencies61
Commitments and Contingencies - Tenant Improvement Allowance (Details) $ in Millions | Sep. 30, 2016USD ($) |
Commitments and Contingencies | |
Tenant improvements allowance | $ 8.3 |
Commitments and Contingencies62
Commitments and Contingencies - Future Minimum Payments under Other Existing Noncancellable Purchase Obligations (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Future minimum payments under other existing noncancellable purchase obligations | |
2016 (remaining three months) | $ 11,469 |
2,017 | 5,195 |
2,018 | 1,564 |
2,019 | 593 |
2,020 | 32 |
Thereafter | 16 |
Total payments | $ 18,869 |
Commitments and Contingencies63
Commitments and Contingencies - Indemnification Agreements (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Indemnification Agreement | ||
Indemnification Agreements | ||
Amount accrued | $ 0 | $ 0 |
Commitments and Contingencies64
Commitments and Contingencies - Other Taxes (Details) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Commitments and Contingencies | ||
Liability for uncertain tax positions | $ 26.7 | $ 17.6 |
Stockholders' Equity - Converti
Stockholders' Equity - Convertible Preferred Stock (Details) - Common Class B | 1 Months Ended |
Jun. 30, 2016shares | |
Convertible Preferred Stock | |
Shares upon automatic conversion (in shares) | 54,508,441 |
Conversion ratio | 1 |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock (Details) | Sep. 30, 2016$ / sharesshares |
Preferred Stock | |
Preferred stock, authorized (in shares) | 100,000,000 |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 |
Preferred stock, issued (in shares) | 0 |
Preferred stock, outstanding (in shares) | 0 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) | Sep. 30, 2016Vote$ / sharesshares | Dec. 31, 2015shares | Feb. 23, 2015shares |
Stockholders' Equity | |||
Common stock, outstanding (in shares) | 17,324,003 | ||
Common Class A | |||
Stockholders' Equity | |||
Common stock, authorized (in shares) | 1,000,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common stock, issued (in shares) | 15,591,449 | ||
Common stock, outstanding (in shares) | 15,591,449 | ||
Votes per share | Vote | 1 | ||
Common Class B | |||
Stockholders' Equity | |||
Common stock, authorized (in shares) | 100,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||
Common stock, issued (in shares) | 68,926,649 | ||
Common stock, outstanding (in shares) | 68,926,649 | ||
Votes per share | Vote | 10 | ||
Preferred Stock | Authy, Inc. | Series T Preferred Stock | |||
Stockholders' Equity | |||
Shares held in escrow (in shares) | 461,464 | 687,885 | 180,000 |
Stockholders' Equity - Common68
Stockholders' Equity - Common Stock Shares Reserved (Details) - shares | Sep. 30, 2016 | Jun. 21, 2016 | Dec. 31, 2015 | Sep. 02, 2015 |
Stockholders' Equity | ||||
Conversion of convertible preferred stock outstanding (in shares) | 54,508,441 | |||
Common stock reserved for Twilio.org (in shares) | 780,397 | 888,022 | 888,022 | |
Reserved shares of common stock (in shares) | 31,881,611 | 72,366,220 | ||
2016 Equity Incentive Plan | ||||
Stockholders' Equity | ||||
Stock - based awards available for grant (in shares) | 10,584,863 | |||
Employee and Nonemployee Stock Options | ||||
Stockholders' Equity | ||||
Stock options issued and outstanding (in shares) | 16,476,973 | 16,883,837 | ||
Employee and Nonemployee Stock Options | 2008 Stock Option Plan | ||||
Stockholders' Equity | ||||
Stock - based awards available for grant (in shares) | 0 | 14,920 | ||
Restricted Stock Units (RSUs) | ||||
Stockholders' Equity | ||||
Nonvested restricted stock units issued and outstanding (in shares) | 1,639,378 | 71,000 | ||
Common Class A | Employee and Nonemployee Stock Options | 2016 Equity Incentive Plan | ||||
Stockholders' Equity | ||||
Reserved shares of common stock (in shares) | 11,500,000 | |||
Common Class A | Employee Stock | ||||
Stockholders' Equity | ||||
Reserved shares of common stock (in shares) | 2,400,000 | 2,400,000 |
Stockholders' Equity - Shares H
Stockholders' Equity - Shares Held in Escrow (Details) - shares | Sep. 30, 2016 | Dec. 31, 2015 | Feb. 23, 2015 |
Series T Preferred Stock | Preferred Stock | Authy, Inc. | |||
Shares held in escrow | |||
Shares held in escrow (in shares) | 461,464 | 687,885 | 180,000 |
Stockholders' Equity - Stock Re
Stockholders' Equity - Stock Repurchases (Details) - USD ($) $ in Thousands | Aug. 21, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Stock Repurchases | ||||||
Repurchases of stock | $ 2 | $ 20,801 | ||||
Stock-based compensation expense | $ 7,648 | $ 2,241 | 15,649 | 5,808 | ||
Research and Development Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | 3,741 | 980 | 7,636 | 2,439 | ||
Selling and Marketing Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | 1,432 | 691 | 3,282 | 1,624 | ||
General and Administrative Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | $ 2,391 | $ 553 | $ 4,596 | $ 1,700 | ||
2015 Repurchase | ||||||
Stock Repurchases | ||||||
Repurchases of stock | $ 22,800 | |||||
Stock-based compensation expense | $ 2,000 | |||||
2015 Repurchase | Research and Development Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | 800 | |||||
2015 Repurchase | Selling and Marketing Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | 100 | |||||
2015 Repurchase | General and Administrative Expense | ||||||
Stock Repurchases | ||||||
Stock-based compensation expense | $ 1,100 | |||||
2015 Repurchase | Common Stock | ||||||
Stock Repurchases | ||||||
Number of shares repurchased (in shares) | 1,869,156 | |||||
2015 Repurchase | Series A And B Preferred Stock | ||||||
Stock Repurchases | ||||||
Number of shares repurchased (in shares) | 365,916 |
Stockholders' Equity - Twilio.o
Stockholders' Equity - Twilio.org (Details) - shares | May 13, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 02, 2015 |
Stockholders' Equity | ||||
Common stock reserved for Twilio.org (in shares) | 780,397 | 888,022 | 888,022 | |
Twilio.org, percentage of outstanding capital stock (as a percent) | 1.00% | |||
Twilio.org, authorized reduction in shares reserved (in shares) | 107,625 | |||
Twilio.org, reserved shares, issued (in shares) | 0 | 0 | ||
Twilio.org, reserved shares, outstanding (in shares) | 0 | 0 |
Stock-Based Compensation - 2008
Stock-Based Compensation - 2008 Stock Option Plan (Details) - shares | Sep. 30, 2016 | Dec. 31, 2015 |
2008 Stock Option Plan | Employee and Nonemployee Stock Options | ||
Stock Based Compensation | ||
Shares available for future issuance (in shares) | 0 | 14,920 |
Stock-Based Compensation - 2016
Stock-Based Compensation - 2016 Stock Option Plan (Details) - shares | Sep. 30, 2016 | Jun. 21, 2016 | Dec. 31, 2015 |
Stock Based Compensation | |||
Shares reserved for issuance (in shares) | 31,881,611 | 72,366,220 | |
2016 Equity Incentive Plan | Employee and Nonemployee Stock Options | |||
Stock Based Compensation | |||
Automatic increase percentage (as a percent) | 5.00% | ||
2016 Equity Incentive Plan | Employee and Nonemployee Stock Options | Common Class A | |||
Stock Based Compensation | |||
Shares reserved for issuance (in shares) | 11,500,000 |
Stock-Based Compensation - 2074
Stock-Based Compensation - 2016 Employee Stock Purchase Plan (Details) - USD ($) $ in Millions | Jun. 21, 2016 | Sep. 30, 2016 | May 15, 2017 | Sep. 30, 2016 | Dec. 31, 2015 |
Stock Based Compensation | |||||
Shares reserved for issuance (in shares) | 31,881,611 | 31,881,611 | 72,366,220 | ||
Employee Stock | |||||
Stock Based Compensation | |||||
Automatic increase percentage (as a percent) | 1.00% | ||||
Unrecognized compensation cost, other than options | $ 2.2 | $ 2.2 | |||
Weighted-average period (in years) | 7 months 13 days | ||||
Common Class A | Employee Stock | |||||
Stock Based Compensation | |||||
Shares reserved for issuance (in shares) | 2,400,000 | 2,400,000 | 2,400,000 | ||
Annual increase amount (in shares) | 1,800,000 | ||||
Purchase price discount (as a percent) | 15.00% | ||||
Discount from market price, offering date (as a percent) | 85.00% | ||||
Discount from market price, purchase date (as a percent) | 85.00% | ||||
Shares purchased (in shares) | 0 | 0 | |||
Common Class A | Employee Stock | Forecast | |||||
Stock Based Compensation | |||||
Shares purchased (in shares) | 604,865 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - Employee and Nonemployee Stock Options $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | |
Number of options outstanding | |||
Outstanding options as of the beginning of the period (in shares) | shares | 16,883,837 | ||
Granted (in shares) | shares | 0 | 1,894,850 | |
Exercised (in shares) | shares | (1,290,255) | ||
Forfeited and cancelled (in shares) | shares | (1,011,459) | ||
Outstanding options as of the end of the period (in shares) | shares | 16,476,973 | 16,476,973 | 16,883,837 |
Weighted-average exercise price (per share) | |||
Outstanding options as of the beginning of the period (in dollars per share) | $ / shares | $ 5.31 | ||
Granted (in dollars per share) | $ / shares | 10.73 | ||
Exercised (in dollars per share) | $ / shares | 3.68 | ||
Forfeited and cancelled (in dollars per share) | $ / shares | 6.78 | ||
Outstanding options as of the end of the period (in dollars per share) | $ / shares | $ 5.97 | $ 5.97 | $ 5.31 |
Weighted-average remaining contractual term and aggregate intrinsic value | |||
Weighted-average remaining contractual term (in years) | 8 years 4 days | 8 years 3 months 18 days | |
Aggregate intrinsic value | $ | $ 962,128 | $ 962,128 | $ 80,758 |
Options vested and exercisable and options vested and expected to vest | |||
Options vested and exercisable - number of options outstanding (in shares) | shares | 7,061,282 | 7,061,282 | |
Options vested and expected to vest - number of options outstanding (in shares) | shares | 15,672,768 | 15,672,768 | |
Options vested and exercisable - weighted-average exercise price (in dollars per share) | $ / shares | $ 4.03 | $ 4.03 | |
Options vested and expected to vest - weighted-average exercise price (in dollars per share) | $ / shares | $ 5.86 | $ 5.86 | |
Options vested and exercisable - weighted-average remaining contractual term (in years) | 7 years 2 months 19 days | ||
Options vested and expected to vest - weighted-average remaining contractual term (in years) | 7 years 11 months 19 days | ||
Options vested and exercisable - aggregate intrinsic value | $ | $ 426,041 | $ 426,041 | |
Options vested and expected to vest - aggregate intrinsic value | $ | $ 916,842 | $ 916,842 |
Stock-Based Compensation - St76
Stock-Based Compensation - Stock Options - Additional Information (Details) - Employee and Nonemployee Stock Options - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock Based Compensation | ||||
Aggregate intrinsic value of stock options exercised | $ 4.4 | $ 1.4 | $ 15.7 | $ 7.6 |
Grant date fair value of options vested | $ 4.9 | $ 2.6 | $ 11.4 | $ 5.4 |
Granted (in shares) | 0 | 1,894,850 | ||
Weighted-average grant date fair value of options granted (in dollars per share) | $ 4.93 | $ 5.52 | $ 4.23 |
Stock-Based Compensation - St77
Stock-Based Compensation - Stock Options - Unrecognized Compensation Cost (Details) - Employee and Nonemployee Stock Options $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Stock Based Compensation | |
Unrecognized compensation cost, options | $ 31.9 |
Weighted-average period (in years) | 2 years 5 months 23 days |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($) | |
Number of units outstanding | ||
Nonvested RSUs at the beginning of the period (in shares) | shares | 71,000 | |
Granted (in shares) | shares | 1,709,377 | |
Vested (in shares) | shares | (38,849) | |
Forfeited and cancelled (in shares) | shares | (102,150) | |
Nonvested RSUs at the end of the period (in shares) | shares | 1,639,378 | |
Weighted-average grant date fair value (per share) | ||
Nonvested RSUs at the beginning of the period (in dollars per share) | $ / shares | $ 9.39 | |
Granted (in dollars per share) | $ / shares | 32.79 | |
Vested (in dollars per share) | $ / shares | 13.59 | |
Forfeited and cancelled (in dollars per share) | $ / shares | 14.26 | |
Nonvested RSUs at the end of the period (in dollars per share) | $ / shares | $ 33.39 | |
Aggregate intrinsic value | ||
Aggregate intrinsic value | $ | $ 105,510 | $ 716 |
Stock-Based Compensation - Re79
Stock-Based Compensation - Restricted Stock Units - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2016 | |
Restricted Stock Units (RSUs), Pre-IPO | |
Stock Based Compensation | |
Service condition period (in years) | 4 years |
Restricted Stock Units (RSUs), Post-IPO | Minimum | |
Stock Based Compensation | |
Service condition period (in years) | 2 years |
Restricted Stock Units (RSUs), Post-IPO | Maximum | |
Stock Based Compensation | |
Service condition period (in years) | 4 years |
Stock-Based Compensation - Re80
Stock-Based Compensation - Restricted Stock Units - Unrecognized Compensation Cost (Details) - Restricted Stock Units (RSUs) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Stock Based Compensation | |
Unrecognized compensation cost, other than options | $ 44.5 |
Weighted-average period (in years) | 3 years 5 months 1 day |
Stock-Based Compensation - Equi
Stock-Based Compensation - Equity Awards Granted to Nonemployees (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock Based Compensation | |||||
Stock-based compensation expense | $ 7,648 | $ 2,241 | $ 15,649 | $ 5,808 | |
Nonemployee Restricted Stock Units | |||||
Stock Based Compensation | |||||
Restricted stock units granted (in shares) | 30,255 | 0 | 0 | ||
Service condition period (in years) | 2 years | ||||
Stock-based compensation expense | $ 1,000 | ||||
Nonemployee Stock Option | |||||
Stock Based Compensation | |||||
Stock options granted (in shares) | 30,000 | 0 | 0 | ||
Service condition period (in years) | 4 years | ||||
Stock-based compensation expense | $ 200 | $ 200 |
Stock-Based Compensation - Earl
Stock-Based Compensation - Early Exercises of Nonvested Options (Details) - Employee Stock Option - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Stock Based Compensation | ||
Liability for unvested shares | $ 0.4 | $ 0.2 |
Unvested shares that were early exercised (in shares) | 74,451 | 52,407 |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation Assumptions (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Stock Option | ||||
Valuation Assumptions | ||||
Fair value of common stock (in dollars per share) | $ 7.78 | |||
Expected term (in years) | 6 years 29 days | 6 years 29 days | 6 years 29 days | |
Expected volatility, low end of range (as a percent) | 51.40% | 51.40% | ||
Expected volatility, high end of range (as a percent) | 48.62% | 53.00% | 54.90% | |
Risk-free interest rate, low end of range (as a percent) | 1.30% | 1.40% | ||
Risk-free interest rate, high end of range (as a percent) | 1.70% | 1.50% | 1.90% | |
Dividend rate (as a percent) | 0.00% | 0.00% | 0.00% | |
Employee Stock | ||||
Valuation Assumptions | ||||
Expected term (in years) | 10 months 24 days | 10 months 24 days | ||
Expected volatility (as a percent) | 52.00% | 52.00% | ||
Risk-free interest rate (as a percent) | 0.60% | 0.60% | ||
Dividend rate (as a percent) | 0.00% | 0.00% | ||
Minimum | Employee Stock Option | ||||
Valuation Assumptions | ||||
Fair value of common stock (in dollars per share) | $ 10.09 | $ 7.07 | ||
Maximum | Employee Stock Option | ||||
Valuation Assumptions | ||||
Fair value of common stock (in dollars per share) | $ 15 | $ 9.10 |
Stock-Based Compensation - St84
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock-Based Compensation Expense | ||||
Stock-based compensation expense | $ 7,648 | $ 2,241 | $ 15,649 | $ 5,808 |
Cost of Revenue | ||||
Stock-Based Compensation Expense | ||||
Stock-based compensation expense | 84 | 17 | 135 | 45 |
Research and Development Expense | ||||
Stock-Based Compensation Expense | ||||
Stock-based compensation expense | 3,741 | 980 | 7,636 | 2,439 |
Selling and Marketing Expense | ||||
Stock-Based Compensation Expense | ||||
Stock-based compensation expense | 1,432 | 691 | 3,282 | 1,624 |
General and Administrative Expense | ||||
Stock-Based Compensation Expense | ||||
Stock-based compensation expense | $ 2,391 | $ 553 | $ 4,596 | $ 1,700 |
Net Loss per Share Attributab85
Net Loss per Share Attributable to Common Stockholders - General Information (Details) | Sep. 30, 2016Vote |
Common Class A | |
Net Loss Per Share Attributable to Common Stockholders | |
Votes per share | 1 |
Common Class B | |
Net Loss Per Share Attributable to Common Stockholders | |
Votes per share | 10 |
Net Loss per Share Attributab86
Net Loss per Share Attributable to Common Stockholders - Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net Loss Per Share Attributable to Common Stockholders | ||||
Net loss attributable to common stockholders | $ (11,254) | $ (12,400) | $ (28,716) | $ (30,636) |
Weighted average shares used to compute net loss per share attributable to common stockholders, basic and diluted | 83,887,901 | 17,805,486 | 42,030,989 | 17,981,477 |
Net loss per share attributable to common stockholders, basic and diluted | $ (0.13) | $ (0.70) | $ (0.68) | $ (1.70) |
Net Loss per Share Attributab87
Net Loss per Share Attributable to Common Stockholders - Anti-Dilutive Securities (Details) - shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Anti-dilutive securities | ||
Total | 19,576,064 | 71,225,095 |
Convertible Preferred Stock | ||
Anti-dilutive securities | ||
Total | 54,508,441 | |
Employee and Nonemployee Stock Options | ||
Anti-dilutive securities | ||
Total | 16,476,973 | 15,740,181 |
Restricted Stock Units (RSUs) | ||
Anti-dilutive securities | ||
Total | 1,639,378 | 50,000 |
Donor-advised Fund | ||
Anti-dilutive securities | ||
Total | 780,397 | 888,022 |
Employee Stock | ||
Anti-dilutive securities | ||
Total | 604,865 | |
Unvested Shares Subject to Repurchase | ||
Anti-dilutive securities | ||
Total | 74,451 | 38,451 |
Net Loss per Share Attributab88
Net Loss per Share Attributable to Common Stockholders - Shares Held in Escrow (Details) - shares | Sep. 30, 2016 | Dec. 31, 2015 | Feb. 23, 2015 |
Authy, Inc. | Preferred Stock | Series T Preferred Stock | |||
Shares held in escrow | |||
Shares held in escrow (in shares) | 461,464 | 687,885 | 180,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - Investor $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)Counterparty | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)Counterparty | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($)Counterparty | |
Related Party Transactions | |||||
Vendors, number | Counterparty | 2 | 2 | 2 | ||
Vendor 1 | |||||
Related Party Transactions | |||||
Ownership percentage (as a percent) | 2.09% | 2.09% | 2.50% | ||
Purchases from vendor | $ 3.7 | $ 2.7 | $ 10.3 | $ 8.4 | |
Due to vendor | $ 1.5 | $ 1.5 | $ 0 | ||
Vendor 2 | |||||
Related Party Transactions | |||||
Ownership percentage (as a percent) | 1.05% | 1.05% | 1.20% | ||
Purchases from vendor | $ 0.1 | $ 0.2 | $ 0.3 | $ 0.4 | |
Due to vendor | $ 0 | $ 0 | $ 0 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Benefit Plan | ||||
Employer contributions | $ 0.2 | $ 0 | $ 0.9 | $ 0 |
Subsequent Events - Follow-on P
Subsequent Events - Follow-on Public Offering (Details) - USD ($) $ / shares in Units, $ in Thousands | May 13, 2016 | Oct. 31, 2016 | Jun. 30, 2016 |
Subsequent Events | |||
Twilio.org, authorized reduction in shares reserved (in shares) | 107,625 | ||
Subsequent Event | |||
Subsequent Events | |||
Aggregate proceeds reserved for Twilio.org | $ 3,860 | ||
Follow-on Public Offering | Subsequent Event | |||
Subsequent Events | |||
Shares sold (in shares) | 1,691,222 | ||
Share price (in dollars per share) | $ 40 | ||
Aggregate proceeds | $ 64,400 | ||
Over-Allotment Option | Subsequent Event | |||
Subsequent Events | |||
Shares sold (in shares) | 1,050,000 | ||
Stock Sold by Certain Selling Stockholders | Subsequent Event | |||
Subsequent Events | |||
Stock option exercises (in shares) | 906,364 | ||
Common Class A | Subsequent Event | |||
Subsequent Events | |||
Twilio.org, authorized reduction in shares reserved (in shares) | 100,000 | ||
Common Class A | Over-Allotment Option | |||
Subsequent Events | |||
Shares sold (in shares) | 1,500,000 | ||
Common Class A | Stock Sold by Certain Selling Stockholders | Subsequent Event | |||
Subsequent Events | |||
Shares sold (in shares) | 6,358,778 |
Subsequent Events - Non-binding
Subsequent Events - Non-binding Term Sheet (Details) | 1 Months Ended |
Oct. 31, 2016USD ($) | |
Convertible Debt Securities | Subsequent Event | SpeakEasy Tech, Inc. | |
Subsequent Events | |
Non-binding term sheet | $ 1,000,000 |
Minimum | Entities Affiliated with Bessemer Venture Partners | |
Subsequent Events | |
Ownership percentage (as a percent) | 5.00% |
Minimum | SpeakEasy Tech, Inc. | Entities Affiliated with Bessemer Venture Partners | |
Subsequent Events | |
Ownership percentage (as a percent) | 10.00% |
Subsequent Events - Purchase Ag
Subsequent Events - Purchase Agreement (Details) - Investor - Vendor 1 - Subsequent Event $ in Millions | 1 Months Ended |
Oct. 31, 2016USD ($) | |
Subsequent Events | |
Purchase agreement period | 3 years |
Purchase commitment amount | $ 57.7 |