Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 20, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39039 | |
Entity Registrant Name | Cloudflare, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 27-0805829 | |
Entity Address, Address Line One | 101 Townsend Street | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94107 | |
City Area Code | 888 | |
Local Phone Number | 993-5273 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value | |
Trading Symbol | NET | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Entity Central Index Key | 0001477333 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Class A common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 263,435,374 | |
Class B common stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 48,994,917 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 247,551 | $ 108,895 |
Available-for-sale securities | 785,991 | 923,201 |
Accounts receivable, net | 75,853 | 63,499 |
Contract assets | 5,249 | 3,538 |
Restricted cash short-term | 2,659 | 2,591 |
Prepaid expenses and other current assets | 28,650 | 28,230 |
Total current assets | 1,145,953 | 1,129,954 |
Property and equipment, net | 156,719 | 123,688 |
Goodwill | 17,167 | 17,167 |
Acquired intangible assets, net | 1,400 | 2,800 |
Operating lease right-of-use assets | 44,456 | 43,148 |
Deferred contract acquisition costs, noncurrent | 56,587 | 44,176 |
Restricted cash | 6,660 | 6,660 |
Other noncurrent assets | 16,990 | 13,058 |
Total assets | 1,445,932 | 1,380,651 |
Current liabilities: | ||
Accounts payable | 29,558 | 14,485 |
Accrued expenses and other current liabilities | 33,483 | 20,217 |
Accrued compensation | 31,098 | 25,410 |
Operating lease liabilities | 20,031 | 17,717 |
Liability for early exercise of unvested stock options | 6,477 | 8,603 |
Deferred revenue | 79,829 | 54,945 |
Total current liabilities | 200,476 | 141,377 |
Convertible senior notes, net | 401,428 | 383,275 |
Operating lease liabilities, noncurrent | 26,936 | 27,309 |
Deferred revenue, noncurrent | 4,728 | 1,891 |
Other noncurrent liabilities | 11,268 | 9,859 |
Total liabilities | 644,836 | 563,711 |
Commitments and contingencies (Note 8) | ||
Stockholders’ Equity: | ||
Additional paid-in capital | 1,296,824 | 1,236,993 |
Accumulated deficit | (495,993) | (420,520) |
Accumulated other comprehensive income (loss) | (44) | 163 |
Total stockholders’ equity | 801,096 | 816,940 |
Total liabilities and stockholders’ equity | 1,445,932 | 1,380,651 |
Class A common stock | ||
Stockholders’ Equity: | ||
Common stock, value, issued | 263 | 249 |
Class B common stock | ||
Stockholders’ Equity: | ||
Common stock, value, issued | $ 46 | $ 55 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Class A common stock | ||
Stockholders’ Equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 2,250,000,000 | 2,250,000,000 |
Common stock, shares issued (in shares) | 263,095,826 | 249,401,232 |
Common stock, shares outstanding (in shares) | 263,095,826 | 249,401,232 |
Class B common stock | ||
Stockholders’ Equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 315,000,000 | 315,000,000 |
Common stock, shares issued (in shares) | 49,269,288 | 59,238,742 |
Common stock, shares outstanding (in shares) | 49,269,288 | 59,238,742 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 152,428 | $ 99,721 | $ 290,483 | $ 190,971 |
Cost of revenue | 35,029 | 24,164 | 67,113 | 44,985 |
Gross profit | 117,399 | 75,557 | 223,370 | 145,986 |
Operating expenses: | ||||
Sales and marketing | 75,995 | 51,376 | 145,969 | 98,341 |
Research and development | 41,349 | 28,131 | 80,876 | 61,485 |
General and administrative | 28,927 | 20,754 | 56,651 | 46,935 |
Total operating expenses | 146,271 | 100,261 | 283,496 | 206,761 |
Loss from operations | (28,872) | (24,704) | (60,126) | (60,775) |
Non-operating income (expense): | ||||
Interest income | 373 | 1,857 | 917 | 4,426 |
Interest expense | (10,444) | (5,007) | (20,678) | (5,074) |
Other income (expense), net | (877) | (219) | (729) | 266 |
Total non-operating income (expense), net | (10,948) | (3,369) | (20,490) | (382) |
Loss before income taxes | (39,820) | (28,073) | (80,616) | (61,157) |
Benefit from income taxes | (4,310) | (1,938) | (5,143) | (2,276) |
Net loss | $ (35,510) | $ (26,135) | $ (75,473) | $ (58,881) |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Net loss per share attributable to common stockholders diluted (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 308,263 | 299,321 | 307,115 | 297,392 |
Weighted-average shares used in computing net loss per share attributable to common stockholders diluted (in shares) | 308,263 | 299,321 | 307,115 | 297,392 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (35,510) | $ (26,135) | $ (75,473) | $ (58,881) |
Other comprehensive income (loss): | ||||
Change in unrealized gain (loss) on investments, net of tax | (78) | (183) | (207) | 1,163 |
Other comprehensive income (loss) | (78) | (183) | (207) | 1,163 |
Comprehensive loss | $ (35,588) | $ (26,318) | $ (75,680) | $ (57,718) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common stock | Restricted Stock Units (RSUs) | Restricted Stock | Share-based Payment Arrangement | Cumulative Effect, Period of Adoption, Adjustment | Conversion of Class B to Class A common stock | Additional paid-in capital | Additional paid-in capitalCommon stock | Additional paid-in capitalRestricted Stock Units (RSUs) | Additional paid-in capitalShare-based Payment Arrangement | Additional paid-in capitalConversion of Class B to Class A common stock | Accumulated deficit | Accumulated deficitCumulative Effect, Period of Adoption, Adjustment | Accumulated other comprehensive income (loss) | Class A common stock | Class A common stockCommon stock | Class A common stockCommon stockCommon stock | Class A common stockCommon stockRestricted Stock Units (RSUs) | Class A common stockCommon stockRestricted Stock | Class A common stockCommon stockShare-based Payment Arrangement | Class A common stockCommon stockConversion of Class B to Class A common stock | Class B common stock | Class B common stockCommon stock | Class B common stockCommon stockRestricted Stock Units (RSUs) | Class B common stockCommon stockConversion of Class B to Class A common stock |
Beginning balance (in shares) at Dec. 31, 2019 | 87,072,000 | 213,101,000 | ||||||||||||||||||||||||
Beginning balance at Dec. 31, 2019 | $ 725,828 | $ 556 | $ 1,027,179 | $ (301,706) | $ 556 | $ 61 | $ 87 | $ 207 | ||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Issuance of common stock in connection with acquisition (in shares) | 107,000 | |||||||||||||||||||||||||
Issuance of common stock in connection with acquisition | 1,821 | 1,821 | ||||||||||||||||||||||||
Issuance of restricted stock in connection with acquisition (in shares) | 841,000 | |||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,582,000 | |||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options | 4,335 | 4,333 | $ 2 | |||||||||||||||||||||||
Repurchases of unvested common stock (in shares) | (37,000) | |||||||||||||||||||||||||
Issuance of common stock related to early exercised stock options (in shares) | (36,000) | |||||||||||||||||||||||||
Vesting of shares issued upon early exercise of stock options | 2,511 | 2,509 | $ 2 | |||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs (in shares) | 82,000 | 1,645,000 | ||||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs | 1 | (1) | $ 2 | |||||||||||||||||||||||
Tax withholding (in shares) | (11,000) | (13,000) | (402,000) | |||||||||||||||||||||||
Tax withholding | $ (7,308) | $ (376) | $ (7,308) | $ (376) | ||||||||||||||||||||||
Conversion of Class B to Class A common stock (in shares) | 96,438,000 | 96,438,000 | ||||||||||||||||||||||||
Conversion of Class B to Class A common stock | $ 0 | $ 0 | $ 97 | $ (97) | ||||||||||||||||||||||
Equity component of convertible senior notes, net of issuance costs | 200,812 | 200,812 | 0 | |||||||||||||||||||||||
Purchases of capped calls related to convertible senior notes | (67,333) | (67,333) | ||||||||||||||||||||||||
Common stock issued under employee stock purchase plan (in shares) | 421,000 | |||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | 5,447 | 5,447 | ||||||||||||||||||||||||
Stock-based compensation | 27,042 | 27,042 | ||||||||||||||||||||||||
Net loss | (58,881) | (58,881) | $ (26,404) | $ (32,477) | ||||||||||||||||||||||
Other Comprehensive income (loss) | 1,163 | 1,163 | ||||||||||||||||||||||||
Ending balance (in shares) at Jun. 30, 2020 | 184,900,000 | 120,524,000 | ||||||||||||||||||||||||
Ending balance at Jun. 30, 2020 | 835,618 | 1,194,125 | (360,031) | 1,224 | $ 184 | $ 116 | ||||||||||||||||||||
Beginning balance (in shares) at Mar. 31, 2020 | 154,622,000 | 148,735,000 | ||||||||||||||||||||||||
Beginning balance at Mar. 31, 2020 | 706,352 | 1,038,544 | (333,896) | 1,407 | $ 154 | $ 143 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Issuance of common stock in connection with acquisition | 717 | 717 | ||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,079,000 | |||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options | 1,660 | 1,659 | $ 1 | |||||||||||||||||||||||
Repurchases of unvested common stock (in shares) | (8,000) | |||||||||||||||||||||||||
Issuance of common stock related to early exercised stock options (in shares) | (21,000) | |||||||||||||||||||||||||
Vesting of shares issued upon early exercise of stock options | 1,288 | 1,287 | $ 1 | |||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs (in shares) | 50,000 | 522,000 | ||||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs | 1 | $ 1 | ||||||||||||||||||||||||
Tax withholding (in shares) | (13,000) | (5,000) | ||||||||||||||||||||||||
Tax withholding | $ (376) | (193) | $ (376) | (193) | ||||||||||||||||||||||
Conversion of Class B to Class A common stock (in shares) | 29,828,000 | 29,828,000 | ||||||||||||||||||||||||
Conversion of Class B to Class A common stock | $ 30 | $ (30) | ||||||||||||||||||||||||
Equity component of convertible senior notes, net of issuance costs | (200,812) | (200,812) | ||||||||||||||||||||||||
Purchases of capped calls related to convertible senior notes | (67,333) | (67,333) | ||||||||||||||||||||||||
Common stock issued under employee stock purchase plan (in shares) | 421,000 | |||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | 5,447 | 5,447 | ||||||||||||||||||||||||
Stock-based compensation | 13,561 | 13,561 | ||||||||||||||||||||||||
Net loss | (26,135) | (26,135) | $ (14,773) | $ (11,362) | ||||||||||||||||||||||
Other Comprehensive income (loss) | (183) | (183) | ||||||||||||||||||||||||
Ending balance (in shares) at Jun. 30, 2020 | 184,900,000 | 120,524,000 | ||||||||||||||||||||||||
Ending balance at Jun. 30, 2020 | 835,618 | 1,194,125 | (360,031) | 1,224 | $ 184 | $ 116 | ||||||||||||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 249,401,232 | 249,401,000 | 59,238,742 | 59,239,000 | ||||||||||||||||||||||
Beginning balance at Dec. 31, 2020 | $ 816,940 | 1,236,993 | (420,520) | 163 | $ 249 | $ 55 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Issuance of common stock in connection with acquisition (in shares) | 948,000 | |||||||||||||||||||||||||
Issuance of restricted stock in connection with acquisition (in shares) | 841,000 | |||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,257,000 | 411,000 | 1,811,000 | |||||||||||||||||||||||
Issuance of common stock upon exercise of stock options | $ 11,519 | 11,517 | $ 2 | |||||||||||||||||||||||
Repurchases of unvested common stock (in shares) | (67,000) | |||||||||||||||||||||||||
Issuance of common stock related to early exercised stock options (in shares) | (34,000) | |||||||||||||||||||||||||
Vesting of shares issued upon early exercise of stock options | 2,052 | 2,051 | $ 1 | |||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs (in shares) | 750,000 | 669,000 | ||||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs | 1 | (1) | $ 1 | $ 1 | ||||||||||||||||||||||
Tax withholding (in shares) | (14,000) | |||||||||||||||||||||||||
Tax withholding | (1,090) | (1,090) | $ 0 | |||||||||||||||||||||||
Conversion of Class B to Class A common stock (in shares) | 12,470,000 | 12,470,000 | ||||||||||||||||||||||||
Conversion of Class B to Class A common stock | $ 13 | $ (13) | ||||||||||||||||||||||||
Purchases of capped calls related to convertible senior notes | (67,300) | |||||||||||||||||||||||||
Common stock issued under employee stock purchase plan (in shares) | 131,000 | |||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | 7,174 | 7,174 | ||||||||||||||||||||||||
Stock-based compensation | 40,180 | 40,180 | ||||||||||||||||||||||||
Net loss | (75,473) | (75,473) | $ (62,079) | $ (13,394) | ||||||||||||||||||||||
Other Comprehensive income (loss) | (207) | (207) | ||||||||||||||||||||||||
Ending balance (in shares) at Jun. 30, 2021 | 263,095,826 | 263,096,000 | 49,269,288 | 49,269,000 | ||||||||||||||||||||||
Ending balance at Jun. 30, 2021 | 801,096 | 1,296,824 | (495,993) | (44) | $ 263 | $ 46 | ||||||||||||||||||||
Beginning balance (in shares) at Mar. 31, 2021 | 255,958,000 | 54,567,000 | ||||||||||||||||||||||||
Beginning balance at Mar. 31, 2021 | 804,040 | 1,264,182 | (460,483) | 34 | $ 256 | $ 51 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 90,000 | 885,000 | ||||||||||||||||||||||||
Issuance of common stock upon exercise of stock options | 3,554 | 3,554 | $ (1) | $ 1 | ||||||||||||||||||||||
Repurchases of unvested common stock (in shares) | (7,000) | |||||||||||||||||||||||||
Issuance of common stock related to early exercised stock options (in shares) | (1,000) | |||||||||||||||||||||||||
Vesting of shares issued upon early exercise of stock options | 1,021 | 1,021 | ||||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs (in shares) | 418,000 | 332,000 | ||||||||||||||||||||||||
Issuance of common stock related to settlement of RSUs | 2 | $ 1 | $ 1 | |||||||||||||||||||||||
Tax withholding (in shares) | (8,000) | |||||||||||||||||||||||||
Tax withholding | $ (560) | $ (560) | ||||||||||||||||||||||||
Conversion of Class B to Class A common stock (in shares) | 6,506,000 | 6,506,000 | ||||||||||||||||||||||||
Conversion of Class B to Class A common stock | $ 7 | $ (7) | ||||||||||||||||||||||||
Common stock issued under employee stock purchase plan (in shares) | 131,000 | |||||||||||||||||||||||||
Common stock issued under employee stock purchase plan | 7,174 | 7,174 | ||||||||||||||||||||||||
Stock-based compensation | 21,453 | 21,453 | ||||||||||||||||||||||||
Net loss | (35,510) | (35,510) | $ (29,774) | $ (5,736) | ||||||||||||||||||||||
Other Comprehensive income (loss) | (78) | (78) | ||||||||||||||||||||||||
Ending balance (in shares) at Jun. 30, 2021 | 263,095,826 | 263,096,000 | 49,269,288 | 49,269,000 | ||||||||||||||||||||||
Ending balance at Jun. 30, 2021 | $ 801,096 | $ 1,296,824 | $ (495,993) | $ (44) | $ 263 | $ 46 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash Flows From Operating Activities | ||
Net loss | $ (75,473) | $ (58,881) |
Adjustments to reconcile net loss to cash provided by (used in) operating activities: | ||
Depreciation and amortization expense | 31,245 | 22,113 |
Non-cash operating lease costs | 11,004 | 9,332 |
Amortization of deferred contract acquisition costs | 12,915 | 7,462 |
Stock-based compensation expense | 38,589 | 25,346 |
Amortization of debt discount and issuance costs | 18,154 | 4,303 |
Net accretion of discounts and amortization of premiums on available-for-sale securities | 3,864 | (367) |
Deferred income taxes | (6,616) | (2,621) |
Provision for bad debt | 2,009 | 2,493 |
Other | 84 | (95) |
Changes in operating assets and liabilities, net of effect of acquisitions: | ||
Accounts receivable, net | (14,363) | (12,272) |
Contract assets | (1,711) | (161) |
Deferred contract acquisition costs | (25,326) | (16,158) |
Prepaid expenses and other current assets | (1,465) | (171) |
Other noncurrent assets | 1,590 | (894) |
Accounts payable | 6,767 | 4,333 |
Accrued expenses and other current liabilities | 10,936 | 4,179 |
Operating lease liabilities | (10,371) | (10,205) |
Deferred revenue | 27,721 | 13,371 |
Other noncurrent liabilities | 1,396 | (1,396) |
Net cash provided by (used in) operating activities | 30,949 | (10,289) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (35,840) | (30,605) |
Capitalized internal-use software | (7,103) | (9,863) |
Cash paid for acquisitions, net of cash acquired | 0 | (13,691) |
Purchases of available-for-sale securities | (381,205) | (579,437) |
Maturities of available-for-sale securities | 514,344 | 323,832 |
Other investing activities | 50 | 223 |
Net cash provided by (used in) investing activities | 90,246 | (309,541) |
Cash Flows From Financing Activities | ||
Gross proceeds from issuance of convertible senior notes | 0 | 575,000 |
Purchases of capped calls related to convertible senior notes | 0 | (67,333) |
Cash paid for issuance costs on convertible senior notes | 0 | (12,520) |
Proceeds from the exercise of stock options | 11,519 | 4,335 |
Proceeds from the early exercise of stock options | 95 | 80 |
Repurchases of unvested common stock | (169) | (101) |
Payments on note payable | 0 | (200) |
Proceeds from the issuance of common stock for employee stock purchase plan | 7,174 | 5,447 |
Net cash provided by financing activities | 17,529 | 497,024 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid for interest | 2,186 | 34 |
Cash paid for income taxes, net of refunds | 942 | 30 |
Cash paid for operating lease liabilities | 10,361 | 9,944 |
Supplemental Disclosure of Non-cash Investing and Financing Activities: | ||
Stock-based compensation capitalized for software development | 1,542 | 1,632 |
Accounts payable and accrued expenses related to property and equipment additions | 19,342 | 4,651 |
Vesting of early exercised stock options | 2,052 | 2,511 |
Indemnity holdback consideration associated with business combinations | 0 | 2,188 |
Issuance of common stock related to an acquisition | 0 | 1,821 |
Operating lease right-of-use assets obtained in exchange for operating lease liabilities | 11,605 | 4,607 |
Derecognition of build-to-suit lease | 0 | 9,886 |
Net increase in cash, cash equivalents, and restricted cash | 138,724 | 177,194 |
Cash, cash equivalents, and restricted cash, beginning of period | 118,146 | 145,636 |
Cash, cash equivalents, and restricted cash, end of period | 256,870 | 322,830 |
Restricted Stock | ||
Cash Flows From Financing Activities | ||
Payment of tax withholding obligation | (1,090) | (7,308) |
Common stock | ||
Cash Flows From Financing Activities | ||
Payment of tax withholding obligation | $ 0 | $ (376) |
Organization and Basis of Prese
Organization and Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Organization and Description of Business Cloudflare, Inc. (the Company, Cloudflare, we, us, or our) is a global cloud services provider that delivers a broad range of services to businesses of all sizes and in all geographies, making them more secure, enhancing the performance of their business-critical applications, and eliminating the cost and complexity of managing individual network hardware. Cloudflare’s network serves as a scalable, easy-to-use, unified control plane to deliver security, performance, and reliability across on-premise, hybrid, cloud, and software-as-a-service (SaaS) applications. The Company was incorporated in Delaware in July 2009. The Company is headquartered in San Francisco, California. Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements and accompanying notes have been prepared in conformity with generally accepted accounting principles in the United States (U.S. GAAP) and applicable regulations of the Securities and Exchange Commission (the SEC) regarding interim financial reporting, and include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on December 31. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable required disclosures and regulations of the SEC. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020 . Initial Public Offering In September 2019, the Company completed an initial public offering (IPO) in which it issued and sold Class A common stock for net proceeds of $565.0 million, after deducting underwriting discounts and commissions and offering costs. Upon completion of the IPO, all of the Company's outstanding redeemable convertible preferred stock was automatically converted into Class A common stock and Class B common stock. In addition, all of the outstanding warrants to purchase shares of the Company's redeemable convertible preferred stock were automatically converted into outstanding warrants to purchase shares of Class B common stock, and all of the shares of Class B common stock held by former employees were automatically converted into Class A common stock. Unaudited Interim Condensed Consolidated Financial Information The accompanying interim condensed consolidated balance sheet as of June 30, 2021, the condensed consolidated statements of operations and of comprehensive loss for the three and six months ended June 30, 2021 and 2020, the condensed consolidated statements of cash flows for the six months ended June 30, 2021 and 2020, the condensed consolidated statements of stockholders’ equity for the three and six months ended June 30, 2021 and 2020, and the related footnote disclosures are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with U.S. GAAP. In management’s opinion, the unaudited interim condensed consolidated financial statements include all adjustments necessary to state fairly the Company’s financial position as of June 30, 2021, its results of operations for the three and six months ended June 30, 2021 and 2020, and its cash flows for the six months ended June 30, 2021 and 2020. The results for the three and six months ended June 30, 2021 are not necessarily indicative of the results expected for the full year ending December 31, 2021 or any future period. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020 . Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the condensed consolidated financial statements and accompanying notes to the condensed consolidated financial statements. Such estimates include, but are not limited to, allowance for doubtful accounts, deferred contract acquisitions costs, the period of benefit generated from the Company’s deferred contract acquisition costs, the capitalization and estimated useful life of internal-use software, the assessment of recoverability of intangible assets and their estimated useful lives, useful lives of property and equipment, liability and equity allocation of convertible senior notes, the determination of the incremental borrowing rate used for operating lease liabilities, the valuation and recognition of stock-based compensation expense, uncertain tax positions, and the recognition and measurement of current and deferred income tax assets and liabilities. Management bases these estimates and assumptions on historical experience and on various other assumptions that are believed to be reasonable. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstance that would require an update to its estimates or assumptions or a revision of the carrying value of its assets or liabilities as of August 6, 2021, the date of issuance of this Quarterly Report on Form 10-Q. These estimates and assumptions may change in the future, however, as new events occur and additional information is obtained . Actual results could differ materially from these estimates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Significant Accounting Policies The Company's significant accounting policies are discussed in the "Notes to Consolidated Financial Statements, Note 2. Summary of Significant Accounting Policies" in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020. There have been no significant changes to these policies that have had a material impact on the Company's condensed consolidated financial statements and related notes since the filing of the Company's Annual Report on Form 10-K for the year ended December 31, 2020. Recent Accounting Pronouncements Recently Issued Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (ASC 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (ASC 815-40). The FASB issued this ASU to simplify the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity's own equity. The Company does not have any contracts on its own equity; however, the Company does have convertible debt. This ASU removes the separation models for 1) convertible debt with a cash conversion feature and 2) convertible instruments with a beneficial conversion feature, as well as enhances the related disclosure and earnings per share guidance. Additionally, this update requires that convertible debt be recognized as a single liability measured at its amortized cost, if no bifurcation is required, and as a result, interest expense will be closer to the coupon interest rate. For public business entities, these amendments are effective for fiscal years beginning after December 15, 2021, with early adoption permitted for fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. Reclassification of prior year presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. Specifically, Accrued compensation is now presented as a separate line item on the condensed consolidated balance sheets and was previously included within Accrued expense and other current liabilities. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue Subscription and support revenue is recognized over time and accounted for substantially all of the Company’s revenue for the three and six months ended June 30, 2021 and 2020. The following table summarizes the revenue by region based on the billing address of customers who use the Company’s products: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Amount Percentage Amount Percentage Amount Percentage Amount Percentage United States $ 79,944 52 % $ 48,478 49 % $ 151,166 52 % $ 92,693 49 % Europe, Middle East, and Africa 39,696 26 % 25,912 26 % 75,228 26 % 49,018 26 % Asia Pacific 22,841 15 % 18,589 19 % 45,720 16 % 36,193 19 % Other 9,947 7 % 6,742 6 % 18,369 6 % 13,067 6 % Total $ 152,428 100 % $ 99,721 100 % $ 290,483 100 % $ 190,971 100 % The following table summarizes the revenue from contracts by type of customer: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Amount Percentage Amount Percentage Amount Percentage Amount Percentage Channel partners $ 16,872 11 % $ 10,153 10 % $ 32,234 11 % $ 19,312 10 % Direct customers 135,556 89 % 89,568 90 % 258,249 89 % 171,659 90 % Total $ 152,428 100 % $ 99,721 100 % $ 290,483 100 % $ 190,971 100 % Contract Balances Contract liabilities consist of deferred revenue and include payments received in advance of performance under the contract. Such amounts are recognized as revenue over the contractual period. For the six months ended June 30, 2021 and 2020, the Company recognized revenue of $45.6 million and $26.8 million, respectively, that was included in the corresponding contract liability balance at the beginning of the periods presented. The Company receives payments from customers based upon contractual billing schedules; accounts receivable are recorded when the right to consideration becomes unconditional. Standard payment terms are due upon receipt. Contract assets include amounts related to the Company’s contractual right to consideration for both completed and partially completed performance obligations that have not been invoiced. The following table summarizes the activity of the deferred contract acquisition costs: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Beginning balance $ 48,982 $ 28,171 $ 44,176 $ 25,184 Capitalization of contract acquisition costs 14,460 9,672 25,326 16,158 Amortization of deferred contract acquisition costs (6,855) (3,963) (12,915) (7,462) Ending balance $ 56,587 $ 33,880 $ 56,587 $ 33,880 The Company did not recognize any impairment losses of deferred contract acquisition costs during the periods presented. Remaining Performance Obligations |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received from sale of an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Assets and liabilities measured at fair value are classified into the following categories: • Level I: Observable inputs are unadjusted quoted prices in active markets for identical assets or liabilities; • Level II: Observable inputs are quoted prices for similar assets and liabilities in active markets or inputs other than quoted prices that are observable for the assets or liabilities, either directly or indirectly through market corroboration, for substantially the full term of the financial instruments; and • Level III: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. These inputs are based on the Company’s own assumptions used to measure assets and liabilities at fair value and require significant management judgment or estimation. The Company's cash equivalents are comprised of highly liquid money market funds and commercial paper. The Company classifies money market funds within Level I of the fair value hierarchy because they are valued based on quoted market prices in active markets. The Company classifies its investments, which are comprised of U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate bonds, within Level II of the fair value hierarchy because the fair value of these securities is priced by using inputs based on non-binding market consensus prices that are primarily corroborated by observable market data or quoted market prices for similar instruments. The Company recognizes transfers between levels within the fair value hierarchy, if any, at the end of each period. There were no transfers between levels during the periods presented. The following table summarizes the Company’s cash and available-for-sale securities’ amortized cost, unrealized gains (losses), and fair value by significant investment category reported as cash and cash equivalents, restricted cash, or available-for-sale securities as of June 30, 2021 and December 31, 2020. (in thousands) Reported as: June 30, 2021 Amortized Unrealized Unrealized Fair Value Cash & Available-for-sale securities Restricted Cash $ 61,304 $ — $ — $ 61,304 $ 58,645 $ — $ 2,659 Level I: Money market funds 188,565 — — 188,565 181,906 — 6,660 Level II: Corporate bonds 147,889 25 (23) 147,891 — 147,891 — U.S. treasury securities 465,585 73 (46) 465,612 — 465,612 — U.S. government agency securities 10,518 2 — 10,520 — 10,520 — Commercial paper 168,968 — — 168,968 7,000 161,968 — Subtotal 792,960 100 (69) 792,991 7,000 785,991 — Total assets measured at fair value on a recurring basis $ 1,042,829 $ 100 $ (69) $ 1,042,860 $ 247,551 $ 785,991 $ 9,319 (in thousands) Reported as: December 31, 2020 Amortized Unrealized Unrealized Fair Cash & Available-for-sale securities Restricted Cash $ 22,114 $ — $ — $ 22,114 $ 19,523 $ — $ 2,591 Level I: Money market funds 71,038 — — 71,038 64,378 — 6,660 Level II: Corporate bonds 169,324 43 (26) 169,341 — 169,341 — U.S. treasury securities 576,652 223 (4) 576,871 — 576,871 — U.S. government agency securities 15,617 4 (1) 15,620 — 15,620 — Commercial paper 186,363 — — 186,363 24,994 161,369 — Subtotal 947,956 270 (31) 948,195 24,994 923,201 — Total assets measured at fair value on a recurring basis $ 1,041,108 $ 270 $ (31) $ 1,041,347 $ 108,895 $ 923,201 $ 9,251 As of June 30, 2021 and December 31, 2020, the Company had $6.7 million in the long-term restricted cash related to irrevocable standby letters of credit established according to the requirements under lease agreements. The aggregate fair value of the Company’s money market funds approximated amortized cost and, as such, there were no unrealized gains or losses on money market funds as of June 30, 2021 and December 31, 2020. Realized gains and losses, net of tax, were not material for any of the periods presented. The amortized cost of available-for-sale investments with maturities less than one year was $674.8 million and $866.5 million as of June 30, 2021 and December 31, 2020, respectively. The amortized cost of available-for-sale investments with maturities greater than one year was $111.2 million and $56.5 million as of June 30, 2021 and December 31, 2020, respectively. As of June 30, 2021, net unrealized gains on investments were not material net of tax and were included in accumulated other comprehensive income on the condensed consolidated balance sheets. As of December 31, 2020, net unrealized gains on investments were $0.2 million net of tax and were included in accumulated other comprehensive income on the condensed consolidated balance sheets. The unrealized gains and losses on available-for-sale investments are related to U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate bonds. The Company determined any unrealized losses to be temporary. Factors considered in determining whether a loss is temporary include the financial condition and near-term prospects of the investee, the extent of the loss related to the credit of the issuer, the expected cash flows from the security, the Company’s intent to sell the security, and whether or not the Company will be required to sell the security before the recovery of its amortized cost. As of June 30, 2021, the Company's investment portfolio consisted of investment grade securities with an average credit rating of AA. The Company carries the 0.75% Convertible Senior Notes due May 2025 (the Notes) issued in May 2020 at face value less the unamortized discount and issuance costs on its condensed consolidated balance sheets and presents that fair value for disclosure purposes only. As of June 30, 2021 , the fair value of the Notes was $1,637.7 million. The fair value of the Notes, which are classified as Level II financial instruments, was determined based on the quoted bid prices of the Notes in an over-the-counter market on the last trading day of the reporting period. For further details on the Notes, refer to Note 7 to these condensed consolidated financial statements. The Company classifies financial instruments in Level III of the fair value hierarchy when there is reliance on at least one significant unobservable input to the valuation model. In addition to these unobservable inputs, the valuation models for Level III financial instruments typically also rely on a number of inputs that are readily observable, either directly or indirectly. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the asset or liability. There were no financial instruments classified as Level III of the fair value hierarchy as of June 30, 2021 and December 31, 2020. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Accounts Receivable, Net As of June 30, 2021 and December 31, 2020, the Company’s allowance for doubtful accounts was $2.4 million and $1.7 million, respectively. Bad debt expense for the three months ended June 30, 2021 and 2020 was $0.5 million and $0.3 million, respectively, and $2.0 million and $2.5 million for the six months ended June 30, 2021 and 2020, respectively. For the three months ended June 30, 2021 and 2020, write-off of uncollectible accounts receivable was $0.2 million and $0.9 million, respectively, and $1.2 million and $1.4 million for the six months ended June 30, 2021 and 2020, respectively. Property and Equipment, Net Property and equipment, net consisted of the following: June 30, 2021 December 31, 2020 (in thousands) Property and equipment: Servers—network infrastructure $ 130,224 $ 108,988 Construction in progress 32,893 11,242 Capitalized internal-use software 59,700 49,618 Office and computer equipment 22,857 17,867 Office furniture 5,581 5,657 Software 3,883 1,808 Leasehold improvements 10,229 10,686 Asset retirement obligation 430 430 Gross property and equipment 265,797 206,296 Less accumulated depreciation and amortization (109,078) (82,608) Total property and equipment, net $ 156,719 $ 123,688 Depreciation and amortization expense on property and equipment for the three months ended June 30, 2021 and 2020 was $15.1 million and $10.8 million, respectively, and $29.1 million and $20.7 million for the six months ended June 30, 2021 and 2020, respectively. This includes amortization expense for capitalized internal-use software which totaled $4.6 million and $2.8 million for the three months ended June 30, 2021 and 2020, respectively, and $8.8 million and $5.3 million for the six months ended June 30, 2021 and 2020, respectively. Goodwill As of June 30, 2021 and December 31, 2020, the Company's goodwill was $17.2 million. No goodwill impairments were recorded during the six months ended June 30, 2021 and 2020. Acquired Intangible Assets, Net Acquired intangible assets, net consisted of the following: June 30, 2021 Gross Carrying Accumulated Net Book (in thousands) Developed technology $ 5,600 $ 4,200 $ 1,400 Total acquired intangible assets, net $ 5,600 $ 4,200 $ 1,400 December 31, 2020 Gross Carrying Accumulated Net Book (in thousands) Developed technology $ 5,600 $ 2,800 $ 2,800 Total acquired intangible assets, net $ 5,600 $ 2,800 $ 2,800 Amortization of acquired intangible assets was $0.7 million for the three months ended June 30, 2021 and 2020 and $1.4 million for the six months ended June 30, 2021 and 2020. As of June 30, 2021, the estimated future amortization expense of acquired intangible assets was as follows: Estimated (in thousands) Year ending December 31, 2021 (remaining six months) 1,400 Total $ 1,400 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company's lease portfoli o consists of real estate and co-location agreements in the U.S. and internationally. The real estate leases include leases for office space and have remaining lease terms of up to 3.4 years. Certain of these leases contain options that allow the Company to extend or terminate the lease agreement. The Company's co-location leases have remaining lease terms of up to 6.8 years. All of the Company's leases are classified as operating leases. The Company also subleased one of its leased office spaces. The lease term of the sublease ended during the three months ended June 30, 2021. Sublease income, which is recorded as a reduction of rent expense was $0.4 million a nd $0.7 million f or the three months ended June 30, 2021 and 2020, respectively and $1.1 million and $1.4 million for the six months ended June 30, 2021 and 2020, respectively. The components of lease cost related to the Company's operating leases included in the condensed consolidated statements of operations were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 2021 2020 (in thousands) Operating lease cost $ 5,507 $ 4,789 $ 11,004 $ 9,332 Sublease income (350) (710) (1,096) (1,417) Total lease cost $ 5,157 $ 4,079 $ 9,908 $ 7,915 Variable lease cost and short-term lease cost for the three and six months ended June 30, 2021 were not material. As of June 30, 2021, the Company had $33.4 million of total undiscounted future payments under operating leases that have not yet commenced, which were not included on the condensed consolidated balance sheets. These operating leases will commence between July 2021 and October 2024 and have an average lease term of 3.5 years. As of June 30, 2021 , the weighted-average remaining term of the Company’s operating leases was 2.9 years and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 3.2%. Maturities of the operating lease liabilities as of June 30, 2021 are as follows: June 30, 2021 (in thousands) 2021 (remaining six months) $ 11,364 2022 17,785 2023 10,643 2024 6,182 2025 1,980 Thereafter 1,314 Total lease payments $ 49,268 Less: Imputed interest $ (2,301) Total operating lease liabilities $ 46,967 |
Leases | Leases The Company's lease portfoli o consists of real estate and co-location agreements in the U.S. and internationally. The real estate leases include leases for office space and have remaining lease terms of up to 3.4 years. Certain of these leases contain options that allow the Company to extend or terminate the lease agreement. The Company's co-location leases have remaining lease terms of up to 6.8 years. All of the Company's leases are classified as operating leases. The Company also subleased one of its leased office spaces. The lease term of the sublease ended during the three months ended June 30, 2021. Sublease income, which is recorded as a reduction of rent expense was $0.4 million a nd $0.7 million f or the three months ended June 30, 2021 and 2020, respectively and $1.1 million and $1.4 million for the six months ended June 30, 2021 and 2020, respectively. The components of lease cost related to the Company's operating leases included in the condensed consolidated statements of operations were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 2021 2020 (in thousands) Operating lease cost $ 5,507 $ 4,789 $ 11,004 $ 9,332 Sublease income (350) (710) (1,096) (1,417) Total lease cost $ 5,157 $ 4,079 $ 9,908 $ 7,915 Variable lease cost and short-term lease cost for the three and six months ended June 30, 2021 were not material. As of June 30, 2021, the Company had $33.4 million of total undiscounted future payments under operating leases that have not yet commenced, which were not included on the condensed consolidated balance sheets. These operating leases will commence between July 2021 and October 2024 and have an average lease term of 3.5 years. As of June 30, 2021 , the weighted-average remaining term of the Company’s operating leases was 2.9 years and the weighted-average discount rate used to measure the present value of the operating lease liabilities was 3.2%. Maturities of the operating lease liabilities as of June 30, 2021 are as follows: June 30, 2021 (in thousands) 2021 (remaining six months) $ 11,364 2022 17,785 2023 10,643 2024 6,182 2025 1,980 Thereafter 1,314 Total lease payments $ 49,268 Less: Imputed interest $ (2,301) Total operating lease liabilities $ 46,967 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Senior Notes In May 2020, the Company issued $575.0 million aggregate principal amount of the Notes in a private offering to qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act, including t he initial purchasers' exercise in full of their option to purchase an additional $75.0 million aggregate principal amount of the Notes. The total net proceeds from the issuance of the Notes, after deducting initial purchaser discounts and debt issuance costs, were $562.5 million . The Notes are senior unsecured obligations of the Company and will mature on May 15, 2025, unless earlier redeemed, repurchased, or converted, and are governed by the terms of the Indenture dated May 15, 2020 (the Indenture). Interest is payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2020, at a rate of 0.75% per year. The Notes are convertible at an initial conversion rate of 26.7187 shares of the Company's Class A common stock per $1,000 principal amount of the Notes, which is equivalent to an initial conversion price of approximately $37.43 per share, subject to adjustment upon the occurrence of specified events. The Notes may be converted at any time on or after February 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date. Holders of the Notes may convert all or any portion of their Notes at their option at any time prior to the close of business on the business day immediately preceding February 15, 2025 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2020 (and only during such calendar quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on each such trading day; (3) if the Company calls such Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. The circumstances described in paragraph (1) above were met during the second quarter of 2021 and as a result, the Notes are convertible at the option of the holder from July 1, 2021 until September 30, 2021. In addition, if the Notes are converted prior to the maturity date following certain specified corporate events or because the Company issues a notice of redemption, the Company will increase the conversion rate for such Notes converted in connection with such a corporate event or during the related redemption period, as the case may be, in certain circumstances. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company's Class A common stock, or a combination of cash and shares of the Company's Class A common stock, at the Company's election. It is the Company’s current intent to settle the principal amount of Notes with cash. The Company may not redeem the Notes prior to May 20, 2023. The Company may redeem for cash all or any portion of the Notes, at its option, on or after May 20, 2023, if the last reported sale price of the Company’s Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Notes. If the Company undergoes a fundamental change (as defined in the Indenture), holders of the Notes may require the Company to repurchase for cash all or any portion of their notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In accounting for the issuance of the Notes, the Company separated the Notes into liability and equity components . The carrying amount of the liability component was calculated by using an effective interest rate of 10.0%, which was determined by measuring the fair value of similar debt instruments that did not have an associated convertible feature. The carrying amount of the equity component representing the conversion option and recorded in additional paid-in capital was $205.3 million and was determined by deducting the fair value of the liability component from the par value of the Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the liability component over its carrying amount represents a debt discount that is amortized to interest expense over the contractual term of the Notes. In accounting for the issuance costs related to the Notes, the Company allocated the total amount incurred to the liability and equity components based on the proportion of the proceeds allocated to the debt and equity components. Issuance costs attributable to the liability component were $8.0 million (presented as a reduction to the carrying amount of debt) and are being amortized to interest expense over the contractual term of the Notes. The issuance costs attributable to the equity component were $4.5 million and are netted against the equity component in additional paid-in capital. The net carrying amount of the liability component of the Notes was as follows: June 30, 2021 December 31, 2020 (in thousands) Principal $ 575,000 $ 575,000 Unamortized debt discount (167,327) (184,674) Unamortized debt issuance costs (6,245) (7,051) Carrying amount of the liability component, net $ 401,428 $ 383,275 The net carrying amount of the equity component of the Notes was as follows: June 30, 2021 December 31, 2020 (in thousands) Proceeds allocated to the conversion option (debt discount) $ 205,290 $ 205,290 Less: allocated issuance costs (4,478) (4,478) Carrying amount of the equity component, net $ 200,812 $ 200,812 Based on the closing price of the Company's common stock o f $105.84 on June 30, 2021, the if-converted value of the Notes exceeded its principal amount by approximately $1,051.0 million. The remaining life of the Notes was approximately 47 months. The following table sets forth total interest expense recognized related to the Notes: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Coupon interest expense $ 1,078 $ 551 $ 2,156 $ 551 Amortization of debt discount 8,779 4,097 17,347 4,097 Amortization of debt issuance costs 404 206 807 206 Total $ 10,261 $ 4,854 $ 20,310 $ 4,854 Capped Call Transactions In connection with the offering of the Notes, the Company entered into privately-negotiated capped call transactions with certain financial institution counterparties (the Capped C alls). The Capped Calls each have an initial strike price of approximately $37.43 per share of the Company's Class A common stock, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls each have an initial cap price of approximately $57.58 per share, subject to certain adjustments. The Capped Calls initially cover, subject to anti-dilution adjustments, approximately 15.4 million shares of the Company's Class A common stock. The Capped Calls are intended to generally offset potential dilution to the Company's Class A common stock upon conversion of the Notes and/or offset the potential cash payments that the Company could be required to make in excess of the principal amount upon any conversion, subject to the cap price. The Capped Calls are subject to either adjustment or termination upon the occurrence of certain specified events affecting the Company, including a merger event, a tender offer, and a nationalization, insolvency, or delisting involving the Company. The Capped Calls expire in incremental components on each trading date between March 18, 2025 and May 13, 2025. The Capped Calls are recorded in stockholders' equity and are not accounted for as derivatives. The premium paid for the purchase of the Capped Calls of $67.3 million was recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Commitments Open purchase commitments are for the purchase of services under non-cancelable contracts. They are not recorded as liabilities on the condensed consolidated balance sheet as of June 30, 2021 as the Company has not yet received the related services. Refer to the table below for purchase commitments under non-cancelable contracts with various vendors as of June 30, 2021. Bandwidth & Co-location Commitments The Company enters into long-term non-cancelable agreements with providers in various countries to purchase capacity, such as bandwidth and co-location space, for the Company’s global network. Bandwidth and co-location costs for paying customers are recorded as cost of revenue in the condensed consolidated statements of operations and as sales and marketing expense in the condensed consolidated statements of operations for free customers. Such costs totaled $18.6 million and $12.5 million for the three months ended June 30, 2021 and 2020, respectively, and $35.0 million and $23.1 million for the six months ended June 30, 2021 and 2020, respectively. Refer to the table below for long-term bandwidth and co-location commitments under non-cancelable contracts with various networks and Internet service providers as of June 30, 2021. For the lease components of co-location agreements, refer to Note 6 to these condensed consolidated financial statements. Payments Due by Period as of June 30, 2021 Total 2021 (remaining six months) 2022 2023 2024 2025 Thereafter (in thousands) Non-cancelable: Open purchase agreements (1) $ 25,982 $ 8,878 $ 6,853 $ 4,482 $ 741 $ 752 $ 4,276 Bandwidth and other co-location related commitments (2) $ 52,978 $ 12,669 $ 19,638 $ 7,870 $ 4,744 $ 3,776 $ 4,281 Other commitments (3) $ 2,187 $ 2,187 $ — $ — $ — $ — $ — Total $ 81,147 $ 23,734 $ 26,491 $ 12,352 $ 5,485 $ 4,528 $ 8,557 (1) Open purchase commitments are for the purchase of services under non-cancelable contracts. They were not recorded as liabilities on the condensed consolidated balance sheet as of June 30, 2021 as the Company had not yet received the related services. (2) Long-term commitments for bandwidth usage and other co-location related commitments with various networks and Internet service providers. The costs for services not yet received were not recorded as liabilities on the condensed consolidated balance sheet as of June 30, 2021. (3) Indemnity holdback consideration associated with the S2 acquisition. See Note 13. Legal Matters From time to time the Company is a party to various legal proceedings that arise in the ordinary course of business. In addition, third parties may from time to time assert claims against the Company in the form of letters and other communications. Management currently believes that there is no pending or threatened legal proceeding to which the Company is a party that is likely to have a material adverse effect on the Company’s condensed consolidated financial statements. However, the results of legal proceedings are inherently unpredictable and if an unfavorable ruling were to occur in any of the legal proceedings there exists the possibility of a material adverse effect on the Company’s financial position, results of operations, and cash flows. The Company accrues for legal proceedings that it considers probable and for which the loss can be reasonably estimated. The Company also discloses material contingencies when it believes a loss is not probable but reasonably possible. Legal costs incurred and expected to be incurred related to litigation matters are expensed as incurred. The Company’s network and associated products are subject to various restrictions under U.S. export control and sanctions laws and regulations, including the U.S. Department of Commerce’s Export Administration Regulations (EAR) and various economic and trade sanctions regulations administered by the U.S. Department of the Treasury’s Office of Foreign Assets Controls (OFAC). The U.S. export control laws and U.S. economic sanctions laws include restrictions or prohibitions on the sale or supply of certain products and services to U.S. embargoed or sanctioned countries, governments, persons and entities and also require authorization for the export of certain encryption items. In addition, various countries regulate the import of certain encryption technology, including through import permitting and licensing requirements and have enacted or could enact laws that could limit the Company’s ability to distribute its network. Although the Company takes precautions to prevent its network and associated products from being accessed or used in violation of such laws, the Company may have inadvertently allowed its network and associated products to be accessed or used by some customers in apparent violation of U.S. economic sanctions laws, including by users in embargoed or sanctioned countries, and the Company may have exported or allowed the download of certain software prior to making required filings with the U.S. Department of Commerce’s Bureau of Industry and Security. As a result, the Company has submitted to OFAC and to the Bureau of Industry and Security a voluntary self-disclosure concerning potential violations, and the Company has submitted a voluntary self-disclosure to the Census Bureau regarding potential violations of the Foreign Trade Regulations related to some incorrect electronic export information statements to the U.S. government for certain hardware exports, which were authorized. The voluntary self-disclosure to the Census Bureau was completed with no penalties in November 2019, and the voluntary self-disclosure to the Bureau of Industry and Security was completed with no penalties in June 2020. The voluntary self-disclosure to OFAC remains under review. If the Company is found to be in violation of U.S. economic sanctions or export control laws, it could result in substantial fines and penalties for the Company and for the individuals working for the Company. The Company may also be adversely affected through other penalties, reputational harm, loss of access to certain markets or otherwise. No loss has been recognized in the condensed consolidated financial statements for this loss contingency as it is not probable a loss has been incurred and the range of a possible loss is not yet estimable. Guarantees and Indemnifications If the Company's services do not meet certain service level commitments, its contracted customers and certain of its pay-as-you-go customers are entitled to receive service credits, and in certain cases, refunds, each representing a form of variable consideration. To date, the Company has not incurred any material costs as a result of such commitments. The Company’s arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third-party’s intellectual property rights. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any liabilities related to such obligations in the condensed consolidated financial statements. The Company has also agreed to indemnify its directors, executive officers, and certain other employees for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by them in any action or proceeding to which any of them are, or are threatened to be, made a party by reason of their service as a director or officer. The Company maintains director and officer insurance coverage that would generally enable it to recover a portion of any future amounts paid. The Company also may be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
Common Stock
Common Stock | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Common Stock | Common Stock The Company’s amended and restated certificate of incorporation authorizes the issuance of Class A common stock and Class B common stock. The holder of each share of Class A common stock is entitled to one vote per share, while the holder of each share of Class B common stock is entitled to 10 votes per share. As of June 30, 2021 and December 31, 2020, the Company was authorized to issue 2,250,000,000 shares of Class A common stock and 315,000,000 shares of Class B common stock, each with a par value of $0.001 per share. There were 263,095,826 and 249,401,232 shares of Class A common stock issued and outstanding as of June 30, 2021 and December 31, 2020, respectively. The number of shares of Class B common stock issued and outstanding was 49,269,288 and 59,238,742, as of June 30, 2021 and December 31, 2020, respectively. Holders of the Company’s Class A common stock and Class B common stock are entitled to dividends when, as and if, declared by the Company’s Board of Directors, subject to the rights of the holders of all classes of stock outstanding having priority rights to dividends. Any dividends paid to the holders of the Class A common stock and Class B common stock will be paid on a pro rata basis. As of June 30, 2021 and December 31, 2020, the Company had not declared any dividends. The rights of the holders of Class A and Class B common stock are identical, except with respect to voting and conversion. Shares of the Company's Class B common stock are convertible into an equivalent number of shares of the Company's Class A common stock and generally convert into shares of the Company's Class A common stock upon cessation of employment or transfer, except for certain transfers described in the Company's amended and restated certificate of incorporation. Class A common stock and Class B common stock are referred to, collectively, as common stock throughout the notes to these condensed consolidated financial statements, unless otherwise indicated. Common Stock Reserved for Future Issuance Shares of common stock reserved for future issuance, on an as-if converted basis, are as follows: June 30, 2021 December 31, 2020 (in thousands) Convertible senior notes 19,972 19,972 Stock options issued and outstanding 15,813 18,186 Remaining shares available for issuance under the 2019 Plan 39,286 24,539 Outstanding and unsettled restricted stock units (RSUs) 8,113 7,808 Shares available for issuance under the ESPP 8,186 5,230 Total shares of common stock reserved 91,370 75,735 |
Stock-based Compensation
Stock-based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Equity Incentive Plans In 2010, the Company's Board of Directors adopted and stockholders approved the 2010 Equity Incentive Plan (2010 Plan). The 2010 Plan is a broad-based retention program and is intended to attract and retain talented employees, directors, and non-employee consultants. The 2010 Plan provides for the granting of stock options, restricted stock, RSUs, and stock appreciation rights to employees, directors, and consultants. Incentive stock options may be granted only to employees. All other awards under the 2010 Plan, including non-qualified stock options, may be granted to employees, directors, and consultants. Except for qualifying assumptions and substitutions of options, the exercise price of an incentive stock option and non-qualified stock option shall not be less than 100% of the fair market value of such shares on the date of grant. Prior to the Company's IPO, stock-based awards forfeited, canceled, or repurchased generally were returned to the pool of shares of common stock available for issuance under the 2010 Plan. In connection with the IPO, the 2010 Plan was terminated effective immediately prior to the effectiveness of the 2019 Equity Incentive Plan (2019 Plan) and the Company ceased granting any additional awards under the 2010 Plan. All outstanding awards under the 2010 Plan at the time of the termination of the 2010 Plan remain subject to the terms of the 2010 Plan, and any shares underlying stock options that expire or terminate or are forfeited or repurchased by the Company under the 2010 Plan will be automatically transferred to the 2019 Plan. In 2019, the Company's Board of Directors adopted and stockholders approved the 2019 Plan, which became effective one business day prior to the effective date of the Company's registration statement on Form S-1 for the IPO. The 2019 Plan provides for the granting of stock options, restricted stock, RSUs, stock appreciation rights, performance shares, performance stock units, and performance awards for the Company's Class A common stock to the Company's employees, directors, and consultants. Except as otherwise indicated below, the maximum number of shares of Class A common stock that may be issued under the 2019 Plan will not exceed 66,661,953 shares of the Company's Class A common stock, which is the sum of (1) 29,335,000 new shares, plus (2) an additional number of shares of Class A common stock not to exceed 37,326,953, consisting of the total number of shares of Class A or Class B common stock subject to outstanding awards granted under the 2010 Plan that, on or after the 2019 Plan became effective, are canceled, expire, or otherwise terminate prior to exercise or settlement; are repurchased by the Company because of the failure to vest; or are forfeited, tendered to, or withheld by the Company (or not issued) to satisfy a tax withholding obligation or the payment of an exercise price, if any, as such shares become available from time to time. Stock-based awards under the 2019 Plan that expire or are forfeited, canceled, or repurchased generally are returned to the pool of shares of Class A common stock available for issuance under the 2019 Plan. In addition, the number of shares of the Company's Class A common stock reserved for issuance under the 2019 Plan will automatically increase on January 1 of each calendar year, starting on January 1, 2021 through January 1, 2029, in an amount equal to the least of (i) 29,335,000 shares, (ii) 5% of the total number of shares of Class A and Class B common stock outstanding on December 31 of the fiscal year before the date of each automatic increase, or (iii) a lesser number of shares determined by the compensation committee of the Company's Board of Directors prior to the applicable January 1. Stock Options Under the 2010 Plan and 2019 Plan, at exercise, stock option awards entitle the holder to receive one share of Class B or Class A common stock, in the case of the 2010 Plan, or one share of Class A common stock, in the case of the 2019 Plan. Stock options granted under the 2010 Plan and the 2019 Plan generally vest over a four-year period subject to remaining continuously employed and expire no more than 10 years from the date of grant. The following table summarizes the stock options activity under the 2010 Plan and 2019 Plan for the six months ended June 30, 2021: Stock Options Outstanding (in thousands, except year and per share data) Shares Subject to Options Outstanding Weighted- Average Exercise Price per Option Weighted- Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Balances as of December 31, 2020 18,186 $ 3.92 7.0 $ 1,310,650 Options granted — $ — Options exercised (2,257) $ 5.15 $ 167,048 Options canceled/forfeited/expired (116) $ 2.72 Balances as of June 30, 2021 15,813 $ 3.75 6.5 $ 1,614,268 Vested and expected to vest as of June 30, 2021 15,813 $ 3.75 6.5 $ 1,614,260 Exercisable as of June 30, 2021 14,642 $ 2.62 6.3 $ 1,511,363 The Company did not grant any stock options during the three and six months ended June 30, 2021. The weighted-average assumptions used to determine the fair value of stock options granted during the six months ended June 30, 2020 were as follows: Six months ended June 30, 2020 Expected term (in years) 6.0 Expected volatility 40.3 % Risk-free interest rate 0.7 % Dividend yield — The weighted-average grant date fair value of options granted during the six months ended June 30, 2020 was $9.32 per share. The aggregate intrinsic value is the difference between the exercise price of the option and the estimated fair value of the underlying common stock. Options exercisable include 8,328,418 and 10,765,894 options that were unvested as of June 30, 2021 and December 31, 2020, respectively. The total grant date fair value for vested options in the six months ended June 30, 2021 and 2020 was $8.7 million and $3.7 million, respectively. As of June 30, 2021 and December 31, 2020, there was $15.8 million and $20.6 million, respectively, of unrecognized stock-based compensation expense related to unvested stock options that is expected to be recognized over a weighted-average period of 2.3 years and 2.6 years, respectively. Early Exercises of Stock Options The 2010 Plan allows for the early exercise of stock options for certain individuals as determined by the Company’s Board of Directors. Shares of common stock issued upon early exercises of unvested options are not deemed, for accounting purposes, to be issued until those shares vest according to their respective vesting schedules and accordingly, the consideration received for early exercises is initially recorded as a liability and reclassified to common stock and additional paid-in capital as the underlying awards vest. Stock options that are early exercised are subject to a repurchase option that allows the Company to repurchase within six months of an individual’s termination for any reason, including death and disability (or in the case of shares issued upon exercise of an option after termination, within six months of the date of exercise), any unvested shares of such individual for a repurchase price equal to the amount previously paid by the individual for such unvested shares. As of June 30, 2021 and December 31, 2020, the Company had $6.5 million and $8.6 million, respectively, recorded in liability for early exercise of unvested stock options, and the related number of unvested shares subject to repurchase was 2,932,886 and 3,871,772, respectively. Restricted Stock and Restricted Stock Units RSUs granted under the 2010 Plan generally vest upon the satisfaction of both a service-based vesting condition and a performance vesting condition, as defined below, occurring before these RSUs expire. RSUs granted under the 2019 Plan generally vest upon the satisfaction of a service-based vesting condition. The service-based vesting condition for employees under both the 2010 Plan and the 2019 Plan is typically satisfied over a four-year period, subject to remaining continuously employed. The performance vesting condition under the 2010 Plan was deemed satisfied upon the effective date of the Company's registration statement on Form S-1 filed with the SEC in connection with the IPO. In connection with the acquisition of S2, the Company issued 948,000 shares of Class A common stock to former S2 shareholders, some of which have joined the Company as employees. Of these issued shares, 841,000 shares are restricted stock that is subject to vesting, with 77.8% of this restricted stock vesting in two years from the acquisition date and the remainder of this restricted stock vesting in three years from the acquisition date, in each case subject to remaining continuously employed. None of these restricted shares vested during the three and six months ended June 30, 2021. The total grant date fair value for vested shares in the six months ended June 30, 2020 was $1.8 million. The total stock-based compensation expense for shares of unvested restricted stock for the six months ended June 30, 2021 and 2020 was $2.8 million and $2.8 million, respectively. As of June 30, 2021 and 2020, the total unrecognized stock-based compensation expense related to unvested restricted stock was $6.0 million and $11.6 million, respectively. For further details on the S2 acquisition, refer to Note 13 to these condensed consolidated financial statements. RSU and restricted stock activity for the six months ended June 30, 2021 was as follows: Restricted Stock and RSUs Weighted-Average (in thousands, except per share data) Unvested and outstanding as of December 31, 2020 8,629 $ 21.38 Granted - RSUs 1,260 $ 83.63 Granted - Restricted stock — $ — Vested - RSUs (1,397) $ 18.01 Vested - Restricted stock — $ — Forfeited (379) $ 26.65 Unvested as of June 30, 2021 8,113 $ 31.68 Vested and not yet released Outstanding as of June 30, 2021 8,113 $ 31.68 The total grant date fair value for vested RSUs for the six months ended June 30, 2021 and 2020 was $25.2 million and $10.9 million, respectively. The total stock-based compensation expense for RSUs for the three months ended June 30, 2021 and 2020 was $16.5 million and $8.7 million, respectively, and for the six months ended June 30, 2021 and 2020 was $30.1 million and $17.5 million, respectively. As of June 30, 2021 and December 31, 2020, the total unrecognized stock-based compensation expense related to unvested RSUs was $207.4 million and $141.8 million, respectively, that is expected to be recognized over a weighted-average period of 3.4 years and 3.5 years, respectively. 2019 Employee Stock Purchase Plan In September 2019, the Company's Board of Directors adopted and stockholders approved the 2019 Employee Stock Purchase Plan (ESPP), which became effective one business day prior to the effective date of the Company's registration statement on Form S-1 filed with the SEC in connection with the IPO. A total of 5,870,000 shares of Class A common stock were initially reserved for sale under the ESPP. The number of shares of Class A common stock reserved for issuance includes an annual increase on the first day of each fiscal year, beginning on January 1, 2021, by the least of (1) 5,870,000 shares of Class A common stock, (2) 1% of the total number of shares of Class A and Class B common stock outstanding on December 31 of the fiscal year before the date of each automatic increase; or (3) such lesser amount as the compensation committee of the Company's Board of Directors may determine prior to the applicable January 1. Generally, all regular employees, including executive officers, employed by the Company or by any of its designated subsidiaries, except for those holding 5% or more of the total combined voting power or value of all classes of common stock, may participate in the ESPP and may contribute, normally through payroll deductions, up to 10% of their eligible compensation for the purchase of Class A common stock under the ESPP. Unless otherwise determined by the compensation committee of the Board of Directors, Class A common stock will be purchased for the accounts of employees participating in the ESPP at a price per share that is the lesser of (1) 85% of the fair market value of a share of the Company's Class A common stock on the first date of an offering period, or (2) 85% of the fair market value of a share of the Company's Class A common stock on the date of purchase. The ESPP generally provides for six-month offering periods beginning on the first day of trading on or after November 15 and May 15 of each year and terminating on the last trading day on or before May 15 and November 15, approximately six months later, with identical purchase periods. Current employees cannot sell the shares of Class A common stock purchased under the ESPP until the day after the one-year anniversary of the purchase date of such shares, except for the withholding or sale of shares by the Company to meet any applicable tax withholding obligations. No employee may purchase (i) during each purchase period more than 1,500 shares of Class A common stock and (ii) shares under the ESPP at a rate in excess of $25,000 worth of the Company's Class A common stock based on the fair market value per share of the Company's Class A common stock at the beginning of an offering for each calendar year such purchase right is outstanding. During the three and six months ended June 30, 2021 and June 30, 2020, respectively, 130,870 and 421,300 shares of Class A common stock were purchased under the ESPP. As of June 30, 2021 and December 31, 2020, the total unrecognized stock-based compensation expense related to the ESPP was $2.5 million and $2.0 million, respectively, that is expected to be recognized over a weighted average period of 0.4 years. The weighted-average assumptions used to determine the fair value of the ESPP during the periods presented were as follows: Six months ended June 30, 2021 2020 Expected term (in years) 0.5 0.6 Risk-free interest rate 0.1 % 1.2 % Expected volatility 62.8 % 45.8 % Dividend yield — — % Stock-based Compensation Expense The following table sets forth the total stock-based compensation expense included in the Company’s condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Cost of revenue $ 579 $ 280 $ 993 $ 547 Sales and marketing 6,608 3,608 12,253 6,771 Research and development 9,509 5,374 17,873 11,464 General and administrative 3,855 3,187 7,470 6,564 Total stock-based compensation expense $ 20,551 $ 12,449 $ 38,589 $ 25,346 |
Net Loss per Share Attributable
Net Loss per Share Attributable to Common Stockholders | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss per Share Attributable to Common Stockholders | Net Loss per Share Attributable to Common Stockholders The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Class A Class B Class A Class B Class A Class B Class A Class B (in thousands, except per share data) Net loss attributable to common stockholders $ (29,774) $ (5,736) $ (14,773) $ (11,362) $ (62,079) $ (13,394) $ (26,404) $ (32,477) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 258,471 49,792 169,194 130,127 252,614 54,501 133,359 164,033 Net loss per share attributable to common stockholders, basic and diluted $ (0.12) $ (0.12) $ (0.09) $ (0.09) $ (0.25) $ (0.25) $ (0.20) $ (0.20) Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been antidilutive. The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive are as follows: June 30, 2021 2020 (in thousands) Convertible senior notes 15,363 15,363 Shares subject to repurchase 2,933 4,825 Unexercised stock options 15,812 20,085 Unvested restricted stock and RSUs 8,113 7,990 Shares issuable pursuant to the ESPP 141 228 Total 42,362 48,491 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The computation of the provision for (benefit from) income taxes for interim periods is determined by applying the estimated annual effective tax rate to year-to-date earnings from recurring operations and adjusting for discrete tax items recorded in the period. The Company's ability to estimate the geographic mix of earnings is impacted by the relatively high-growth nature of the business, fluctuations of business operations by country, and implementation of tax planning strategies. The Company recorded an income tax benefit of $4.3 million and $1.9 million f or the three months ended June 30, 2021 and 2020, respectively, and $5.1 million and $2.3 million for the six months ended June 30, 2021 and 2020, respectively. The benefit from income taxes of $4.3 million for the three months ended June 30, 2021 was primarily related to the excess tax benefits from stock-based compensation deductions and the remeasurement of deferred tax assets from an enacted tax rate change in the United Kingdom, offset by withholding taxes in the U.S. and income tax expense from profitable foreign jurisdictions. The benefit from income taxes of $1.9 million for the three months ended June 30, 2020 was primarily related to excess tax benefits from stock-based compensation deductions in the United Kingdom, offset by withholding taxes in the U.S. and income tax expense from profitable foreign jurisdictions. The benefit from income taxes of $5.1 million for the six months ended June 30, 2021 was primarily related to the excess tax benefits from stock-based compensation deductions and the remeasurement of deferred tax assets from an enacted tax rate change in the United Kingdom, offset by withholding taxes in the U.S. and income tax expense from profitable foreign jurisdictions. The benefit from income taxes of $2.3 million for the six months ended June 30, 2020 was primarily related to the partial release of the U.S. valuation allowance in connection with the acquisition of S2 and excess tax benefit from stock-based compensation deductions in the United Kingdom, offset by withholding taxes in the U.S. and income tax expense from profitable foreign jurisdictions. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business CombinationsIn January 2020, the Company acquired all of the outstanding shares of S2, a company based in Kirkland, Washington that has developed browser isolation technology, for a total purchase consideration of $17.7 million. The Company is incorporating S2's technology into the Company's Cloudflare Gateway product. The total purchase consideration included (i) acquisition-date cash payments of $13.7 million, net of $0.1 million of cash acquired, (ii) $1.8 million in shares of the Company’s Class A common stock, and (iii) a cash holdback of $2.2 million, which the Company is retaining for up to 18 months and will be payable to the previous owners of S2, subject to offset by the Company for any of the previous owners’ indemnification obligations in connection with the acquisition. Concurrent with the closing of the acquisition, the Company made a cash payment of $6.9 million to repay S2’s debt, which was part of the acquisition-date cash payments included in the purchase consideration. In connection with the acquisition, the Company entered into compensation arrangements for stock-based and cash awards with a value totaling $20.3 million, of which $1.4 million and $8.5 million were recognized as total compensation expense during the three and six months ended June 30, 2020, respectively. The Company recorded an additional $1.4 million and $2.8 million of compensation expense during the three and six months ended June 30, 2021, respectively. The remaining compensation amount of $6.1 million is being recognized over a future weighted-average period of 1.7 years subject to the recipients’ continued service with the Company. The fair values of assets acquired and liabilities assumed on the acquisition date are summarized as follows (in thousands): Prepaid expenses and other current assets $ 6 Developed technology 5,600 Goodwill 13,084 Total assets acquired 18,690 Accrued expenses and other current liabilities (208) Other noncurrent liabilities (782) Total purchase price $ 17,700 A note payable of $0.2 million, included in accrued expenses and other current liabilities in the table above, assumed on the acquisition date, was paid off during the fiscal year ended December 31, 2020. The acquired assets and assumed liabilities were recorded at their estimated fair values. The estimated useful life for the acquired developed technology is two years. The excess of the purchase price over the fair value of the net assets acquired was allocated to goodwill, none of which is expected to be deductible for tax purposes. Goodwill is primarily attributable to the assembled workforce as well as the anticipated synergies from the integration of S2's technology with the Company's technology. A purchase accounting adjustment of $0.8 million to revise purchase consideration and goodwill was made during the fiscal year ended December 31, 2020. This acquisition did not have a material impact on the Company’s condensed consolidated financial statements; therefore, historical and pro forma disclosures have not been presented. |
Segment and Geographic Informat
Segment and Geographic Information | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information The Company’s chief operating decision maker (CODM) is its CEO, President and COO, and CFO. Collectively, the CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. The Company has no segment managers who are held accountable by the CODM for operations, operating results, and planning for levels or components below the consolidated unit level. Accordingly, the Company has determined it has a single operating segment. Refer to Note 3 to these condensed consolidated financial statements for revenue by geography. The Company’s property and equipment, net, by geographic area were as follows: June 30, 2021 December 31, 2020 (in thousands) United States $ 106,777 $ 79,078 Rest of the world 49,942 44,610 Total property and equipment, net $ 156,719 $ 123,688 No single country other than the United States accounted for more than 10% of total property and equipment, net as of June 30, 2021 and December 31, 2020. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsOn July 6, 2021 the Company entered a triple net lease (the "Lease") for approximately 128,000 square feet of office space in Austin, Texas. The initial phase of the Lease commenced in July 2021 and has a legal term of 121 months with plans to occupy this portion of approximately 67,000 square feet during the three months ended June 30, 2022. The Lease has two options to renew for 5 years each at 100% market rate. It is not reasonably certain that these options would be exercised at this time. The total fixed payments per the terms of the Lease is approximately $46.2 million plus the Company's share of operating costs for the maturity of the lease. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation and Principles of ConsolidationThe accompanying interim condensed consolidated financial statements and accompanying notes have been prepared in conformity with generally accepted accounting principles in the United States (U.S. GAAP) and applicable regulations of the Securities and Exchange Commission (the SEC) regarding interim financial reporting, and include the accounts of the Company and its wholly-owned subsidiaries. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable required disclosures and regulations of the SEC. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020 . |
Principles of Consolidation | All intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Period | The Company’s fiscal year ends on December 31. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the condensed consolidated financial statements and accompanying notes to the condensed consolidated financial statements. Such estimates include, but are not limited to, allowance for doubtful accounts, deferred contract acquisitions costs, the period of benefit generated from the Company’s deferred contract acquisition costs, the capitalization and estimated useful life of internal-use software, the assessment of recoverability of intangible assets and their estimated useful lives, useful lives of property and equipment, liability and equity allocation of convertible senior notes, the determination of the incremental borrowing rate used for operating lease liabilities, the valuation and recognition of stock-based compensation expense, uncertain tax positions, and the recognition and measurement of current and deferred income tax assets and liabilities. Management bases these estimates and assumptions on historical experience and on various other assumptions that are believed to be reasonable. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstance that would require an update to its estimates or assumptions or a revision of the carrying value of its assets or liabilities as of August 6, 2021, the date of issuance of this Quarterly Report on Form 10-Q. These estimates and assumptions may change in the future, however, as new events occur and additional information is obtained . Actual results could differ materially from these estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Issued Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (ASC 470-20) and Derivatives and Hedging - Contracts in Entity's Own Equity (ASC 815-40). The FASB issued this ASU to simplify the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity's own equity. The Company does not have any contracts on its own equity; however, the Company does have convertible debt. This ASU removes the separation models for 1) convertible debt with a cash conversion feature and 2) convertible instruments with a beneficial conversion feature, as well as enhances the related disclosure and earnings per share guidance. Additionally, this update requires that convertible debt be recognized as a single liability measured at its amortized cost, if no bifurcation is required, and as a result, interest expense will be closer to the coupon interest rate. For public business entities, these amendments are effective for fiscal years beginning after December 15, 2021, with early adoption permitted for fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of this accounting standard update on its consolidated financial statements. |
Reclassification of prior year presentation | Reclassification of prior year presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. Specifically, Accrued compensation is now presented as a separate line item on the condensed consolidated balance sheets and was previously included within Accrued expense and other current liabilities. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table summarizes the revenue by region based on the billing address of customers who use the Company’s products: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Amount Percentage Amount Percentage Amount Percentage Amount Percentage United States $ 79,944 52 % $ 48,478 49 % $ 151,166 52 % $ 92,693 49 % Europe, Middle East, and Africa 39,696 26 % 25,912 26 % 75,228 26 % 49,018 26 % Asia Pacific 22,841 15 % 18,589 19 % 45,720 16 % 36,193 19 % Other 9,947 7 % 6,742 6 % 18,369 6 % 13,067 6 % Total $ 152,428 100 % $ 99,721 100 % $ 290,483 100 % $ 190,971 100 % The following table summarizes the revenue from contracts by type of customer: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Amount Percentage Amount Percentage Amount Percentage Amount Percentage Channel partners $ 16,872 11 % $ 10,153 10 % $ 32,234 11 % $ 19,312 10 % Direct customers 135,556 89 % 89,568 90 % 258,249 89 % 171,659 90 % Total $ 152,428 100 % $ 99,721 100 % $ 290,483 100 % $ 190,971 100 % |
Summary of Deferred Contract Acquisition Costs | The following table summarizes the activity of the deferred contract acquisition costs: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Beginning balance $ 48,982 $ 28,171 $ 44,176 $ 25,184 Capitalization of contract acquisition costs 14,460 9,672 25,326 16,158 Amortization of deferred contract acquisition costs (6,855) (3,963) (12,915) (7,462) Ending balance $ 56,587 $ 33,880 $ 56,587 $ 33,880 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value by Significant Investment Category | The following table summarizes the Company’s cash and available-for-sale securities’ amortized cost, unrealized gains (losses), and fair value by significant investment category reported as cash and cash equivalents, restricted cash, or available-for-sale securities as of June 30, 2021 and December 31, 2020. (in thousands) Reported as: June 30, 2021 Amortized Unrealized Unrealized Fair Value Cash & Available-for-sale securities Restricted Cash $ 61,304 $ — $ — $ 61,304 $ 58,645 $ — $ 2,659 Level I: Money market funds 188,565 — — 188,565 181,906 — 6,660 Level II: Corporate bonds 147,889 25 (23) 147,891 — 147,891 — U.S. treasury securities 465,585 73 (46) 465,612 — 465,612 — U.S. government agency securities 10,518 2 — 10,520 — 10,520 — Commercial paper 168,968 — — 168,968 7,000 161,968 — Subtotal 792,960 100 (69) 792,991 7,000 785,991 — Total assets measured at fair value on a recurring basis $ 1,042,829 $ 100 $ (69) $ 1,042,860 $ 247,551 $ 785,991 $ 9,319 (in thousands) Reported as: December 31, 2020 Amortized Unrealized Unrealized Fair Cash & Available-for-sale securities Restricted Cash $ 22,114 $ — $ — $ 22,114 $ 19,523 $ — $ 2,591 Level I: Money market funds 71,038 — — 71,038 64,378 — 6,660 Level II: Corporate bonds 169,324 43 (26) 169,341 — 169,341 — U.S. treasury securities 576,652 223 (4) 576,871 — 576,871 — U.S. government agency securities 15,617 4 (1) 15,620 — 15,620 — Commercial paper 186,363 — — 186,363 24,994 161,369 — Subtotal 947,956 270 (31) 948,195 24,994 923,201 — Total assets measured at fair value on a recurring basis $ 1,041,108 $ 270 $ (31) $ 1,041,347 $ 108,895 $ 923,201 $ 9,251 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following: June 30, 2021 December 31, 2020 (in thousands) Property and equipment: Servers—network infrastructure $ 130,224 $ 108,988 Construction in progress 32,893 11,242 Capitalized internal-use software 59,700 49,618 Office and computer equipment 22,857 17,867 Office furniture 5,581 5,657 Software 3,883 1,808 Leasehold improvements 10,229 10,686 Asset retirement obligation 430 430 Gross property and equipment 265,797 206,296 Less accumulated depreciation and amortization (109,078) (82,608) Total property and equipment, net $ 156,719 $ 123,688 |
Schedule of Acquired Intangible Assets, Net | Acquired intangible assets, net consisted of the following: June 30, 2021 Gross Carrying Accumulated Net Book (in thousands) Developed technology $ 5,600 $ 4,200 $ 1,400 Total acquired intangible assets, net $ 5,600 $ 4,200 $ 1,400 December 31, 2020 Gross Carrying Accumulated Net Book (in thousands) Developed technology $ 5,600 $ 2,800 $ 2,800 Total acquired intangible assets, net $ 5,600 $ 2,800 $ 2,800 |
Schedule of Estimated Future Amortization Expense of Acquired Intangible Assets | As of June 30, 2021, the estimated future amortization expense of acquired intangible assets was as follows: Estimated (in thousands) Year ending December 31, 2021 (remaining six months) 1,400 Total $ 1,400 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Components of Lease Costs | The components of lease cost related to the Company's operating leases included in the condensed consolidated statements of operations were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 2021 2020 (in thousands) Operating lease cost $ 5,507 $ 4,789 $ 11,004 $ 9,332 Sublease income (350) (710) (1,096) (1,417) Total lease cost $ 5,157 $ 4,079 $ 9,908 $ 7,915 |
Schedule of Lease Liability Maturities | Maturities of the operating lease liabilities as of June 30, 2021 are as follows: June 30, 2021 (in thousands) 2021 (remaining six months) $ 11,364 2022 17,785 2023 10,643 2024 6,182 2025 1,980 Thereafter 1,314 Total lease payments $ 49,268 Less: Imputed interest $ (2,301) Total operating lease liabilities $ 46,967 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Debt | The net carrying amount of the liability component of the Notes was as follows: June 30, 2021 December 31, 2020 (in thousands) Principal $ 575,000 $ 575,000 Unamortized debt discount (167,327) (184,674) Unamortized debt issuance costs (6,245) (7,051) Carrying amount of the liability component, net $ 401,428 $ 383,275 The net carrying amount of the equity component of the Notes was as follows: June 30, 2021 December 31, 2020 (in thousands) Proceeds allocated to the conversion option (debt discount) $ 205,290 $ 205,290 Less: allocated issuance costs (4,478) (4,478) Carrying amount of the equity component, net $ 200,812 $ 200,812 |
Schedule of Interest Expense | The following table sets forth total interest expense recognized related to the Notes: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Coupon interest expense $ 1,078 $ 551 $ 2,156 $ 551 Amortization of debt discount 8,779 4,097 17,347 4,097 Amortization of debt issuance costs 404 206 807 206 Total $ 10,261 $ 4,854 $ 20,310 $ 4,854 |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Purchase Commitments | Refer to the table below for long-term bandwidth and co-location commitments under non-cancelable contracts with various networks and Internet service providers as of June 30, 2021. For the lease components of co-location agreements, refer to Note 6 to these condensed consolidated financial statements. Payments Due by Period as of June 30, 2021 Total 2021 (remaining six months) 2022 2023 2024 2025 Thereafter (in thousands) Non-cancelable: Open purchase agreements (1) $ 25,982 $ 8,878 $ 6,853 $ 4,482 $ 741 $ 752 $ 4,276 Bandwidth and other co-location related commitments (2) $ 52,978 $ 12,669 $ 19,638 $ 7,870 $ 4,744 $ 3,776 $ 4,281 Other commitments (3) $ 2,187 $ 2,187 $ — $ — $ — $ — $ — Total $ 81,147 $ 23,734 $ 26,491 $ 12,352 $ 5,485 $ 4,528 $ 8,557 (1) Open purchase commitments are for the purchase of services under non-cancelable contracts. They were not recorded as liabilities on the condensed consolidated balance sheet as of June 30, 2021 as the Company had not yet received the related services. (2) Long-term commitments for bandwidth usage and other co-location related commitments with various networks and Internet service providers. The costs for services not yet received were not recorded as liabilities on the condensed consolidated balance sheet as of June 30, 2021. (3) Indemnity holdback consideration associated with the S2 acquisition. See Note 13. |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | Shares of common stock reserved for future issuance, on an as-if converted basis, are as follows: June 30, 2021 December 31, 2020 (in thousands) Convertible senior notes 19,972 19,972 Stock options issued and outstanding 15,813 18,186 Remaining shares available for issuance under the 2019 Plan 39,286 24,539 Outstanding and unsettled restricted stock units (RSUs) 8,113 7,808 Shares available for issuance under the ESPP 8,186 5,230 Total shares of common stock reserved 91,370 75,735 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock-based Awards | The following table summarizes the stock options activity under the 2010 Plan and 2019 Plan for the six months ended June 30, 2021: Stock Options Outstanding (in thousands, except year and per share data) Shares Subject to Options Outstanding Weighted- Average Exercise Price per Option Weighted- Average Remaining Contractual Terms (in years) Aggregate Intrinsic Value Balances as of December 31, 2020 18,186 $ 3.92 7.0 $ 1,310,650 Options granted — $ — Options exercised (2,257) $ 5.15 $ 167,048 Options canceled/forfeited/expired (116) $ 2.72 Balances as of June 30, 2021 15,813 $ 3.75 6.5 $ 1,614,268 Vested and expected to vest as of June 30, 2021 15,813 $ 3.75 6.5 $ 1,614,260 Exercisable as of June 30, 2021 14,642 $ 2.62 6.3 $ 1,511,363 |
Schedule of Assumptions Used to Determine the Fair Value of Stock Options Granted | The weighted-average assumptions used to determine the fair value of stock options granted during the six months ended June 30, 2020 were as follows: Six months ended June 30, 2020 Expected term (in years) 6.0 Expected volatility 40.3 % Risk-free interest rate 0.7 % Dividend yield — |
Schedule of Restricted Stock Units Activity | RSU and restricted stock activity for the six months ended June 30, 2021 was as follows: Restricted Stock and RSUs Weighted-Average (in thousands, except per share data) Unvested and outstanding as of December 31, 2020 8,629 $ 21.38 Granted - RSUs 1,260 $ 83.63 Granted - Restricted stock — $ — Vested - RSUs (1,397) $ 18.01 Vested - Restricted stock — $ — Forfeited (379) $ 26.65 Unvested as of June 30, 2021 8,113 $ 31.68 Vested and not yet released Outstanding as of June 30, 2021 8,113 $ 31.68 |
Schedule of Fair Value Assumptions for Employee Stock Purchase Plan | The weighted-average assumptions used to determine the fair value of the ESPP during the periods presented were as follows: Six months ended June 30, 2021 2020 Expected term (in years) 0.5 0.6 Risk-free interest rate 0.1 % 1.2 % Expected volatility 62.8 % 45.8 % Dividend yield — — % |
Schedule of Stock-based Compensation Expense | The following table sets forth the total stock-based compensation expense included in the Company’s condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Cost of revenue $ 579 $ 280 $ 993 $ 547 Sales and marketing 6,608 3,608 12,253 6,771 Research and development 9,509 5,374 17,873 11,464 General and administrative 3,855 3,187 7,470 6,564 Total stock-based compensation expense $ 20,551 $ 12,449 $ 38,589 $ 25,346 |
Net Loss per Share Attributab_2
Net Loss per Share Attributable to Common Stockholders (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders | The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Class A Class B Class A Class B Class A Class B Class A Class B (in thousands, except per share data) Net loss attributable to common stockholders $ (29,774) $ (5,736) $ (14,773) $ (11,362) $ (62,079) $ (13,394) $ (26,404) $ (32,477) Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 258,471 49,792 169,194 130,127 252,614 54,501 133,359 164,033 Net loss per share attributable to common stockholders, basic and diluted $ (0.12) $ (0.12) $ (0.09) $ (0.09) $ (0.25) $ (0.25) $ (0.20) $ (0.20) |
Schedule of Potential Shares of Common Stock Excluded from Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders | The potential shares of common stock that were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been antidilutive are as follows: June 30, 2021 2020 (in thousands) Convertible senior notes 15,363 15,363 Shares subject to repurchase 2,933 4,825 Unexercised stock options 15,812 20,085 Unvested restricted stock and RSUs 8,113 7,990 Shares issuable pursuant to the ESPP 141 228 Total 42,362 48,491 |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The fair values of assets acquired and liabilities assumed on the acquisition date are summarized as follows (in thousands): Prepaid expenses and other current assets $ 6 Developed technology 5,600 Goodwill 13,084 Total assets acquired 18,690 Accrued expenses and other current liabilities (208) Other noncurrent liabilities (782) Total purchase price $ 17,700 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Property and Equipment, Net by Geographic Area | The Company’s property and equipment, net, by geographic area were as follows: June 30, 2021 December 31, 2020 (in thousands) United States $ 106,777 $ 79,078 Rest of the world 49,942 44,610 Total property and equipment, net $ 156,719 $ 123,688 |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) $ in Millions | 1 Months Ended |
Sep. 30, 2019USD ($) | |
Class A common stock | Initial Public Offering | |
Class of Stock [Line Items] | |
Aggregate proceeds received from initial public offering, net of underwriters' discounts and commissions | $ 565 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 152,428 | $ 99,721 | $ 290,483 | $ 190,971 |
Geographic Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Sales Channel Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Channel partners | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 16,872 | $ 10,153 | $ 32,234 | $ 19,312 |
Channel partners | Sales Channel Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 11.00% | 10.00% | 11.00% | 10.00% |
Direct customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 135,556 | $ 89,568 | $ 258,249 | $ 171,659 |
Direct customers | Sales Channel Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 89.00% | 90.00% | 89.00% | 90.00% |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 79,944 | $ 48,478 | $ 151,166 | $ 92,693 |
United States | Geographic Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 52.00% | 49.00% | 52.00% | 49.00% |
Europe, Middle East, and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 39,696 | $ 25,912 | $ 75,228 | $ 49,018 |
Europe, Middle East, and Africa | Geographic Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 26.00% | 26.00% | 26.00% | 26.00% |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 22,841 | $ 18,589 | $ 45,720 | $ 36,193 |
Asia Pacific | Geographic Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 15.00% | 19.00% | 16.00% | 19.00% |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 9,947 | $ 6,742 | $ 18,369 | $ 13,067 |
Other | Geographic Concentration Risk | Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 7.00% | 6.00% | 6.00% | 6.00% |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized | $ 45.6 | $ 26.8 |
Revenue - Deferred Contract Acq
Revenue - Deferred Contract Acquisition Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Capitalized Contract Cost [Roll Forward] | ||||
Beginning balance | $ 48,982 | $ 28,171 | $ 44,176 | $ 25,184 |
Capitalization of contract acquisition costs | 14,460 | 9,672 | 25,326 | 16,158 |
Amortization of deferred contract acquisition costs | (6,855) | (3,963) | (12,915) | (7,462) |
Ending balance | $ 56,587 | $ 33,880 | $ 56,587 | $ 33,880 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Jun. 30, 2021USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, amount | $ 483.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 77.00% |
Remaining performance obligation, expected timing of satisfaction | 12 months |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Cash and Available-for-sale Debt Securities' Amortized Cost, Unrealized Gains (Losses) and Fair Value by Significant Investment Category (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | $ 247,551 | $ 108,895 |
Amortized Cost | 1,042,829 | 1,041,108 |
Unrealized Gain | 100 | 270 |
Unrealized (Loss) | (69) | (31) |
Fair Value | 1,042,860 | 1,041,347 |
Cash | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 61,304 | 22,114 |
Fair Value | 61,304 | 22,114 |
Level I | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 188,565 | 71,038 |
Fair Value | 188,565 | 71,038 |
Level II | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 792,960 | 947,956 |
Unrealized Gain | 100 | 270 |
Unrealized (Loss) | (69) | (31) |
Fair Value | 792,991 | 948,195 |
Level II | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 147,889 | 169,324 |
Unrealized Gain | 25 | 43 |
Unrealized (Loss) | (23) | (26) |
Fair Value | 147,891 | 169,341 |
Level II | U.S. treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 465,585 | 576,652 |
Unrealized Gain | 73 | 223 |
Unrealized (Loss) | (46) | (4) |
Fair Value | 465,612 | 576,871 |
Level II | U.S. government agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 10,518 | 15,617 |
Unrealized Gain | 2 | 4 |
Unrealized (Loss) | 0 | (1) |
Fair Value | 10,520 | 15,620 |
Level II | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Amortized Cost | 168,968 | 186,363 |
Unrealized Gain | 0 | 0 |
Unrealized (Loss) | 0 | 0 |
Fair Value | 168,968 | 186,363 |
Cash & Cash Equivalents | Fair Value, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value on a recurring basis | 247,551 | 108,895 |
Cash & Cash Equivalents | Fair Value, Recurring | Cash | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 58,645 | 19,523 |
Cash & Cash Equivalents | Fair Value, Recurring | Level I | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 181,906 | 64,378 |
Cash & Cash Equivalents | Fair Value, Recurring | Level II | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 7,000 | 24,994 |
Cash & Cash Equivalents | Fair Value, Recurring | Level II | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 7,000 | 24,994 |
Available-for-sale securities | Fair Value, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 785,991 | 923,201 |
Available-for-sale securities | Fair Value, Recurring | Level II | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 785,991 | 923,201 |
Available-for-sale securities | Fair Value, Recurring | Level II | Corporate bonds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 147,891 | 169,341 |
Available-for-sale securities | Fair Value, Recurring | Level II | U.S. treasury securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 465,612 | 576,871 |
Available-for-sale securities | Fair Value, Recurring | Level II | U.S. government agency securities | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 10,520 | 15,620 |
Available-for-sale securities | Fair Value, Recurring | Level II | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 161,968 | 161,369 |
Restricted Cash | Fair Value, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets measured at fair value on a recurring basis | 9,319 | 9,251 |
Restricted Cash | Fair Value, Recurring | Cash | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 2,659 | 2,591 |
Restricted Cash | Fair Value, Recurring | Level I | Money market funds | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | 6,660 | 6,660 |
Restricted Cash | Fair Value, Recurring | Level II | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $ 0 | 0 |
Restricted Cash | Fair Value, Recurring | Level II | Commercial paper | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair Value | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) | Jun. 30, 2021 | Dec. 31, 2020 | May 31, 2020 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Restricted cash | $ 6,660,000 | $ 6,660,000 | |
Amortized cost of available-for-sale investments with maturities less than one year | 674,800,000 | 866,500,000 | |
Amortized cost of available-for-sale investments with maturities greater than one year | 111,200,000 | 56,500,000 | |
Net unrealized gains on investments, net of tax | 200,000 | ||
Convertible senior notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Interest rate | 0.75% | ||
Debt instrument, fair value | 1,637,700,000 | ||
Money market funds | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Unrealized gain | 0 | 0 | |
Unrealized loss | $ 0 | $ 0 |
Balance Sheet Components - Acco
Balance Sheet Components - Accounts Receivable, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Allowance for doubtful accounts | $ 2,400 | $ 2,400 | $ 1,700 | ||
Bad debt expense | 500 | $ 300 | 2,009 | $ 2,493 | |
Write-off of uncollectible accounts receivable | $ 200 | $ 900 | $ 1,200 | $ 1,400 |
Balance Sheet Components - Prop
Balance Sheet Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | $ 265,797 | $ 265,797 | $ 206,296 | ||
Less accumulated depreciation and amortization | (109,078) | (109,078) | (82,608) | ||
Total property and equipment, net | 156,719 | 156,719 | 123,688 | ||
Depreciation and amortization expense | 15,100 | $ 10,800 | 29,100 | $ 20,700 | |
Servers—network infrastructure | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 130,224 | 130,224 | 108,988 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 32,893 | 32,893 | 11,242 | ||
Capitalized internal-use software | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 59,700 | 59,700 | 49,618 | ||
Depreciation and amortization expense | 8,800 | $ 5,300 | |||
Office and computer equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 22,857 | 22,857 | 17,867 | ||
Office furniture | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 5,581 | 5,581 | 5,657 | ||
Software | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 3,883 | 3,883 | 1,808 | ||
Depreciation and amortization expense | 4,600 | $ 2,800 | |||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | 10,229 | 10,229 | 10,686 | ||
Asset retirement obligation | |||||
Property, Plant and Equipment [Line Items] | |||||
Gross property and equipment | $ 430 | $ 430 | $ 430 |
Balance Sheet Components - Good
Balance Sheet Components - Goodwill (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Goodwill | $ 17,167,000 | $ 17,167,000 | |
Goodwill, impairment loss | $ 0 | $ 0 |
Balance Sheet Components - Acqu
Balance Sheet Components - Acquired Intangible Assets, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | $ 5,600 | $ 5,600 | $ 5,600 | ||
Accumulated Amortization | 4,200 | 4,200 | 2,800 | ||
Net Book Value | 1,400 | 1,400 | 2,800 | ||
Amortization of acquired intangible assets | 700 | $ 700 | 1,400 | $ 1,400 | |
Developed technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Carrying Amount | 5,600 | 5,600 | 5,600 | ||
Accumulated Amortization | 4,200 | 4,200 | 2,800 | ||
Net Book Value | $ 1,400 | $ 1,400 | $ 2,800 |
Balance Sheet Components - Esti
Balance Sheet Components - Estimated Future Amortization Expense of Acquired Intangible Assets, Net (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
2021 (remaining six months) | $ 1,400 | |
Net Book Value | $ 1,400 | $ 2,800 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term (up to) | 3 years 4 months 24 days | 3 years 4 months 24 days | ||
Sublease income | $ 350 | $ 710 | $ 1,096 | $ 1,417 |
Lease not yet commenced, undiscounted amount | $ 33,400 | $ 33,400 | ||
Lease not yet commenced, term of contract | 3 years 6 months | 3 years 6 months | ||
Weighted average remaining lease term | 2 years 10 months 24 days | 2 years 10 months 24 days | ||
Operating lease, weighted average discount rate, percent | 3.20% | 3.20% | ||
Co-location Asset Lease | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term (up to) | 6 years 9 months 18 days | 6 years 9 months 18 days |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 5,507 | $ 4,789 | $ 11,004 | $ 9,332 |
Sublease income | (350) | (710) | (1,096) | (1,417) |
Total lease cost | $ 5,157 | $ 4,079 | $ 9,908 | $ 7,915 |
Leases - Lease Liability Maturi
Leases - Lease Liability Maturities (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Leases [Abstract] | |
2021 (remaining six months) | $ 11,364 |
2022 | 17,785 |
2023 | 10,643 |
2024 | 6,182 |
2025 | 1,980 |
Thereafter | 1,314 |
Total lease payments | 49,268 |
Less: Imputed interest | (2,301) |
Total operating lease liabilities | $ 46,967 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
May 31, 2020USD ($)$ / shares | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)day$ / sharesshares | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||||
Gross proceeds from issuance of convertible senior notes | $ 562,500,000 | $ 0 | $ 575,000,000 | ||
Convertible debt, conversion ratio | 0.0267187 | ||||
Conversion price (in dollars per share) | $ / shares | $ 37.43 | ||||
Convertible debt, equity component | $ 205,300,000 | $ 200,812,000 | $ 200,812,000 | ||
Closing share price (in dollars per share) | $ / shares | $ 105.84 | ||||
If-converted value in excess of principal | $ 1,051,000,000 | ||||
Remaining life, convertible debt | 47 months | ||||
Shares covered by capped calls (in shares) | shares | 15.4 | ||||
Purchases of capped calls related to convertible senior notes | $ 67,333,000 | $ 67,300,000 | $ 67,333,000 | ||
Class A common stock | |||||
Debt Instrument [Line Items] | |||||
Capped call, initial strike price (in dollars per share) | $ / shares | $ 37.43 | ||||
Capped call, initial cap price (in dollars per share) | $ / shares | $ 57.58 | ||||
Convertible senior notes | |||||
Debt Instrument [Line Items] | |||||
Debt principal amount | $ 575,000,000 | ||||
Face amount, additional principal issuable | $ 75,000,000 | ||||
Interest rate | 0.75% | ||||
Issuance cost, liability component | $ 8,000,000 | ||||
Issuance cost, equity component | $ 4,500,000 | ||||
Measurement Input, Effective Interest Rate | Convertible senior notes | |||||
Debt Instrument [Line Items] | |||||
Measurement input | 0.100 | ||||
Scenario One | |||||
Debt Instrument [Line Items] | |||||
Conversion requirement, threshold trading days | day | 20 | ||||
Conversion requirement, threshold consecutive trading days | day | 30 | ||||
Conversion requirement, threshold percentage of stock price trigger | 130.00% | ||||
Scenario Two | |||||
Debt Instrument [Line Items] | |||||
Conversion requirement, threshold trading days | day | 5 | ||||
Conversion requirement, threshold consecutive trading days | day | 5 | ||||
Conversion requirement, threshold percentage of stock price trigger | 98.00% | ||||
Scenario Three, Subsequent to May 20, 2023 | |||||
Debt Instrument [Line Items] | |||||
Conversion requirement, threshold trading days | day | 20 | ||||
Conversion requirement, threshold consecutive trading days | day | 30 | ||||
Conversion requirement, threshold percentage of stock price trigger | 130.00% | ||||
Redemption price, percentage | 100.00% | ||||
Scenario Four, Fundamental Change | |||||
Debt Instrument [Line Items] | |||||
Redemption price, percentage | 100.00% |
Debt - Liability Component (Det
Debt - Liability Component (Details) - Convertible senior notes - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Principal | $ 575,000 | $ 575,000 |
Unamortized debt discount | (167,327) | (184,674) |
Unamortized debt issuance costs | (6,245) | (7,051) |
Carrying amount of the liability component, net | $ 401,428 | $ 383,275 |
Debt - Equity Component (Detail
Debt - Equity Component (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | May 31, 2020 |
Debt Disclosure [Abstract] | |||
Proceeds allocated to the conversion option (debt discount) | $ 205,290 | $ 205,290 | |
Less: allocated issuance costs | (4,478) | (4,478) | |
Carrying amount of the equity component, net | $ 200,812 | $ 200,812 | $ 205,300 |
Debt - Schedule of Interest Com
Debt - Schedule of Interest Components (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Debt Disclosure [Abstract] | ||||
Coupon interest expense | $ 1,078 | $ 551 | $ 2,156 | $ 551 |
Amortization of debt discount | 8,779 | 4,097 | 17,347 | 4,097 |
Amortization of debt issuance costs | 404 | 206 | 807 | 206 |
Total | $ 10,261 | $ 4,854 | $ 20,310 | $ 4,854 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Cost and expenses related to bandwidth and other co-location commitments | $ 18.6 | $ 12.5 | $ 35 | $ 23.1 |
Commitment and Contingencies _2
Commitment and Contingencies - Schedule of Purchase Commitments (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Open Purchase Agreements | |
Total payments due, open purchase agreements | $ 25,982 |
2021 (remaining six months) | 8,878 |
2022 | 6,853 |
2023 | 4,482 |
2024 | 741 |
2025 | 752 |
Thereafter | 4,276 |
Bandwidth and Co-Location Commitments | |
Total payments due, bandwidth and co-location commitments | 52,978 |
2021 (remaining six months) | 12,669 |
2022 | 19,638 |
2023 | 7,870 |
2024 | 4,744 |
2025 | 3,776 |
Thereafter | 4,281 |
Other Commitments | |
Total payments due, other commitments | 2,187 |
2021 (remaining six months) | 2,187 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
Thereafter | 0 |
Total Purchase Commitments | |
Total | 81,147 |
2021 (remaining six months) | 23,734 |
2022 | 26,491 |
2023 | 12,352 |
2024 | 5,485 |
2025 | 4,528 |
Thereafter | $ 8,557 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) | Jun. 30, 2021vote$ / sharesshares | Dec. 31, 2020$ / sharesshares |
Class A common stock | ||
Class of Stock [Line Items] | ||
Common stock, number of votes per share | vote | 1 | |
Common stock, shares authorized (in shares) | 2,250,000,000 | 2,250,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common stock, shares issued (in shares) | 263,095,826 | 249,401,232 |
Common stock, shares outstanding (in shares) | 263,095,826 | 249,401,232 |
Class B common stock | ||
Class of Stock [Line Items] | ||
Common stock, number of votes per share | vote | 10 | |
Common stock, shares authorized (in shares) | 315,000,000 | 315,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Common stock, shares issued (in shares) | 49,269,288 | 59,238,742 |
Common stock, shares outstanding (in shares) | 49,269,288 | 59,238,742 |
Common Stock - Schedule of Comm
Common Stock - Schedule of Common Stock Reserved for Future Issuance (Details) - shares shares in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 91,370 | 75,735 |
2019 Plan | ||
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 39,286 | 24,539 |
Stock options issued and outstanding | ||
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 15,813 | 18,186 |
Outstanding and unsettled restricted stock units (RSUs) | ||
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 8,113 | 7,808 |
Shares available for issuance under the ESPP | ||
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 8,186 | 5,230 |
Convertible senior notes | ||
Class of Stock [Line Items] | ||
Shares of common stock reserved (in shares) | 19,972 | 19,972 |
Stock-based Compensation - Narr
Stock-based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock options granted (in shares) | 0 | 0 | |||||
Total grant date fair value for vested options | $ 8,700,000 | $ 3,700,000 | |||||
Issuance of common stock in connection with acquisition (in shares) | 948,000 | ||||||
Stock-based compensation expense | $ 20,551,000 | $ 12,449,000 | $ 38,589,000 | $ 25,346,000 | |||
Class A common stock | 2019 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized for issuance (in shares) | 66,661,953 | 66,661,953 | |||||
Number of new shares authorized for issuance (in shares) | 29,335,000 | 29,335,000 | |||||
Number of additional shares authorized for issuance (in shares) | 37,326,953 | 37,326,953 | |||||
Class A and Class B Common Stock | 2019 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Potential increase in number of shares authorized, as a percentage of total common stock outstanding | 5.00% | ||||||
Stock options issued and outstanding | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average grant date fair value for options granted (in dollars per share) | $ 9.32 | ||||||
Unvested options exercisable (in shares) | 8,328,418 | 8,328,418 | 10,765,894 | ||||
Options unrecognized stock-based compensation expense | $ 15,800,000 | $ 15,800,000 | $ 20,600,000 | ||||
Weighted-average remaining vesting period | 2 years 3 months 18 days | 2 years 7 months 6 days | |||||
Liability for early exercise of stock options | 6,500,000 | $ 6,500,000 | $ 8,600,000 | ||||
Number of unvested shares expected to be repurchased (in shares) | 3,871,772 | 2,932,886 | |||||
Stock options issued and outstanding | 2010 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Expiration period | 10 years | ||||||
Stock options issued and outstanding | Common stock | 2010 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Exercise price of common stock, percentage of fair market value | 100.00% | ||||||
Restricted Stock Units (RSUs) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
Weighted-average remaining vesting period | 3 years 6 months | 3 years 4 months 24 days | |||||
Number of shares vested during the period (in shares) | 1,397,000 | ||||||
Stock-based compensation expense | 16,500,000 | 8,700,000 | $ 30,100,000 | $ 17,500,000 | |||
Unrecognized stock-based compensation expense | $ 207,400,000 | 207,400,000 | 141,800,000 | ||||
Total grant date fair value for vested shares | $ 25,200,000 | 10,900,000 | |||||
Restricted Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of restricted stock in connection with acquisition (in shares) | 841,000 | ||||||
Number of shares vested during the period (in shares) | 0 | 0 | |||||
Restricted stock issued in connection with acquisition, aggregate grant date fair value | 1,800,000 | ||||||
Stock-based compensation expense | $ 2,800,000 | 2,800,000 | |||||
Unrecognized stock-based compensation expense | $ 6,000,000 | $ 11,600,000 | $ 6,000,000 | $ 11,600,000 | |||
Restricted Stock | Tranche One | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 2 years | ||||||
Vesting percentage | 77.80% | ||||||
Restricted Stock | Tranche Two | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Shares available for issuance under the ESPP | 2019 Employee Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average remaining vesting period | 4 months 24 days | ||||||
Unrecognized stock-based compensation expense | $ 2,500,000 | $ 2,500,000 | $ 2,000,000 | ||||
Maximum ownership percentage threshold for participation | 5.00% | ||||||
Maximum contribution percentage per employee | 10.00% | ||||||
Shares available for issuance under the ESPP | Class A common stock | 2019 Employee Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of additional shares allowable under the plan (in shares) | 5,870,000 | ||||||
Purchase price of common stock, percentage of fair value | 85.00% | ||||||
Offering period | 6 months | ||||||
Purchase period | 6 months | ||||||
Maximum number of shares available for repurchase for each employee (more than, in shares) | 1,500 | ||||||
Maximum value of shares available for repurchase for each employee | $ 25,000 | ||||||
Number of shares repurchased (in shares) | 130,870 | 421,300,000,000 | 130,870 | 421,300,000,000 | |||
Shares available for issuance under the ESPP | Class A and Class B Common Stock | 2019 Employee Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Potential increase in number of share authorized, as a percentage of total common stock outstanding | 1.00% |
Stock-based Compensation - Sche
Stock-based Compensation - Schedule of Stock-based Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Shares Subject to Options Outstanding | |||
Stock options outstanding, beginning balance (in shares) | 18,186,000 | ||
Stock options granted (in shares) | 0 | 0 | |
Stock options exercised (in shares) | (2,257,000) | ||
Stock options cancelled, forfeited, expired (in shares) | (116,000) | ||
Stock options outstanding, ending balance (in shares) | 15,813,000 | 15,813,000 | 18,186,000 |
Stock options vested and expected to vest (in shares) | 15,813,000 | 15,813,000 | |
Stock options exercisable (in shares) | 14,642,000 | 14,642,000 | |
Weighted- Average Exercise Price per Option | |||
Stock options outstanding, weighted-average exercise price, beginning balance (in dollars per share) | $ 3.92 | ||
Stock options granted, weighted-average exercise price (in dollars per share) | 0 | ||
Stock options exercised, weighted-average exercise price (in dollars per share) | 5.15 | ||
Stock options cancelled, forfeited, expired, weighted-averaged exercise price (in dollars per share) | 2.72 | ||
Stock options outstanding, weighted-average exercise price, ending balance (in dollars per share) | $ 3.75 | 3.75 | $ 3.92 |
Stock options vested and expected to vest, weighted-average exercise price (in dollars per share) | 3.75 | 3.75 | |
Stock options exercisable, weighted-average exercise price (in dollars per share) | $ 2.62 | $ 2.62 | |
Weighted- Average Remaining Contractual Terms (in years) | |||
Stock options outstanding, weighted-average remaining contractual term | 6 years 6 months | 7 years | |
Stock options vested and expected to vest, weighted-average remaining contractual term | 6 years 6 months | ||
Stock options exercisable, weighted-average remaining contractual term | 6 years 3 months 18 days | ||
Aggregate Intrinsic Value | |||
Stock options outstanding, aggregate intrinsic value | $ 1,614,268 | $ 1,614,268 | $ 1,310,650 |
Stock options exercised, aggregate intrinsic value | 167,048 | ||
Stock options vested and expected to vest, aggregate intrinsic value | 1,614,260 | 1,614,260 | |
Stock options exercisable, aggregate intrinsic value | $ 1,511,363 | $ 1,511,363 |
Stock-based Compensation - Sc_2
Stock-based Compensation - Schedule of Assumptions Used to Determine the Fair Value of Stock Options Granted (Details) - Stock options issued and outstanding | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 6 years |
Expected volatility | 40.30% |
Risk-free interest rate | 0.70% |
Dividend yield | 0.00% |
Stock-based Compensation - Sc_3
Stock-based Compensation - Schedule of Restricted Stock Units Activity (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021$ / sharesshares | Jun. 30, 2021$ / sharesshares | |
Restricted Stock and Restricted Stock Units | ||
Restricted Stock and RSUs | ||
Unvested and outstanding, beginning balance (in shares) | shares | 8,629,000 | |
Forfeited (in shares) | shares | (379,000) | |
Unvested, ending balance (in shares) | shares | 8,113,000 | 8,113,000 |
Vested and not yet released (in shares) | shares | ||
Outstanding at end of period (in shares) | shares | 8,113,000 | 8,113,000 |
Weighted-Average Grant Date Fair Value | ||
Unvested, weighted average grant date fair value, beginning balance (in dollars per share) | $ / shares | $ 21.38 | |
Forfeited (in dollars per share) | $ / shares | 26.65 | |
Unvested, weighted average grant date fair value, ending balance (in dollars per share) | $ / shares | $ 31.68 | 31.68 |
Vested and not yet released, weighted-average grant date fair value (in dollars per share) | $ / shares | ||
Outstanding at end of period, weighted-average grant date fair value (in dollars per share) | $ / shares | $ 31.68 | $ 31.68 |
Restricted Stock Units (RSUs) | ||
Restricted Stock and RSUs | ||
Granted (in shares) | shares | 1,260,000 | |
Vested (in shares) | shares | (1,397,000) | |
Weighted-Average Grant Date Fair Value | ||
Granted (in dollars per share) | $ / shares | $ 83.63 | |
Vested (in dollars per share) | $ / shares | $ 18.01 | |
Restricted Stock | ||
Restricted Stock and RSUs | ||
Granted (in shares) | shares | 0 | |
Vested (in shares) | shares | 0 | 0 |
Weighted-Average Grant Date Fair Value | ||
Granted (in dollars per share) | $ / shares | $ 0 | |
Vested (in dollars per share) | $ / shares | $ 0 |
Stock-based Compensation - Sc_4
Stock-based Compensation - Schedule of Fair Value Assumptions for Employee Stock Purchase Plan (Details) - Shares available for issuance under the ESPP | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 months | 7 months 6 days |
Risk-free interest rate | 0.10% | 1.20% |
Expected volatility | 62.80% | 45.80% |
Dividend yield | 0.00% | 0.00% |
Stock-based Compensation - Sc_5
Stock-based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 20,551 | $ 12,449 | $ 38,589 | $ 25,346 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 579 | 280 | 993 | 547 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 6,608 | 3,608 | 12,253 | 6,771 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 9,509 | 5,374 | 17,873 | 11,464 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 3,855 | $ 3,187 | $ 7,470 | $ 6,564 |
Net Loss per Share Attributab_3
Net Loss per Share Attributable to Common Stockholders - Schedule of Computation of Basic and Diluted Earnings per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss attributable to common stockholders | $ (35,510) | $ (26,135) | $ (75,473) | $ (58,881) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 308,263 | 299,321 | 307,115 | 297,392 |
Weighted-average shares used in computing net loss per share attributable to common stockholders diluted (in shares) | 308,263 | 299,321 | 307,115 | 297,392 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Net loss per share attributable to common stockholders diluted (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Class A common stock | Common stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss attributable to common stockholders | $ (29,774) | $ (14,773) | $ (62,079) | $ (26,404) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 258,471 | 169,194 | 252,614 | 133,359 |
Weighted-average shares used in computing net loss per share attributable to common stockholders diluted (in shares) | 258,471 | 169,194 | 252,614 | 133,359 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Net loss per share attributable to common stockholders diluted (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Class B common stock | Common stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net loss attributable to common stockholders | $ (5,736) | $ (11,362) | $ (13,394) | $ (32,477) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 49,792 | 130,127 | 54,501 | 164,033 |
Weighted-average shares used in computing net loss per share attributable to common stockholders diluted (in shares) | 49,792 | 130,127 | 54,501 | 164,033 |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Net loss per share attributable to common stockholders diluted (in dollars per share) | $ (0.12) | $ (0.09) | $ (0.25) | $ (0.20) |
Net Loss per Share Attributab_4
Net Loss per Share Attributable to Common Stockholders - Schedule of Potential Shares of Common Stock Excluded from Computation of Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - shares shares in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 42,362 | 48,491 |
Convertible senior notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 15,363 | 15,363 |
Shares subject to repurchase | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 2,933 | 4,825 |
Unexercised stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 15,812 | 20,085 |
Unvested restricted stock and RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 8,113 | 7,990 |
Shares issuable pursuant to the ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potential shares of common stock excluded from computation of diluted net loss per share attributable to common stockholders (in shares) | 141 | 228 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Benefit from income taxes | $ 4,310 | $ 1,938 | $ 5,143 | $ 2,276 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) - S2 Systems Corporation - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jan. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||||
Consideration transferred | $ 17.7 | |||||
Cash payments to acquire businesses | 13.7 | |||||
Cash acquired | 0.1 | |||||
Value of shares issued | 1.8 | |||||
Consideration held back | $ 2.2 | |||||
Consideration holdback period | 18 months | |||||
Payments to settle acquiree's outstanding debt | $ 6.9 | |||||
Compensation arrangements value | $ 20.3 | |||||
Compensation arrangement with individual, compensation expense | $ 1.4 | $ 1.4 | $ 2.8 | $ 8.5 | ||
Compensation arrangement with individual, recorded liability | $ 6.1 | $ 6.1 | ||||
Compensation arrangement, weighted-average remaining recognition period | 1 year 8 months 12 days | |||||
Repayments of notes payable | $ 0.2 | |||||
Estimated useful life of acquired developed technology | 2 years | |||||
Purchase accounting adjustment | $ 0.8 |
Business Combinations - Schedul
Business Combinations - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jan. 31, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 17,167 | $ 17,167 | |
S2 Systems Corporation | |||
Business Acquisition [Line Items] | |||
Prepaid expenses and other current assets | $ 6 | ||
Developed technology | 5,600 | ||
Goodwill | 13,084 | ||
Total assets acquired | 18,690 | ||
Accrued expenses and other current liabilities | (208) | ||
Other noncurrent liabilities | (782) | ||
Total purchase price | $ 17,700 |
Segment and Geographic Inform_3
Segment and Geographic Information - Narrative (Details) | 6 Months Ended |
Jun. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 1 |
Segment and Geographic Inform_4
Segment and Geographic Information - Schedule of Property and Equipment, Net by Geographic Area (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 156,719 | $ 123,688 |
United States | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 106,777 | 79,078 |
Rest of the world | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 49,942 | $ 44,610 |
Subsequent Events (Details)
Subsequent Events (Details) ft² in Thousands, $ in Thousands | Jul. 06, 2021USD ($)ft²option | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2022ft² |
Subsequent Event [Line Items] | ||||||
Operating lease cost | $ | $ 5,507 | $ 4,789 | $ 11,004 | $ 9,332 | ||
Building | Forecast | ||||||
Subsequent Event [Line Items] | ||||||
Area of office space | ft² | 67 | |||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Operating lease cost | $ | $ 46,200 | |||||
Subsequent Event | Building | ||||||
Subsequent Event [Line Items] | ||||||
Area of office space | ft² | 128 | |||||
Lease term | 121 months | |||||
Number of renewal options | option | 2 | |||||
Renewal term | 5 years | |||||
Market rate (in percent) | 100.00% |
Uncategorized Items - cloud-202
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-02 [Member] |