Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2022 | Oct. 26, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-38600 | |
Entity Registrant Name | TENABLE HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-5580846 | |
Entity Address, Address Line One | 6100 Merriweather Drive | |
Entity Address, City or Town | Columbia | |
Entity Address, State or Province | MD | |
Entity Address, Postal Zip Code | 21044 | |
City Area Code | 410 | |
Local Phone Number | 872-0555 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | TENB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 112,514,101 | |
Entity Central Index Key | 0001660280 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus (i.e. Q1,Q2,Q3,FY) | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 288,179 | $ 278,000 |
Short-term investments | 259,832 | 234,292 |
Accounts receivable (net of allowance for doubtful accounts of $268 and $524 at September 30, 2022 and December 31, 2021, respectively) | 147,944 | 136,601 |
Deferred commissions | 41,283 | 40,311 |
Prepaid expenses and other current assets | 48,583 | 60,234 |
Total current assets | 785,821 | 749,438 |
Property and equipment, net | 45,759 | 36,833 |
Deferred commissions (net of current portion) | 59,993 | 59,638 |
Operating lease right-of-use assets | 39,594 | 38,530 |
Acquired intangible assets, net | 78,456 | 71,536 |
Goodwill | 316,787 | 261,614 |
Other assets | 23,327 | 31,230 |
Total assets | 1,349,737 | 1,248,819 |
Current liabilities: | ||
Accounts payable and accrued expenses | 26,237 | 16,254 |
Accrued compensation | 37,154 | 54,051 |
Deferred revenue | 447,863 | 407,498 |
Operating lease liabilities | 5,576 | 2,320 |
Other current liabilities | 4,114 | 3,759 |
Total current liabilities | 520,944 | 483,882 |
Deferred revenue (net of current portion) | 145,849 | 123,387 |
Term loan, net of issuance costs (net of current portion) | 362,679 | 364,728 |
Operating lease liabilities (net of current portion) | 53,746 | 55,046 |
Other liabilities | 6,664 | 6,463 |
Total liabilities | 1,089,882 | 1,033,506 |
Stockholders’ equity: | ||
Common stock (par value: $0.01; 500,000 shares authorized; 112,401 and 108,929 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively) | 1,124 | 1,089 |
Additional paid-in capital | 985,864 | 869,059 |
Accumulated other comprehensive loss | (1,869) | (306) |
Accumulated deficit | (725,264) | (654,529) |
Total stockholders’ equity | 259,855 | 215,313 |
Total liabilities and stockholders’ equity | $ 1,349,737 | $ 1,248,819 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 268 | $ 524 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 500,000 | 500,000 |
Common stock, shares issued (in shares) | 112,401 | 108,929 |
Common stock, shares outstanding (in shares) | 112,401 | 108,929 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 174,851 | $ 138,664 | $ 498,560 | $ 392,112 |
Cost of revenue | 38,582 | 27,062 | 109,549 | 75,560 |
Gross profit | 136,269 | 111,602 | 389,011 | 316,552 |
Operating expenses: | ||||
Sales and marketing | 88,123 | 68,360 | 258,119 | 192,673 |
Research and development | 36,131 | 30,675 | 106,649 | 85,714 |
General and administrative | 24,973 | 23,785 | 77,969 | 67,066 |
Total operating expenses | 149,227 | 122,820 | 442,737 | 345,453 |
Loss from operations | (12,958) | (11,218) | (53,726) | (28,901) |
Interest income | 1,803 | 115 | 2,746 | 324 |
Interest expense | (5,082) | (3,594) | (12,246) | (3,873) |
Other expense, net | (2,073) | (823) | (4,880) | (1,360) |
Loss before income taxes | (18,310) | (15,520) | (68,106) | (33,810) |
Provision for income taxes | 420 | 726 | 2,629 | 1,822 |
Net loss | $ (18,730) | $ (16,246) | $ (70,735) | $ (35,632) |
Net loss per share, basic (in usd per share) | $ (0.17) | $ (0.15) | $ (0.64) | $ (0.34) |
Net loss per share, diluted (in usd per share) | $ (0.17) | $ (0.15) | $ (0.64) | $ (0.34) |
Weighted-average shares used to compute net loss per share, basic (in shares) | 111,937 | 106,869 | 110,843 | 105,765 |
Weighted-average shares used to compute net loss per share, diluted (in shares) | 111,937 | 106,869 | 110,843 | 105,765 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (18,730) | $ (16,246) | $ (70,735) | $ (35,632) |
Other comprehensive (loss) income, net of tax: | ||||
Unrealized (losses) gains on available-for-sale securities | (13) | 1 | (1,563) | (25) |
Other comprehensive (loss) income | (13) | 1 | (1,563) | (25) |
Comprehensive loss | $ (18,743) | $ (16,245) | $ (72,298) | $ (35,657) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit |
Beginning Balance (in shares) at Dec. 31, 2020 | 103,715 | ||||
Beginning Balance at Dec. 31, 2020 | $ 150,665 | $ 1,037 | $ 757,470 | $ 10 | $ (607,852) |
Increase (Decrease) in Stockholders' Deficit [Roll Forward] | |||||
Exercise of stock options (in shares) | 1,441 | ||||
Exercise of stock options | 10,919 | $ 15 | 10,904 | ||
Vesting of restricted stock units (in shares) | 1,533 | ||||
Vesting of restricted stock units | 0 | $ 15 | (15) | ||
Issuance of common stock under employee stock purchase plan (in shares) | 671 | ||||
Issuance of common stock under employee stock purchase plan | 13,736 | $ 7 | 13,729 | ||
Stock-based compensation | 58,394 | 58,394 | |||
Other comprehensive income loss | (25) | (25) | |||
Net loss | (35,632) | (35,632) | |||
Ending Balance (in shares) at Sep. 30, 2021 | 107,360 | ||||
Ending Balance at Sep. 30, 2021 | 198,057 | $ 1,074 | 840,482 | (15) | (643,484) |
Beginning Balance (in shares) at Jun. 30, 2021 | 106,510 | ||||
Beginning Balance at Jun. 30, 2021 | 185,455 | $ 1,065 | 811,644 | (16) | (627,238) |
Increase (Decrease) in Stockholders' Deficit [Roll Forward] | |||||
Exercise of stock options (in shares) | 229 | ||||
Exercise of stock options | 2,215 | $ 3 | 2,212 | ||
Vesting of restricted stock units (in shares) | 349 | ||||
Vesting of restricted stock units | 0 | $ 3 | (3) | ||
Issuance of common stock under employee stock purchase plan (in shares) | 272 | ||||
Issuance of common stock under employee stock purchase plan | 5,690 | $ 3 | 5,687 | ||
Stock-based compensation | 20,942 | 20,942 | |||
Other comprehensive income loss | 1 | 1 | |||
Net loss | (16,246) | (16,246) | |||
Ending Balance (in shares) at Sep. 30, 2021 | 107,360 | ||||
Ending Balance at Sep. 30, 2021 | $ 198,057 | $ 1,074 | 840,482 | (15) | (643,484) |
Beginning Balance (in shares) at Dec. 31, 2021 | 108,929 | 108,929 | |||
Beginning Balance at Dec. 31, 2021 | $ 215,313 | $ 1,089 | 869,059 | (306) | (654,529) |
Increase (Decrease) in Stockholders' Deficit [Roll Forward] | |||||
Exercise of stock options (in shares) | 1,090 | 1,090 | |||
Exercise of stock options | $ 10,655 | $ 11 | 10,644 | ||
Vesting of restricted stock units (in shares) | 1,939 | ||||
Vesting of restricted stock units | 0 | $ 19 | (19) | ||
Issuance of common stock under employee stock purchase plan (in shares) | 443 | ||||
Issuance of common stock under employee stock purchase plan | 14,791 | $ 5 | 14,786 | ||
Stock-based compensation | 91,394 | 91,394 | |||
Other comprehensive income loss | (1,563) | (1,563) | |||
Net loss | $ (70,735) | (70,735) | |||
Ending Balance (in shares) at Sep. 30, 2022 | 112,401 | 112,401 | |||
Ending Balance at Sep. 30, 2022 | $ 259,855 | $ 1,124 | 985,864 | (1,869) | (725,264) |
Beginning Balance (in shares) at Jun. 30, 2022 | 111,574 | ||||
Beginning Balance at Jun. 30, 2022 | 237,525 | $ 1,116 | 944,799 | (1,856) | (706,534) |
Increase (Decrease) in Stockholders' Deficit [Roll Forward] | |||||
Exercise of stock options (in shares) | 158 | ||||
Exercise of stock options | 1,979 | $ 2 | 1,977 | ||
Vesting of restricted stock units (in shares) | 482 | ||||
Vesting of restricted stock units | 0 | $ 4 | (4) | ||
Issuance of common stock under employee stock purchase plan (in shares) | 187 | ||||
Issuance of common stock under employee stock purchase plan | 5,909 | $ 2 | 5,907 | ||
Stock-based compensation | 33,185 | 33,185 | |||
Other comprehensive income loss | (13) | (13) | |||
Net loss | $ (18,730) | (18,730) | |||
Ending Balance (in shares) at Sep. 30, 2022 | 112,401 | 112,401 | |||
Ending Balance at Sep. 30, 2022 | $ 259,855 | $ 1,124 | $ 985,864 | $ (1,869) | $ (725,264) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (70,735) | $ (35,632) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 15,911 | 11,123 |
Stock-based compensation | 89,954 | 58,333 |
Other | 2,102 | 832 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (10,727) | 3,993 |
Prepaid expenses and other assets | 20,355 | (5,284) |
Accounts payable, accrued expenses and accrued compensation | (8,829) | 4,023 |
Deferred revenue | 61,731 | 38,747 |
Other current and noncurrent liabilities | (529) | (1,342) |
Net cash provided by operating activities | 99,233 | 74,793 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (13,910) | (3,769) |
Purchases of short-term investments | (190,440) | (211,755) |
Sales and maturities of short-term investments | 163,340 | 109,000 |
Business combinations, net of cash acquired | (66,993) | (98,489) |
Net cash used in investing activities | (108,003) | (205,013) |
Cash flows from financing activities: | ||
Payments on term loan | (2,813) | 0 |
Proceeds from term loan | 0 | 375,000 |
Credit facility issuance costs | 0 | (9,348) |
Proceeds from stock issued in connection with the employee stock purchase plan | 14,791 | 13,736 |
Proceeds from the exercise of stock options | 10,655 | 10,919 |
Other financing activities | 562 | (8) |
Net cash provided by financing activities | 23,195 | 390,299 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (4,276) | (2,418) |
Net increase in cash and cash equivalents and restricted cash | 10,149 | 257,661 |
Cash and cash equivalents and restricted cash at beginning of period | 278,271 | 178,463 |
Cash and cash equivalents and restricted cash at end of period | 288,420 | 436,124 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 10,619 | 1,765 |
Cash paid for income taxes, net of refunds | 7,630 | 5,186 |
Supplemental cash flow information related to leases: | ||
Cash payments for operating leases | $ 3,641 | $ 3,357 |
Business and Summary of Signifi
Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Summary of Significant Accounting Policies | Business and Summary of Significant Accounting Policies Business Description Tenable Holdings, Inc. (the “Company,” “we,” "us," or “our”) is a provider of Exposure Management solutions, which is a discipline for managing, measuring and comparing cybersecurity risk in the digital era. Our platform offerings provide broad visibility into security issues such as vulnerabilities, misconfigurations, internal and regulatory compliance violations and other indicators of the state of an organization’s security across IT infrastructure and applications, cloud environments, Active Directory and industrial internet of things and operational technology environments. Basis of Presentation The accompanying consolidated financial statements include the accounts of Tenable Holdings, Inc. and our wholly owned subsidiaries and have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) for interim financial information. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated statements are unaudited and should be read in conjunction with the consolidated financial statements and related notes included in our 2021 Annual Report on Form 10-K ("10-K") filed with the Securities and Exchange Commission on February 25, 2022. The consolidated financial statements have been prepared on a basis consistent with the audited annual consolidated financial statements included in the 10-K and, in the opinion of management, include all adjustments of a normal recurring nature necessary to fairly state our financial position, our results of operations, and cash flows. The results for the three and nine months ended September 30, 2022 are not necessarily indicative of the operating results expected for the year ending December 31, 2022 or any other future period. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates include, but are not limited to, the determination of the estimated economic life of perpetual licenses for revenue recognition, the estimated period of benefit for deferred commissions, the useful lives of long-lived assets, the fair value of acquired intangible assets, the valuation of stock-based compensation, the incremental borrowing rate for operating leases, and the valuation of deferred tax assets. We base these estimates on historical experience and on various other assumptions that we believe to be reasonable. Actual results could differ significantly from these estimates. Significant Accounting Policies |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following table presents a summary of revenue: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Subscription revenue $ 156,764 $ 122,156 $ 446,257 $ 343,725 Perpetual license and maintenance revenue 12,658 12,749 38,214 37,721 Professional services and other revenue 5,429 3,759 14,089 10,666 Revenue $ 174,851 $ 138,664 $ 498,560 $ 392,112 Concentrations We sell and market our products and services through our field sales force that works closely with our channel partners, which includes a network of distributors and resellers, in developing sales opportunities. We use a two-tiered channel model whereby we sell our products and services to our distributors, which in turn sell to resellers, which then sell to end-users. We derived 92% of revenue through our channel network in the three and nine months ended September 30, 2022 and 2021. One of our distributors accounted for 38% of revenue in the three and nine months ended September 30, 2022 and 39% and 40% of revenue in the three and nine months ended September 30, 2021, respectively. That same distributor accounted for 38% and 32% of accounts receivable at September 30, 2022 and December 31, 2021, respectively. Contract Balances We generally bill our customers in advance and accounts receivable are recorded when we have the right to invoice the customer. Contract liabilities consist of deferred revenue and include customer billings and payments received in advance of performance under the contract. In the three months ended September 30, 2022 and 2021 and the nine months ended September 30, 2022 and 2021, we recognized revenue of $156.3 million, $124.6 million, $350.6 million and $283.3 million, respectively, that was included in the deferred revenue balance at the beginning of each of the respective periods. Remaining Performance Obligations At September 30, 2022, the future estimated revenue related to unsatisfied performance obligations was $612.8 million, of which approximately 75% is expected to be recognized as revenue over the succeeding twelve months, and the remainder is expected to be recognized over the four years thereafter. Deferred Commissions The following summarizes the activity of deferred incremental costs of obtaining a contract: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Beginning balance $ 100,000 $ 78,497 $ 99,949 $ 78,876 Capitalization of contract acquisition costs 12,837 12,109 35,240 29,555 Amortization of deferred contract acquisition costs (11,561) (9,368) (33,913) (27,193) Ending balance $ 101,276 $ 81,238 $ 101,276 $ 81,238 |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 9 Months Ended |
Sep. 30, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash Equivalents and Short-Term Investments | Cash Equivalents and Short-Term Investments The following tables summarize the amortized cost, unrealized gain and loss and estimated fair value of cash equivalents and short-term investments: September 30, 2022 (in thousands) Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash equivalents Money market funds $ 204,249 $ — $ — $ 204,249 Total cash equivalents $ 204,249 $ — $ — $ 204,249 Short-term investments Commercial paper $ 144,557 $ — $ (524) $ 144,033 Corporate bonds 26,719 — (321) 26,398 Asset backed securities 17,197 — (163) 17,034 Certificates of deposit 10,000 — — 10,000 Supranational bonds 8,534 — (104) 8,430 U.S. Treasury and agency obligations 54,694 — (757) 53,937 Total short-term investments $ 261,701 $ — $ (1,869) $ 259,832 December 31, 2021 (in thousands) Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash equivalents Money market funds $ 178,518 $ — $ — $ 178,518 Total cash equivalents $ 178,518 $ — $ — $ 178,518 Short-term investments Commercial paper $ 134,165 $ — $ (47) $ 134,118 Corporate bonds 27,169 — (41) 27,128 Asset backed securities 27,464 — (53) 27,411 Certificates of deposit 10,000 — (8) 9,992 Supranational bonds 8,632 — (33) 8,599 U.S. Treasury and agency obligations 27,168 — (124) 27,044 Total short-term investments $ 234,598 $ — $ (306) $ 234,292 We considered the extent to which any unrealized losses on our short-term investments were driven by credit risk and other factors, including market risk, and if it is more-likely-than-not that we would have to sell the securities before the recovery of the amortized cost basis. At September 30, 2022, our unrealized losses were due to rising market interest rates compared to when the investments were initiated. We do not believe any unrealized losses represent credit losses, and it is unlikely we would sell the investments before we would recover their amortized cost basis. The contractual maturities of our short-term investments are as follows: September 30, 2022 (in thousands) Amortized Cost Estimated Fair Value Due within one year $ 258,745 $ 256,899 Due between one and two years 2,956 2,933 Total short-term investments $ 261,701 $ 259,832 At September 30, 2022 and December 31, 2021, cash and cash equivalents included $5.8 million of restricted cash primarily related to collateral for our outstanding letters of credit and excluded $0.2 million and $0.3 million, respectively, of restricted cash related to an account established as collateral for a lease arrangement, which is included in other assets on the consolidated balance sheets. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We measure certain financial instruments at fair value using a fair value hierarchy. In the hierarchy, assets are classified based on the lowest level inputs used in valuation into the following categories: • Level 1 — Quoted prices in active markets for identical assets and liabilities; • Level 2 — Observable inputs including quoted market prices for similar assets and liabilities in active markets, quoted prices for identical assets and liabilities in inactive markets, or inputs that are corroborated by observable market data; and • Level 3 — Unobservable inputs. The following tables summarize assets that are measured at fair value on a recurring basis: September 30, 2022 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 204,249 $ — $ — $ 204,249 Total cash equivalents $ 204,249 $ — $ — $ 204,249 Short-term investments Commercial paper $ — $ 144,033 $ — $ 144,033 Corporate bonds — 26,398 — 26,398 Asset backed securities — 17,034 — 17,034 Certificates of deposit — 10,000 — 10,000 Supranational bonds — 8,430 — 8,430 U.S. Treasury and agency obligations — 53,937 — 53,937 Total short-term investments $ — $ 259,832 $ — $ 259,832 December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 178,518 $ — $ — $ 178,518 Total cash equivalents $ 178,518 $ — $ — $ 178,518 Short-term investments Commercial paper $ — $ 134,118 $ — $ 134,118 Corporate bonds — 27,128 — 27,128 Asset backed securities — 27,411 — 27,411 Certificates of deposit — 9,992 — 9,992 Supranational bonds — 8,599 — 8,599 U.S. Treasury and agency obligations — 27,044 — 27,044 Total short-term investments $ — $ 234,292 $ — $ 234,292 We did not have any liabilities measured and recorded at fair value on a recurring basis at September 30, 2022 and December 31, 2021. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Computer software and equipment $ 44,698 $ 29,203 Furniture and fixtures 5,722 5,944 Leasehold improvements 27,200 26,713 Right-of-use assets under finance leases 1,325 1,343 Total 78,945 63,203 Less: accumulated depreciation and amortization (33,186) (26,370) Property and equipment, net $ 45,759 $ 36,833 Depreciation and amortization related to property and equipment was $2.7 million, $2.6 million, $7.6 million and $7.3 million in the three months ended September 30, 2022 and 2021 and the nine months ended September 30, 2022 and 2021, respectively. |
Acquisitions, Goodwill and Inta
Acquisitions, Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquisitions, Goodwill and Intangible Assets | Acquisitions, Goodwill and Intangible Assets Business Combinations In June 2022, we acquired Bit Discovery, a leader in external attack surface management (EASM). Adding Bit Discovery's EASM capabilities to our solutions provides customers with a comprehensive view of their attack surface and helps identify and eliminate areas of risk. We acquired 100% of Bit Discovery's equity for $44.0 million in cash, net of cash acquired of $2.2 million, through a share purchase agreement. In February 2022, we acquired Cymptom, a platform that proactively measures, maps and prioritizes probable attack paths, and enables security teams to preemptively focus response ahead of and during breaches. Through a share purchase agreement, we acquired 100% of Cymptom's equity in exchange for cash consideration, net of cash acquired, for $23.0 million. Cash consideration, net of cash acquired, was preliminarily allocated as follows: (in thousands) Bit Discovery Cymptom Intangible assets $ 11,100 $ 4,113 Goodwill 36,213 18,960 Deferred tax (liabilities) assets, net (2,501) 128 Other liabilities, net (779) (241) Total purchase price $ 44,033 $ 22,960 We are still finalizing the allocations of the purchase price, which may change as additional information becomes available related to acquired intangible assets, working capital and income taxes for Bit Discovery and working capital for Cymptom. Acquired intangible assets and their estimated useful lives at the date of acquisition are as follows: Bit Discovery Cymptom Intangible Assets Intangible Assets (dollars in thousands) Cost Estimated Useful Life Cost Estimated Useful Life Acquired technology $ 11,000 7 years $ 4,113 7 years Trade name 100 1 year — Acquired intangible assets $ 11,100 $ 4,113 The results of operations of Bit Discovery and Cymptom are included in our consolidated statements of operations from the acquisition date and were not material. Pro forma results of operations are not presented as they are not material to the consolidated statements of operations. In general and administrative expense, we recognized $0.3 million, $2.3 million, $2.3 million and $6.0 million of acquisition-related transaction costs in the three months ended September 30, 2022 and 2021 and the nine months ended September 30, 2022 and 2021, respectively. Goodwill and Acquired Intangible Assets The changes in the carrying amount of goodwill are as follows: (in thousands) Balance at December 31, 2021 $ 261,614 Acquired goodwill 55,173 Balance at September 30, 2022 $ 316,787 The excess purchase consideration over the fair value of acquired assets and liabilities is recorded as goodwill. The acquired goodwill reflects the synergies we expect from marketing and selling new capabilities from Bit Discovery and Cymptom to our customers. The acquired goodwill from both acquisitions is not tax deductible. Acquired intangible assets subject to amortization are as follows: September 30, 2022 December 31, 2021 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired technology $ 97,037 $ (18,694) $ 78,343 $ 81,924 $ (10,499) $ 71,425 Trade name 490 (377) 113 390 (279) 111 $ 97,527 $ (19,071) $ 78,456 $ 82,314 $ (10,778) $ 71,536 Amortization of acquired intangible assets was $3.1 million, $1.7 million, $8.3 million and $3.7 million in the three months ended September 30, 2022 and 2021 and the nine months ended September 30, 2022 and 2021, respectively. At September 30, 2022, our acquired intangible assets are expected to be amortized over an estimated weighted average period of 6.9 years. At September 30, 2022, estimated future amortization of acquired intangible assets is as follows: (in thousands) Year ending December 31, 2022 (1) $ 3,080 2023 12,252 2024 12,175 2025 12,175 2026 11,990 Thereafter 26,784 Total $ 78,456 _______________ (1) Represents the three months ending December 31, 2022. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Leases | Leases We have operating leases for office facilities and finance leases for office equipment. The components of lease expense were as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Operating lease cost $ 1,977 $ 1,924 $ 5,564 $ 5,700 Rent expense for short-term leases and finance lease costs in the three and nine months ended September 30, 2022 and 2021 were not material. Supplemental information related to leases was as follows: September 30, 2022 December 31, 2021 Operating leases Weighted average remaining lease term 8.4 years 9.2 years Weighted average discount rate 5.6% 5.5% Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 ROU assets obtained in exchange for lease obligations Operating leases $ 3,863 $ 2,215 $ 4,256 $ 2,215 In the three and nine months ended September 30, 2022 and 2021, we did not obtain any right-of-use assets in exchange for finance lease liabilities. Maturities of operating lease liabilities at September 30, 2022 were as follows: (in thousands) Year ending December 31, 2022 (1) $ 1,969 2023 9,027 2024 9,070 2025 8,886 2026 8,213 Thereafter 38,055 Total lease payments 75,220 Less: Imputed interest (15,898) Total $ 59,322 _______________ (1) Represents the three months ending December 31, 2022. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt Credit Agreement In July 2021, we entered into a credit agreement ("Credit Agreement") which is comprised of: • a $375.0 million senior secured term loan facility ("Term Loan"); and • a $50.0 million senior secured revolving credit facility ("Revolving Credit Facility"). The table below summarizes the carrying value of the Term Loan: (in thousands) September 30, 2022 Term loan $ 372,188 Less: Unamortized debt discount and issuance costs (6,813) Term loan, net of issuance costs 365,375 Less: Term loan, net, current (1) (2,696) Term loan, net of issuance costs (net of current portion) $ 362,679 _______________ (1) Term loan, net current is included in other current liabilities on our consolidated balance sheets. The Term Loan bears interest at a rate of 2.75% per annum over LIBOR, subject to a 0.50% floor. The Term Loan is being amortized at 1% per annum in equal quarterly installments until the final payment of $350.6 million on the July 7, 2028 maturity date. Our Term Loan is recorded at its carrying value. At September 30, 2022, the fair value of our Term Loan was approximately $354 million. In the fair value hierarchy, our Term Loan is classified as Level 2 as it is traded in less active markets. The maturities of the Term Loan at September 30, 2022 were as follows: (in thousands) Year ending December 31, 2022 (1) $ 938 2023 3,750 2024 3,750 2025 3,750 2026 3,750 Thereafter 356,250 Total $ 372,188 _______________ (1) Represents the three months ending December 31, 2022. We may be subject to mandatory Term Loan prepayments related to the excess cash flow provisions beginning in 2023. These prepayments would only be required if our first lien net leverage ratio (as defined in our Credit Agreement) exceeds 3.5, and at September 30, 2022, our first lien net leverage ratio was below that threshold. The Revolving Credit Facility bears interest at a rate, depending on first lien net leverage, ranging from 2.00% to 2.50% over LIBOR and matures on July 7, 2026. Additionally, we pay a commitment fee during the term ranging from 0.25% to 0.375% per annum of the average daily undrawn portion of the revolving commitments based on the first lien net leverage ratio. The Revolving Credit Facility contains a $15.0 million letter of credit sublimit. Since its inception, there have been no amounts outstanding under the Revolving Credit Facility. At September 30, 2022, we were in compliance with the covenants under the Credit Agreement. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments In July 2021, we entered into a contract with Amazon Web Services, Inc. (AWS) for cloud services from August 2021 through July 2024. Under the terms of the contract, we committed to spend $43.7 million, $46.8 million and $50.1 million in contract years one, two and three, respectively, for a total of $140.6 million. If we do not meet the minimum purchase obligation during any of those years, we will be required to pay the difference. We met our commitment for the first year of our contract with AWS, and as of September 30, 2022, we have spent $19.9 million of our second year commitment. Letters of Credit At September 30, 2022, we had $5.7 million of standby letters of credit related to our grant agreements with the State of Maryland and our operating leases. Collateral for our letters of credit was classified as restricted cash in cash and cash equivalents. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based CompensationAt September 30, 2022, there were 21.5 million shares available for grant under our 2018 Equity Incentive Plan. Stock-based compensation expense included in the consolidated statements of operations was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Cost of revenue $ 2,341 $ 1,197 $ 5,968 $ 3,336 Sales and marketing 13,589 7,629 36,420 21,502 Research and development 8,754 5,587 23,294 14,919 General and administrative 7,959 6,499 24,272 18,576 Total stock-based compensation expense $ 32,643 $ 20,912 $ 89,954 $ 58,333 At September 30, 2022, the unrecognized stock-based compensation expense related to unvested restricted stock units ("RSUs") was $281.5 million, which is expected to be recognized over an estimated remaining weighted average period of 2.9 years. At September 30, 2022, the unrecognized stock-based compensation expense related to unvested performance stock units ("PSUs") was $6.5 million, which is expected to be recognized over an estimated remaining weighted average period of 3.4 years. At September 30, 2022, the unrecognized stock-based compensation expense related to our 2018 ESPP was $16.7 million, which is expected to be recognized over an estimated weighted average period of 1.0 years. RSUs and PSUs A summary of our RSU and PSU activity is presented below: RSUs PSUs (in thousands, except for per share data) Number Weighted Number Weighted Unvested balance at December 31, 2021 5,781 $ 37.74 — $ — Granted 4,377 46.21 209 44.97 Vested (1,939) 36.04 — — Forfeited (704) 39.05 — — Unvested balance at September 30, 2022 7,515 42.98 209 44.97 Our PSUs vest over a period of four years and are subject to defined performance and service conditions. The grant date fair value is based on the estimated fair value of our common stock on the date of grant. Our PSUs are expensed over the service period using the accelerated attribution method. Stock Options A summary of our stock option activity is presented below: (in thousands, except for exercise prices and years) Number Weighted Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2021 6,731 $ 9.21 5.5 $ 308,677 Granted — — Exercised (1,090) 9.78 45,668 Forfeited/canceled (72) 16.15 Outstanding and exercisable at September 30, 2022 5,569 9.01 4.7 143,630 2018 Employee Stock Purchase Plan At September 30, 2022, there were 7.5 million shares reserved for issuance under our 2018 Employee Stock Purchase Plan ("2018 ESPP"). In the nine months ended September 30, 2022, employees purchased 442,629 shares of our common stock at a weighted average price of $33.42 per share, resulting in $14.8 million of cash proceeds. At September 30, 2022, there was $1.9 million of employee contributions to the 2018 ESPP included in accrued compensation. The fair value of the 2018 ESPP purchase rights was estimated on the offering or modification dates using a Black-Scholes option-pricing model and the following assumptions: Nine Months Ended September 30, 2022 2021 Expected term (in years) 0.5 — 2.0 0.5 — 2.0 Expected volatility 42.8% — 61.0% 37.2% — 59.4% Risk-free interest rate 0.1% — 3.4% 0.1% — 0.2% Expected dividend yield — — |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In the nine months ended September 30, 2022, the provision for income taxes included $3.1 million of income taxes in foreign jurisdictions in which we conduct business, $2.1 million of current expense from the restructuring of our research and development operations in Israel, partially offset by $1.8 million of deferred tax benefits related to the Alsid acquisition. Additionally, the provision includes $1.7 million of discrete items primarily related to withholding taxes on sales to customers, which is more than offset by a benefit of $2.5 million from releasing the valuation allowance related to the Bit Discovery acquisition. The provision for the nine months ended September 30, 2021 included $1.8 million of income taxes in foreign jurisdictions in which we conduct business, partially offset by a $1.7 million deferred tax benefit related to the Alsid acquisition. Additionally, the provision includes $2.8 million of current expense from the restructuring of our research and development operations in Israel, $1.7 million of discrete expenses primarily related to withholding taxes on sales to customers, partially offset by $2.8 million of discrete benefits, primarily related to a Supreme Court decision in India on the taxability of software license payments to nonresidents and the associated withholding taxes. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share data) 2022 2021 2022 2021 Net loss $ (18,730) $ (16,246) $ (70,735) $ (35,632) Weighted-average shares used to compute net loss per share, basic and diluted 111,937 106,869 110,843 105,765 Net loss per share, basic and diluted $ (0.17) $ (0.15) $ (0.64) $ (0.34) The following potentially dilutive securities have been excluded from the diluted per share calculations because they would have been antidilutive: September 30, (in thousands) 2022 2021 RSUs 7,515 5,760 Stock options 5,569 7,969 Shares to be issued under the 2018 ESPP 58 54 Total 13,142 13,783 |
Geographic Information
Geographic Information | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Geographic Information | Geographic Information We operate as one operating segment. Our Chief Executive Officer, who is our chief operating decision maker, reviews financial information on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. Revenue by region, based on the address of the end user as specified in our subscription, license or service agreements, was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 The Americas $ 111,227 $ 88,783 $ 315,706 $ 253,840 Europe, Middle East and Africa 44,117 34,923 128,779 96,136 Asia Pacific 19,507 14,958 54,075 42,136 Revenue $ 174,851 $ 138,664 $ 498,560 $ 392,112 Customers located in the United States accounted for 57% of revenue in the three and nine months ended September 30, 2022 and 58% and 59% of revenue in the three and nine months ended September 30, 2021, respectively. No other country accounted for 10% or more of revenue in the periods presented. Our property and equipment, net by geographic area is summarized as follows: (in thousands) September 30, 2022 December 31, 2021 United States $ 41,087 $ 33,579 International 4,672 3,254 Property and equipment, net $ 45,759 $ 36,833 |
Business and Summary of Signi_2
Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidations | The accompanying consolidated financial statements include the accounts of Tenable Holdings, Inc. and our wholly owned subsidiaries and have been prepared in conformity with United States generally accepted accounting principles (“GAAP”) for interim financial information. All intercompany accounts and transactions have been eliminated in consolidation. |
Basis of Accounting | The consolidated statements are unaudited and should be read in conjunction with the consolidated financial statements and related notes included in our 2021 Annual Report on Form 10-K ("10-K") filed with the Securities and Exchange Commission on February 25, 2022. The consolidated financial statements have been prepared on a basis consistent with the audited annual consolidated financial statements included in the 10-K and, in the opinion of management, include all adjustments of a normal recurring nature necessary to fairly state our financial position, our results of operations, and cash flows. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates include, but are not limited to, the determination of the estimated economic life of perpetual licenses for revenue recognition, the estimated period of benefit for deferred commissions, the useful lives of long-lived assets, the fair value of acquired intangible assets, the valuation of stock-based compensation, the incremental borrowing rate for operating leases, and the valuation of deferred tax assets. We base these estimates on historical experience and on various other assumptions that we believe to be reasonable. Actual results could differ significantly from these estimates. |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Summary of revenue | The following table presents a summary of revenue: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Subscription revenue $ 156,764 $ 122,156 $ 446,257 $ 343,725 Perpetual license and maintenance revenue 12,658 12,749 38,214 37,721 Professional services and other revenue 5,429 3,759 14,089 10,666 Revenue $ 174,851 $ 138,664 $ 498,560 $ 392,112 |
Activity of deferred contract costs | The following summarizes the activity of deferred incremental costs of obtaining a contract: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Beginning balance $ 100,000 $ 78,497 $ 99,949 $ 78,876 Capitalization of contract acquisition costs 12,837 12,109 35,240 29,555 Amortization of deferred contract acquisition costs (11,561) (9,368) (33,913) (27,193) Ending balance $ 101,276 $ 81,238 $ 101,276 $ 81,238 |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Summary of amortized cost, unrealized gain and loss and estimated fair value | The following tables summarize the amortized cost, unrealized gain and loss and estimated fair value of cash equivalents and short-term investments: September 30, 2022 (in thousands) Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash equivalents Money market funds $ 204,249 $ — $ — $ 204,249 Total cash equivalents $ 204,249 $ — $ — $ 204,249 Short-term investments Commercial paper $ 144,557 $ — $ (524) $ 144,033 Corporate bonds 26,719 — (321) 26,398 Asset backed securities 17,197 — (163) 17,034 Certificates of deposit 10,000 — — 10,000 Supranational bonds 8,534 — (104) 8,430 U.S. Treasury and agency obligations 54,694 — (757) 53,937 Total short-term investments $ 261,701 $ — $ (1,869) $ 259,832 December 31, 2021 (in thousands) Amortized Cost Unrealized Gain Unrealized Loss Estimated Fair Value Cash equivalents Money market funds $ 178,518 $ — $ — $ 178,518 Total cash equivalents $ 178,518 $ — $ — $ 178,518 Short-term investments Commercial paper $ 134,165 $ — $ (47) $ 134,118 Corporate bonds 27,169 — (41) 27,128 Asset backed securities 27,464 — (53) 27,411 Certificates of deposit 10,000 — (8) 9,992 Supranational bonds 8,632 — (33) 8,599 U.S. Treasury and agency obligations 27,168 — (124) 27,044 Total short-term investments $ 234,598 $ — $ (306) $ 234,292 |
Investments classified by contractual maturity date | The contractual maturities of our short-term investments are as follows: September 30, 2022 (in thousands) Amortized Cost Estimated Fair Value Due within one year $ 258,745 $ 256,899 Due between one and two years 2,956 2,933 Total short-term investments $ 261,701 $ 259,832 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets measured at fair value on recurring basis | The following tables summarize assets that are measured at fair value on a recurring basis: September 30, 2022 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 204,249 $ — $ — $ 204,249 Total cash equivalents $ 204,249 $ — $ — $ 204,249 Short-term investments Commercial paper $ — $ 144,033 $ — $ 144,033 Corporate bonds — 26,398 — 26,398 Asset backed securities — 17,034 — 17,034 Certificates of deposit — 10,000 — 10,000 Supranational bonds — 8,430 — 8,430 U.S. Treasury and agency obligations — 53,937 — 53,937 Total short-term investments $ — $ 259,832 $ — $ 259,832 December 31, 2021 (in thousands) Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 178,518 $ — $ — $ 178,518 Total cash equivalents $ 178,518 $ — $ — $ 178,518 Short-term investments Commercial paper $ — $ 134,118 $ — $ 134,118 Corporate bonds — 27,128 — 27,128 Asset backed securities — 27,411 — 27,411 Certificates of deposit — 9,992 — 9,992 Supranational bonds — 8,599 — 8,599 U.S. Treasury and agency obligations — 27,044 — 27,044 Total short-term investments $ — $ 234,292 $ — $ 234,292 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Property and equipment, net consisted of the following: (in thousands) September 30, 2022 December 31, 2021 Computer software and equipment $ 44,698 $ 29,203 Furniture and fixtures 5,722 5,944 Leasehold improvements 27,200 26,713 Right-of-use assets under finance leases 1,325 1,343 Total 78,945 63,203 Less: accumulated depreciation and amortization (33,186) (26,370) Property and equipment, net $ 45,759 $ 36,833 |
Acquisitions, Goodwill and In_2
Acquisitions, Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of recognized identified assets acquired and liabilities assumed | Cash consideration, net of cash acquired, was preliminarily allocated as follows: (in thousands) Bit Discovery Cymptom Intangible assets $ 11,100 $ 4,113 Goodwill 36,213 18,960 Deferred tax (liabilities) assets, net (2,501) 128 Other liabilities, net (779) (241) Total purchase price $ 44,033 $ 22,960 |
Schedule of acquired finite-lived intangible assets by major class | Acquired intangible assets and their estimated useful lives at the date of acquisition are as follows: Bit Discovery Cymptom Intangible Assets Intangible Assets (dollars in thousands) Cost Estimated Useful Life Cost Estimated Useful Life Acquired technology $ 11,000 7 years $ 4,113 7 years Trade name 100 1 year — Acquired intangible assets $ 11,100 $ 4,113 |
Schedule of goodwill | The changes in the carrying amount of goodwill are as follows: (in thousands) Balance at December 31, 2021 $ 261,614 Acquired goodwill 55,173 Balance at September 30, 2022 $ 316,787 |
Schedule of finite-lived intangible assets | Acquired intangible assets subject to amortization are as follows: September 30, 2022 December 31, 2021 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired technology $ 97,037 $ (18,694) $ 78,343 $ 81,924 $ (10,499) $ 71,425 Trade name 490 (377) 113 390 (279) 111 $ 97,527 $ (19,071) $ 78,456 $ 82,314 $ (10,778) $ 71,536 |
Schedule of finite-lived intangible assets, future amortization expense | At September 30, 2022, estimated future amortization of acquired intangible assets is as follows: (in thousands) Year ending December 31, 2022 (1) $ 3,080 2023 12,252 2024 12,175 2025 12,175 2026 11,990 Thereafter 26,784 Total $ 78,456 _______________ (1) Represents the three months ending December 31, 2022. |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Components of lease expense and supplemental information | The components of lease expense were as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Operating lease cost $ 1,977 $ 1,924 $ 5,564 $ 5,700 Supplemental information related to leases was as follows: September 30, 2022 December 31, 2021 Operating leases Weighted average remaining lease term 8.4 years 9.2 years Weighted average discount rate 5.6% 5.5% Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 ROU assets obtained in exchange for lease obligations Operating leases $ 3,863 $ 2,215 $ 4,256 $ 2,215 |
Schedule of maturities of operating lease liabilities | Maturities of operating lease liabilities at September 30, 2022 were as follows: (in thousands) Year ending December 31, 2022 (1) $ 1,969 2023 9,027 2024 9,070 2025 8,886 2026 8,213 Thereafter 38,055 Total lease payments 75,220 Less: Imputed interest (15,898) Total $ 59,322 _______________ (1) Represents the three months ending December 31, 2022. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of the carrying value of the term loan | The table below summarizes the carrying value of the Term Loan: (in thousands) September 30, 2022 Term loan $ 372,188 Less: Unamortized debt discount and issuance costs (6,813) Term loan, net of issuance costs 365,375 Less: Term loan, net, current (1) (2,696) Term loan, net of issuance costs (net of current portion) $ 362,679 _______________ (1) Term loan, net current is included in other current liabilities on our consolidated balance sheets. |
Schedule of maturities of the term loan | The maturities of the Term Loan at September 30, 2022 were as follows: (in thousands) Year ending December 31, 2022 (1) $ 938 2023 3,750 2024 3,750 2025 3,750 2026 3,750 Thereafter 356,250 Total $ 372,188 _______________ (1) Represents the three months ending December 31, 2022. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based compensation expense | Stock-based compensation expense included in the consolidated statements of operations was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 Cost of revenue $ 2,341 $ 1,197 $ 5,968 $ 3,336 Sales and marketing 13,589 7,629 36,420 21,502 Research and development 8,754 5,587 23,294 14,919 General and administrative 7,959 6,499 24,272 18,576 Total stock-based compensation expense $ 32,643 $ 20,912 $ 89,954 $ 58,333 |
Summary of RSUs and PSUs | A summary of our RSU and PSU activity is presented below: RSUs PSUs (in thousands, except for per share data) Number Weighted Number Weighted Unvested balance at December 31, 2021 5,781 $ 37.74 — $ — Granted 4,377 46.21 209 44.97 Vested (1,939) 36.04 — — Forfeited (704) 39.05 — — Unvested balance at September 30, 2022 7,515 42.98 209 44.97 |
Stock option activity | A summary of our stock option activity is presented below: (in thousands, except for exercise prices and years) Number Weighted Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Outstanding at December 31, 2021 6,731 $ 9.21 5.5 $ 308,677 Granted — — Exercised (1,090) 9.78 45,668 Forfeited/canceled (72) 16.15 Outstanding and exercisable at September 30, 2022 5,569 9.01 4.7 143,630 |
ESPP valuation assumptions | The fair value of the 2018 ESPP purchase rights was estimated on the offering or modification dates using a Black-Scholes option-pricing model and the following assumptions: Nine Months Ended September 30, 2022 2021 Expected term (in years) 0.5 — 2.0 0.5 — 2.0 Expected volatility 42.8% — 61.0% 37.2% — 59.4% Risk-free interest rate 0.1% — 3.4% 0.1% — 0.2% Expected dividend yield — — |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net loss per share | The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share data) 2022 2021 2022 2021 Net loss $ (18,730) $ (16,246) $ (70,735) $ (35,632) Weighted-average shares used to compute net loss per share, basic and diluted 111,937 106,869 110,843 105,765 Net loss per share, basic and diluted $ (0.17) $ (0.15) $ (0.64) $ (0.34) |
Potentially dilutive securities | The following potentially dilutive securities have been excluded from the diluted per share calculations because they would have been antidilutive: September 30, (in thousands) 2022 2021 RSUs 7,515 5,760 Stock options 5,569 7,969 Shares to be issued under the 2018 ESPP 58 54 Total 13,142 13,783 |
Geographic Information (Tables)
Geographic Information (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
Revenue by region | Revenue by region, based on the address of the end user as specified in our subscription, license or service agreements, was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2022 2021 2022 2021 The Americas $ 111,227 $ 88,783 $ 315,706 $ 253,840 Europe, Middle East and Africa 44,117 34,923 128,779 96,136 Asia Pacific 19,507 14,958 54,075 42,136 Revenue $ 174,851 $ 138,664 $ 498,560 $ 392,112 |
Property and equipment, net by geographic area | Our property and equipment, net by geographic area is summarized as follows: (in thousands) September 30, 2022 December 31, 2021 United States $ 41,087 $ 33,579 International 4,672 3,254 Property and equipment, net $ 45,759 $ 36,833 |
Revenue - Summary of Revenue (D
Revenue - Summary of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 174,851 | $ 138,664 | $ 498,560 | $ 392,112 |
Subscription revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 156,764 | 122,156 | 446,257 | 343,725 |
Perpetual license and maintenance revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 12,658 | 12,749 | 38,214 | 37,721 |
Professional services and other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 5,429 | $ 3,759 | $ 14,089 | $ 10,666 |
Revenue - Concentrations (Detai
Revenue - Concentrations (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
One distributor | Revenue | Customer concentration risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 38% | 39% | 38% | 40% | |
One distributor | Accounts receivable | Customer concentration risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 38% | 32% | |||
Channel network | Revenue | Sales method risk | |||||
Concentration Risk [Line Items] | |||||
Concentration risk, percentage | 92% | 92% | 92% | 92% |
Revenue - Contract Balances (De
Revenue - Contract Balances (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | ||||
Revenue recognized that was included in deferred revenue | $ 156.3 | $ 124.6 | $ 350.6 | $ 283.3 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) $ in Millions | Sep. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future estimated revenue | $ 612.8 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Expected recognized percentage over succeeding 12 months | 75% |
Expected timing of satisfaction | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Expected timing of satisfaction | 4 years |
Revenue - Activity of Deferred
Revenue - Activity of Deferred Contract Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Capitalized Contract Cost [Roll Forward] | ||||
Beginning balance | $ 100,000 | $ 78,497 | $ 99,949 | $ 78,876 |
Capitalization of contract acquisition costs | 12,837 | 12,109 | 35,240 | 29,555 |
Amortization of deferred contract acquisition costs | (11,561) | (9,368) | (33,913) | (27,193) |
Ending balance | $ 101,276 | $ 81,238 | $ 101,276 | $ 81,238 |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments - Summary of Amortized Cost, Unrealized Gain and Loss and Estimated Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | $ 261,701 | $ 234,598 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (1,869) | (306) |
Estimated Fair Value | 259,832 | 234,292 |
Commercial paper | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 144,557 | 134,165 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (524) | (47) |
Estimated Fair Value | 144,033 | 134,118 |
Corporate bonds | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 26,719 | 27,169 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (321) | (41) |
Estimated Fair Value | 26,398 | 27,128 |
Asset backed securities | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 17,197 | 27,464 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (163) | (53) |
Estimated Fair Value | 17,034 | 27,411 |
Certificates of deposit | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 10,000 | 10,000 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | (8) |
Estimated Fair Value | 10,000 | 9,992 |
Supranational bonds | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 8,534 | 8,632 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (104) | (33) |
Estimated Fair Value | 8,430 | 8,599 |
U.S. Treasury and agency obligations | ||
Cash and Cash Equivalents [Line Items] | ||
Amortized Cost | 54,694 | 27,168 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | (757) | (124) |
Estimated Fair Value | 53,937 | 27,044 |
Total cash equivalents | ||
Cash and Cash Equivalents [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Money market funds | ||
Cash and Cash Equivalents [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | $ 0 | $ 0 |
Cash Equivalents and Short-Te_4
Cash Equivalents and Short-Term Investments - Contractual Maturities on Short-Term Investments (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Cash and Cash Equivalents [Abstract] | |
Amortized cost, due within on year | $ 258,745 |
Amortized cost, due between one and two years | 2,956 |
Amortized Cost | 261,701 |
Estimated fair value, due within one year | 256,899 |
Estimated fair value, due between one and two years | 2,933 |
Estimated Fair Value | $ 259,832 |
Cash Equivalents and Short-Te_5
Cash Equivalents and Short-Term Investments - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Collateral For Letters of Credit | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 5.8 | $ 5.8 |
Collateral for Lease Arrangement | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 0.2 | $ 0.3 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets Measured on a Fair Value Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $ 259,832 | $ 234,292 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 144,033 | 134,118 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 26,398 | 27,128 |
Asset backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 17,034 | 27,411 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 10,000 | 9,992 |
Supranational bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 8,430 | 8,599 |
U.S. Treasury and agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 53,937 | 27,044 |
Total cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Asset backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Supranational bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | U.S. Treasury and agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 1 | Total cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 204,249 | 178,518 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 259,832 | 234,292 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 144,033 | 134,118 |
Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 26,398 | 27,128 |
Level 2 | Asset backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 17,034 | 27,411 |
Level 2 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 10,000 | 9,992 |
Level 2 | Supranational bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 8,430 | 8,599 |
Level 2 | U.S. Treasury and agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 53,937 | 27,044 |
Level 2 | Total cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Asset backed securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Supranational bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | U.S. Treasury and agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | 0 |
Level 3 | Total cash equivalents | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 0 | $ 0 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Right-of-use assets under finance leases | $ 1,325 | $ 1,343 |
Total | 78,945 | 63,203 |
Less: accumulated depreciation and amortization | (33,186) | (26,370) |
Property and equipment, net | 45,759 | 36,833 |
Computer software and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 44,698 | 29,203 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 5,722 | 5,944 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 27,200 | $ 26,713 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation and amortization | $ 2.7 | $ 2.6 | $ 7.6 | $ 7.3 |
Acquisitions, Goodwill and In_3
Acquisitions, Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2022 | Feb. 28, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Business Acquisition [Line Items] | ||||||
Business combinations, net of cash acquired | $ 66,993 | $ 98,489 | ||||
Amortization of acquired intangible assets | $ 3,100 | $ 1,700 | $ 8,300 | 3,700 | ||
Estimated useful life | 6 years 10 months 24 days | |||||
General and administrative | ||||||
Business Acquisition [Line Items] | ||||||
Business combination, acquisition related costs | $ 300 | $ 2,300 | $ 2,300 | $ 6,000 | ||
Bit Discovery | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of voting interests acquired | 100% | |||||
Business combinations, net of cash acquired | $ 44,000 | |||||
Cash acquired in acquisition | $ 2,200 | |||||
Cymptom | ||||||
Business Acquisition [Line Items] | ||||||
Percentage of voting interests acquired | 100% | |||||
Business combinations, net of cash acquired | $ 23,000 |
Acquisitions, Goodwill and In_4
Acquisitions, Goodwill and Intangible Assets - Schedule of Assets Acquired and Liabilities Assumed from Acquisition (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Jun. 30, 2022 | Feb. 28, 2022 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 316,787 | $ 261,614 | ||
Bit Discovery | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 11,100 | |||
Goodwill | 36,213 | |||
Deferred tax (liabilities) assets, net | (2,501) | |||
Other liabilities, net | (779) | |||
Total purchase price | $ 44,033 | |||
Cymptom | ||||
Business Acquisition [Line Items] | ||||
Intangible assets | $ 4,113 | |||
Goodwill | 18,960 | |||
Deferred tax (liabilities) assets, net | 128 | |||
Other liabilities, net | (241) | |||
Total purchase price | $ 22,960 |
Acquisitions, Goodwill and In_5
Acquisitions, Goodwill and Intangible Assets - Schedule of Acquired Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 1 Months Ended | 9 Months Ended | |
Jun. 30, 2022 | Feb. 28, 2022 | Sep. 30, 2022 | |
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, estimated useful life | 6 years 10 months 24 days | ||
Bit Discovery | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 11,100 | ||
Cymptom | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 4,113 | ||
Acquired technology | Bit Discovery | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 11,000 | ||
Intangible assets acquired, estimated useful life | 7 years | ||
Acquired technology | Cymptom | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 4,113 | ||
Intangible assets acquired, estimated useful life | 7 years | ||
Trade name | Bit Discovery | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 100 | ||
Intangible assets acquired, estimated useful life | 1 year | ||
Trade name | Cymptom | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired, cost | $ 0 |
Acquisitions, Goodwill and In_6
Acquisitions, Goodwill and Intangible Assets - Goodwill Rollforward (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Balance at December 31, 2021 | $ 261,614 |
Acquired goodwill | 55,173 |
Balance at September 30, 2022 | $ 316,787 |
Acquisitions, Goodwill and In_7
Acquisitions, Goodwill and Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 97,527 | $ 82,314 |
Accumulated Amortization | (19,071) | (10,778) |
Total | 78,456 | 71,536 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 97,037 | 81,924 |
Accumulated Amortization | (18,694) | (10,499) |
Total | 78,343 | 71,425 |
Trade name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 490 | 390 |
Accumulated Amortization | (377) | (279) |
Total | $ 113 | $ 111 |
Acquisitions, Goodwill and In_8
Acquisitions, Goodwill and Intangible Assets - Schedule of Future Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | ||
2022 | $ 3,080 | |
2023 | 12,252 | |
2024 | 12,175 | |
2025 | 12,175 | |
2026 | 11,990 | |
Thereafter | 26,784 | |
Total | $ 78,456 | $ 71,536 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,977 | $ 1,924 | $ 5,564 | $ 5,700 |
Leases - Supplemental Informati
Leases - Supplemental Information Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Operating leases | |||||
Weighted average remaining lease term (in years) | 8 years 4 months 24 days | 8 years 4 months 24 days | 9 years 2 months 12 days | ||
Weighted average discount rate (in percent) | 5.60% | 5.60% | 5.50% | ||
ROU assets obtained in exchanged for operating lease liability | $ 3,863 | $ 2,215 | $ 4,256 | $ 2,215 |
Leases - Operating Lease Liabil
Leases - Operating Lease Liability Maturities (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Leases [Abstract] | |
2022 | $ 1,969 |
2023 | 9,027 |
2024 | 9,070 |
2025 | 8,886 |
2026 | 8,213 |
Thereafter | 38,055 |
Total lease payments | 75,220 |
Less: Imputed interest | (15,898) |
Total | $ 59,322 |
Debt- Narrative (Details)
Debt- Narrative (Details) | 1 Months Ended | |
Jul. 31, 2021 USD ($) | Sep. 30, 2022 USD ($) | |
Secured Debt | ||
Line of Credit Facility [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 375,000,000 | |
Annual amortization amount, percent | 1% | |
Final payment to be paid at maturity | $ 350,600,000 | |
Fair value of term loan | $ 354,000,000 | |
Secured Debt | LIBOR | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, basis spread on variable rate | 2.75% | |
Debt instrument, basis spread on variable rate, variable rate floor | 0.50% | |
Secured Debt | Credit Agreement | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, leverage ratio, maximum | 3.5 | |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 50,000,000 | |
Revolving Credit Facility | LIBOR | Minimum | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, basis spread on variable rate | 2% | |
Revolving Credit Facility | LIBOR | Maximum | ||
Line of Credit Facility [Line Items] | ||
Debt instrument, basis spread on variable rate | 2.50% | |
Revolving Credit Facility | Credit Agreement | ||
Line of Credit Facility [Line Items] | ||
Line of credit, amount outstanding | $ 0 | |
Revolving Credit Facility | Credit Agreement | Minimum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.25% | |
Revolving Credit Facility | Credit Agreement | Maximum | ||
Line of Credit Facility [Line Items] | ||
Unused capacity, commitment fee percentage | 0.375% | |
Letter of Credit | ||
Line of Credit Facility [Line Items] | ||
Credit facility, maximum borrowing capacity | $ 15,000,000 |
Debt - Carrying Value of Senior
Debt - Carrying Value of Senior Notes (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Debt Instrument [Line Items] | |
Term loan | $ 372,188 |
Secured Debt | |
Debt Instrument [Line Items] | |
Term loan | 372,188 |
Less: Unamortized debt discount and issuance costs | (6,813) |
Term loan, net of issuance costs | 365,375 |
Less: Term loan, net, current | (2,696) |
Term loan, net of issuance costs (net of current portion) | $ 362,679 |
Debt - Maturities of Senior Not
Debt - Maturities of Senior Notes (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 938 |
2023 | 3,750 |
2024 | 3,750 |
2025 | 3,750 |
2026 | 3,750 |
Thereafter | 356,250 |
Total | $ 372,188 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Jul. 31, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Purchase obligation, to be paid, year one | $ 43.7 | |
Purchase obligation, to be paid, year two | 46.8 | |
Purchase obligation, to be paid, year three | 50.1 | |
Purchase obligation | $ 140.6 | |
Amount of current year purchase obligation spent | $ 19.9 | |
Standby letters of credit | $ 5.7 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Proceeds from stock issued in connection with the employee stock purchase plan | $ 14,791 | $ 13,736 |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation expense, unvested RSUs or PSUs | $ 281,500 | |
Estimated remaining weighted average period | 2 years 10 months 24 days | |
PSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized stock-based compensation expense, unvested RSUs or PSUs | $ 6,500 | |
Estimated remaining weighted average period | 3 years 4 months 24 days | |
Vesting period | 4 years | |
Employee stock purchase plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares available for grant (in shares) | 7,500,000 | |
Estimated remaining weighted average period | 1 year | |
Unrecognized stock-based compensation expense | $ 16,700 | |
Common stock purchased (in shares) | 442,629 | |
Share price (in usd per share) | $ 33.42 | |
Employee contributions | $ 1,900 | |
2018 Equity Incentive Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares available for grant (in shares) | 21,500,000 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 32,643 | $ 20,912 | $ 89,954 | $ 58,333 |
Cost of revenue | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 2,341 | 1,197 | 5,968 | 3,336 |
Sales and marketing | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 13,589 | 7,629 | 36,420 | 21,502 |
Research and development | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | 8,754 | 5,587 | 23,294 | 14,919 |
General and administrative | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation | $ 7,959 | $ 6,499 | $ 24,272 | $ 18,576 |
Stock-Based Compensation - RSUs
Stock-Based Compensation - RSUs and PSUs (Details) shares in Thousands | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
RSUs | |
Number of Shares | |
Number of shares unvested, beginning of period (in shares) | shares | 5,781 |
Number of shares, granted (in shares) | shares | 4,377 |
Number of shares, vested (in shares) | shares | (1,939) |
Number of shares, forfeited (in shares) | shares | (704) |
Number of shares unvested, end of period (in shares) | shares | 7,515 |
Weighted Average Grant Date Fair Value | |
Weighted average grant date fair value, beginning of period (in usd per share) | $ / shares | $ 37.74 |
Weighted average grant date fair value, granted (in usd per share) | $ / shares | 46.21 |
Weighted average grant date fair value, vested (in usd per share) | $ / shares | 36.04 |
Weighted average grant date fair value, forfeited (in usd per share) | $ / shares | 39.05 |
Weighted average grant date fair value, end of period (in usd per share) | $ / shares | $ 42.98 |
PSUs | |
Number of Shares | |
Number of shares unvested, beginning of period (in shares) | shares | 0 |
Number of shares, granted (in shares) | shares | 209 |
Number of shares, vested (in shares) | shares | 0 |
Number of shares, forfeited (in shares) | shares | 0 |
Number of shares unvested, end of period (in shares) | shares | 209 |
Weighted Average Grant Date Fair Value | |
Weighted average grant date fair value, beginning of period (in usd per share) | $ / shares | $ 0 |
Weighted average grant date fair value, granted (in usd per share) | $ / shares | 44.97 |
Weighted average grant date fair value, vested (in usd per share) | $ / shares | 0 |
Weighted average grant date fair value, forfeited (in usd per share) | $ / shares | 0 |
Weighted average grant date fair value, end of period (in usd per share) | $ / shares | $ 44.97 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |
Number of Shares | ||
Number of shares outstanding, beginning of period (in shares) | shares | 6,731 | |
Number of shares, granted (in shares) | shares | 0 | |
Number of shares, exercised (in shares) | shares | (1,090) | |
Number of shares, forfeited/canceled (in shares) | shares | (72) | |
Number of shares outstanding, end of period (in shares) | shares | 5,569 | 6,731 |
Number of shares exercisable (in shares) | shares | 5,569 | |
Weighted Average Exercise Price | ||
Weighted average exercise price, outstanding, beginning of period (in usd per share) | $ / shares | $ 9.21 | |
Weighted average exercise price, granted (in usd per share) | $ / shares | 0 | |
Weighted average exercise price, exercised (in usd per share) | $ / shares | 9.78 | |
Weighted average exercise price, forfeited/canceled (in usd per share) | $ / shares | 16.15 | |
Weighted average exercise price, outstanding, end of period (in usd per share) | $ / shares | 9.01 | $ 9.21 |
Weighted average exercise price, exercisable (in usd per share) | $ / shares | $ 9.01 | |
Weighted Average Remaining Contractual Term/ Aggregate Intrinsic Value | ||
Weighted average remaining contractual term (in years), outstanding | 4 years 8 months 12 days | 5 years 6 months |
Weighted average remaining contractual term (in years), exercisable | 4 years 8 months 12 days | |
Aggregate intrinsic value, outstanding | $ | $ 143,630 | $ 308,677 |
Aggregate intrinsic value, exercised | $ | 45,668 | |
Aggregate intrinsic value, exercisable | $ | $ 143,630 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value Assumptions (Details) - Employee stock purchase plan | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility, minimum | 42.80% | 37.20% |
Expected volatility, maximum | 61% | 59.40% |
Expected dividend yield | 0% | 0% |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 months | 6 months |
Risk-free interest rate | 0.10% | 0.10% |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 2 years | 2 years |
Risk-free interest rate | 3.40% | 0.20% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Examination [Line Items] | ||
Foreign tax expense | $ 3.1 | $ 1.8 |
Discrete expenses | 1.7 | 1.7 |
Alsid SAS | ||
Income Tax Examination [Line Items] | ||
Deferred tax benefit | 1.8 | 1.7 |
Bit Discovery | ||
Income Tax Examination [Line Items] | ||
Reduction to valuation allowance | 2.5 | |
Israel | ||
Income Tax Examination [Line Items] | ||
Income tax expense, research and development | $ 2.1 | 2.8 |
India | ||
Income Tax Examination [Line Items] | ||
Discrete benefits | $ 2.8 |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Net loss | $ (18,730) | $ (16,246) | $ (70,735) | $ (35,632) |
Weighted-average shares used to compute net loss per share, basic (in shares) | 111,937 | 106,869 | 110,843 | 105,765 |
Weighted-average shares used to compute net loss per share, diluted (in shares) | 111,937 | 106,869 | 110,843 | 105,765 |
Net loss per share, basic (in usd per share) | $ (0.17) | $ (0.15) | $ (0.64) | $ (0.34) |
Net loss per share, diluted (in usd per share) | $ (0.17) | $ (0.15) | $ (0.64) | $ (0.34) |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Potentially Dilutive Securities (Details) - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 13,142 | 13,783 |
RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 7,515 | 5,760 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 5,569 | 7,969 |
Shares to be issued under the 2018 ESPP | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 58 | 54 |
Geographic Information - Narrat
Geographic Information - Narrative (Details) - segment | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Concentration Risk [Line Items] | ||||
Number of operating segments | 1 | |||
United States | Revenue | Geographic concentration risk | ||||
Concentration Risk [Line Items] | ||||
Concentration risk, percentage | 57% | 58% | 57% | 59% |
Geographic Information - Revenu
Geographic Information - Revenue by Geographic Region (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 174,851 | $ 138,664 | $ 498,560 | $ 392,112 |
The Americas | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 111,227 | 88,783 | 315,706 | 253,840 |
Europe, Middle East and Africa | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | 44,117 | 34,923 | 128,779 | 96,136 |
Asia Pacific | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Revenue | $ 19,507 | $ 14,958 | $ 54,075 | $ 42,136 |
Geographic Information - Proper
Geographic Information - Property and Equipment, Net by Geographic Area (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 45,759 | $ 36,833 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | 41,087 | 33,579 |
International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Property and equipment, net | $ 4,672 | $ 3,254 |