Cover Page
Cover Page - shares | 9 Months Ended | |
Oct. 29, 2021 | Dec. 01, 2021 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 29, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-37748 | |
Entity Registrant Name | SecureWorks Corp | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0463349 | |
Entity Address, Address Line One | One Concourse Parkway NE | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Atlanta, | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30328 | |
City Area Code | 404 | |
Local Phone Number | 327-6339 | |
Title of 12(b) Security | Class A Common Stock, | |
Trading Symbol | SCWX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Central Index Key | 0001468666 | |
Current Fiscal Year End Date | --01-28 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Stock - Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 14,202,245 | |
Common Stock - Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 70,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Financial Position (Unaudited) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 205,129 | $ 220,300 |
Accounts receivable, net of allowances of $4,010 and $4,830, respectively | 95,108 | 108,005 |
Inventories, net | 515 | 560 |
Other current assets | 14,515 | 17,349 |
Total current assets | 315,267 | 346,214 |
Property and equipment, net | 11,048 | 17,143 |
Operating lease right-of-use assets, net | 18,979 | 22,330 |
Goodwill | 426,228 | 425,861 |
Intangible assets, net | 139,853 | 157,820 |
Other non-current assets | 79,312 | 75,993 |
Total assets | 990,687 | 1,045,361 |
Current liabilities: | ||
Accounts payable | 13,063 | 16,769 |
Accrued and other current liabilities | 85,128 | 109,134 |
Short-term deferred revenue | 164,359 | 168,437 |
Total current liabilities | 262,550 | 294,340 |
Long-term deferred revenue | 5,399 | 9,590 |
Operating lease liabilities, non-current | 18,461 | 22,461 |
Other non-current liabilities | 51,946 | 51,189 |
Total liabilities | 338,356 | 377,580 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Preferred stock - $0.01 par value: 200,000 shares authorized; — shares issued | 0 | 0 |
Additional paid in capital | 933,427 | 917,344 |
Accumulated deficit | (260,847) | (229,831) |
Accumulated other comprehensive loss | (1,195) | (660) |
Treasury stock, at cost - 1,257 and 1,257 shares, respectively | (19,896) | (19,896) |
Total stockholders' equity | 652,331 | 667,781 |
Total liabilities and stockholders' equity | 990,687 | 1,045,361 |
Common Stock - Class A | ||
Stockholders' equity: | ||
Common stock | 142 | 124 |
Common Stock, Class B | ||
Stockholders' equity: | ||
Common stock | $ 700 | $ 700 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Financial Position (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Accounts receivable, allowance for doubtful accounts | $ 4,010 | $ 4,830 |
Preferred stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Preferred Stock, shares issued (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 1,257,000 | 1,257,000 |
Common Stock - Class A | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 2,500,000,000 | 2,500,000,000 |
Common stock, shares issued (in shares) | 14,202,000 | 12,450,000 |
Common stock, shares outstanding (in shares) | 14,202,000 | 12,450,000 |
Common Stock - Class B | ||
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 70,000,000 | 70,000,000 |
Common stock, shares outstanding (in shares) | 70,000,000 | 70,000,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Net revenue: | $ 133,699 | $ 141,641 | $ 407,334 | $ 421,298 |
Cost of revenue: | 52,890 | 59,613 | 166,580 | 182,422 |
Gross profit | 80,809 | 82,028 | 240,754 | 238,876 |
Operating expenses: | ||||
Research and development | 32,767 | 27,608 | 91,336 | 75,790 |
Sales and marketing | 35,008 | 34,810 | 106,098 | 107,886 |
General and administrative | 28,404 | 24,508 | 80,447 | 73,824 |
Total operating expenses | 96,179 | 86,926 | 277,881 | 257,500 |
Operating loss | (15,370) | (4,898) | (37,127) | (18,624) |
Interest and other, net | (762) | (79) | (2,270) | 944 |
Loss before income taxes | (16,132) | (4,977) | (39,397) | (17,680) |
Income tax benefit | (3,269) | (1,369) | (8,381) | (5,309) |
Net loss | $ (12,863) | $ (3,608) | $ (31,016) | $ (12,371) |
Loss per common share (basic) (in shares) | $ (0.15) | $ (0.04) | $ (0.37) | $ (0.15) |
Loss per common share (diluted) (in shares) | $ (0.15) | $ (0.04) | $ (0.37) | $ (0.15) |
Weighted-average common shares outstanding (basic) (in shares) | 83,297 | 81,474 | 82,754 | 81,276 |
Weighted-average common shares outstanding (diluted) (in shares) | 83,297 | 81,474 | 82,754 | 81,276 |
Total subscription revenue | ||||
Net revenue: | $ 102,992 | $ 108,265 | $ 309,488 | $ 320,881 |
Cost of revenue: | 34,888 | 40,051 | 109,423 | 122,506 |
Professional Services | ||||
Net revenue: | 30,707 | 33,376 | 97,846 | 100,417 |
Cost of revenue: | $ 18,002 | $ 19,562 | $ 57,157 | $ 59,916 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (12,863) | $ (3,608) | $ (31,016) | $ (12,371) |
Foreign currency translation adjustments, net of tax | (621) | (587) | (535) | (73) |
Comprehensive loss | $ (13,484) | $ (4,195) | $ (31,551) | $ (12,444) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (31,016) | $ (12,371) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 29,914 | 30,978 |
Amortization of right of use asset | 3,081 | 1,577 |
Stock-based compensation expense | 23,677 | 17,675 |
Effects of exchange rate changes on monetary assets and liabilities denominated in foreign currencies | 2,374 | (1,190) |
Income tax benefit | (8,381) | (5,309) |
Other non cash impacts | 0 | 150 |
Provision for credit losses | 73 | 1,871 |
Changes in assets and liabilities: | ||
Accounts receivable | 12,460 | 2,296 |
Net transactions with parent | (6,794) | 5,586 |
Inventories | 45 | 56 |
Other assets | 8,107 | 4,514 |
Accounts payable | (3,814) | 2,668 |
Deferred revenue | (8,830) | (4,820) |
Operating leases, net | (4,266) | (2,202) |
Accrued and other liabilities | (18,403) | (13,046) |
Net cash (used)/provided by operating activities | (1,773) | 28,433 |
Cash flows from investing activities: | ||
Acquisition of a Business, net of cash | 0 | (15,081) |
Software development costs | (4,574) | 0 |
Capital expenditures | (1,248) | (2,181) |
Net cash used in investing activities | (5,822) | (17,262) |
Cash flows from financing activities: | ||
Payment of taxes for equity awards | (11,710) | (4,962) |
Proceeds from stock option exercises | 4,134 | 0 |
Net cash used in financing activities | (7,576) | (4,962) |
Net decrease in cash and cash equivalents | (15,171) | 6,209 |
Cash and cash equivalents at beginning of the period | 220,300 | 181,838 |
Cash and cash equivalents at end of the period | $ 205,129 | $ 188,047 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common StockCommon Stock - Class A | Common StockCommon Stock - Class B | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balances, at beginning of the period (in shares) at Jan. 31, 2020 | 11,206 | 70,000 | |||||
Balances, at beginning of the period at Jan. 31, 2020 | $ 666,880 | $ 112 | $ 700 | $ 896,983 | $ (207,929) | $ (3,090) | $ (19,896) |
Statement of Shareholders' Equity | |||||||
Net loss | (12,371) | (12,371) | |||||
Other comprehensive income (loss) | (73) | (73) | |||||
Vesting of restricted stock units (in shares) | 993 | ||||||
Vesting of restricted stock units | 0 | $ 9 | (9) | ||||
Grant of restricted stock awards (in shares) | 455 | ||||||
Grant of restricted stock awards | 0 | $ 5 | (5) | ||||
Common stock withheld as payment of taxes and cost for equity awards (in shares) | (418) | ||||||
Common stock withheld as payment of taxes and cost for equity awards | (4,962) | $ (4) | (4,958) | ||||
Stock-based compensation | 17,675 | 17,675 | |||||
Balances, at end of the period (in shares) at Oct. 30, 2020 | 12,236 | 70,000 | |||||
Balances, at end of the period at Oct. 30, 2020 | 667,149 | $ 122 | $ 700 | 909,686 | (220,300) | (3,163) | (19,896) |
Balances, at beginning of the period (in shares) at Jul. 31, 2020 | 12,186 | 70,000 | |||||
Balances, at beginning of the period at Jul. 31, 2020 | 665,567 | $ 122 | $ 700 | 903,909 | (216,692) | (2,576) | (19,896) |
Statement of Shareholders' Equity | |||||||
Net loss | (3,608) | (3,608) | |||||
Other comprehensive income (loss) | (587) | (587) | |||||
Vesting of restricted stock units (in shares) | 75 | ||||||
Vesting of restricted stock units | 0 | $ 0 | 0 | ||||
Common stock withheld as payment of taxes and cost for equity awards (in shares) | (25) | ||||||
Common stock withheld as payment of taxes and cost for equity awards | (304) | $ 0 | (304) | ||||
Stock-based compensation | 6,081 | 6,081 | |||||
Balances, at end of the period (in shares) at Oct. 30, 2020 | 12,236 | 70,000 | |||||
Balances, at end of the period at Oct. 30, 2020 | 667,149 | $ 122 | $ 700 | 909,686 | (220,300) | (3,163) | (19,896) |
Balances, at beginning of the period (in shares) at Jan. 29, 2021 | 12,450 | 70,000 | |||||
Balances, at beginning of the period at Jan. 29, 2021 | 667,781 | $ 124 | $ 700 | 917,344 | (229,831) | (660) | (19,896) |
Statement of Shareholders' Equity | |||||||
Net loss | (31,016) | (31,016) | |||||
Other comprehensive income (loss) | (535) | (535) | |||||
Vesting of restricted stock units (in shares) | 1,380 | ||||||
Vesting of restricted stock units | 0 | $ 14 | (14) | ||||
Exercise of stock options (in shares) | 1,417 | ||||||
Exercise of stock options | 4,134 | $ 14 | 4,120 | ||||
Grant of restricted stock awards (in shares) | 485 | ||||||
Grant of restricted stock awards | 0 | $ 5 | (5) | ||||
Common stock withheld as payment of taxes and cost for equity awards (in shares) | (1,530) | ||||||
Common stock withheld as payment of taxes and cost for equity awards | (11,710) | $ (15) | (11,695) | ||||
Stock-based compensation | 23,677 | 23,677 | |||||
Balances, at end of the period (in shares) at Oct. 29, 2021 | 14,202 | 70,000 | |||||
Balances, at end of the period at Oct. 29, 2021 | 652,331 | $ 142 | $ 700 | 933,427 | (260,847) | (1,195) | (19,896) |
Balances, at beginning of the period (in shares) at Jul. 30, 2021 | 14,092 | 70,000 | |||||
Balances, at beginning of the period at Jul. 30, 2021 | 657,518 | $ 141 | $ 700 | 925,131 | (247,984) | (574) | (19,896) |
Statement of Shareholders' Equity | |||||||
Net loss | (12,863) | (12,863) | |||||
Other comprehensive income (loss) | (621) | (621) | |||||
Vesting of restricted stock units (in shares) | 183 | ||||||
Vesting of restricted stock units | 0 | $ 2 | (2) | ||||
Common stock withheld as payment of taxes and cost for equity awards (in shares) | (73) | ||||||
Common stock withheld as payment of taxes and cost for equity awards | (1,765) | $ (1) | (1,764) | ||||
Stock-based compensation | 10,062 | 10,062 | |||||
Balances, at end of the period (in shares) at Oct. 29, 2021 | 14,202 | 70,000 | |||||
Balances, at end of the period at Oct. 29, 2021 | $ 652,331 | $ 142 | $ 700 | $ 933,427 | $ (260,847) | $ (1,195) | $ (19,896) |
Description of the Business and
Description of the Business and Basis of Presentation | 9 Months Ended |
Oct. 29, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business and Basis of Presentation | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Description of the Business SecureWorks Corp. (individually and collectively with its consolidated subsidiaries, "Secureworks" or the "Company") is a leading global cybersecurity provider of technology-driven security solutions singularly focused on protecting the Company's customers by outpacing and outmaneuvering adversaries. On April 27, 2016, the Company completed its initial public offering (“IPO”). Upon the closing of the IPO, Dell Technologies Inc. (“Dell Technologies”) owned, indirectly through Dell Inc. and Dell Inc.'s subsidiaries (Dell Inc., individually and collectively with its consolidated subsidiaries, "Dell") all shares of the Company's outstanding Class B common stock, which as of October 29, 2021 represented approximately 83.1% of the Company's total outstanding shares of common stock and approximately 98.0% of the combined voting power of both classes of the Company's outstanding common stock. The Company has one primary business activity, which is to provide customers with technology-driven information security solutions. The Company’s chief operating decision-maker, who is the Chief Executive Officer, makes operating decisions, assesses performance and allocates resources on a consolidated basis. There are no segment managers who are held accountable for operations and operating results below the consolidated unit level. Accordingly, Secureworks operates its business as a single reportable segment. Basis of Presentation and Consolidation The Company's condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make assumptions and estimations that affect the amounts reported in the Company's financial statements and notes. The inputs into certain of the Company's assumptions and estimations considered the economic implications of the coronavirus disease 2019 ("COVID-19") pandemic on the Company's critical and significant accounting estimates. The condensed consolidated financial statements include assets, liabilities, revenue and expenses of all majority-owned subsidiaries. Intercompany transactions and balances are eliminated in consolidation. Effective beginning with the three months ended July 30, 2021, the Company is presenting Net revenue and Costs of revenue recognized from Subscription and Professional Services offerings, respectively, in the Condensed Consolidated Statement of Operations. Historically, these amounts were presented as a single amount within the Net revenue and Cost of revenue line items, respectively. The Company concluded that the discrete presentation of these revenue streams provides a more meaningful representation of the nature of the revenues generated by our service offerings. Certain prior year amounts have been conformed to the current year presentation. For the periods presented, Dell has provided various corporate services to the Company in the ordinary course of business, including finance, tax, human resources, legal, insurance, IT, procurement and facilities-related services. The cost of these services is charged in accordance with a shared services agreement that went into effect on August 1, 2015. For more information regarding these and other related party transactions, see "Note 11—Related Party Transactions." During the periods presented in the financial statements, Secureworks did not file separate federal tax returns, as the Company is generally included in the tax grouping of other Dell entities within the respective entity's tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits for loss approach. Under the benefits for loss approach, net operating losses or other tax attributes are characterized as realized or as realizable by Secureworks when those attributes are utilized or expected to be utilized by other members of the Dell consolidated group. See "Note 10—Income and Other Taxes" for more information. Fiscal Year The Company’s fiscal year is the 52- or 53-week period ending on the Friday closest to January 31. The Company refers to the fiscal year ending January 28, 2022 and the fiscal year ended January 29, 2021 as fiscal 2022 and fiscal 2021, respectively. Both fiscal 2022 and fiscal 2021 have 52 weeks, and each quarter has 13 weeks. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Estimates are revised as additional information becomes available. In the Condensed Consolidated Statements of Operations, estimates are used when accounting for revenue arrangements, determining the cost of revenue, allocating cost and estimating the impact of contingencies. In the Condensed Consolidated Statements of Financial Position, estimates are used in determining the valuation and recoverability of assets, such as accounts receivables, inventories, fixed assets, goodwill and other identifiable intangible assets, and purchase price allocation for business combinations. Estimates are also used in determining the reported amounts of liabilities, such as taxes payable and the impact of contingencies. All estimates also impact the Condensed Consolidated Statements of Operations. Actual results could differ from these estimates due to risks and uncertainties, including uncertainty in the current economic environment due to the COVID-19 pandemic. The Company considered the potential impact of the COVID-19 pandemic on its estimates and assumptions and determined there was not a material impact to the Company's condensed consolidated financial statements as of and for the three and nine months ended October 29, 2021. As the COVID-19 pandemic continues to develop, many of the Company's estimates could require increased judgment and be subject to a higher degree of variability and volatility. As the pandemic continues to evolve, the Company's estimates may change materially in future periods. Recently Adopted Accounting Pronouncements The Company adopted Accounting Standard Update (“ASU”) 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” effective February 1, 2021. ASU No. 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in Topic 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill and allocation of consolidated income taxes to separate financial statements of entities not subject to income tax. The adoption of the standard had no material impact on the condensed consolidated financial statements. Summary of Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as of and for the nine months ended October 29, 2021, as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 2021. |
Business Combinations
Business Combinations | 9 Months Ended |
Oct. 29, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | BUSINESS COMBINATIONS There was no business combination activity during the three months ended October 29, 2021. The following disclosure information relates to related activity that occurred during the comparative periods presented in the Company's financial statements. On September 21, 2020, the Company acquired all of the outstanding shares (representing 100% of the voting interest) of Delve Laboratories Inc. ("Delve") for approximately $15.4 million. Delve provides comprehensive vulnerability assessment solutions through its automated vulnerability platform. Delve's software-as-a-service solution is powered by artificial intelligence and machine learning to provide customers with more accurate and actionable data about the highest risk vulnerabilities across their network, endpoints and cloud. Secureworks plans to integrate the vulnerability discovery and prioritization technology into new offerings within its cloud-based portfolio, including its Red Cloak Platform and TDR application, expanding visibility and insights for users. The financial results of Delve have been included in the Company's condensed consolidated financial statements prospectively from the date of acquisition within the Company's single reporting unit. The goodwill recognized as described below in connection with the transaction is primarily attributable to the anticipated synergies from future growth of the product and the Company’s Red Cloak Platform. The acquisition was treated as an asset transaction for tax purposes and $9.1 million of goodwill acquired is expected to be deductible for tax purposes. Transaction costs were approximately $0.6 million and were expensed as incurred by the Company. The acquired business did not have a material impact on the Company's condensed consolidated financial statements, and therefore historical and pro forma disclosures have not been presented. The following table summarizes the allocation of the aggregate purchase price to the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands of USD), which was completed as of January 29, 2021: Total Purchase Price Allocation for Acquisition Assets acquired: Cash and cash equivalents $ 343 Accounts and notes receivable 101 Other current assets 608 Intangibles 6,200 Total identifiable assets 7,252 Goodwill 9,108 Total assets acquired 16,360 Liabilities assumed: Accounts payable 28 Accrued and other liabilities 688 Non-current liabilities 220 Total liabilities assumed 936 Purchase consideration $ 15,424 The intangibles identified in the transaction represent technology-based assets with an established useful life of 6 years. The value of the acquired assets was estimated using the relief-from-royalty method, an income approach (Level 3), which provides an estimate of cost savings that accrue to the owner of the asset which would otherwise be payable as royalties or license fees on revenue earned through the use of the asset. |
Loss Per Share
Loss Per Share | 9 Months Ended |
Oct. 29, 2021 | |
Earnings Per Share [Abstract] | |
Loss Per Share | LOSS PER SHARE Loss per share is calculated by dividing net loss for the periods presented by the respective weighted-average number of common shares outstanding, and excludes any dilutive effects of share-based awards that may be anti-dilutive. Diluted net loss per common share is computed by giving effect to all potentially dilutive common shares, including common stock issuable upon the exercise of stock options and unvested restricted common stock and restricted stock units. The Company applies the two-class method to calculate earnings per share. Because the Class A common stock and the Class B common stock share the same rights in dividends and earnings, earnings per share (basic and diluted) are the same for both classes. Since losses were incurred in all periods presented, all potential common shares were determined to be anti-dilutive. The following table sets forth the computation of loss per common share (in thousands, except per share amounts): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Numerator: Net loss $ (12,863) $ (3,608) $ (31,016) $ (12,371) Denominator: Weighted-average number of shares outstanding: Basic and Diluted 83,297 81,474 82,754 81,276 Loss per common share: Basic and Diluted $ (0.15) $ (0.04) $ (0.37) $ (0.15) Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units 4,699 6,436 5,199 6,151 |
Contract Balances and Contract
Contract Balances and Contract Costs | 9 Months Ended |
Oct. 29, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Contract Balances and Contract Costs | CONTRACT BALANCES AND CONTRACT COSTS The Company derives revenue primarily from subscription revenue and professional services. Subscription revenue is derived from (i) Taegis software-as-a-service (“SaaS”) security platform and (ii) managed security services. Taegis subscription-based revenue currently includes two applications, Extended Detection and Response (“XDR”), and Vulnerability Detection and Response (“VDR”), along with the add-on managed service to supplement the XDR SaaS application, referred to as Managed Detection and Response (“ManagedXDR”). Subscription-based managed security service arrangements typically include a suite of security services, up-front installation fees and maintenance, and also may include the provision of an associated hardware appliance. Professional services typically include incident response and security and risk consulting solutions. The following table presents revenue by service type (in thousands): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Net revenue: Managed Security Services $ 79,063 $ 99,088 $ 253,096 $ 300,124 Taegis Subscription Solutions $ 23,929 $ 9,177 $ 56,392 $ 20,757 Total subscription revenue $ 102,992 $ 108,265 $ 309,488 $ 320,881 Professional Services $ 30,707 $ 33,376 $ 97,846 $ 100,417 Total net revenue $ 133,699 $ 141,641 $ 407,334 $ 421,298 Taegis Subscription Solutions revenue for the three and nine months ended October 30, 2020 has been presented for consistency with current period presentation. The deferred revenue balance does not represent the total contract value of annual or multi-year, non-cancelable subscription agreements. The Company invoices its customers based on a variety of billing schedules. During the nine months ended October 29, 2021, on average, 59% of the Company's recurring revenue was billed in advance annually or for the entirety of the contract amount, and approximately 41% was billed in advance on either a monthly or a quarterly basis. In addition, many of the Company's professional services engagements are billed in advance of service commencement. The deferred revenue balance is influenced by several factors, including seasonality, the compounding effects of renewals, invoice duration and invoice timing. Changes to the Company's deferred revenue during the nine months ended October 29, 2021 and October 30, 2020 are as follows (in thousands): As of January 29, 2021 Upfront payments received and billings during the nine months ended October 29, 2021 Revenue recognized during the nine months ended October 29, 2021 As of October 29, 2021 Deferred revenue $ 178,027 $ 224,152 $ (232,420) $ 169,759 As of January 31, 2020 Upfront payments received and billings during the nine months ended October 30, 2020 Revenue recognized during the nine months ended October 30, 2020 As of October 30, 2020 Deferred revenue $ 188,537 $ 217,903 $ (222,974) $ 183,466 Remaining Performance Obligation The remaining performance obligation represents the transaction price allocated to contracted revenue that has not yet been recognized, which includes deferred revenue and non-cancellable contracts that will be invoiced and recognized as revenue in future periods. The remaining performance obligation consists of two elements: (i) the value of remaining services to be provided through the contract term for customers whose services have been activated (“active”); and (ii) the value of subscription-based solutions contracted with customers that have not yet been installed (“backlog”). Backlog is not recorded in revenue, deferred revenue or elsewhere in the consolidated financial statements until the Company establishes a contractual right to invoice, at which point backlog is recorded as revenue or deferred revenue, as appropriate. The Company applies the practical expedient in Accounting Standards Codification (“ASC”) paragraph 606-10-50-14(a) and does not disclose information about remaining performance obligations that are part of a contract that has an original expected duration of one year or less. The Company expects that the amount of backlog relative to the total value of its contracts will change from year to year due to several factors, including the amount invoiced at the beginning of the contract term, the timing and duration of the Company's customer agreements, varying invoicing cycles of agreements and changes in customer financial circumstances. Accordingly, fluctuations in backlog are not always a reliable indicator of future revenue. As of October 29, 2021, the Company expects to recognize remaining performance obligations as follows (in thousands): Total Expected to be recognized in the next 12 months Expected to be recognized in 12-24 months Expected to be recognized in 24-36 months Expected to be recognized thereafter Performance obligation - active $ 263,589 $ 143,093 $ 82,973 $ 33,333 $ 4,190 Performance obligation - backlog 11,697 4,663 4,613 2,421 — Total $ 275,286 $ 147,756 $ 87,586 $ 35,754 $ 4,190 Deferred Commissions and Fulfillment Costs The Company capitalizes a significant portion of its commission expense and related fringe benefits earned by its sales personnel. Additionally, the Company capitalizes certain costs to install and activate hardware and software used in its managed security services, primarily related to a portion of the compensation for the personnel who perform the installation activities. These deferred costs are amortized on a systematic basis that is consistent with the transfer to the customer of the goods or services to which the assets relate. Changes in the balance of total deferred commission and total deferred fulfillment costs during the nine months ended October 29, 2021 and October 30, 2020 are as follows (in thousands): As of January 29, 2021 Amount capitalized Amount recognized As of October 29, 2021 Deferred commissions $ 57,888 $ 10,914 $ (14,694) $ 54,108 Deferred fulfillment costs 11,009 1,641 (4,001) 8,649 As of January 31, 2020 Amount capitalized Amount recognized As of October 30, 2020 Deferred commissions $ 62,785 $ 11,369 $ (16,040) $ 58,114 Deferred fulfillment costs 11,366 4,163 (4,312) 11,217 The Company did not record any impairment losses on the deferred commissions or deferred fulfillment costs during the three and nine months ended October 29, 2021 or October 30, 2020. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Oct. 29, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | GOODWILL AND INTANGIBLE ASSETS Goodwill relates to the acquisition of Dell by Dell Technologies and represents the excess of the purchase price attributable to Secureworks over the fair value of the assets acquired and liabilities assumed, as well as subsequent business combinations completed by the Company. Goodwill increased $0.3 million due to foreign currency translation for the nine months ended October 29, 2021, as compared to January 29, 2021. Goodwill totaled $426.2 million as of October 29, 2021 and $425.9 million as of January 29, 2021. Goodwill and indefinite-lived intangible assets are tested for impairment on an annual basis during the third fiscal quarter of each fiscal year, or earlier if an indicator of impairment occurs. The Company completed the most recent annual impairment test in the third quarter of fiscal 2022 by performing a "Step 0" qualitative assessment of goodwill at the reporting unit level, as well as the Company's indefinite-lived trade name asset at the individual asset level. The Company has one reporting unit. The qualitative assessment includes the Company's consideration of the relevant events and circumstances that would affect the Company's single reporting unit, including macroeconomic, industry and market conditions, the Company's overall financial performance, and trends in the market price of the Company's Class A common stock. After assessing the totality of these events and circumstances, the Company determined it was not more-likely-than not that the fair value of the reporting unit and indefinite-lived intangible asset is less than their respective carrying values. The Company did not recognize any impairment loss on goodwill or trade name asset during the period through October 29, 2021. Intangible Assets The Company's intangible assets as of October 29, 2021 and January 29, 2021 were as follows (in thousands): October 29, 2021 January 29, 2021 Gross Accumulated Net Gross Accumulated Net Customer relationships $ 189,518 $ (115,912) $ 73,606 $ 189,518 $ (105,341) $ 84,177 Technology 148,397 (112,268) 36,129 143,821 (100,296) 43,525 Finite-lived intangible assets 337,915 (228,180) 109,735 333,339 (205,637) 127,702 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 368,033 $ (228,180) $ 139,853 $ 363,457 $ (205,637) $ 157,820 |
Debt
Debt | 9 Months Ended |
Oct. 29, 2021 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Revolving Credit Facility On November 2, 2015, SecureWorks, Inc., a wholly-owned subsidiary of SecureWorks Corp., entered into a revolving credit agreement with a wholly-owned subsidiary of Dell Inc. under which the Company obtained a $30 million senior unsecured revolving credit facility. This facility was initially available for a one-year term beginning on April 21, 2016 and was subsequently extended on the same terms for additional one-year terms. During the nine months ended October 29, 2021, the facility was amended and restated to extend the maturity date from March 26, 2021 to March 25, 2022 and to increase the annual rate at which interest accrues to the applicable LIBOR plus 1.54%. Under the amended terms, if LIBOR is no longer published on a current basis and such circumstances are unlikely to be temporary, the facility will be amended to replace LIBOR with an alternate benchmark rate. All other terms remained substantially the same. Under the facility, up to $30 million principal amount of borrowings may be outstanding at any time. Amounts under the facility may be borrowed, repaid, and reborrowed from time to time during the term of the facility. The proceeds from loans made under the facility may be used for general corporate purposes. The credit agreement contains customary representations, warranties, covenants and events of default. The unused portion of the facility is subject to a commitment fee of 0.35%, which is due upon expiration of the facility. There was no outstanding balance under the credit facility as of October 29, 2021 or January 29, 2021. The maximum amount of borrowings may be increased by up to an additional $30 million by mutual agreement of the lender and borrower. The borrower will be required to repay, in full, all of the loans outstanding, including all accrued interest, and the facility will terminate upon a change of control of SecureWorks Corp. or following a transaction in which SecureWorks, Inc. ceases to be a direct or indirect wholly-owned subsidiary of SecureWorks Corp. The facility is not guaranteed by SecureWorks Corp. or its subsidiaries. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 29, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Legal Contingencies — From time to time, the Company is involved in claims and legal proceedings that arise in the ordinary course of business. The Company accrues a liability when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews the status of such matters at least quarterly and adjusts its liabilities as necessary to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. Whether the outcome of any claim, suit, assessment, investigation or legal proceeding, individually or collectively, could have a material adverse effect on the Company's business, financial condition, results of operations or cash flows will depend on a number of factors, including the nature, timing and amount of any associated expenses, amounts paid in settlement, damages or other remedies or consequences. To the extent new information is obtained and the Company's views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in accrued liabilities would be recorded in the period in which such a determination is made. As of October 29, 2021, the Company does not believe that there were any such matters that, individually or in the aggregate, would have a material adverse effect on its business, financial condition, results of operations or cash flows. Customer-based Taxation Contingencie s — Various government entities ("taxing authorities") require the Company to bill its customers for the taxes they owe based on the services they purchase from the Company. The application of the rules of each taxing authority concerning which services are subject to each tax and how those services should be taxed involves the application of judgment. Taxing authorities periodically perform audits to verify compliance and include all periods that remain open under applicable statutes, which generally range from three Indemnifications —In the ordinary course of business, the Company enters into contractual arrangements under which it agrees to indemnify its customers from certain losses incurred by the customer as to third-party claims relating to the services performed on behalf of the Company or for certain losses incurred by the customer as to third-party claims arising from certain events as defined within the particular contract. Such indemnification obligations may not be subject to maximum loss clauses. Historically, payments related to these indemnifications have been immaterial. Concentrations —The Company sells solutions to customers of all sizes primarily through its direct sales organization, supplemented by sales through channel partners. During the three and nine months ended October 29, 2021 and October 30, 2020, the Company had no customer that represented 10% or more of its net revenue. |
Leases
Leases | 9 Months Ended |
Oct. 29, 2021 | |
Leases [Abstract] | |
Leases | LEASES The Company recorded operating lease costs for facilities of approximately $1.4 million and $4.1 million for the three and nine months ended October 29, 2021, respectively, and $1.5 million and $4.6 million for the three and nine months ended October 30, 2020, respectively. Operating lease costs include expenses in connection with variable lease costs of $0.1 million and $0.2 million for the three and nine months ended October 29, 2021, respectively, and $0.2 million and $0.5 million for the three and nine months ended October 30, 2020, respectively, which primarily consisted of utilities and common area charges. The Company recorded operating lease costs for equipment leases of approximately $0.1 million and $0.3 million for the three and nine months ended October 29, 2021, respectively, and $0.1 million and $1.2 million for the three and nine months ended October 30, 2020, respectively. Equipment lease costs included short-term lease costs of $0.1 million and $0.3 million for the three and nine months ended October 29, 2021, respectively, and $0.1 million and $1.0 million for the three and nine months ended October 30, 2020, respectively. Lease expense for equipment was included in cost of revenues. Cash paid for amounts included in the measurement of operating lease liabilities was $1.6 million and $5.2 million for the three and nine months ended October 29, 2021, respectively, and $1.5 million and $3.3 million for the three and nine months ended October 30, 2020, respectively. Weighted-average information associated with the measurement of the Company’s remaining operating lease obligations is as follows: October 29, 2021 Weighted-average remaining lease term 4.6 years Weighted-average discount rate 5.35 % The following table summarizes the maturity of the Company's operating lease liabilities as of October 29, 2021 (in thousands): Fiscal Years Ending October 29, 2021 2022 $ 1,722 2023 6,395 2024 6,048 2025 5,239 2026 4,592 Thereafter 4,131 Total operating lease payments $ 28,127 Less imputed interest (3,219) Total operating lease liabilities $ 24,908 The Company's leases have remaining lease terms of 7 months to 5.2 years, inclusive of renewal or termination options that the Company is reasonably certain to exercise. |
Stock-Based Compensation and Ot
Stock-Based Compensation and Other Long-Term Performance Incentives | 9 Months Ended |
Oct. 29, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation And Other Long-Term Performance Incentives | STOCK-BASED COMPENSATION AND OTHER LONG-TERM PERFORMANCE INCENTIVES The SecureWorks Corp. 2016 Long-Term Incentive Plan (the "2016 Plan") was adopted effective April 18, 2016. The 2016 Plan provides for the grant of options, stock appreciation rights, restricted stock, restricted stock units, deferred stock units, unrestricted stock, dividend equivalent rights, other equity-based awards, and cash bonus awards. Awards may be granted under the 2016 Plan to individuals who are employees, officers, or non-employee directors of the Company or any of its affiliates, consultants and advisors who perform services for the Company or any of its affiliates, and any other individual whose participation in the 2016 Plan is determined to be in the best interests of the Company by the compensation committee of the board of directors. Under the 2016 Plan, the Company granted 53,586 and 2,415,174 restricted stock units during the three and nine months ended October 29, 2021, respectively, and 345,694 and 2,819,351 restricted stock units during the three and nine months ended October 30, 2020, respectively. The Company granted no restricted stock awards during the three months ended October 29, 2021 and October 30, 2020, and 466,644 and 454,546 restricted stock awards during the nine months ended October 29, 2021 and October 30, 2020, respectively. The restricted stock units and restricted stock awards granted during both such periods vest over an average of a three-year period. Approximately 29% and 15% of such awards granted during the nine months ended October 29, 2021 and October 30, 2020, respectively, are subject to performance conditions. All restricted stock unit awards issued during the three months ended April 30, 2021 were subject to approval by the Company's stockholders at the annual meeting held on June 21, 2021 of an amendment to the 2016 Plan to increase the number of Class A common stock shares issuable under the plan by 5,000,000 shares. Such stockholder approval was obtained and those awards were deemed granted and outstanding for accounting purposes during the nine months ended October 29, 2021. The Company grants long-term cash awards to certain employees under the 2016 Plan. The employees who receive these cash awards do not receive equity awards as part of the long-term incentive program. The majority of the cash awards issued prior to fiscal 2021 are subject to various performance conditions and vest in equal annual installments over a three-year period. The cash awards issued during the three and nine months ended October 29, 2021 and October 30, 2020 are not subject to any performance conditions and vest in equal installments over a three-year period. The Company granted cash awards of $0.1 million and $9.1 million during the three and nine months ended October 29, 2021, respectively, and $0.5 million and $8.6 million during the three and nine months ended October 30, 2020, respectively. The Company recognized $1.6 million and $4.8 million of related compensation expense for the three and nine months ended October 29, 2021, respectively, and $1.9 million and $5.1 million for the three and nine months ended October 30, 2020, respectively. |
Income and Other Taxes
Income and Other Taxes | 9 Months Ended |
Oct. 29, 2021 | |
Income Tax Disclosure [Abstract] | |
Income and Other Taxes | INCOME AND OTHER TAXES The Company's loss before income taxes, income tax benefit and effective income tax rate for the three and nine months ended October 29, 2021 and October 30, 2020 was as follows (in thousands, except percentages): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Loss before income taxes $ (16,132) $ (4,977) $ (39,397) $ (17,680) Income tax benefit $ (3,269) $ (1,369) $ (8,381) $ (5,309) Effective tax benefit rate 20.3 % 27.5 % 21.3 % 30.0 % During the periods presented in the accompanying Condensed Consolidated Statements of Financial Position, the Company did not file separate federal tax returns as the Company generally was included in the tax grouping of other Dell entities within the respective entity's tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits-for-loss approach. Under the benefits-for-loss approach, net operating losses or other tax attributes are characterized as realized by the Company when those attributes are utilized by other members of the Dell consolidated group. The Company's effective tax benefit rate was 20.3% and 21.3% for the three and nine months ended October 29, 2021, respectively, and 27.5% and 30.0% for the three and nine months ended October 30, 2020, respectively. The changes in the Company's effective income tax rate between the periods were primarily attributable to both the increase in loss before income taxes for the three months ended October 29, 2021 and the impact of certain discrete adjustments related to stock-based compensation expense of approximately $0.5 million and $0.4 million for the three and nine months ended October 29, 2021, respectively, and $0.3 million and $0.8 million for the three and nine months ended October 30, 2020, respectively. The changes related specifically to the impact of the vesting of certain equity awards for which the fair value on the vesting date was higher than the grant date fair value for both the three and nine months ended October 29, 2021 and October 30, 2020, respectively. The change in fair value, which is measured by the price of the Class A common stock as reported on the Nasdaq Global Select Market, resulted in a higher actual tax deduction for both the three and nine months ended October 29, 2021 and October 30, 2020 than the amounts deducted for financial reporting purposes. As of each of October 29, 2021 and January 29, 2021, the Company had $6.3 million and $5.3 million, respectively, of deferred tax assets related to net operating loss carryforwards for state tax returns that are not included with those of other Dell entities. These net operating loss carryforwards began expiring in the fiscal year ended January 29, 2021. Due to the uncertainty surrounding the realization of these net operating loss carryforwards, the Company has provided valuation allowances for the full amount as of October 29, 2021 and January 29, 2021. Because the Company is included in the tax filings of other Dell entities, management has determined that it will be able to realize the remainder of its deferred tax assets. If the Company's tax provision had been prepared using the separate return method, the unaudited pro forma pre-tax loss, tax benefit and net loss for the nine months ended October 29, 2021 would have been $39.4 million, $5.3 million and $34.1 million, respectively, as a result of the recognition of a valuation allowance that would have been recorded on a significant amount of deferred tax assets as well as certain attributes from the Tax Cuts and Jobs Act of 2017 that would be lost if not utilized by the Dell consolidated group. Net deferred tax balances are included in other non-current assets and other non-current liabilities in the Condensed Consolidated Statements of Financial Position. As of October 29, 2021 and January 29, 2021, the Company had $9.0 million income tax receivable from Dell and $(0.7) million income tax payable to Dell, respectively. The Company had $3.9 million and $3.8 million of unrecognized tax benefits as of October 29, 2021 and January 29, 2021, respectively. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Oct. 29, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Allocated Expenses For the periods presented, Dell has provided various corporate services to Secureworks in the ordinary course of business. The costs of services provided to Secureworks by Dell are governed by a shared services agreement between Secureworks and Dell Inc. The total amounts of the charges under the shared services agreement with Dell were $1.0 million and $3.0 million for the three and nine months ended October 29, 2021, respectively, and $1.0 million and $3.0 million for the three and nine months ended October 30, 2020, respectively. Management believes that the basis on which the expenses have been allocated is a reasonable reflection of the utilization of services provided to or the benefit received by the Company during the periods presented. Related Party Arrangements For the periods presented, related party transactions and activities involving Dell Inc. and its wholly-owned subsidiaries were not always consummated on terms equivalent to those that would prevail in an arm's-length transaction where conditions of competitive, free-market dealing may exist. The Company purchases computer equipment for internal use from Dell that is capitalized within property and equipment in the Condensed Consolidated Statements of Financial Position. These purchases were made at pricing that is intended to approximate arm's-length pricing. Purchases of computer equipment from Dell and EMC Corporation, a wholly-owned subsidiary of Dell ("EMC"), totaled $0.2 million and $0.5 million for the three and nine months ended October 29, 2021, respectively, and $0.1 million and $0.6 million for the three and nine months ended October 30, 2020, respectively. EMC previously maintained a majority ownership interest in VMware, Inc. ("VMware"), a company that provides cloud and virtualization software and services. The Company's purchases of annual maintenance services, software licenses and hardware systems for internal use from Dell, EMC and VMware totaled $0.1 million and $1.2 million for the three and nine months ended October 29, 2021, respectively, and $0.4 million and $1.8 million for the three and nine months ended October 30, 2020, respectively. On November 1, 2021, Dell Technologies completed its spin-off of all shares of common stock of VMware that were beneficially owned by Dell Technologies and its subsidiaries, including EMC, to Dell Technologies’ stockholders. As a result of the spin-off transaction, the businesses of VMware were separated from the remaining businesses of Dell Technologies, though Michael Dell will remain as Chairman of the VMWare Board. The Company recognized revenue related to solutions provided to VMware that totaled $0.1 million and $0.4 million for the three and nine months ended October 29, 2021, respectively and $0.1 million and $0.3 million for the three and nine months ended October 30, 2020, respectively. In October 2019, VMware acquired Carbon Black Inc., a security business with which the Company had an existing commercial relationship. For the three and nine months ended October 29, 2021 purchases by the Company of solutions from Carbon Black totaled $1.7 million and $4.3 million for the three and nine months ended October 29, 2021, respectively, and $1.3 million and $4.4 million for the three and nine months ended October 30, 2020, respectively. The Company recognized no revenue related to security solutions provided to Boomi, Inc., a former subsidiary of Dell Technologies, for the three and nine months ended October 29, 2021 and October 30, 2020, respectively. There were no purchases by the Company from Boomi, Inc. for the three months ended October 29, 2021 and October 30, 2020, respectively, and purchases of $0.1 million for the nine months ended October 29, 2021 and October 30, 2020, respectively. Dell Technologies completed its sale of Boomi, Inc. during the three months ended October 29, 2021. The Company also recognized revenue related to solutions provided to significant beneficial owners of Secureworks common stock, which include Michael S. Dell, Chairman and Chief Executive Officer of Dell Technologies, and affiliates of Mr. Dell. The revenues recognized by the Company from solutions provided to Mr. Dell, MSD Capital, L.P. (a firm founded for the purposes of managing investments of Mr. Dell and his family), DFI Resources LLC, an entity affiliated with Mr. Dell, and the Michael and Susan Dell Foundation totaled $41 thousand and $0.1 million for the three and nine months ended October 29, 2021, respectively, and $23 thousand and $0.2 million for the three and nine months ended October 30, 2020, respectively. The Company provides solutions to certain customers whose contractual relationships have historically been with Dell rather than Secureworks, although the Company has the primary responsibility to provide the services. Effective August 1, 2015, in connection with the IPO, many of such customer contracts were transferred from Dell to the Company, forming a direct contractual relationship between the Company and the end customer. For customers whose contracts have not yet been transferred and for contracts subsequently originated through Dell under a reseller agreement, the Company recognized revenues of approximately $15.1 million and $45.3 million for the three and nine months ended October 29, 2021, respectively, and $14.2 million and $44.0 million for the three and nine months ended October 30, 2020, respectively. In addition, as of October 29, 2021, the Company had approximately $1.8 million of contingent obligations to Dell related to outstanding performance bonds for certain customer contracts, which Dell issued on behalf of the Company. These contingent obligations are not recognized as liabilities the Company's financial statements. As the Company's customer and on behalf of certain of its own customers, Dell also purchases solutions from the Company. Beginning in the third quarter of the fiscal year ended January 29, 2016, in connection with the effective date of the Company’s commercial agreements with Dell, the Company began charging Dell for these services at pricing that is intended to approximate arm’s-length pricing, in lieu of the prior cost recovery arrangement. Such revenues totaled approximately $2.7 million and $8.9 million for the three and nine months ended October 29, 2021, respectively, and $4.3 million and $14.9 million for the three and nine months ended October 30, 2020, respectively. As a result of the foregoing related party arrangements beginning in the third quarter of the fiscal year ended January 29, 2016, the Company has recorded the following related party balances in the Condensed Consolidated Statements of Financial Position as of October 29, 2021 and January 29, 2021 (in thousands). October 29, January 29, Net intercompany payable (included in "Accrued and other current liabilities") $ 8,595 $ 13,807 Accounts receivable from customers under reseller agreements with Dell (included in "Accounts receivable, net") $ 12,681 $ 15,625 Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) $ 8,973 $ (667) |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 29, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The Company measures fair value within the guidance of the three-level valuation hierarchy. This hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: • Level 1 - Quoted market prices in active markets for identical assets or liabilities • Level 2 - Other observable market-based inputs or unobservable inputs that are corroborated by market data • Level 3 - Significant unobservable inputs Assets and Liabilities Measured at Fair Value on a Recurring Basis The assets and liabilities of the Company that are measured at fair value on a recurring basis using the respective input levels as of October 29, 2021 and January 29, 2021 were as follows (in thousands): October 29, January 29, Level 1 Level 1 Cash equivalents - Money Market Funds $ 30,844 $ 85,841 Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis The carrying amounts of the Company's accounts receivable, accounts payable and accrued expenses approximate their respective fair value due to their short-term nature. |
Description of the Business a_2
Description of the Business and Basis of Presentation (Policies) | 9 Months Ended |
Oct. 29, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Consolidation | Basis of Presentation and Consolidation The Company's condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in accordance with GAAP requires management to make assumptions and estimations that affect the amounts reported in the Company's financial statements and notes. The inputs into certain of the Company's assumptions and estimations considered the economic implications of the coronavirus disease 2019 ("COVID-19") pandemic on the Company's critical and significant accounting estimates. The condensed consolidated financial statements include assets, liabilities, revenue and expenses of all majority-owned subsidiaries. Intercompany transactions and balances are eliminated in consolidation. Effective beginning with the three months ended July 30, 2021, the Company is presenting Net revenue and Costs of revenue recognized from Subscription and Professional Services offerings, respectively, in the Condensed Consolidated Statement of Operations. Historically, these amounts were presented as a single amount within the Net revenue and Cost of revenue line items, respectively. The Company concluded that the discrete presentation of these revenue streams provides a more meaningful representation of the nature of the revenues generated by our service offerings. Certain prior year amounts have been conformed to the current year presentation. For the periods presented, Dell has provided various corporate services to the Company in the ordinary course of business, including finance, tax, human resources, legal, insurance, IT, procurement and facilities-related services. The cost of these services is charged in accordance with a shared services agreement that went into effect on August 1, 2015. For more information regarding these and other related party transactions, see "Note 11—Related Party Transactions." During the periods presented in the financial statements, Secureworks did not file separate federal tax returns, as the Company is generally included in the tax grouping of other Dell entities within the respective entity's tax jurisdiction. The income tax benefit has been calculated using the separate return method, modified to apply the benefits for loss approach. Under the benefits for loss approach, net operating losses or other tax attributes are characterized as realized or as realizable by Secureworks when those attributes are utilized or expected to be utilized by other members of the Dell consolidated group. See "Note 10—Income and Other Taxes" for more information. |
Fiscal Year | Fiscal Year The Company’s fiscal year is the 52- or 53-week period ending on the Friday closest to January 31. The Company refers to the fiscal year ending January 28, 2022 and the fiscal year ended January 29, 2021 as fiscal 2022 and fiscal 2021, respectively. Both fiscal 2022 and fiscal 2021 have 52 weeks, and each quarter has 13 weeks. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Estimates are revised as additional information becomes available. In the Condensed Consolidated Statements of Operations, estimates are used when accounting for revenue arrangements, determining the cost of revenue, allocating cost and estimating the impact of contingencies. In the Condensed Consolidated Statements of Financial Position, estimates are used in determining the valuation and recoverability of |
Recently Adopted/Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements The Company adopted Accounting Standard Update (“ASU”) 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” effective February 1, 2021. ASU No. 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in Topic 740 related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill and allocation of consolidated income taxes to separate financial statements of entities not subject to income tax. The adoption of the standard had no material impact on the condensed consolidated financial statements. Summary of Significant Accounting Policies There have been no significant changes to the Company’s significant accounting policies as of and for the nine months ended October 29, 2021, as compared to the significant accounting policies described in the Company's Annual Report on Form 10-K for the fiscal year ended January 29, 2021. |
Fair Value Measurements | The Company measures fair value within the guidance of the three-level valuation hierarchy. This hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The categorization of a measurement within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels are defined as follows: • Level 1 - Quoted market prices in active markets for identical assets or liabilities • Level 2 - Other observable market-based inputs or unobservable inputs that are corroborated by market data • Level 3 - Significant unobservable inputs |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions | The following table summarizes the allocation of the aggregate purchase price to the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands of USD), which was completed as of January 29, 2021: Total Purchase Price Allocation for Acquisition Assets acquired: Cash and cash equivalents $ 343 Accounts and notes receivable 101 Other current assets 608 Intangibles 6,200 Total identifiable assets 7,252 Goodwill 9,108 Total assets acquired 16,360 Liabilities assumed: Accounts payable 28 Accrued and other liabilities 688 Non-current liabilities 220 Total liabilities assumed 936 Purchase consideration $ 15,424 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Net Loss Per Common Share, Basic and Diluted | The following table sets forth the computation of loss per common share (in thousands, except per share amounts): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Numerator: Net loss $ (12,863) $ (3,608) $ (31,016) $ (12,371) Denominator: Weighted-average number of shares outstanding: Basic and Diluted 83,297 81,474 82,754 81,276 Loss per common share: Basic and Diluted $ (0.15) $ (0.04) $ (0.37) $ (0.15) Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units 4,699 6,436 5,199 6,151 |
Contract Balances and Contrac_2
Contract Balances and Contract Costs (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue by Service Type | The following table presents revenue by service type (in thousands): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Net revenue: Managed Security Services $ 79,063 $ 99,088 $ 253,096 $ 300,124 Taegis Subscription Solutions $ 23,929 $ 9,177 $ 56,392 $ 20,757 Total subscription revenue $ 102,992 $ 108,265 $ 309,488 $ 320,881 Professional Services $ 30,707 $ 33,376 $ 97,846 $ 100,417 Total net revenue $ 133,699 $ 141,641 $ 407,334 $ 421,298 |
Schedule of Deferred Revenue | Changes to the Company's deferred revenue during the nine months ended October 29, 2021 and October 30, 2020 are as follows (in thousands): As of January 29, 2021 Upfront payments received and billings during the nine months ended October 29, 2021 Revenue recognized during the nine months ended October 29, 2021 As of October 29, 2021 Deferred revenue $ 178,027 $ 224,152 $ (232,420) $ 169,759 As of January 31, 2020 Upfront payments received and billings during the nine months ended October 30, 2020 Revenue recognized during the nine months ended October 30, 2020 As of October 30, 2020 Deferred revenue $ 188,537 $ 217,903 $ (222,974) $ 183,466 |
Expected Timing to Recognize Remaining Performance Obligation | As of October 29, 2021, the Company expects to recognize remaining performance obligations as follows (in thousands): Total Expected to be recognized in the next 12 months Expected to be recognized in 12-24 months Expected to be recognized in 24-36 months Expected to be recognized thereafter Performance obligation - active $ 263,589 $ 143,093 $ 82,973 $ 33,333 $ 4,190 Performance obligation - backlog 11,697 4,663 4,613 2,421 — Total $ 275,286 $ 147,756 $ 87,586 $ 35,754 $ 4,190 |
Schedule of Deferred Commissions and Fulfillment Costs | Changes in the balance of total deferred commission and total deferred fulfillment costs during the nine months ended October 29, 2021 and October 30, 2020 are as follows (in thousands): As of January 29, 2021 Amount capitalized Amount recognized As of October 29, 2021 Deferred commissions $ 57,888 $ 10,914 $ (14,694) $ 54,108 Deferred fulfillment costs 11,009 1,641 (4,001) 8,649 As of January 31, 2020 Amount capitalized Amount recognized As of October 30, 2020 Deferred commissions $ 62,785 $ 11,369 $ (16,040) $ 58,114 Deferred fulfillment costs 11,366 4,163 (4,312) 11,217 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | The Company's intangible assets as of October 29, 2021 and January 29, 2021 were as follows (in thousands): October 29, 2021 January 29, 2021 Gross Accumulated Net Gross Accumulated Net Customer relationships $ 189,518 $ (115,912) $ 73,606 $ 189,518 $ (105,341) $ 84,177 Technology 148,397 (112,268) 36,129 143,821 (100,296) 43,525 Finite-lived intangible assets 337,915 (228,180) 109,735 333,339 (205,637) 127,702 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 368,033 $ (228,180) $ 139,853 $ 363,457 $ (205,637) $ 157,820 |
Schedule of Finite-Lived Intangible Assets | The Company's intangible assets as of October 29, 2021 and January 29, 2021 were as follows (in thousands): October 29, 2021 January 29, 2021 Gross Accumulated Net Gross Accumulated Net Customer relationships $ 189,518 $ (115,912) $ 73,606 $ 189,518 $ (105,341) $ 84,177 Technology 148,397 (112,268) 36,129 143,821 (100,296) 43,525 Finite-lived intangible assets 337,915 (228,180) 109,735 333,339 (205,637) 127,702 Trade name 30,118 — 30,118 30,118 — 30,118 Total intangible assets $ 368,033 $ (228,180) $ 139,853 $ 363,457 $ (205,637) $ 157,820 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Leases [Abstract] | |
Weighted-Average Information Associated with Remaining Operating Lease Obligations | Weighted-average information associated with the measurement of the Company’s remaining operating lease obligations is as follows: October 29, 2021 Weighted-average remaining lease term 4.6 years Weighted-average discount rate 5.35 % |
Maturities of Operating Lease Liabilities | The following table summarizes the maturity of the Company's operating lease liabilities as of October 29, 2021 (in thousands): Fiscal Years Ending October 29, 2021 2022 $ 1,722 2023 6,395 2024 6,048 2025 5,239 2026 4,592 Thereafter 4,131 Total operating lease payments $ 28,127 Less imputed interest (3,219) Total operating lease liabilities $ 24,908 |
Income and Other Taxes (Tables)
Income and Other Taxes (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The Company's loss before income taxes, income tax benefit and effective income tax rate for the three and nine months ended October 29, 2021 and October 30, 2020 was as follows (in thousands, except percentages): Three Months Ended Nine Months Ended October 29, 2021 October 30, 2020 October 29, 2021 October 30, 2020 Loss before income taxes $ (16,132) $ (4,977) $ (39,397) $ (17,680) Income tax benefit $ (3,269) $ (1,369) $ (8,381) $ (5,309) Effective tax benefit rate 20.3 % 27.5 % 21.3 % 30.0 % |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | October 29, 2021 and January 29, 2021 (in thousands). October 29, January 29, Net intercompany payable (included in "Accrued and other current liabilities") $ 8,595 $ 13,807 Accounts receivable from customers under reseller agreements with Dell (included in "Accounts receivable, net") $ 12,681 $ 15,625 Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) $ 8,973 $ (667) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 29, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The assets and liabilities of the Company that are measured at fair value on a recurring basis using the respective input levels as of October 29, 2021 and January 29, 2021 were as follows (in thousands): October 29, January 29, Level 1 Level 1 Cash equivalents - Money Market Funds $ 30,844 $ 85,841 |
Description of the Business a_3
Description of the Business and Basis of Presentation - Narrative (Details) | 9 Months Ended |
Oct. 29, 2021segment | |
Class of Stock [Line Items] | |
Number of reportable segments | 1 |
IPO | Denali | |
Class of Stock [Line Items] | |
Percent of outstanding shares owned | 83.10% |
Percent of voting interests owned | 98.00% |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - USD ($) $ in Thousands | Sep. 21, 2020 | Oct. 29, 2021 | Oct. 30, 2020 |
Business Acquisition [Line Items] | |||
Cash flows from investing activities: | $ 0 | $ 15,081 | |
Delve Laboratories, Inc. | |||
Business Acquisition [Line Items] | |||
Percentage of business acquired | 100.00% | ||
Cash flows from investing activities: | $ 15,400 | ||
Goodwill, expected tax deductible amount | 9,100 | ||
Transaction costs | $ 600 | ||
Delve Laboratories, Inc. | Technology | |||
Business Acquisition [Line Items] | |||
Acquired finite-lived intangible assets, weighted average useful life | 6 years |
Business Combinations - Schedul
Business Combinations - Schedule of Business Acquisition (Details) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Assets acquired: | ||
Goodwill | $ 426,228 | $ 425,861 |
Delve Laboratories, Inc. | ||
Assets acquired: | ||
Cash and cash equivalents | 343 | |
Accounts and notes receivable | 101 | |
Other current assets | 608 | |
Intangibles | 6,200 | |
Total identifiable assets | 7,252 | |
Goodwill | 9,108 | |
Total assets acquired | 16,360 | |
Liabilities assumed: | ||
Accounts payable | 28 | |
Accrued and other liabilities | 688 | |
Non-current liabilities | 220 | |
Total liabilities assumed | 936 | |
Purchase consideration | $ 15,424 |
Loss Per Share (Details)
Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Numerator: | ||||
Net loss | $ (12,863) | $ (3,608) | $ (31,016) | $ (12,371) |
Denominator: | ||||
Weighted-average common shares outstanding (basic) (in shares) | 83,297 | 81,474 | 82,754 | 81,276 |
Weighted-average common shares outstanding (diluted) (in shares) | 83,297 | 81,474 | 82,754 | 81,276 |
Loss per common share: | ||||
Loss per common share (basic) (in shares) | $ (0.15) | $ (0.04) | $ (0.37) | $ (0.15) |
Loss per common share (diluted) (in shares) | $ (0.15) | $ (0.04) | $ (0.37) | $ (0.15) |
Weighted-average anti-dilutive stock options, non-vested restricted stock and restricted stock units (in shares) | 4,699 | 6,436 | 5,199 | 6,151 |
Contract Balances and Contrac_3
Contract Balances and Contract Costs - Disaggregation of Revenue by Service Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenue: | $ 133,699 | $ 141,641 | $ 407,334 | $ 421,298 |
Total subscription revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue: | 102,992 | 108,265 | 309,488 | 320,881 |
Managed Security Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue: | 79,063 | 99,088 | 253,096 | 300,124 |
Taegis Subscription Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue: | 23,929 | 9,177 | 56,392 | 20,757 |
Professional Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenue: | $ 30,707 | $ 33,376 | $ 97,846 | $ 100,417 |
Contract Balances and Contrac_4
Contract Balances and Contract Costs - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | Oct. 29, 2021USD ($)performanceObligationElement | Oct. 30, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | ||||
Deferred revenue billed in advance, percent | 59.00% | |||
Deferred revenue billed monthly or quarterly, percent | 41.00% | |||
Number of elements performance obligation is comprised of | performanceObligationElement | 2 | |||
Deferred fulfillment costs | ||||
Disaggregation of Revenue [Line Items] | ||||
Impairment losses on deferred commissions and deferred fulfillment costs | $ 0 | $ 0 | $ 0 | $ 0 |
Deferred commissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Impairment losses on deferred commissions and deferred fulfillment costs | $ 0 | $ 0 | $ 0 | $ 0 |
Contract Balances and Contrac_5
Contract Balances and Contract Costs - Deferred Revenue (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Change in Contract with Customer, Liability [Roll Forward] | ||
Deferred revenue, Beginning of period | $ 178,027 | $ 188,537 |
Deferred revenue, Upfront payments received and billings | 224,152 | 217,903 |
Deferred revenue, Revenue recognized | (232,420) | (222,974) |
Deferred revenue, End of period | $ 169,759 | $ 183,466 |
Contract Balances and Contrac_6
Contract Balances and Contract Costs - Remaining Performance Obligation Total (Details) $ in Thousands | Oct. 29, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 275,286 |
Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 263,589 |
Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 11,697 |
Contract Balances and Contrac_7
Contract Balances and Contract Costs - Remaining Performance Obligation (Details) $ in Thousands | Oct. 29, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 275,286 |
Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 263,589 |
Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 11,697 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 147,756 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 143,093 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 4,663 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 87,586 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 82,973 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 4,613 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 35,754 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 33,333 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 2,421 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 4,190 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 4,190 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 0 |
Contract Balances and Contrac_8
Contract Balances and Contract Costs - Remaining Performance Obligation Time Period (Details) | Oct. 29, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-11-01 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-30 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-29 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | Performance obligation - active | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-28 | Performance obligation - backlog | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation period |
Contract Balances and Contrac_9
Contract Balances and Contract Costs - Deferred Commissions and Fulfillment Costs (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 29, 2021 | Oct. 30, 2020 | |
Deferred commissions | ||
Capitalized Contract Cost [Roll Forward] | ||
Beginning balance | $ 57,888 | $ 62,785 |
Amount capitalized | 10,914 | 11,369 |
Amount recognized | (14,694) | (16,040) |
Ending balance | 54,108 | 58,114 |
Deferred fulfillment costs | ||
Capitalized Contract Cost [Roll Forward] | ||
Beginning balance | 11,009 | 11,366 |
Amount capitalized | 1,641 | 4,163 |
Amount recognized | (4,001) | (4,312) |
Ending balance | $ 8,649 | $ 11,217 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021USD ($) | Oct. 30, 2020USD ($) | Oct. 29, 2021USD ($)reportingUnit | Oct. 30, 2020USD ($) | Jan. 29, 2021USD ($) | |
Goodwill [Line Items] | |||||
Goodwill | $ 426,228,000 | $ 426,228,000 | $ 425,861,000 | ||
Number of reporting units | reportingUnit | 1 | ||||
Amortization expense | 7,600,000 | $ 7,200,000 | $ 22,500,000 | $ 21,300,000 | |
Impairment charges | $ 0 | $ 0 | 0 | $ 0 | |
Delve Laboratories, Inc. | |||||
Goodwill [Line Items] | |||||
Goodwill, foreign currency translation adjustment | $ 300,000 | ||||
Goodwill | $ 9,108,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 337,915 | $ 333,339 |
Accumulated Amortization | (228,180) | (205,637) |
Net | 109,735 | 127,702 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross | 368,033 | 363,457 |
Accumulated Amortization | (228,180) | (205,637) |
Net | 139,853 | 157,820 |
Trade name | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets | 30,118 | 30,118 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 189,518 | 189,518 |
Accumulated Amortization | (115,912) | (105,341) |
Net | 73,606 | 84,177 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | (115,912) | (105,341) |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 148,397 | 143,821 |
Accumulated Amortization | (112,268) | (100,296) |
Net | 36,129 | 43,525 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Accumulated Amortization | $ (112,268) | $ (100,296) |
Debt (Details)
Debt (Details) - Line of Credit - Revolving Credit Facility - USD ($) | Nov. 02, 2015 | Oct. 29, 2021 | Jan. 29, 2021 |
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 30,000,000 | ||
Debt instrument, term | 1 year | ||
Debt instrument, term, extension | 1 year | ||
Maximum amount outstanding during period | $ 30,000,000 | ||
Commitment fee percentage | 0.35% | ||
Line of credit, outstanding balance | $ 0 | $ 0 | |
Additional borrowing capacity | $ 30,000,000 | ||
London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.54% |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 29, 2021USD ($) | Oct. 29, 2021USD ($) | |
State and Local Jurisdiction | ||
Other Commitments [Line Items] | ||
Sales tax examination, tax liability accrued | $ 7.7 | $ 7.7 |
Sales tax examination, tax liability accrued during period | $ 1.5 | |
Minimum | ||
Other Commitments [Line Items] | ||
Income tax examination, period | 3 years | |
Maximum | ||
Other Commitments [Line Items] | ||
Income tax examination, period | 4 years |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Lessee, Lease, Description [Line Items] | ||||
Variable lease cost | $ 0.1 | $ 0.2 | $ 0.2 | $ 0.5 |
Short-term lease cost | 0.1 | 0.1 | 0.3 | 1 |
Operating lease payments | $ 1.6 | 1.5 | $ 5.2 | 3.3 |
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 7 months | 7 months | ||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 5 years 2 months 12 days | 5 years 2 months 12 days | ||
Leased Facilities | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease costs | $ 1.4 | 1.5 | $ 4.1 | 4.6 |
Leased Equipment | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating lease costs | $ 0.1 | $ 0.1 | $ 0.3 | $ 1.2 |
Leases - Weighted Average (Deta
Leases - Weighted Average (Details) | Oct. 29, 2021 |
Leases [Abstract] | |
Weighted-average remaining lease term | 4 years 7 months 6 days |
Weighted-average discount rate | 5.35% |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) $ in Thousands | Oct. 29, 2021USD ($) |
Operating Leases, After Adoption of 842: | |
2022 | $ 1,722 |
2023 | 6,395 |
2024 | 6,048 |
2025 | 5,239 |
2026 | 4,592 |
Thereafter | 4,131 |
Total operating lease payments | 28,127 |
Less imputed interest | (3,219) |
Total operating lease liabilities | $ 24,908 |
Stock-Based Compensation and _2
Stock-Based Compensation and Other Long-Term Performance Incentives (Details) - USD ($) $ in Millions | Jun. 21, 2021 | Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 31, 2020 |
Common Stock - Class A | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Additional shares authorized (in shares) | 5,000,000 | |||||
Restricted Stock Units (RSUs) | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards issued (in shares) | 53,586 | 345,694 | 2,415,174 | 2,819,351 | ||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Awards issued (in shares) | 0 | 0 | 466,644 | 454,546 | ||
Restricted Stock and Restricted Stock Units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of grants issued subject to performance conditions | 29.00% | 15.00% | ||||
Performance Cash Awards | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 3 years | 3 years | 3 years | 3 years | 3 years | |
Awards granted | $ 0.1 | $ 0.5 | $ 9.1 | $ 8.6 | ||
Compensation expense | $ 1.6 | $ 1.9 | $ 4.8 | $ 5.1 |
Income and Other Taxes - Effect
Income and Other Taxes - Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Loss before income taxes | $ (16,132) | $ (4,977) | $ (39,397) | $ (17,680) |
Income tax benefit | $ (3,269) | $ (1,369) | $ (8,381) | $ (5,309) |
Effective tax benefit rate | 20.30% | 27.50% | 21.30% | 30.00% |
Income and Other Taxes - Narrat
Income and Other Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | Jan. 29, 2021 | |
Valuation Allowance [Line Items] | |||||
Effective tax benefit rate | 20.30% | 27.50% | 21.30% | 30.00% | |
Expense relating to vesting of equity awards | $ 500 | $ 300 | $ 400 | $ 800 | |
Loss carryforwards | 6,300 | 6,300 | $ 5,300 | ||
Loss before income taxes | 16,132 | 4,977 | 39,397 | 17,680 | |
Income tax benefit | 3,269 | 1,369 | 8,381 | 5,309 | |
Net loss | 12,863 | $ 3,608 | 31,016 | $ 12,371 | |
Unrecognized tax benefits | 3,900 | 3,900 | 3,800 | ||
Principal Owner | Dell Inc. | Other Noncurrent Assets | |||||
Valuation Allowance [Line Items] | |||||
Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) | $ 9,000 | 9,000 | |||
Principal Owner | Dell Inc. | Other Noncurrent Liabilities | |||||
Valuation Allowance [Line Items] | |||||
Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) | $ (700) | ||||
Prepared using separate return method | |||||
Valuation Allowance [Line Items] | |||||
Loss before income taxes | 39,400 | ||||
Income tax benefit | 5,300 | ||||
Net loss | $ 34,100 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2021 | Oct. 30, 2020 | Oct. 29, 2021 | Oct. 30, 2020 | |
Related Party Transaction [Line Items] | ||||
Charged under shared services agreement | $ 28,404,000 | $ 24,508,000 | $ 80,447,000 | $ 73,824,000 |
Purchases of computer equipment from Dell | 1,248,000 | 2,181,000 | ||
Revenues | 133,699,000 | 141,641,000 | 407,334,000 | 421,298,000 |
Dell Inc. | ||||
Related Party Transaction [Line Items] | ||||
Performance bonds, outstanding | 1,800,000 | 1,800,000 | ||
Dell Inc. | Principal Owner | ||||
Related Party Transaction [Line Items] | ||||
Charged under shared services agreement | 1,000,000 | 1,000,000 | 3,000,000 | 3,000,000 |
Dell Inc. | Principal Owner | Contracts Not Yet Transferred | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 15,100,000 | 14,200,000 | 45,300,000 | 44,000,000 |
Dell Inc. | Principal Owner | Solutions Purchases | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 2,700,000 | 4,300,000 | 8,900,000 | 14,900,000 |
Dell Inc. | Chief Executive Officer | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 41,000 | 23,000 | 100,000 | 200,000 |
Dell and EMC | Principal Owner | ||||
Related Party Transaction [Line Items] | ||||
Purchases of computer equipment from Dell | 200,000 | 100,000 | 500,000 | 600,000 |
EMC and VMware | Subsidiary of Common Parent | ||||
Related Party Transaction [Line Items] | ||||
Purchase of annual maintenance services | 100,000 | 400,000 | 1,200,000 | 1,800,000 |
VMware | Subsidiary of Common Parent | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 100,000 | 100,000 | 400,000 | 300,000 |
Carbon Black Inc. | Subsidiary of Common Parent | Solutions Purchases | ||||
Related Party Transaction [Line Items] | ||||
Purchases of solutions from Carbon Black | 1,700,000 | 1,300,000 | 4,300,000 | 4,400,000 |
Boomi Inc. | Subsidiary of Common Parent | ||||
Related Party Transaction [Line Items] | ||||
Purchase of annual maintenance services | 0 | 0 | 100,000 | 100,000 |
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Related Party Transactions - Ba
Related Party Transactions - Balances in Condensed Consolidated Statements of Financial Position (Details) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Related Party Transaction [Line Items] | ||
Net intercompany payable (included in "Accrued and other current liabilities") | $ 8,595 | $ 13,807 |
Dell Inc. | Principal Owner | ||
Related Party Transaction [Line Items] | ||
Accounts receivable from customers under reseller agreements with Dell (included in "Accounts receivable, net") | 12,681 | 15,625 |
Dell Inc. | Principal Owner | Other Current Assets | Net Operating Loss Receivable | ||
Related Party Transaction [Line Items] | ||
Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) | $ 8,973 | |
Dell Inc. | Principal Owner | Other Current Liabilities | Income Tax Payable | ||
Related Party Transaction [Line Items] | ||
Net operating loss tax sharing receivable/(payable) under agreement with Dell (receivable included in "Other non-current assets" at October 29, 2021 and payable included in "Accrued and other current liabilities" at January 29, 2021) | $ (667) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Oct. 29, 2021 | Jan. 29, 2021 |
Money Market Funds | Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents - Money Market Funds | $ 30,844 | $ 85,841 |