Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 04, 2020 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2020 | |
Entity File Number | 001-39399 | |
Entity Registrant Name | JAMF HOLDING CORP. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 82-3031543 | |
Entity Address, Address Line One | 100 Washington Ave S | |
Entity Address, Address Line Two | SuiteĀ 1100 | |
Entity Address, City or Town | Minneapolis | |
Entity Address, State or Province | MN | |
Entity Address, Postal Zip Code | 55401 | |
City Area Code | 612 | |
Local Phone Number | 605-6625 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | JAMF | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 116,596,385 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001721947 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 177,457 | $ 32,433 |
Trade accounts receivable, net of allowances of $513 and $200 at September 30, 2020 and December 31, 2019, respectively | 64,151 | 46,513 |
Income taxes receivable | 672 | 14 |
Deferred contract costs, current | 8,528 | 5,553 |
Prepaid expenses | 16,565 | 10,935 |
Other current assets | 764 | 3,133 |
Total current assets | 268,137 | 98,581 |
Equipment and leasehold improvements, net | 10,934 | 12,477 |
Goodwill | 539,818 | 539,818 |
Other intangible assets, net | 210,120 | 235,099 |
Deferred contract costs, noncurrent | 23,433 | 16,234 |
Other assets | 2,842 | 2,599 |
Total assets | 1,055,284 | 904,808 |
Current liabilities: | ||
Accounts payable | 6,672 | 3,684 |
Accrued liabilities | 21,521 | 26,927 |
Income taxes payable | 1,294 | 819 |
Deferred revenues | 151,532 | 120,089 |
Total current liabilities | 181,019 | 151,519 |
Deferred revenues, noncurrent | 36,706 | 20,621 |
Deferred tax liability | 12,774 | 18,133 |
Debt | 201,319 | |
Other liabilities | 9,399 | 9,338 |
Total liabilities | 239,898 | 400,930 |
Stockholders' equity: | ||
Common stock, $0.001 par value, 500,000,000 and 132,000,000 shares authorized at September 30, 2020 and December 31, 2019, respectively; 116,463,284 and 102,843,612 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 117 | 103 |
Additional paid-in capital | 894,056 | 568,756 |
Accumulated deficit | (78,787) | (64,981) |
Total stockholders' equity | 815,386 | 503,878 |
Total liabilities and stockholders' equity | $ 1,055,284 | $ 904,808 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
CONSOLIDATED BALANCE SHEETS | ||
Allowance | $ 513 | $ 200 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 50,000,000 | 0 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 132,000,000 |
Common stock, shares issued | 116,463,284 | 102,843,612 |
Common stock, shares outstanding | 116,463,284 | 102,843,612 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenues [Abstract] | ||||
Revenue | $ 70,404 | $ 54,568 | $ 193,025 | $ 147,006 |
Cost of revenue: | ||||
Amortization expense | 2,679 | 2,634 | 8,034 | 7,588 |
Total cost of revenue | 15,239 | 14,076 | 43,897 | 40,602 |
Gross profit | 55,165 | 40,492 | 149,128 | 106,404 |
Operating expenses: | ||||
Sales and marketing | 23,251 | 16,962 | 65,735 | 48,850 |
Research and development | 12,736 | 10,919 | 37,282 | 29,453 |
General and administrative | 13,921 | 6,779 | 31,813 | 21,576 |
Amortization expense | 5,633 | 5,627 | 16,941 | 16,886 |
Total operating expenses | 55,541 | 40,287 | 151,771 | 116,765 |
Income (loss) from operations | (376) | 205 | (2,643) | (10,361) |
Interest expense, net | (1,207) | (5,473) | (10,675) | (16,425) |
Loss on extinguishment of debt | (5,213) | (5,213) | ||
Foreign currency transaction loss | (154) | (861) | (471) | (1,311) |
Other income, net | 55 | 91 | 165 | |
Loss before income tax benefit | (6,950) | (6,074) | (18,911) | (27,932) |
Income tax benefit | 1,857 | 1,404 | 5,105 | 6,581 |
Net loss | $ (5,093) | $ (4,670) | $ (13,806) | $ (21,351) |
Net loss per share, basic and diluted | $ (0.04) | $ (0.05) | $ (0.13) | $ (0.21) |
Weighted-average shares used to compute net loss per share, basic and diluted | 113,203,074 | 102,791,023 | 106,333,836 | 102,727,198 |
Subscription | ||||
Revenues [Abstract] | ||||
Revenue | $ 57,933 | $ 41,916 | $ 160,989 | $ 112,872 |
Cost of revenue: | ||||
Cost of revenue | 10,117 | 8,045 | 28,127 | 22,425 |
Services/Professional Services | ||||
Revenues [Abstract] | ||||
Revenue | 3,605 | 5,234 | 10,066 | 14,529 |
Cost of revenue: | ||||
Cost of revenue | 2,443 | 3,397 | 7,736 | 10,589 |
License | ||||
Revenues [Abstract] | ||||
Revenue | $ 8,866 | $ 7,418 | $ 21,970 | $ 19,605 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common StockIPO [Member] | Common StockPrivate Placement [Member] | Common Stock | Additional Paid-in CapitalIPO [Member] | Additional Paid-in CapitalPrivate Placement [Member] | Additional Paid-in Capital | Accumulated Deficit | IPO [Member] | Private Placement [Member] | Total |
Balance at Dec. 31, 2018 | $ 103 | $ 565,372 | $ (32,381) | $ 533,094 | ||||||
Balance (shares) at Dec. 31, 2018 | 102,649,701 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Exercise of stock options | 822 | 822 | ||||||||
Exercise of stock options (shares) | 149,599 | |||||||||
Share-based compensation | 1,816 | 1,816 | ||||||||
Net loss | (21,351) | (21,351) | ||||||||
Balance at Sep. 30, 2019 | $ 103 | 568,010 | (53,732) | 514,381 | ||||||
Balance (shares) at Sep. 30, 2019 | 102,799,300 | |||||||||
Balance at Jun. 30, 2019 | $ 103 | 567,248 | (49,062) | 518,289 | ||||||
Balance (shares) at Jun. 30, 2019 | 102,769,324 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Exercise of stock options | 164 | 164 | ||||||||
Exercise of stock options (shares) | 29,976 | |||||||||
Share-based compensation | 598 | 598 | ||||||||
Net loss | (4,670) | (4,670) | ||||||||
Balance at Sep. 30, 2019 | $ 103 | 568,010 | (53,732) | 514,381 | ||||||
Balance (shares) at Sep. 30, 2019 | 102,799,300 | |||||||||
Balance at Dec. 31, 2019 | $ 103 | 568,756 | (64,981) | 503,878 | ||||||
Balance (shares) at Dec. 31, 2019 | 102,843,612 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock | $ 14 | $ 318,979 | $ 2,233 | $ 318,993 | $ 2,233 | |||||
Issuance of common stock (shares) | 13,500,000 | 85,880 | ||||||||
Exercise of stock options | 185 | 185 | ||||||||
Exercise of stock options (shares) | 33,792 | |||||||||
Share-based compensation | 3,903 | 3,903 | ||||||||
Net loss | (13,806) | (13,806) | ||||||||
Balance at Sep. 30, 2020 | $ 117 | 894,056 | (78,787) | 815,386 | ||||||
Balance (shares) at Sep. 30, 2020 | 116,463,284 | |||||||||
Balance at Jun. 30, 2020 | $ 103 | 570,434 | (73,694) | 496,843 | ||||||
Balance (shares) at Jun. 30, 2020 | 102,862,404 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Issuance of common stock | $ 14 | $ 318,979 | $ 2,233 | $ 318,993 | $ 2,233 | |||||
Issuance of common stock (shares) | 13,500,000 | 85,880 | ||||||||
Exercise of stock options | 82 | 82 | ||||||||
Exercise of stock options (shares) | 15,000 | |||||||||
Share-based compensation | 2,328 | 2,328 | ||||||||
Net loss | (5,093) | (5,093) | ||||||||
Balance at Sep. 30, 2020 | $ 117 | $ 894,056 | $ (78,787) | $ 815,386 | ||||||
Balance (shares) at Sep. 30, 2020 | 116,463,284 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (13,806) | $ (21,351) |
Adjustments to reconcile net loss to cash provided by (used in) operating activities: | ||
Depreciation and amortization expense | 28,378 | 27,437 |
Amortization of deferred contract costs | 6,705 | 4,463 |
Amortization of debt issuance costs | 700 | 843 |
Provision for bad debt expense and returns | 894 | |
Loss (gain) on disposal of equipment and leasehold improvements | (23) | (11) |
Loss on extinguishment of debt | 5,213 | |
Share-based compensation | 3,903 | 1,816 |
Deferred taxes | (5,357) | (6,867) |
Adjustment to contingent consideration | (3,100) | |
Changes in operating assets and liabilities: | ||
Trade accounts receivable | (18,332) | (13,046) |
Income tax receivable/payable | (183) | (246) |
Prepaid expenses and other assets | (4,699) | (4,888) |
Deferred contract costs | (16,879) | (12,684) |
Accounts payable | 3,145 | (836) |
Accrued liabilities | (4,207) | 1,151 |
Deferred revenue | 47,528 | 29,597 |
Other liabilities | 3,161 | (11) |
Net cash provided by operating activities | 33,041 | 5,367 |
Cash flows from investing activities | ||
Acquisition, net of cash acquired | (40,173) | |
Purchases of equipment and leasehold improvements | (1,836) | (6,164) |
Net cash used in investing activities | (1,836) | (46,337) |
Cash flows from financing activities | ||
Proceeds from debt | 40,000 | |
Debt issuance costs | (1,264) | (1,550) |
Payment of debt | (205,000) | (4,750) |
Payment of debt extinguishment costs | (2,050) | |
Proceeds from initial public offering, net of underwriting discounts and commissions | 326,316 | |
Cash paid for offering costs | (6,601) | |
Proceeds from private placement | 2,233 | |
Proceeds from the exercise of stock options | 185 | 820 |
Net cash provided by financing activities | 113,819 | 34,520 |
Net increase (decrease) in cash | 145,024 | (6,450) |
Cash, beginning of period | 32,433 | 39,240 |
Cash, end of period | 177,457 | 32,790 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 12,647 | 15,785 |
Cash paid for income taxes, net of refunds | $ 703 | $ 511 |
Basis of presentation and descr
Basis of presentation and description of business | 9 Months Ended |
Sep. 30, 2020 | |
Basis of presentation and description of business | |
Basis of presentation and description of business | Note 1. Basis of presentation and description of business Description of business Jamf Holding Corp. and its wholly owned subsidiaries, collectively, are referred to as the āCompany,ā āwe,ā āusā or āour.ā We are the standard in Apple Enterprise Management, and our cloud software platform is the only vertically-focused Apple infrastructure and security platform of scale in the world. We help organizations connect, manage and protect Apple products, apps and corporate resources in the cloud without ever having to touch the devices. With our products, Apple devices can be deployed to employees brand new in the shrink-wrapped box, automatically set up and personalized at first power-on and continuously administered throughout the life of the device. Our customers are located throughout the world. Initial public offering On July 24, 2020, the Company closed its initial public offering (āIPOā) through which it issued and sold 13,500,000 shares of common stock at a price per share to the public of $26.00 (the āIPO Priceā). In connection with the IPO, the Company raised approximately $319.0 million after deducting the underwriting discount and commissions of $24.7 million and offering expenses of $7.3 million. Upon completion of the IPO, authorized capital stock consisted of 500,000,000 shares of common stock, par value $0.001 per share, and 50,000,000 shares of undesignated preferred stock, par value $0.001 per share. Concurrently with the Companyās IPO, the Company issued and sold 85,880 shares of its common stock in a private placement to certain of its named executive officers, certain of its other employees and its independent directors at the IPO Price for aggregate consideration of approximately $2.2 million. Upon closing of the IPO, the Company repaid $205.0 million of the principal amount of its then existing Term Loan Facility (the āPrior Term Loan Facilityā) and paid $3.4 million of accrued interest and $2.0 million of prepayment penalty. The Company also wrote off $3.2 million of remaining debt issuance costs upon repayment of the debt. The Company recorded a loss on debt extinguishment of $5.2 million for the prepayment penalty and write off of debt issuance costs in the third quarter of 2020. Vista Equity Partners acquisition On November 13, 2017, Vista Equity Partners (āVistaā) acquired a majority share of all the issued and outstanding shares of the Company at the purchase price of $733.8 million (the āVista Acquisitionā). As of September 30, 2020, funds controlled by Vista own approximately 72.9% of our outstanding common stock. As a result, we are a ācontrolled companyā under NASDAQ Global Select Market (āNASDAQā) corporate governance rules. Emerging growth company status We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the āJOBS Actā). Under the JOBS Act, emerging growth companies can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act, until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, our consolidated financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. We will remain an emerging growth company for the first five fiscal years after the completion of our IPO, unless one of the following occurs: (i) our total annual gross revenue is at least $1.07 billion, (ii) we have issued more than $1.0 billion in non-convertible debt securities during the prior three-year period, or (iii) we are deemed to be a large accelerated filer, which means the market value of our common stock that is held by non-affiliates exceeds $700.0 million as of the prior June 30. Basis of presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (āGAAPā) and include all adjustments necessary for the fair presentation of the consolidated financial position, results of operations, and cash flows of the Company. Unaudited Interim Consolidated Financial Information The accompanying interim consolidated balance sheet as of September 30, 2020, the consolidated statements of operations and of stockholdersā equity for the three and nine months ended September 30, 2020 and 2019 and the consolidated statements of cash flows for the nine months ended September 30, 2020 and 2019 and the related footnote disclosures are unaudited. These unaudited interim consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in managementās opinion, include all adjustments necessary for the fair presentation of the consolidated financial position, results of operations, and cash flows of the Company. All adjustments made were of a normal recurring nature. The results for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020 or for any future period. Subsequent events The Company evaluated events or transactions that occurred after the balance sheet date for potential recognition or disclosure through the date the financial statements were issued. No subsequent events or transactions were identified. Use of estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the reporting date, and the reported amounts of revenues and expenses during the reporting period. These estimates are based on managementās best knowledge of current events and actions that the Company may undertake in the future and include, but are not limited to, revenue recognition, stock-based compensation, commissions, goodwill and accounting for income taxes. Actual results could differ from those estimates. Segment and Geographic Information Our chief operating decision maker (āCODMā) is our Chief Executive Officer, who reviews financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance and allocating resources. We operate our business as one operating segment and therefore we have one reportable segment. Revenue by geographic region as determined based on the end user customer address was as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Revenue: ā ā ā ā ā ā ā ā ā ā ā ā The Americas ā $ 54,631 ā $ 42,459 ā $ 149,806 ā $ 112,980 Europe, the Middle East, India, and Africa ā 11,754 ā 9,313 ā 32,483 ā 25,972 Asia Pacific ā 4,019 ā 2,796 ā 10,736 ā 8,054 ā ā $ 70,404 ā $ 54,568 ā $ 193,025 ā $ 147,006 ā |
Summary of significant accounti
Summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2020 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | Note 2. Summary of significant accounting policies The Companyās significant accounting policies are discussed in Note 2 to the consolidated financial statements included in our final prospectus (the āIPO Prospectusā) dated as of July 21, 2020 and filed with the Securities and Exchange Commission (the āSECā) pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the āSecurities Actā). There have been no significant changes to these policies that have had a material impact on the Companyās consolidated financial statements and related notes for the three and nine months ended September 30, 2020. The following describes the impact of certain policies. Stock split On July 10, 2020, the Company effected a 110-for-1 stock split of its common stock. The par value of the common stock was not adjusted as a result of the stock split. Accordingly, all share and per share amounts for all periods presented in the accompanying consolidated financial statements and notes thereto have been adjusted retrospectively, where applicable, to reflect this stock split. Deferred offering costs Offering costs are capitalized and consist of fees incurred in connection with the sale of common stock in our IPO and include legal, accounting, printing, and other IPO-related costs. The balance of deferred offering costs included within other current assets as of December 31, 2019 was $2.3 million. During the three and nine months ended September 30, 2020, we incurred $1.5 million and $5.0 million, respectively, of deferred offering costs. Upon completion of our IPO, the total amount of $7.3 million of deferred offering costs was reclassified to stockholdersā equity and recorded against the proceeds from the offering. Therefore, we had no deferred offering costs included within other current assets as of September 30, 2020. Share-based compensation The Company applies the provisions of ASC Topic 718, Compensation ā Stock Compensation Compensation cost for restricted stock units is determined based on the fair market value of the Companyās stock at the date of the grant. Stock-based compensation expense is generally recognized over the required service period. Forfeitures are accounted for when they occur. The Company also grants performance-based awards to certain executives that vest and become exercisable when Vistaās realized cash return on its investment in the Company equals or exceeds $1.515 billion upon a change in control of the Company (āTermination Eventā). The terms of the agreement do not specify a performance period for the occurrence of the Termination Event. The contractual term of the awards is 10 years. These options are also referred to as return target options. The Company uses a Modified Black-Scholes option pricing model which uses Level 3 inputs for fair value measurement. In conjunction with the IPO, the vesting conditions of the performance-based awards were modified to also vest following an IPO and registration and sale of shares by Vista provided that Vista achieves a cash return on its equity investment in the Company equaling or exceeding $1.515 billion. In accordance with ASC 718, we calculated the fair value of these options on the modification date. The value of these options on the date of modification was $33.0 million as of June 30, 2020. As the awards are not currently considered probable of meeting vesting requirements no expense has been recognized, and the timing of any future expense recognition is unknown. Revenue recognition The Company applies ASC Topic 606, Revenue from Contracts with Customers Disaggregation of Revenue The Company separates revenue into recurring and non-recurring categories to disaggregate those revenues that are one-time in nature from those that are term-based and renewable. Revenue from recurring and non-recurring contractual arrangements are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) SaaS subscription and support and maintenance ā $ 57,933 ā $ 41,916 ā $ 160,989 ā $ 112,872 Onāpremise subscription ā 7,849 ā 5,135 ā 18,159 ā 12,224 Recurring revenue ā 65,782 ā 47,051 ā 179,148 ā 125,096 Perpetual licenses ā 1,017 ā 2,283 ā 3,811 ā 7,381 Professional services ā 3,605 ā 5,234 ā 10,066 ā 14,529 Nonārecurring revenue ā 4,622 ā 7,517 ā 13,877 ā 21,910 Total revenue ā $ 70,404 ā $ 54,568 ā $ 193,025 ā $ 147,006 ā Contract Balances Contract liabilities consist of customer billings in advance of revenue being recognized. The Company invoices its customers for subscription, support and maintenance and services in advance. Changes in contract liabilities, including revenue earned during the period from the beginning contract liability balance and new deferrals of revenue during the period, were as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Balance, beginning of the period ā $ 157,738 ā $ 117,919 ā $ 140,710 ā $ 100,662 Revenue earned ā (50,038) ā (39,261) ā (147,324) ā (116,145) Deferral of revenue ā 80,538 ā 54,651 ā 194,852 ā 148,792 Balance, end of the period ā $ 188,238 ā $ 133,309 ā $ 188,238 ā $ 133,309 ā There were no significant changes to our contract assets and liabilities during the three and nine months ended September 30, 2020 and 2019 outside of our sales activities. Remaining Performance Obligations Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and noncancelable amounts to be invoiced. As of September 30, 2020 and December 31, 2019, the Company had $199.1 million and $149.5 million, respectively, of remaining performance obligations, with 82% and 86%, respectively, expected to be recognized as revenue over the succeeding 12 months, and the remainder expected to be recognized over the three years thereafter. Deferred Contract Costs Sales commissions as well as associated payroll taxes and retirement plan contributions (together, contract costs) that are incremental to the acquisition of customer contracts, are capitalized using a portfolio approach as deferred contract costs on the consolidated balance sheet when the period of benefit is determined to be greater than one year. Total amortization of contract costs for the three months ended September 30, 2020 and 2019 was $2.5 million and $1.7 million, respectively. Total amortization of contract costs for the nine months ended September 30, 2020 and 2019 was $6.7 million and $4.5 million, respectively. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could affect the period of benefit of these deferred contract costs. There were no impairment losses recorded during the three and nine months ended September 30, 2020 and 2019. For the three and nine months ended September 30, 2020, the Company had two distributors that accounted for more than 10% of total net revenues. Total receivables related to these distributors were $15.2 million at September 30, 2020. For the three and nine months ended September 30, 2019, the Company had one distributor that accounted for more than 10% of total net revenues. Total receivables related to this distributor were $6.0 million at December 31, 2019. Recently issued accounting pronouncements not yet adopted From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (āFASBā), or other standard setting bodies and adopted by us as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. ā Financial Instruments ā Credit Losses In June 2016, the FASB issued Accounting Standards Update (āASUā) No. 2016-13, Financial Instruments ā Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Financial Instruments ā Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates Leases (Topic 842) Leases In February 2016, the FASB issued ASU 2016-02 to increase transparency and comparability among organizations related to their leasing arrangements. The update requires lessees to recognize most leases on their balance sheets, with the exception of short-term leases if a policy election is made, while recognizing lease expense on their income statements in a manner similar to current GAAP. The guidance also requires entities to disclose key quantitative and qualitative information about its leasing arrangements. The Company expects to adopt the new lease standard on January 1, 2021 using the optional transition method to the modified retrospective approach. The Company has formed an implementation team, commenced identification of our lease population, and selected new software to manage the lease portfolio and perform the accounting required under the new lease standard. The Company is still assessing the impact of adoption of the new lease standard on the consolidated financial statements. Reference Rate Reform In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Adoption of new accounting pronouncements Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Fair Value Measurement ā Disclosure Framework In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework ā Changes to the Disclosure Requirements for Fair Value Measurement ASC Topic 820, Fair Value Measurements Customerās Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In March 2018, the FASB issued ASU No. 2018-15, Intangibles ā Goodwill and Others ā Internal-Use Software (Subtopic 350-40): Customerās Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract Improvements to Nonemployee Share-Based Payment Accounting In June 2018, the FASB issued ASU No. 2018-07, Compensation ā Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Financial instruments fair valu
Financial instruments fair value | 9 Months Ended |
Sep. 30, 2020 | |
Financial instruments fair value | |
Financial instruments fair value | Note 3. Financial instruments fair value We report financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the consolidated financial statements on a recurring basis in accordance with ASC Topic 820. ASC 820 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions and credit risk. ASC 820 also establishes a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three levels. Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP established a hierarchy framework to classify the fair value based on the observability of significant inputs to the measurement. The levels of the fair value hierarchy are as follows: Level 1: Fair value is determined using an unadjusted quoted price in an active market for identical assets or liabilities. Level 2: Fair value is estimated using inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly. Level 3: Fair value is estimated using unobservable inputs that are significant to the fair value of the assets or liabilities. The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximate their fair value. The fair value of our debt as of December 31, 2019 was $203.1 million (Level 2). The carrying value of our debt as of December 31, 2019 was $205.0 million. The fair value of our debt was determined using discounted cash flow analysis based on market rates for similar types of borrowings. Upon closing of the IPO, we repaid the principal amount of our outstanding debt and had no debt outstanding as of September 30, 2020. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2020 | |
Acquisitions | |
Acquisitions | Note 4. Acquisitions ZuluDesk B.V. On February 1, 2019, the Company purchased all of the outstanding membership units of ZuluDesk B.V. (āZuluDeskā) whose products are designed to offer a cost-effective mobile device management system for todayās modern digital classroom. ZuluDeskās software complement the Companyās existing product offerings. The Company accounted for the acquisition by applying the acquisition method of accounting for business combinations in accordance with ASC Topic 805. The final aggregate purchase price was approximately $38.6 million. This acquisition was funded by term debt, and borrowings under a revolving line of credit. The goodwill represents the excess of the purchase consideration over the fair value of the underlying net identifiable assets. The goodwill recognized in this acquisition is primarily attributable to the offerings in mobile device management of ZuluDesk and its assembled workforce. The goodwill is not deductible for income tax purposes. The fair value of the separately identifiable intangible assets acquired, consisting of trademarks, customer relationships and developed technology, was estimated by applying an income approach. Under the income approach, an intangible assetās fair value is equal to the present value of future economic benefits to be derived from ownership of the asset. Indications of value are developed by discounting future net cash flows to their present value at market-based rates of return. The weighted-average economic life of the intangible assets acquired is 7.0 years. For more details on the intangible assets, see Note 5. Acquisition-related expenses were expensed as incurred and totaled nil and $0.9 million for the three and nine months ended September 30, 2019, respectively. These expenses were recognized as acquisition costs in general and administrative expenses. ZuluDesk contributed revenue and net income of $1.4 million and less than $0.1 million, respectively, during the three months ended September 30, 2019, excluding the effects of the acquisition and integration costs. ZuluDesk contributed revenue and net loss of $2.9 million and $0.5 million, respectively, during the nine months ended September 30, 2019, excluding the effects of the acquisition and integration costs. The Company used borrowings under the Prior Term Loan Facility to complete the acquisition. The Prior Term Loan Facility provided for borrowings of $175.0 million with a maturity date of November 13, 2022 under the Companyās secured credit agreement entered into November 13, 2017 (the āPrior Credit Agreementā), which was increased to $205.0 million on January 30, 2019 when the Company entered into that certain Amendment Agreement No. 1 to such Prior Credit Agreement and approximately $0.5 million of debt issuances costs were capitalized as a reduction in Debt on the balance sheet in connection with such increase. The Company allocated the net purchase consideration to the net assets acquired, including finite-lived intangible assets, based on their respective fair values at the time of the acquisition as follows (in thousands): ā ā ā ā ā ā ā ā Assets acquired: ā Cash ā $ 3,325 Other current assets ā 1,306 Longāterm assets ā 154 Liabilities assumed: ā Accounts payable and accrued liabilities ā (419) Deferred revenue ā (3,050) Deferred tax liability ā (2,996) Intangible assets acquired ā 12,310 Goodwill ā 28,000 Total purchase consideration ā $ 38,630 ā Digita Security LLC On July 26, 2019, the Company purchased all of the outstanding membership interests of Digita Security LLC (āDigitaā). With this acquisition, Digitaās acquired technology complements the Companyās existing Apple management, authentication and account management solutions with a security offering to provide a more robust suite of capabilities and service offerings in the Apple enterprise market. The Company accounted for the acquisition by applying the acquisition method of accounting for business combinations in accordance with ASC Topic 805. The acquisition aggregate purchase consideration totaled $14.4 million which included contingent purchase consideration with an estimated fair value of $9.0 million and the remainder provided for with cash. Acquisition-related expenses were expensed as incurred. Goodwill in the amount of $1.7 million is deductible for income tax purposes. The maximum contingent consideration is $15.0 million if the acquired business achieves certain revenue milestones by December 31, 2022. The estimated fair value of these contingent payments is determined using a Monte Carlo simulation model, which uses Level 3 inputs for fair value measurements, including assumptions about probability of growth of subscription services and the related pricing of the services offered. During the three and nine months ended September 30, 2020, the fair value of the contingent consideration was increased by $0.6 million and decreased by $3.1 million, respectively, which is included in general and administrative expenses in the consolidated statement of operations. The adjustment for the three months ended September 30, 2020 primarily reflects updated assumptions about probability of growth of subscription services. The adjustment for the nine months ended September 30, 2020 primarily reflects updated assumptions about the probability of change in control in light of our IPO, as well as updated assumptions about probability of growth of subscription services. At September 30, 2020 and December 31, 2019, the fair value of the contingent consideration was $6.1 million and $9.2 million, respectively, which is included in other liabilities in the consolidated balance sheet. In addition, the terms of the purchase agreement provide for additional future payments to the Digita shareholders in the amount of up to $5.0 million if certain key employees continue their employment with the Company through December 31, 2020, which is recognized as a compensation expense in our consolidated statement of operations. The Company recognized as expense $0.9 million and $4.1 million during the three and nine months ended September 30, 2020, respectively. The fair value of the acquired developed technology was estimated by discounting future net cash flows to their present value at market-based rates of return (income approach). The estimated useful life of the acquired developed technology is estimated to be 5 years. For more details on the Companyās intangible assets, see Note 5. Pro forma results of operations for this acquisition were not presented as the effects were not material to our financial results. The following table summarizes the fair value of consideration transferred and the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands): ā ā ā ā ā ā ā ā Assets acquired: ā Cash ā $ 512 Other current assets ā 1 Longāterm assets ā 12 Liabilities assumed: ā Accounts payable and accrued liabilities ā (119) Intangible assets acquired ā 3,300 Goodwill ā 10,673 Total purchase consideration ā $ 14,379 ā |
Goodwill and other intangible a
Goodwill and other intangible assets | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and other intangible assets | |
Goodwill and other intangible assets | Note 5. Goodwill and other intangible assets The change in the carrying amount of goodwill is as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Goodwill, beginning of period ā $ 539,818 ā $ 529,145 ā $ 539,818 ā $ 501,145 Goodwill acquired ā ā ā 10,673 ā ā ā 38,673 Goodwill, end of period ā $ 539,818 ā $ 539,818 ā $ 539,818 ā $ 539,818 ā The gross carrying amount and accumulated amortization of intangible assets other than goodwill are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā ā ā ā Average ā ā ā ā ā ā ā Accumulated ā Net Carrying Remaining ā ā Useful Life ā Gross Value ā Amortization ā Value Useful Life ā ā ā ā (in thousands) ā ā Trademarks ā 1ā 8 ā $ 34,320 ā $ 9,167 ā $ 25,153 5.8 years Customer relationships ā 2ā 12 ā 214,320 ā 37,564 ā 176,756 9.7 years Developed technology ā 5 years ā 53,560 ā 20,419 ā 33,141 3.2 years Nonācompetes ā 2 years ā 90 ā 41 ā 49 1.1 years Balance, December 31, 2019 ā ā ā $ 302,290 ā $ 67,191 ā $ 235,099 Trademarks ā 8 years ā $ 34,320 ā $ 12,383 ā $ 21,937 5.1 years Customer relationships ā 2ā 12 ā 214,320 ā 51,259 ā 163,061 9.0 years Developed technology ā 5 years ā 53,560 ā 28,453 ā 25,107 2.4 years Nonācompetes ā 2 years ā 90 ā 75 ā 15 0.3 years Balance, September 30, 2020 ā ā ā $ 302,290 ā $ 92,170 ā $ 210,120 ā Amortization expense was $8.3 million for both the three months ended September 30, 2020 and 2019. Amortization expense was $25.0 million and $24.5 million for the nine months ended September 30, 2020 and 2019, respectively. There |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Note 6. Debt See Note 1 for information on the early extinguishment of debt upon closing of the IPO. On July 27, 2020, the Company entered into a new secured credit agreement (the āNew Credit Agreementā) for an initial revolving credit facility of $150.0 million (the āNew Revolving Credit Facilityā), which may be increased or decreased under specific circumstances, with a $25.0 million letter of credit sublimit and a $50.0 million alternative currency sublimit. In addition, the New Credit Agreement provides for the ability of the Company to request incremental term loan facilities, in a minimum amount of $5.0 million for each facility. The maturity date of the New Credit Agreement is July 27, 2025. The New Credit Agreement contains customary representations and warranties, affirmative covenants, reporting obligations, negative covenants and events of default. We were in compliance with such covenants at September 30, 2020. As of September 30, 2020, we had $1.0 million of letters of credit outstanding under our New Revolving Credit Facility. In the third quarter of 2020, the Company recorded debt issuance costs of $1.3 million, which is amortized to interest expense over the term of the New Credit Agreement. As of September 30, 2020, debt issuance costs of $1.2 million are included in other assets on the consolidated balance sheets. The interest rates applicable to revolving borrowings under the New Credit Agreement are, at the Companyās option, either (i) a base rate, which is equal to the greater of (a) the Prime Rate, (b) the Federal Funds Effective Rate plus 0.5% and (c) the Adjusted LIBO Rate (subject to a floor) for a one month interest period (each term as defined in the New Credit Agreement) plus 1%, or (ii) the Adjusted LIBO Rate (subject to a floor) equal to the LIBO Rate for the applicable interest period multiplied by the Statutory Reserve Rate, plus in the case of each of clauses (i) and (ii), the Applicable Rate. The Applicable Rate (i) for base rate loans range from 0.25% to 1.0% per annum and (ii) for LIBO Rate loans range from 1.25% to 2.0% per annum, in each case, based on the Senior Secured Net Leverage Ratio (as such term is defined in the New Credit Agreement). Base rate borrowings may only be made in dollars. The Company pays a commitment fee during the term of the New Credit Agreement ranging from 0.20% to 0.35% per annum of the average daily undrawn portion of the revolving commitments based on the Senior Secured Net Leverage Ratio. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 7. Commitments and Contingencies Operating Leases The Company leases office facilities and office equipment under operating leases that expire at various dates through February 2030. The office facility leases require annual base rent, plus real estate taxes, utilities, insurance and maintenance costs. Total rent expense, including the Companyās share of the lessorsā operating expenses, was $1.3 million and $1.0 million for the three months ended September 30, 2020 and 2019, respectively, and $4.0 million and $3.0 million for the nine months ended September 30, 2020 and 2019, respectively. Certain of these leases are with a related party. Rent expense with related parties, including the Companyās share of the lessorsā operating expenses, was $0.3 million for both the three months ended September 30, 2020 and 2019 and $0.8 million and $0.7 million for the nine months ended September 30, 2020 and 2019, respectively. Hosting Services and Other Support Software Agreements The Company has various contractual agreements for hosting services and other support software. In March 2020, the Company entered into a new contractual agreement with an unrelated party for hosting services. As of September 30, 2020, future payments related to this contract are $2.1 million for the remainder of 2020, $9.3 million in 2021, $12.0 million in 2022 and $3.2 million in 2023. ā Contingencies From time to time, the Company may be subject to various claims, charges and litigation. The Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company maintains insurance to cover certain actions and believes that resolution of such claims, charges, or litigation will not have a material impact on the Companyās financial position, results of operations, or liquidity. The Company had no material liabilities for contingencies recorded as of September 30, 2020 and December 31, 2019. |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2020 | |
Net Loss per Share | |
Net Loss per Share | Note 8. Net Loss per Share The following table sets forth the computation of basic and diluted net loss per share: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands, except share and per share amounts) Numerator: ā ā ā ā ā ā Net loss ā $ (5,093) ā $ (4,670) ā $ (13,806) ā $ (21,351) Denominator: ā ā ā ā ā Weightedāaverage shares used to compute net loss per share, basic and diluted ā 113,203,074 ā 102,791,023 ā 106,333,836 ā 102,727,198 Basic and diluted net loss per share ā $ (0.04) ā $ (0.05) ā $ (0.13) ā $ (0.21) ā Basic net loss per share is computed by dividing the net loss by the weighted-average number of common shares outstanding for the period. Because we have reported a net loss for the three and nine months ended September 30, 2020 and 2019, the number of shares used to calculate diluted net loss per common share is the same as the number of shares used to calculate basic net loss per common share because the potentially dilutive shares would have been antidilutive if included in the calculation. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities have an antidilutive impact due to losses reported: ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 Stock options outstanding 7,727,158 5,913,820 7,727,158 ā 5,913,820 Unvested restricted stock units 1,291,056 25,520 1,291,056 ā 25,520 Total potentially dilutive securities 9,018,214 5,939,340 9,018,214 ā 5,939,340 ā |
Long-term incentive plan
Long-term incentive plan | 9 Months Ended |
Sep. 30, 2020 | |
Long-term incentive plan | |
Long-term incentive plan | Note 9. Long-term incentive plan In 2018, the Company established a long-term incentive plan for certain employees. Under the plan, the employees will receive cash payments upon achievement of the same conditions of the Companyās return target options. In conjunction with the IPO, the conditions of the long-term incentive plan were modified to also vest following an IPO and registration and sale of shares by Vista provided that Vista achieves a cash return on its equity investment in the Company equaling or exceeding $1.515 billion. As of September 30, 2020 and December 31, 2019, the Company had established a pool for executed individual agreements with employees to pay $7.0 million and $5.9 million, respectively, upon achievement of the plan conditions. Consistent with the return target options, as of September 30, 2020 and December 31, 2019, no expense or liability has been recognized as the conditions for payment have not occurred. |
Share-based compensation
Share-based compensation | 9 Months Ended |
Sep. 30, 2020 | |
Share-based compensation | |
Share-based compensation | Note 10. Share-based compensation ā On July 21, 2020, the Company adopted the Jamf Holding Corp. Omnibus Incentive Plan (the ā2020 Planā). The 2020 Plan provides for grants of (i) stock options, (ii) stock appreciation rights, (iii) restricted shares, (iv) performance awards, (v) other share-based awards and (vi) other cash-based awards to eligible employees, non-employee directors and consultants of the Company. The maximum number of shares of common stock available for issuance under the 2020 Plan is 14,800,000 shares . I The 2017 Stock Option Plan (ā2017 Option Planā) became effective November 13, 2017, upon the approval of the board of directors and serves as the umbrella plan for the Companyās stock-based and cash-based incentive compensation program for its officers and other eligible employees. The aggregate number of shares of common stock that may be issued under the 2017 Option Plan may not exceed 8,470,000 shares. At September 30, 2020, 128,928 shares of common stock are reserved for additional grants under the Plan. All stock options granted by the Company were at an exercise price at or above the estimated fair market value of the Companyās common stock as of the grant date. No options were granted during the nine months ended September 30, 2020. The table below summarizes return target options activity for the nine months ended September 30, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā Weighted ā ā Average ā Aggregate ā ā ā ā Average ā Remaining ā Intrinsic ā ā ā ā Exercise ā Contractual ā Value ā Options Price Term (Years) (in thousands) Outstanding, December 31, 2019 3,687,664 ā $ 6.75 8.8 ā $ 29,908 Granted ā ā ā ā ā ā Exercised ā ā ā ā ā ā Forfeitures ā ā ā ā ā ā Outstanding, September 30, 2020 3,687,664 ā $ 6.75 8.0 ā $ 113,786 Options exercisable at September 30, 2020 ā ā $ ā ā ā $ ā Vested or expected to vest at September 30, 2020 ā ā $ ā ā ā $ ā ā There was approximately $33.0 million of unrecognized compensation expense related to these return target options at September 30, 2020. Restricted stock unit (āRSUā) activity for the nine months ended September 30, 2020 is as follows: ā ā ā ā ā ā ā ā ā ā ā Per Unit ā Units Fair Value Outstanding, December 31, 2019 36,520 ā $ 12.60 Granted 1,262,308 ā 26.00 Restrictions lapsed ā ā ā Forfeited (7,772) ā 26.00 Outstanding, September 30, 2020 1,291,056 ā $ 25.62 ā RSUs under the 2020 Plan vest ratably over four years. RSUs under the 2017 Option Plan vest 100% on the one-year anniversary of the date of the grant. The estimated compensation cost of each RSU, which is equal to the fair value of the award on the date of grant, is recognized on a straight-line basis over the vesting period. There was $31.1 million of total unrecognized compensation cost related to unvested restricted stock that is expected to be recognized over a weighted-average period of 3.8 years at September 30, 2020. The table below summarizes the service-based option activity for the nine months ended September 30, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā Weighted ā ā Average ā Aggregate ā ā ā ā Average ā Remaining ā Intrinsic ā ā ā ā Exercise ā Contractual ā Value ā Options Price Term (Years) (in thousands) Outstanding, December 31, 2019 4,073,286 ā $ 5.65 8.1 ā $ 37,520 Granted ā ā ā ā ā ā Exercised (33,792) ā 5.49 ā ā 498 Forfeitures ā ā ā ā ā ā Outstanding, September 30, 2020 4,039,494 ā $ 5.65 7.3 ā $ 129,098 Options exercisable at September 30, 2020 2,400,693 ā $ 5.50 7.2 ā $ 77,080 Vested or expected to vest at September 30, 2020 4,039,494 ā $ 5.65 7.3 ā $ 129,098 ā The aggregate intrinsic value in the table above represents the total intrinsic value that would have been received by the optionholders had all optionholders exercised their options on the last date of the period. The total fair value of service-based options vested during the nine months ended September 30, 2020 was $1.1 million. There was $4.0 million of unrecognized compensation expense related to service-based stock options that is expected to be recognized over a weighted-average period of 1.9 years at September 30, 2020. The Company recognized stock-based compensation expense as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Cost of revenue: ā ā ā ā ā ā Subscription ā $ 314 ā $ 38 ā $ 390 ā $ 156 Services ā 62 ā ā ā 62 ā ā Sales and marketing ā 675 ā 112 ā 897 ā 348 Research and development ā 523 ā 99 ā 821 ā 284 General and administrative ā 754 ā 349 ā 1,733 ā 1,028 ā ā $ 2,328 ā $ 598 ā $ 3,903 ā $ 1,816 ā |
Income taxes
Income taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income taxes | |
Income taxes | Note 11. Income taxes The Companyās effective tax rates for the three months ended September 30, 2020 and 2019 were 26.7% and 23.1% , respectively. The effective tax rate for the three months ended September 30, 2020 was impacted by $1.4 million of discrete income tax benefit primarily related to the loss on debt extinguishment. The Companyās effective tax rates for the nine months ended September 30, 2020 and 2019 were 27.0% and 23.6% , respectively. The effective tax rate for the nine months ended September 30, 2020 was higher than the prior year period due to research and development credits, the final Global Intangible Low Taxed Income (āGILTIā) high-tax exclusion regulation released on July 20, 2020 and a change in valuation allowance on foreign deferred tax assets related to a merger of subsidiaries. The effective tax rate for the nine months ended September 30, 2020 was impacted by $1.6 million of discrete income tax benefit primarily related to the loss on debt extinguishment and the impact of the net operating loss carryback and interest limitation changes related to the Coronavirus Aid, Relief, and Economic Security Act (āCARES Actā) . On March 27, 2020, the CARES Act was signed into law. The CARES Act provides numerous tax provisions and other stimulus measures, including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, temporary suspension of certain payment requirements for the employer portion of social security taxes, the creation of certain refundable employee retention credits, and technical corrections from prior tax legislation for tax depreciation of certain qualified improvement property. The Company anticipates it will benefit from the prior and future utilization of net operating losses and interest deductions. Beginning with pay dates on and after April 17, 2020, the Company has elected to defer the employer-paid portion of social security taxes, resulting in an accrual of $2.7 million as of September 30, 2020. On July 20, 2020, Final Regulations were released with respect to the GILTI high-tax exclusion. The Final Regulations are effective for tax years starting after July 23, 2020, however, there may be availability for retroactive application back to tax years started after December 31, 2017. The Company has performed an analysis and determined there would be a benefit in both 2018 and 2019 for which a discrete item has been included in the third quarter of 2020 to reflect the impact of this benefit. In addition, we reduced our GILTI income as of the third quarter of 2020, the effect of which is reflected in the annual effective tax rate. ā |
Related party transactions
Related party transactions | 9 Months Ended |
Sep. 30, 2020 | |
Related-party transactions | |
Related-party transactions | Note 12. Related-party transactions The Company made pledges to the Jamf Nation Global Foundation (āJNGFā) of $0.1 million and $0.2 million for the three and nine months ended September 30, 2019, respectively. The Company did not make any pledges to JNGF for the three and nine months ended September 30, 2020. As of September 30, 2020 and December 31, 2019, the Companyās accrued liabilities related to JNGF pledges were $0.4 million and $1.0 million, respectively, which are included in accrued liabilities on the consolidated balance sheet. The Company has an ongoing lease agreement for office space in Eau Claire, Wisconsin, with an entity in which a related party is a minority owner. See Note 7 for further discussion of this lease agreement. Vista is a U.S.-based investment firm that controls the funds which own a majority of the Company. The Company has paid for consulting services and other expenses related to services provided by Vista and Vista affiliates. The total expenses incurred by the Company for these services with Vista were less than $0.1 million and $0.3 million for the three months ended September 30, 2020 and 2019, respectively, and $0.3 million and $0.9 million for the nine months ended September 30, 2020 and 2019, respectively. The Company had less than $0.1 million in accounts payable related to these expenses at September 30, 2020. The Company had no amounts in accounts payable related to these expenses at December 31, 2019. The Company also has revenue arrangements with Vista affiliates. The Company recognized revenue related to these arrangements of $0.2 million for both the three months ended September 30, 2020 and 2019 and $0.8 million and $0.6 million for the nine months ended September 30, 2020 and 2019, respectively. The Company had $0.1 million in accounts receivable related to these agreements at September 30, 2020. The Company had no amounts in accounts receivable related to these agreements at December 31, 2019. In addition, the Company pays for services with Vista affiliates in the normal course of business. The total expenses incurred by the Company for services with Vista affiliates were $0.2 million and $0.1 million for the three months ended September 30, 2020 and 2019, respectively, and $0.5 million and $0.4 million for the nine months ended September 30, 2020 and 2019, respectively. The Company had less than $0.1 million in accounts payable related to these expenses at September 30, 2020. The Company had no amounts in accounts payable related to these expenses at December 31, 2019. Prior to its termination and repayment in full on July 27, 2020, the Company had the Prior Term Loan Facility and, pursuant to the Companyās Prior Credit Agreement, a $15.0 million revolving credit facility with a maturity date of November 13, 2022 (the āPrior Revolving Credit Facilityā and together with the Prior Term Loan Facility, the āPrior Credit Facilitiesā) with a consortium of lenders for a principal amount of $205.0 million and principal committed amount of $15.0 million, respectively. At December 31, 2019, affiliates of Vista held $34.9 million of the Prior Term Loan Facility and there were no |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Summary of significant accounting policies | |
Principles of consolidation | The Companyās significant accounting policies are discussed in Note 2 to the consolidated financial statements included in our final prospectus (the āIPO Prospectusā) dated as of July 21, 2020 and filed with the Securities and Exchange Commission (the āSECā) pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended (the āSecurities Actā). There have been no significant changes to these policies that have had a material impact on the Companyās consolidated financial statements and related notes for the three and nine months ended September 30, 2020. The following describes the impact of certain policies. |
Stock split | Stock split On July 10, 2020, the Company effected a 110-for-1 stock split of its common stock. The par value of the common stock was not adjusted as a result of the stock split. Accordingly, all share and per share amounts for all periods presented in the accompanying consolidated financial statements and notes thereto have been adjusted retrospectively, where applicable, to reflect this stock split. |
Deferred offering costs | Deferred offering costs Offering costs are capitalized and consist of fees incurred in connection with the sale of common stock in our IPO and include legal, accounting, printing, and other IPO-related costs. The balance of deferred offering costs included within other current assets as of December 31, 2019 was $2.3 million. During the three and nine months ended September 30, 2020, we incurred $1.5 million and $5.0 million, respectively, of deferred offering costs. Upon completion of our IPO, the total amount of $7.3 million of deferred offering costs was reclassified to stockholdersā equity and recorded against the proceeds from the offering. Therefore, we had no deferred offering costs included within other current assets as of September 30, 2020. |
Share-based compensation | Share-based compensation The Company applies the provisions of ASC Topic 718, Compensation ā Stock Compensation Compensation cost for restricted stock units is determined based on the fair market value of the Companyās stock at the date of the grant. Stock-based compensation expense is generally recognized over the required service period. Forfeitures are accounted for when they occur. The Company also grants performance-based awards to certain executives that vest and become exercisable when Vistaās realized cash return on its investment in the Company equals or exceeds $1.515 billion upon a change in control of the Company (āTermination Eventā). The terms of the agreement do not specify a performance period for the occurrence of the Termination Event. The contractual term of the awards is 10 years. These options are also referred to as return target options. The Company uses a Modified Black-Scholes option pricing model which uses Level 3 inputs for fair value measurement. In conjunction with the IPO, the vesting conditions of the performance-based awards were modified to also vest following an IPO and registration and sale of shares by Vista provided that Vista achieves a cash return on its equity investment in the Company equaling or exceeding $1.515 billion. In accordance with ASC 718, we calculated the fair value of these options on the modification date. The value of these options on the date of modification was $33.0 million as of June 30, 2020. As the awards are not currently considered probable of meeting vesting requirements no expense has been recognized, and the timing of any future expense recognition is unknown. |
Revenue recognition | Revenue recognition The Company applies ASC Topic 606, Revenue from Contracts with Customers Disaggregation of Revenue The Company separates revenue into recurring and non-recurring categories to disaggregate those revenues that are one-time in nature from those that are term-based and renewable. Revenue from recurring and non-recurring contractual arrangements are as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) SaaS subscription and support and maintenance ā $ 57,933 ā $ 41,916 ā $ 160,989 ā $ 112,872 Onāpremise subscription ā 7,849 ā 5,135 ā 18,159 ā 12,224 Recurring revenue ā 65,782 ā 47,051 ā 179,148 ā 125,096 Perpetual licenses ā 1,017 ā 2,283 ā 3,811 ā 7,381 Professional services ā 3,605 ā 5,234 ā 10,066 ā 14,529 Nonārecurring revenue ā 4,622 ā 7,517 ā 13,877 ā 21,910 Total revenue ā $ 70,404 ā $ 54,568 ā $ 193,025 ā $ 147,006 ā Contract Balances Contract liabilities consist of customer billings in advance of revenue being recognized. The Company invoices its customers for subscription, support and maintenance and services in advance. Changes in contract liabilities, including revenue earned during the period from the beginning contract liability balance and new deferrals of revenue during the period, were as follows: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Balance, beginning of the period ā $ 157,738 ā $ 117,919 ā $ 140,710 ā $ 100,662 Revenue earned ā (50,038) ā (39,261) ā (147,324) ā (116,145) Deferral of revenue ā 80,538 ā 54,651 ā 194,852 ā 148,792 Balance, end of the period ā $ 188,238 ā $ 133,309 ā $ 188,238 ā $ 133,309 ā There were no significant changes to our contract assets and liabilities during the three and nine months ended September 30, 2020 and 2019 outside of our sales activities. Remaining Performance Obligations Revenue allocated to remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue and noncancelable amounts to be invoiced. As of September 30, 2020 and December 31, 2019, the Company had $199.1 million and $149.5 million, respectively, of remaining performance obligations, with 82% and 86%, respectively, expected to be recognized as revenue over the succeeding 12 months, and the remainder expected to be recognized over the three years thereafter. Deferred Contract Costs Sales commissions as well as associated payroll taxes and retirement plan contributions (together, contract costs) that are incremental to the acquisition of customer contracts, are capitalized using a portfolio approach as deferred contract costs on the consolidated balance sheet when the period of benefit is determined to be greater than one year. Total amortization of contract costs for the three months ended September 30, 2020 and 2019 was $2.5 million and $1.7 million, respectively. Total amortization of contract costs for the nine months ended September 30, 2020 and 2019 was $6.7 million and $4.5 million, respectively. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could affect the period of benefit of these deferred contract costs. There were no impairment losses recorded during the three and nine months ended September 30, 2020 and 2019. For the three and nine months ended September 30, 2020, the Company had two distributors that accounted for more than 10% of total net revenues. Total receivables related to these distributors were $15.2 million at September 30, 2020. For the three and nine months ended September 30, 2019, the Company had one distributor that accounted for more than 10% of total net revenues. Total receivables related to this distributor were $6.0 million at December 31, 2019. |
Recently issued accounting pronouncements not yet adopted and Adoption of new accounting pronouncements | Recently issued accounting pronouncements not yet adopted From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (āFASBā), or other standard setting bodies and adopted by us as of the specified effective date. Unless otherwise discussed, the impact of recently issued standards that are not yet effective will not have a material impact on our financial position or results of operations upon adoption. ā Financial Instruments ā Credit Losses In June 2016, the FASB issued Accounting Standards Update (āASUā) No. 2016-13, Financial Instruments ā Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Financial Instruments ā Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates Leases (Topic 842) Leases In February 2016, the FASB issued ASU 2016-02 to increase transparency and comparability among organizations related to their leasing arrangements. The update requires lessees to recognize most leases on their balance sheets, with the exception of short-term leases if a policy election is made, while recognizing lease expense on their income statements in a manner similar to current GAAP. The guidance also requires entities to disclose key quantitative and qualitative information about its leasing arrangements. The Company expects to adopt the new lease standard on January 1, 2021 using the optional transition method to the modified retrospective approach. The Company has formed an implementation team, commenced identification of our lease population, and selected new software to manage the lease portfolio and perform the accounting required under the new lease standard. The Company is still assessing the impact of adoption of the new lease standard on the consolidated financial statements. Reference Rate Reform In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting Adoption of new accounting pronouncements Income Taxes In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Fair Value Measurement ā Disclosure Framework In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework ā Changes to the Disclosure Requirements for Fair Value Measurement ASC Topic 820, Fair Value Measurements Customerās Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In March 2018, the FASB issued ASU No. 2018-15, Intangibles ā Goodwill and Others ā Internal-Use Software (Subtopic 350-40): Customerās Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract Improvements to Nonemployee Share-Based Payment Accounting In June 2018, the FASB issued ASU No. 2018-07, Compensation ā Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting |
Basis of presentation and des_2
Basis of presentation and description of business (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Basis of presentation and description of business | |
Schedule of revenue by geographic location | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Revenue: ā ā ā ā ā ā ā ā ā ā ā ā The Americas ā $ 54,631 ā $ 42,459 ā $ 149,806 ā $ 112,980 Europe, the Middle East, India, and Africa ā 11,754 ā 9,313 ā 32,483 ā 25,972 Asia Pacific ā 4,019 ā 2,796 ā 10,736 ā 8,054 ā ā $ 70,404 ā $ 54,568 ā $ 193,025 ā $ 147,006 |
Summary of significant accoun_3
Summary of significant accounting policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Summary of significant accounting policies | |
Disaggregation Of Revenue | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) SaaS subscription and support and maintenance ā $ 57,933 ā $ 41,916 ā $ 160,989 ā $ 112,872 Onāpremise subscription ā 7,849 ā 5,135 ā 18,159 ā 12,224 Recurring revenue ā 65,782 ā 47,051 ā 179,148 ā 125,096 Perpetual licenses ā 1,017 ā 2,283 ā 3,811 ā 7,381 Professional services ā 3,605 ā 5,234 ā 10,066 ā 14,529 Nonārecurring revenue ā 4,622 ā 7,517 ā 13,877 ā 21,910 Total revenue ā $ 70,404 ā $ 54,568 ā $ 193,025 ā $ 147,006 |
Contract With Customer Asset And Liability | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Balance, beginning of the period ā $ 157,738 ā $ 117,919 ā $ 140,710 ā $ 100,662 Revenue earned ā (50,038) ā (39,261) ā (147,324) ā (116,145) Deferral of revenue ā 80,538 ā 54,651 ā 194,852 ā 148,792 Balance, end of the period ā $ 188,238 ā $ 133,309 ā $ 188,238 ā $ 133,309 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
ZuluDesk B.V | |
Business Acquisition [Line Items] | |
Schedule of assets acquired and liabilities assumed at the date of acquisition | ā ā ā ā ā ā ā ā Assets acquired: ā Cash ā $ 3,325 Other current assets ā 1,306 Longāterm assets ā 154 Liabilities assumed: ā Accounts payable and accrued liabilities ā (419) Deferred revenue ā (3,050) Deferred tax liability ā (2,996) Intangible assets acquired ā 12,310 Goodwill ā 28,000 Total purchase consideration ā $ 38,630 |
Digita Security LLC | |
Business Acquisition [Line Items] | |
Schedule of assets acquired and liabilities assumed at the date of acquisition | ā ā ā ā ā ā ā ā Assets acquired: ā Cash ā $ 512 Other current assets ā 1 Longāterm assets ā 12 Liabilities assumed: ā Accounts payable and accrued liabilities ā (119) Intangible assets acquired ā 3,300 Goodwill ā 10,673 Total purchase consideration ā $ 14,379 |
Goodwill and other intangible_2
Goodwill and other intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and other intangible assets | |
Schedule of changes in carrying amount of goodwill | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Goodwill, beginning of period ā $ 539,818 ā $ 529,145 ā $ 539,818 ā $ 501,145 Goodwill acquired ā ā ā 10,673 ā ā ā 38,673 Goodwill, end of period ā $ 539,818 ā $ 539,818 ā $ 539,818 ā $ 539,818 |
Schedule of gross carrying amount and accumulated amortization of intangible assets other than goodwill | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā ā ā ā Average ā ā ā ā ā ā ā Accumulated ā Net Carrying Remaining ā ā Useful Life ā Gross Value ā Amortization ā Value Useful Life ā ā ā ā (in thousands) ā ā Trademarks ā 1ā 8 ā $ 34,320 ā $ 9,167 ā $ 25,153 5.8 years Customer relationships ā 2ā 12 ā 214,320 ā 37,564 ā 176,756 9.7 years Developed technology ā 5 years ā 53,560 ā 20,419 ā 33,141 3.2 years Nonācompetes ā 2 years ā 90 ā 41 ā 49 1.1 years Balance, December 31, 2019 ā ā ā $ 302,290 ā $ 67,191 ā $ 235,099 Trademarks ā 8 years ā $ 34,320 ā $ 12,383 ā $ 21,937 5.1 years Customer relationships ā 2ā 12 ā 214,320 ā 51,259 ā 163,061 9.0 years Developed technology ā 5 years ā 53,560 ā 28,453 ā 25,107 2.4 years Nonācompetes ā 2 years ā 90 ā 75 ā 15 0.3 years Balance, September 30, 2020 ā ā ā $ 302,290 ā $ 92,170 ā $ 210,120 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Net Loss per Share | |
Schedule of computation of basic and diluted net loss per share | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands, except share and per share amounts) Numerator: ā ā ā ā ā ā Net loss ā $ (5,093) ā $ (4,670) ā $ (13,806) ā $ (21,351) Denominator: ā ā ā ā ā Weightedāaverage shares used to compute net loss per share, basic and diluted ā 113,203,074 ā 102,791,023 ā 106,333,836 ā 102,727,198 Basic and diluted net loss per share ā $ (0.04) ā $ (0.05) ā $ (0.13) ā $ (0.21) |
Schedule of potentially dilutive securities excluded from the computation of diluted weighted-average shares outstanding | ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 Stock options outstanding 7,727,158 5,913,820 7,727,158 ā 5,913,820 Unvested restricted stock units 1,291,056 25,520 1,291,056 ā 25,520 Total potentially dilutive securities 9,018,214 5,939,340 9,018,214 ā 5,939,340 |
Share-based compensation (Table
Share-based compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of restricted stock units stock option activity | ā ā ā ā ā ā ā ā ā ā ā Per Unit ā Units Fair Value Outstanding, December 31, 2019 36,520 ā $ 12.60 Granted 1,262,308 ā 26.00 Restrictions lapsed ā ā ā Forfeited (7,772) ā 26.00 Outstanding, September 30, 2020 1,291,056 ā $ 25.62 |
Service-based options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of stock-option activity | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā Weighted ā ā Average ā Aggregate ā ā ā ā Average ā Remaining ā Intrinsic ā ā ā ā Exercise ā Contractual ā Value ā Options Price Term (Years) (in thousands) Outstanding, December 31, 2019 4,073,286 ā $ 5.65 8.1 ā $ 37,520 Granted ā ā ā ā ā ā Exercised (33,792) ā 5.49 ā ā 498 Forfeitures ā ā ā ā ā ā Outstanding, September 30, 2020 4,039,494 ā $ 5.65 7.3 ā $ 129,098 Options exercisable at September 30, 2020 2,400,693 ā $ 5.50 7.2 ā $ 77,080 Vested or expected to vest at September 30, 2020 4,039,494 ā $ 5.65 7.3 ā $ 129,098 |
Schedule of stock based compensation | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Nine Months Ended ā ā September 30, ā September 30, ā 2020 2019 2020 2019 ā ā (in thousands) Cost of revenue: ā ā ā ā ā ā Subscription ā $ 314 ā $ 38 ā $ 390 ā $ 156 Services ā 62 ā ā ā 62 ā ā Sales and marketing ā 675 ā 112 ā 897 ā 348 Research and development ā 523 ā 99 ā 821 ā 284 General and administrative ā 754 ā 349 ā 1,733 ā 1,028 ā ā $ 2,328 ā $ 598 ā $ 3,903 ā $ 1,816 |
Performance-based options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of stock-option activity | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Weighted ā ā ā ā ā ā ā ā Weighted ā ā Average ā Aggregate ā ā ā ā Average ā Remaining ā Intrinsic ā ā ā ā Exercise ā Contractual ā Value ā Options Price Term (Years) (in thousands) Outstanding, December 31, 2019 3,687,664 ā $ 6.75 8.8 ā $ 29,908 Granted ā ā ā ā ā ā Exercised ā ā ā ā ā ā Forfeitures ā ā ā ā ā ā Outstanding, September 30, 2020 3,687,664 ā $ 6.75 8.0 ā $ 113,786 Options exercisable at September 30, 2020 ā ā $ ā ā ā $ ā Vested or expected to vest at September 30, 2020 ā ā $ ā ā ā $ ā |
Basis of presentation and des_3
Basis of presentation and description of business - IPO (Details) - USD ($) $ / shares in Units, $ in Thousands | Jul. 24, 2020 | Nov. 13, 2017 | Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Acquisitions | ||||||
Issuance of common stock (shares) | 13,500,000 | |||||
Share Price | $ 26 | |||||
Proceeds from initial public offering, net of underwriting discounts and commissions | $ 326,316 | |||||
Issuance of common stock | $ 319,000 | |||||
Underwriting discount and commissions | 24,700 | |||||
Offering costs | $ 7,300 | $ 6,601 | ||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | 132,000,000 | ||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | 0 | ||
Proceeds from private placement | $ 2,200 | $ 2,233 | ||||
Repayment of debt | 205,000 | 205,000 | $ 4,750 | |||
Accrued interest paid | 3,400 | |||||
Prepayment penalty | 2,000 | |||||
Write-off of debt issuance cost | 3,200 | |||||
Loss on debt extinguishment | $ 5,200 | $ 5,213 | $ 5,213 | |||
Vista Equity Partners [Member] | ||||||
Acquisitions | ||||||
Aggregate purchase price | $ 733,800 | |||||
Ownership, as a percent | 72.90% | 72.90% | ||||
IPO [Member] | ||||||
Acquisitions | ||||||
Issuance of common stock | $ 318,993 | $ 318,993 | ||||
Private Placement [Member] | ||||||
Acquisitions | ||||||
Issuance of common stock (shares) | 85,880 | |||||
Issuance of common stock | $ 2,233 | $ 2,233 |
Basis of presentation and des_4
Basis of presentation and description of business (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | |
Disaggregation of Revenue [Line Items] | ||||
Number of operating segment | segment | 1 | |||
Number of reportable segment | segment | 1 | |||
Revenue | $ 70,404 | $ 54,568 | $ 193,025 | $ 147,006 |
The Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 54,631 | 42,459 | 149,806 | 112,980 |
Europe, Middle East, India, and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 11,754 | 9,313 | 32,483 | 25,972 |
Asia Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 4,019 | $ 2,796 | $ 10,736 | $ 8,054 |
Summary of significant accoun_4
Summary of significant accounting policies - Stock split and Deferred offering costs (Details) $ in Thousands | Jul. 24, 2020USD ($) | Jul. 10, 2020 | Sep. 30, 2020USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2019USD ($) |
Summary of significant accounting policies | |||||
Stock split ratio | 110 | ||||
Deferred offering costs | $ 7,300 | $ 0 | $ 0 | $ 2,300 | |
Offering costs | $ 7,300 | 6,601 | |||
Deferred offering costs incurred | $ 1,500 | $ 5,000 |
Summary of significant accoun_5
Summary of significant accounting policies - Share-based compensation (Details) - USD ($) $ in Millions | 6 Months Ended | 9 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Threshold cash return on investment upon termination event to determine vesting of performance shares | $ 1,515 | ||
Fair value after plan modification | $ 33 | ||
Service-based options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Award expiration period | 10 years | ||
Options granted | 0 | ||
Performance-based options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Award expiration period | 10 years | ||
Threshold cash return on investment upon termination event to determine vesting of performance shares | $ 1,515 |
Summary of significant accoun_6
Summary of significant accounting policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 70,404 | $ 54,568 | $ 193,025 | $ 147,006 |
Recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 65,782 | 47,051 | 179,148 | 125,096 |
Non-recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 4,622 | 7,517 | 13,877 | 21,910 |
Subscription | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 57,933 | 41,916 | 160,989 | 112,872 |
Subscription | Recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 57,933 | 41,916 | 160,989 | 112,872 |
Services/Professional Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 3,605 | 5,234 | 10,066 | 14,529 |
Services/Professional Services | Non-recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 3,605 | 5,234 | 10,066 | 14,529 |
License | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 8,866 | 7,418 | 21,970 | 19,605 |
License | Recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 7,849 | 5,135 | 18,159 | 12,224 |
License | Non-recurring Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 1,017 | $ 2,283 | $ 3,811 | $ 7,381 |
Summary of significant accoun_7
Summary of significant accounting policies - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Change in Contract with Customer, Liability [Abstract] | ||||
Balance, beginning of the period | $ 157,738 | $ 117,919 | $ 140,710 | $ 100,662 |
Revenue earned | (50,038) | (39,261) | (147,324) | (116,145) |
Deferral of revenue | 80,538 | 54,651 | 194,852 | 148,792 |
Balance, end of the period | $ 188,238 | $ 133,309 | $ 188,238 | $ 133,309 |
Summary of significant accoun_8
Summary of significant accounting policies - Remaining Performance Obligations (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining Performance Obligation, Revenue | $ 149.5 | |
Remaining Performance Obligation, Revenue Recognition Percentage | 86.00% | |
Remaining Performance Obligation, Revenue Recognition Period | 12 months | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining Performance Obligation, Revenue | $ 199.1 | |
Remaining Performance Obligation, Revenue Recognition Percentage | 82.00% | |
Remaining Performance Obligation, Revenue Recognition Period | 12 months |
Summary of significant accoun_9
Summary of significant accounting policies - Deferred Contract Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Summary of significant accounting policies | ||||
Total amortization of contract costs | $ 2.5 | $ 1.7 | $ 6.7 | $ 4.5 |
Impairment losses | $ 0 | $ 0 | $ 0 | $ 0 |
Summary of significant accou_10
Summary of significant accounting policies - Concentration of risk (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020USD ($)item | Sep. 30, 2019item | Sep. 30, 2020USD ($)item | Sep. 30, 2019item | Dec. 31, 2019USD ($) | |
Concentration Risk [Line Items] | |||||
Trade accounts receivable, net | $ 64,151 | $ 64,151 | $ 46,513 | ||
Revenue from Contract with Customer Benchmark [Member] | Credit Concentration Risk [Member] | |||||
Concentration Risk [Line Items] | |||||
Number of significant distributors | item | 2 | 1 | 2 | 1 | |
Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Concentration Risk [Line Items] | |||||
Trade accounts receivable, net | $ 15,200 | $ 15,200 | $ 6,000 |
Financial instruments fair va_2
Financial instruments fair value (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of debt | $ 0 | |
Fair Value | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of debt | $ 203.1 | |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of debt | $ 205 |
Acquisitions - ZuluDesk B.V. (D
Acquisitions - ZuluDesk B.V. (Details) - USD ($) $ in Thousands | Feb. 01, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2020 | Jul. 26, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Jan. 30, 2019 | Dec. 31, 2018 | Nov. 13, 2017 |
Liabilities assumed: | |||||||||||
Goodwill | $ 539,818 | $ 539,818 | $ 539,818 | $ 539,818 | $ 539,818 | $ 529,145 | $ 501,145 | ||||
Term Loan [Member] | |||||||||||
Acquisitions | |||||||||||
Debt, Principle amount | $ 205,000 | $ 205,000 | $ 175,000 | ||||||||
ZuluDesk B.V | |||||||||||
Acquisitions | |||||||||||
Aggregate purchase price | $ 38,600 | ||||||||||
Weighted-average economic life of intangible assets acquired | 7 years | ||||||||||
Acquisition-related expenses | 900 | ||||||||||
Revenues | 1,400 | 2,900 | |||||||||
Net income (loss) | $ (500) | ||||||||||
Debt issuances costs capitalized | $ 500 | ||||||||||
Assets acquired: | |||||||||||
Cash | 3,325 | ||||||||||
Other current assets | 1,306 | ||||||||||
Long-term assets | 154 | ||||||||||
Liabilities assumed: | |||||||||||
Accounts payable and accrued liabilities | (419) | ||||||||||
Deferred revenue | (3,050) | ||||||||||
Deferred tax liability | (2,996) | ||||||||||
Intangible assets acquired | 12,310 | ||||||||||
Goodwill | 28,000 | ||||||||||
Total purchase consideration | $ 38,630 | ||||||||||
ZuluDesk B.V | Maximum | |||||||||||
Acquisitions | |||||||||||
Net income (loss) | $ 100 |
Acquisitions - Digita Security
Acquisitions - Digita Security LLC (Details) - USD ($) $ in Thousands | Jul. 26, 2019 | Sep. 30, 2020 | Sep. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Acquisitions | ||||||||
Increase (decrease) in fair value of contingent consideration | $ (3,100) | |||||||
Liabilities assumed: | ||||||||
Goodwill | $ 539,818 | $ 539,818 | $ 539,818 | $ 539,818 | $ 539,818 | $ 529,145 | $ 501,145 | |
Developed technology | ||||||||
Acquisitions | ||||||||
Useful life of intangible assets | 5 years | 5 years | ||||||
Digita Security LLC | ||||||||
Acquisitions | ||||||||
Aggregate purchase price | $ 14,400 | |||||||
Contingent purchase consideration | 9,000 | |||||||
Goodwill deductible for income tax purposes | 1,700 | |||||||
Maximum contingent consideration | 15,000 | |||||||
Contingent consideration recognized | 6,100 | $ 6,100 | $ 9,200 | |||||
Compensation expense | 900 | 4,100 | ||||||
Assets acquired: | ||||||||
Cash | 512 | |||||||
Other current assets | 1 | |||||||
Long-term assets | 12 | |||||||
Liabilities assumed: | ||||||||
Accounts payable and accrued liabilities | (119) | |||||||
Intangible assets acquired | 3,300 | |||||||
Goodwill | 10,673 | |||||||
Total purchase consideration | $ 14,379 | |||||||
Digita Security LLC | Maximum | ||||||||
Acquisitions | ||||||||
Compensation expense | 5,000 | |||||||
Digita Security LLC | Developed technology | ||||||||
Acquisitions | ||||||||
Useful life of intangible assets | 5 years | |||||||
Digita Security LLC | General and administrative | ||||||||
Acquisitions | ||||||||
Increase (decrease) in fair value of contingent consideration | $ 600 | $ (3,100) |
Goodwill and other intangible_3
Goodwill and other intangible assets - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Goodwill [Roll Forward] | ||
Goodwill, Beginning Balance | $ 529,145 | $ 501,145 |
Goodwill acquired | 10,673 | 38,673 |
Goodwill, Ending Balance | $ 539,818 | $ 539,818 |
Goodwill and other intangible_4
Goodwill and other intangible assets - Intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Value | $ 302,290 | $ 302,290 | $ 302,290 | ||
Accumulated Amortization | 92,170 | 92,170 | 67,191 | ||
Net Carrying Value | 210,120 | 210,120 | 235,099 | ||
Amortization expense | 8,300 | 25,000 | $ 24,500 | ||
Impairment of goodwill | 0 | $ 0 | 0 | 0 | |
Impairment of Intangible Assets | 0 | $ 0 | $ 0 | $ 0 | |
Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 8 years | ||||
Gross Value | 34,320 | $ 34,320 | 34,320 | ||
Accumulated Amortization | 12,383 | 12,383 | 9,167 | ||
Net Carrying Value | 21,937 | $ 21,937 | $ 25,153 | ||
Weighted-Average Remaining Useful Life | 5 years 1 month 6 days | 5 years 9 months 18 days | |||
Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Gross Value | 214,320 | $ 214,320 | $ 214,320 | ||
Accumulated Amortization | 51,259 | 51,259 | 37,564 | ||
Net Carrying Value | 163,061 | $ 163,061 | $ 176,756 | ||
Weighted-Average Remaining Useful Life | 9 years | 9 years 8 months 12 days | |||
Developed technology | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 5 years | 5 years | |||
Gross Value | 53,560 | $ 53,560 | $ 53,560 | ||
Accumulated Amortization | 28,453 | 28,453 | 20,419 | ||
Net Carrying Value | 25,107 | $ 25,107 | $ 33,141 | ||
Weighted-Average Remaining Useful Life | 2 years 4 months 24 days | 3 years 2 months 12 days | |||
Non-competes | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 2 years | 2 years | |||
Gross Value | 90 | $ 90 | $ 90 | ||
Accumulated Amortization | 75 | 75 | 41 | ||
Net Carrying Value | $ 15 | $ 15 | $ 49 | ||
Weighted-Average Remaining Useful Life | 3 months 18 days | 1 year 1 month 6 days | |||
Maximum | Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 8 years | ||||
Maximum | Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 12 years | 12 years | |||
Minimum | Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 1 year | ||||
Minimum | Customer relationships | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Useful Life | 2 years | 2 years |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Jul. 27, 2020 | Sep. 30, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Jul. 26, 2020 |
Debt Instrument [Line Items] | |||||
Debt issuance costs | $ 1,264 | $ 1,550 | |||
Debt issuance costs in other assets | $ 1,200 | 1,200 | |||
Minimum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee, as a percent | 0.20% | ||||
Maximum | |||||
Debt Instrument [Line Items] | |||||
Commitment fee, as a percent | 0.35% | ||||
Base Rate [Member] | Minimum | |||||
Debt Instrument [Line Items] | |||||
Applicable rate, as a percent | 0.25% | ||||
Base Rate [Member] | Maximum | |||||
Debt Instrument [Line Items] | |||||
Applicable rate, as a percent | 1.00% | ||||
Fed Funds Effective Rate Overnight Index Swap Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest margin, as a percent | 0.50% | ||||
London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest margin, as a percent | 1.00% | ||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum | |||||
Debt Instrument [Line Items] | |||||
Applicable rate, as a percent | 1.25% | ||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum | |||||
Debt Instrument [Line Items] | |||||
Applicable rate, as a percent | 2.00% | ||||
Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Minimum increment in term loan facility | $ 5,000 | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 150,000 | $ 15,000 | |||
Debt issuance costs | 1,300 | ||||
Letter of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 25,000 | ||||
Borrowings | $ 1,000 | $ 1,000 | |||
Foreign Line of Credit [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 50,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Related Party Transaction [Line Items] | ||||
Total rent expense | $ 1.3 | $ 1 | $ 4 | $ 3 |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||||
2020 | 2.1 | 2.1 | ||
2021 | 9.3 | 9.3 | ||
2022 | 12 | 12 | ||
2023 | 3.2 | 3.2 | ||
Minority Owner Of Property Under Operating Lease [Member] | ||||
Related Party Transaction [Line Items] | ||||
Total rent expense | $ 0.3 | $ 0.3 | $ 0.8 | $ 0.7 |
Net Loss per Share (Details)
Net Loss per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | ||||
Net loss | $ (5,093) | $ (4,670) | $ (13,806) | $ (21,351) |
Weighted-average shares outstanding | ||||
Weighted-average shares used to compute net loss per share, basic and diluted | 113,203,074 | 102,791,023 | 106,333,836 | 102,727,198 |
Basic and diluted net loss per share | $ (0.04) | $ (0.05) | $ (0.13) | $ (0.21) |
Net Loss per Share - Antidiluti
Net Loss per Share - Antidilutive securities (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential dilutive securities | 9,018,214 | 5,939,340 | 9,018,214 | 5,939,340 |
Stock options outstanding | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential dilutive securities | 7,727,158 | 5,913,820 | 7,727,158 | 5,913,820 |
Restricted stock units | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potential dilutive securities | 1,291,056 | 25,520 | 1,291,056 | 25,520 |
Long-term incentive plan (Detai
Long-term incentive plan (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Long-term incentive plan | |||
Threshold cash return on investment upon termination event to determine vesting of performance shares | $ 1,515 | ||
Amount agreed to pay employees upon achievement of the plan conditions | $ 7 | $ 5.9 | |
Recognized compensation expense | $ 0 | $ 0 |
Share-based compensation (Detai
Share-based compensation (Details) - shares | 9 Months Ended | ||
Sep. 30, 2020 | Jul. 21, 2020 | Nov. 13, 2017 | |
Omnibus Incentive Plan 2020 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate number of shares of common stock to be issued | 14,800,000 | ||
Common stock reserved for additional grants under the Plan | 13,545,464 | ||
Stock Option Plan 2017 Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate number of shares of common stock to be issued | 8,470,000 | ||
Common stock reserved for additional grants under the Plan | 128,928 | ||
Options granted | 0 |
Share-based compensation - Retu
Share-based compensation - Return target options activity (Details) - Performance-based options $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Options (in shares) | ||
Outstanding Beginning Balance | shares | 3,687,664 | |
Outstanding Ending Balance | shares | 3,687,664 | 3,687,664 |
Weighted Average Exercise Price | ||
Outstanding Beginning Balance | $ / shares | $ 6.75 | |
Outstanding Ending Balance | $ / shares | $ 6.75 | $ 6.75 |
Weighted Average Remaining Contractual Term and Aggregate Intrinsic Value | ||
Remaining term, options outstanding | 8 years | 8 years 9 months 18 days |
Aggregate intrinsic value, options outstanding, beginning | $ 29,908 | |
Aggregate intrinsic value, options outstanding, ending | 113,786 | $ 29,908 |
Unrecognized compensation expense | ||
Unrecognized compensation expense | $ 33,000 |
Share-based compensation - Rest
Share-based compensation - Restricted stock units (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 21, 2020 | Sep. 30, 2020 |
Fair Value (Per unit) | ||
Unrecognized compensation expense, RSUs | $ 31.1 | |
Restricted stock units | ||
Restricted stock (in units) | ||
Outstanding, beginning balance | 36,520 | |
Granted | 1,262,308 | |
Forfeited | (7,772) | |
Outstanding, ending balance | 1,291,056 | |
Fair Value (Per unit) | ||
Fair value, units outstanding, beginning | $ 12.60 | |
Fair value, units granted | 26 | |
Fair value, units forfeited | 26 | |
Fair value, units outstanding, ending | $ 25.62 | |
Weighted average period over which unrecognized compensation expense would be recognized | 3 years 9 months 18 days | |
Omnibus Incentive Plan 2020 Plan [Member] | ||
Restricted stock (in units) | ||
Granted | 1,256,538 | |
Omnibus Incentive Plan 2020 Plan [Member] | Restricted stock units | ||
Fair Value (Per unit) | ||
Vesting period | 4 years | |
Stock Option Plan 2017 Plan [Member] | Restricted stock units | ||
Fair Value (Per unit) | ||
Percentage of RSUs that vest | 100.00% |
Share-based compensation - Serv
Share-based compensation - Service based options activity (Details) - Service-based options $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Options (in shares) | ||
Outstanding Beginning Balance | shares | 4,073,286 | |
Granted | shares | 0 | |
Exercised | shares | (33,792) | |
Outstanding Ending Balance | shares | 4,039,494 | 4,073,286 |
Exercisable | shares | 2,400,693 | |
Vested or expected to vest | shares | 4,039,494 | |
Weighted Average Exercise Price | ||
Outstanding Beginning Balance | $ / shares | $ 5.65 | |
Exercised | $ / shares | 5.49 | |
Outstanding Ending Balance | $ / shares | 5.65 | $ 5.65 |
Exercisable | $ / shares | 5.50 | |
Vested or expected to vest | $ / shares | $ 5.65 | |
Weighted Average Remaining Contractual Term and Aggregate Intrinsic Value | ||
Remaining term, options outstanding | 7 years 3 months 18 days | 8 years 1 month 6 days |
Remaining term, options exercisable | 7 years 2 months 12 days | |
Remaining term, options vested or expected to vest | 7 years 3 months 18 days | |
Aggregate intrinsic value, options outstanding, beginning | $ | $ 37,520 | |
Aggregate intrinsic value, options exercised | $ | 498 | |
Aggregate intrinsic value, options outstanding, ending | $ | 129,098 | $ 37,520 |
Aggregate intrinsic value, options exercisable | $ | 77,080 | |
Aggregate intrinsic value, options vested or expected to vest | $ | 129,098 | |
Total fair value, options vested in period | $ | $ 1,100 |
Share-based compensation - Shar
Share-based compensation - Share-based compensation expense (Details) - Service-based options - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,328 | $ 598 | $ 3,903 | $ 1,816 |
Unrecognized compensation expense | 4,000 | $ 4,000 | ||
Weighted average period over which unrecognized compensation expense would be recognized | 1 year 10 months 24 days | |||
Cost of revenues | Services/Professional Services | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 62 | $ 62 | ||
Cost of revenues | Subscription | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 314 | 38 | 390 | 156 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 675 | 112 | 897 | 348 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 523 | 99 | 821 | 284 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 754 | $ 349 | $ 1,733 | $ 1,028 |
Income taxes (Details)
Income taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income taxes | ||||
Effective income tax rate (as a percent) | 26.70% | 23.10% | 27.00% | 23.60% |
Income tax benefit from loss on extinguishment of debt | $ 1.4 | |||
Effect of net operating loss carryback charges related to CARES Act | $ 1.6 | |||
Accrued liability, CARES Act | $ 2.7 | $ 2.7 |
Related party transactions (Det
Related party transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Jul. 27, 2020 | Jul. 26, 2020 | Jan. 30, 2019 | Nov. 13, 2017 | |
Term Loan [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt, Principle amount | $ 205 | $ 205 | $ 175 | ||||||
Revolving Credit Facility [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Maximum borrowing capacity | $ 150 | $ 15 | |||||||
Amount of debt drawn | $ 0 | ||||||||
JAMF Nation Global Foundation [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Amount of pledges to JAMF Nation Global Foundation | $ 0 | $ 0.1 | $ 0 | $ 0.2 | |||||
Accrued expenses to JAMF Nation Global Foundation | 0.4 | 0.4 | 1 | ||||||
Vista [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Expenses incurred for related party transactions | 0.3 | 0.3 | 0.9 | ||||||
Accounts payable to related parties | 0 | ||||||||
Vista [Member] | Maximum | |||||||||
Related Party Transaction [Line Items] | |||||||||
Expenses incurred for related party transactions | 0.1 | ||||||||
Accounts payable to related parties | 0.1 | 0.1 | |||||||
Vista Affiliates [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Expenses incurred for related party transactions | 0.2 | 0.1 | 0.5 | 0.4 | |||||
Accounts payable to related parties | 0 | ||||||||
Revenue from arrangement with related party | 0.2 | 0.2 | 0.8 | 0.6 | |||||
Accounts receivable from related party | 0.1 | 0.1 | 0 | ||||||
Vista Affiliates [Member] | Term Loan [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt outstanding | $ 34.9 | ||||||||
Interest paid on term loan | 0.5 | $ 0.8 | 2.1 | $ 2.8 | |||||
Vista Affiliates [Member] | Maximum | |||||||||
Related Party Transaction [Line Items] | |||||||||
Accounts payable to related parties | $ 0.1 | $ 0.1 |