Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 19, 2019 | |
Document Information [Line Items] | ||
Entity Registrant Name | Pluralsight, Inc. | |
Entity Central Index Key | 0001725579 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 101,234,524 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 24,594,749 | |
Class C Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 14,186,856 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 260,313 | $ 194,306 |
Short-term investments | 276,818 | 0 |
Accounts receivable, net of allowances of $3,027 and $2,501 as of June 30, 2019 and December 31, 2018, respectively | 57,625 | 63,436 |
Deferred contract acquisition costs, net | 17,079 | 0 |
Prepaid expenses and other current assets | 13,115 | 8,323 |
Total current assets | 624,950 | 266,065 |
Restricted cash | 27,970 | 16,765 |
Long-term investments | 35,654 | 0 |
Property and equipment, net | 49,028 | 31,641 |
Content library, net | 7,510 | 7,050 |
Intangible assets, net | 25,483 | 1,759 |
Goodwill | 261,722 | 123,119 |
Deferred contract acquisition costs, noncurrent, net | 3,252 | 0 |
Other assets | 1,367 | 1,064 |
Total assets | 1,036,936 | 447,463 |
Current liabilities: | ||
Accounts payable | 8,608 | 7,160 |
Accrued expenses | 29,332 | 32,047 |
Accrued author fees | 11,301 | 10,002 |
Deferred revenue | 172,310 | 157,695 |
Total current liabilities | 221,551 | 206,904 |
Deferred revenue, noncurrent | 13,748 | 14,886 |
Convertible senior notes, net | 487,915 | 0 |
Facility financing obligations | 31,668 | 15,777 |
Other liabilities | 1,948 | 1,303 |
Total liabilities | 756,830 | 238,870 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Stockholders' equity: | 0 | 0 |
Additional paid-in capital | 599,558 | 456,899 |
Accumulated other comprehensive income (loss) | 237 | (41) |
Accumulated deficit | (394,048) | (355,446) |
Total stockholders’ equity attributable to Pluralsight, Inc. | 205,760 | 101,426 |
Non-controlling interests | 74,346 | 107,167 |
Total stockholders’ equity | 280,106 | 208,593 |
Total liabilities and stockholders' equity | 1,036,936 | 447,463 |
Class A Common Stock | ||
Stockholders' equity: | ||
Common stock | 10 | 7 |
Class B Common Stock | ||
Stockholders' equity: | ||
Common stock | 2 | 6 |
Class C Common Stock | ||
Stockholders' equity: | ||
Common stock | $ 1 | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Allowance for doubtful accounts | $ 3,027 | $ 2,501 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 101,096,472 | 65,191,907 |
Common stock, shares outstanding (in shares) | 101,096,472 | 65,191,907 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 24,664,113 | 57,490,881 |
Common stock, shares outstanding (in shares) | 24,664,113 | 57,490,881 |
Class C Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 14,186,856 | 14,586,173 |
Common stock, shares outstanding (in shares) | 14,186,856 | 14,586,173 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Income Statement [Abstract] | |||||
Revenue | $ 75,862 | $ 53,572 | $ 145,479 | $ 103,216 | |
Cost of revenue | 17,801 | 15,933 | 34,511 | 30,819 | |
Gross profit | 58,061 | 37,639 | 110,968 | 72,397 | |
Operating expenses: | |||||
Sales and marketing | 49,994 | 41,857 | 94,125 | 71,324 | |
Technology and content | 24,786 | 18,396 | 45,030 | 31,721 | |
General and administrative | 20,601 | 26,002 | 42,774 | 37,294 | |
Total operating expenses | 95,381 | 86,255 | 181,929 | 140,339 | |
Loss from operations | (37,320) | (48,616) | (70,961) | (67,942) | |
Other (expense) income: | |||||
Interest expense | (7,697) | (2,424) | (9,721) | (6,134) | |
Loss on debt extinguishment | 0 | (4,085) | 0 | (4,085) | |
Other income, net | 4,040 | 48 | 5,654 | 35 | |
Loss before income taxes | (40,977) | (55,077) | (75,028) | (78,126) | |
Provision for income taxes | (143) | (143) | (297) | (252) | |
Net loss | (41,120) | (55,220) | (75,325) | (78,378) | |
Less: Net loss attributable to non-controlling interests | (11,740) | (13,910) | (26,690) | (13,910) | |
Net loss attributable to Pluralsight, Inc. | (29,380) | (41,310) | (48,635) | (64,468) | |
Less: Accretion of Series A redeemable convertible preferred units | 0 | (156,750) | 0 | (176,275) | |
Net loss attributable to common shares | $ (29,380) | $ (198,060) | $ (48,635) | $ (240,743) | |
Net loss per unit, basic and diluted (in dollars per share) | [1] | $ (0.30) | $ (0.20) | $ (0.56) | $ (0.20) |
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | [1] | 97,608 | 62,252 | 86,827 | 62,252 |
[1] | Net loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (41,120) | $ (55,220) | $ (75,325) | $ (78,378) |
Other comprehensive income (loss): | ||||
Unrealized gains on investments | 379 | 0 | 379 | 0 |
Foreign currency translation (losses) gains, net | (7) | (63) | 11 | (58) |
Comprehensive loss | (40,748) | (55,283) | (74,935) | (78,436) |
Less: Comprehensive loss attributable to non-controlling interests | (11,636) | (13,931) | (26,578) | (13,931) |
Comprehensive loss attributable to Pluralsight, Inc. | $ (29,112) | $ (41,352) | $ (48,357) | $ (64,505) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders' Equity - USD ($) $ in Thousands | Total | Members’ Capital | Common StockClass A Common Stock | Common StockClass B Common Stock | Common StockClass C Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive (Loss) Income | Accumulated Deficit | Non-Controlling Interests |
Beginning balance (in shares) at Dec. 31, 2017 | 48,447,880 | ||||||||
Beginning balance at Dec. 31, 2017 | $ 405,766 | ||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Accretion of Series A redeemable convertible preferred units | 176,275 | ||||||||
Effect of Reorganization Transactions | $ (582,041) | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | ||||||||
Ending balance at Jun. 30, 2018 | $ 0 | ||||||||
Beginning balance (in shares) at Dec. 31, 2017 | 48,407,645 | 0 | 0 | 0 | |||||
Beginning balance at Dec. 31, 2017 | (445,077) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 25 | $ (445,102) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Foreign currency translation losses | (58) | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | 62,915,660 | 58,111,572 | 14,048,138 | |||||
Ending balance at Jun. 30, 2018 | $ 239,865 | $ 0 | $ 6 | $ 6 | $ 1 | 437,274 | (16) | (322,801) | 125,395 |
Beginning balance (in shares) at Mar. 31, 2018 | 48,447,880 | ||||||||
Beginning balance at Mar. 31, 2018 | $ 425,291 | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | ||||||||
Ending balance at Jun. 30, 2018 | $ 0 | ||||||||
Beginning balance (in shares) at Mar. 31, 2018 | 48,407,645 | 0 | 0 | 0 | |||||
Beginning balance at Mar. 31, 2018 | (483,398) | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 30 | (483,428) | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Foreign currency translation losses | (63) | ||||||||
Ending balance (in shares) at Jun. 30, 2018 | 0 | 62,915,660 | 58,111,572 | 14,048,138 | |||||
Ending balance at Jun. 30, 2018 | $ 239,865 | $ 0 | $ 6 | $ 6 | $ 1 | 437,274 | (16) | (322,801) | 125,395 |
Beginning balance (in shares) at Dec. 31, 2018 | 0 | ||||||||
Beginning balance at Dec. 31, 2018 | $ 0 | ||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Accretion of Series A redeemable convertible preferred units | 0 | ||||||||
Effect of Reorganization Transactions | $ 0 | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | ||||||||
Ending balance at Jun. 30, 2019 | $ 0 | ||||||||
Beginning balance (in shares) at Dec. 31, 2018 | 0 | 65,191,907 | 57,490,881 | 14,586,173 | |||||
Beginning balance at Dec. 31, 2018 | 208,593 | $ 0 | $ 7 | $ 6 | $ 1 | 456,899 | (41) | (355,446) | 107,167 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Effect of exchanges of LLC Units (in shares) | 33,419,553 | (32,809,375) | (610,178) | ||||||
Effect of exchanges of LLC Units | 0 | $ 3 | $ (4) | 58,920 | (58,919) | ||||
Issuance of common stock under employee stock purchase plans (in shares) | 621,463 | ||||||||
Issuance of common stock under employee stock purchase plans | 8,257 | 8,257 | |||||||
Vesting of restricted stock units (in shares) | 1,436,581 | 210,861 | |||||||
Vesting of restricted stock units | $ 0 | ||||||||
Exercise of common stock options (in shares) | 426,968 | 426,968 | |||||||
Exercise of common stock options | $ 6,374 | 6,374 | |||||||
Forfeiture of unvested LLC Units (in shares) | (17,393) | ||||||||
Forfeiture of unvested LLC Units | 0 | ||||||||
Equity component of convertible senior notes, net of issuance costs | 137,033 | 137,033 | |||||||
Purchase of capped calls related to issuance of convertible senior notes | (69,432) | (69,432) | |||||||
Equity-based compensation | 43,582 | 43,582 | |||||||
Adjustments to non-controlling interests | 0 | (42,075) | 42,075 | ||||||
Foreign currency translation losses | 11 | ||||||||
Other comprehensive income | 390 | 278 | 112 | ||||||
Net loss | (75,325) | (48,635) | (26,690) | ||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | 101,096,472 | 24,664,113 | 14,186,856 | |||||
Ending balance at Jun. 30, 2019 | $ 280,106 | $ 0 | $ 10 | $ 2 | $ 1 | 599,558 | 237 | (394,048) | 74,346 |
Beginning balance (in shares) at Mar. 31, 2019 | 0 | ||||||||
Beginning balance at Mar. 31, 2019 | $ 0 | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | ||||||||
Ending balance at Jun. 30, 2019 | $ 0 | ||||||||
Beginning balance (in shares) at Mar. 31, 2019 | 0 | 95,096,979 | 29,071,789 | 14,162,311 | |||||
Beginning balance at Mar. 31, 2019 | 285,878 | $ 0 | $ 10 | $ 3 | $ 1 | 565,189 | (31) | (364,668) | 85,374 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Effect of exchanges of LLC Units (in shares) | 4,469,843 | (4,390,283) | (79,560) | ||||||
Effect of exchanges of LLC Units | 0 | $ 0 | $ (1) | 9,425 | (9,424) | ||||
Issuance of common stock under employee stock purchase plans (in shares) | 621,463 | ||||||||
Issuance of common stock under employee stock purchase plans | 8,257 | 8,257 | |||||||
Vesting of restricted stock units (in shares) | 655,972 | 104,105 | |||||||
Vesting of restricted stock units | 0 | ||||||||
Exercise of common stock options (in shares) | 252,215 | ||||||||
Exercise of common stock options | 3,753 | 3,753 | |||||||
Forfeiture of unvested LLC Units (in shares) | (17,393) | ||||||||
Forfeiture of unvested LLC Units | 0 | ||||||||
Equity-based compensation | 22,966 | 22,966 | |||||||
Adjustments to non-controlling interests | 0 | (10,032) | 10,032 | ||||||
Foreign currency translation losses | (7) | ||||||||
Other comprehensive income | 372 | 268 | 104 | ||||||
Net loss | (41,120) | (29,380) | (11,740) | ||||||
Ending balance (in shares) at Jun. 30, 2019 | 0 | 101,096,472 | 24,664,113 | 14,186,856 | |||||
Ending balance at Jun. 30, 2019 | $ 280,106 | $ 0 | $ 10 | $ 2 | $ 1 | $ 599,558 | $ 237 | $ (394,048) | $ 74,346 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities | ||
Net loss | $ (75,325) | $ (78,378) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property and equipment | 4,196 | 4,358 |
Amortization of acquired intangible assets | 1,609 | 6,665 |
Amortization of course creation costs | 1,190 | 930 |
Equity-based compensation | 43,000 | 32,352 |
Amortization of deferred contract acquisition costs | 11,311 | 0 |
Amortization of debt discount and issuance costs | 8,294 | 1,215 |
Investment discount and premium amortization, net | (706) | 0 |
Provision for doubtful accounts | 22 | 358 |
Deferred tax benefit | 21 | (64) |
Debt extinguishment costs | 0 | 4,180 |
Other | 257 | 0 |
Changes in assets and liabilities, net of acquired assets and liabilities: | ||
Accounts receivable | 7,116 | 1,335 |
Deferred contract acquisition costs | (11,430) | 0 |
Prepaid expenses and other assets | (4,194) | (3,858) |
Accounts payable | 1,070 | (588) |
Accrued expenses and other liabilities | (2,374) | (2,839) |
Accrued author fees | 1,299 | 617 |
Deferred revenue | 13,003 | 17,500 |
Net cash used in operating activities | (1,641) | (16,217) |
Investing activities | ||
Purchases of property and equipment | (4,590) | (4,574) |
Purchases of content library | (2,441) | (1,504) |
Cash paid for acquisition, net of cash acquired | (163,871) | 0 |
Purchases of investments | (317,080) | 0 |
Proceeds from sales of investments | 4,967 | 0 |
Net cash used in investing activities | (483,015) | (6,078) |
Financing activities | ||
Proceeds from issuance of convertible senior notes, net of discount and issuance costs | 616,654 | 0 |
Purchase of capped calls related to issuance of convertible senior notes | (69,432) | 0 |
Proceeds from issuance of common stock from employee equity plans | 14,631 | 0 |
Proceeds from initial public offering, net of underwriting discounts and commissions | 0 | 332,080 |
Payments of costs related to initial public offering | 0 | (3,085) |
Borrowings of long-term debt | 0 | 20,000 |
Repayments of long-term debt | 0 | (137,710) |
Payments of debt extinguishment costs | 0 | (2,162) |
Payments of debt issuance costs | 0 | (450) |
Payments to settle equity appreciation rights | 0 | (325) |
Taxes paid related to net share settlement | 0 | (78) |
Other | (7) | (8) |
Net cash provided by financing activities | 561,846 | 208,262 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 22 | (86) |
Net increase in cash, cash equivalents, and restricted cash | 77,212 | 185,881 |
Cash, cash equivalents, and restricted cash, beginning of period | 211,071 | 28,477 |
Cash, cash equivalents, and restricted cash, end of period | 288,283 | 214,358 |
Supplemental cash flow disclosure: | ||
Cash paid for interest | 0 | 4,271 |
Cash paid for income taxes, net | 228 | 172 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Property acquired under build-to-suit agreements | 15,900 | 0 |
Unpaid capital expenditures | 967 | 568 |
Equity-based compensation capitalized as internal-use software | 582 | 0 |
Unrealized gains on investments | 379 | 0 |
Conversion of redeemable convertible preferred units | 0 | 582,041 |
Redeemable convertible preferred unit accretion | 0 | 176,275 |
Costs related to initial public offering, accrued but not yet paid | 0 | 4,009 |
Issuance of warrants to purchase shares of Class A common stock | 0 | 984 |
Reconciliation of cash, cash equivalents and restricted cash as shown in the statement of cash flows: | ||
Restricted cash | 27,970 | 713 |
Total cash, cash equivalents, and restricted cash | $ 211,071 | $ 28,477 |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Pluralsight, Inc. was incorporated as a Delaware corporation on December 4, 2017 as a holding company for the purpose of facilitating an initial public offering (“IPO”) and other related transactions in order to carry on the business of Pluralsight Holdings, LLC (“Pluralsight Holdings”) and its subsidiaries (together with Pluralsight, Inc., the “Company” or “Pluralsight”). Pluralsight Holdings is a limited liability company (“LLC”) and was organized on August 29, 2014 in the state of Delaware and is the parent company of Pluralsight, LLC, and its directly and indirectly wholly-owned subsidiaries. Pluralsight, LLC was organized on June 17, 2004 in the state of Nevada. Pluralsight operates a cloud-based technology skills platform that provides a broad range of tools for businesses and individuals, including skill assessments, a curated library of courses, learning paths, and business analytics. As the sole managing member of Pluralsight Holdings, Pluralsight, Inc. operates and controls all of the business operations and affairs of Pluralsight. Initial Public Offering In May 2018, Pluralsight, Inc. completed an IPO, in which it sold 23,805,000 shares of Class A common stock at a public offering price of $15.00 per share for net proceeds of $332.1 million , after deducting underwriters' discounts and commissions, which Pluralsight, Inc. used to purchase newly issued common limited liability company units (“LLC Units") from Pluralsight Holdings. In connection with the IPO, the Company reclassified $7.4 million of offering costs into stockholders’ equity as a reduction of the net proceeds received from the IPO. Reorganization Transactions In connection with the IPO, the Company completed the following transactions (“Reorganization Transactions”): • The limited liability company agreement of Pluralsight Holdings (“LLC Agreement”) was amended and restated to, among other things: (i) appoint Pluralsight, Inc. as its sole managing member and (ii) effectuate the conversion of all outstanding redeemable convertible preferred limited liability company units, incentive units, and Class B incentive units of Pluralsight Holdings into a single class of common units. See Note 13—Stockholders' Equity for additional details. • Certain members of Pluralsight Holdings that were corporations merged with and into Pluralsight, Inc. and certain members of Pluralsight Holdings contributed certain of their LLC Units to Pluralsight, Inc., in each case in exchange for shares of Class A common stock. • The certificate of incorporation of Pluralsight, Inc. was amended and restated to authorize three classes of common stock, Class A common stock, Class B common stock, Class C common stock, and one class of preferred stock. Class B and Class C common stock were issued on a one -for-one basis to the members of Pluralsight Holdings who retained LLC Units (“Continuing Members”). Class B and Class C common stock have voting rights but no economic rights. See Note 13—Stockholders' Equity for additional details. As the sole managing member of Pluralsight Holdings, Pluralsight, Inc. has the sole voting interest in Pluralsight Holdings and controls all of the business operations, affairs, and management of Pluralsight Holdings. Accordingly, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings and reports the non-controlling interests of the Continuing Members' LLC Units on its consolidated financial statements. As of June 30, 2019 , Pluralsight, Inc. owned 73.5% of Pluralsight Holdings and the Continuing Members owned the remaining 26.5% of Pluralsight Holdings. As the Reorganization Transactions are considered transactions between entities under common control, the financial statements for periods prior to the IPO and Reorganization Transactions have been adjusted to combine the previously separate entities for presentation purposes. Prior to the Reorganization Transactions, Pluralsight, Inc. had no operations. Secondary Offering In March 2019, the Company completed a secondary offering, in which certain stockholders sold 15,592,234 shares of Class A common stock at a public offering price of $29.25 per share. Pluralsight did not receive any proceeds from the sale of shares by selling stockholders. A total of $0.9 million in costs were incurred by Pluralsight in connection with this offering. In connection with the secondary offering, the Company issued $633.5 million aggregate principal amount of 0.375% convertible senior notes due in 2024 in a private placement to qualified institutional buyers exempt from registration under the Securities Act. See Note 11—Convertible Senior Notes and Other Long-Term Debt for additional details. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Pronouncements | Summary of Significant Accounting Policies and Recent Accounting Pronouncements Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and the applicable regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2018 included in Pluralsight, Inc.'s Annual Report on Form 10-K/A, as filed with the SEC on June 27, 2019 ("Annual Report"). These unaudited condensed consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. As discussed in Note 1—Organization and Description of Business, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. A VIE is an entity in which the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of such entity that most significantly impact such entity's economic performance or the equity investment at risk is insufficient to finance that entity's activities without additional subordinated financial support. Interim Unaudited Condensed Consolidated Financial Statements The accompanying interim condensed consolidated balance sheet as of June 30, 2019 , and the interim condensed consolidated statements of operations, comprehensive loss, redeemable convertible preferred units, members' deficit, and stockholders' equity, for the three and six months ended June 30, 2019 and 2018 , and the interim condensed consolidated cash flows for the six months ended June 30, 2019 and 2018 , are unaudited. The condensed consolidated balance sheet as of December 31, 2018 was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The interim unaudited condensed consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company's financial position, its operations and cash flows for the periods presented. The historical results are not necessarily indicative of future results, and the results of operations for the three and six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the full year or any other period. Revision of Prior Period Financial Statements In June 2019, the Company identified an error in equity-based compensation expense for the three months ended March 31, 2019 related to the attribution of equity-based compensation with respect to certain restricted stock units containing double-trigger vesting conditions. The Company had incorrectly recognized expense using a straight-line attribution method rather than on a tranche-by-tranche basis for certain awards with a performance condition, resulting in an understatement of equity-based compensation expense of $0.7 million for the three months ended March 31, 2019. The correction increased sales and marketing, technology and content, and general and administrative expenses for the three months ended March 31, 2019 by $0.1 million , $0.2 million , and $0.4 million , respectively. The correction increased loss from operations, loss before income taxes, and net loss by $0.7 million in the three months ended March 31, 2019. Of the increase in net loss, $0.3 million is attributable to non-controlling interests and the remaining $0.4 million is attributable to Pluralsight, Inc. Net loss per share, basic and diluted for the three months ended March 31, 2019 remained at $0.25 after the correction. Additional paid-in capital and accumulated deficit also each increased by $0.4 million resulting in no net impact to total stockholders’ equity as of March 31, 2019. The correction did not impact the total grant date fair value of these awards, revenue, or total cash flows provided by (used in) operating, investing, or financing activities. Management does not believe that this error and related correction were material to the condensed consolidated financial statements for the three months ended March 31, 2019 taken as a whole; therefore, the previously issued condensed consolidated financial statements can continue to be relied upon and an amendment of the previously filed Quarterly Report on Form 10-Q is not required. However, for comparability, these revised amounts will be reflected in the March 31, 2020 Quarterly Report on Form 10-Q that will contain such information, and the amounts discussed above have been appropriately reflected as of and for the six months ended June 30, 2019. . Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, fair value of the liability and equity components of the convertible senior notes, the valuation of build-to-suit leases, the fair value of identified assets and liabilities acquired in business combinations, the useful lives of long-lived assets, the impairment of long-lived and intangible assets, including goodwill, the period of benefit for deferred contract acquisition costs, provisions for doubtful accounts receivable and deferred revenue, and certain accrued expenses, including author fees. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. Significant Accounting Policies The Company’s significant accounting policies are discussed in “Note 1—Description of Business and Summary of Significant Accounting Policies” in the Annual Report. There have been no significant changes to these policies that have had a material impact on the Company's unaudited condensed consolidated financial statements and related notes during the three and six months ended June 30, 2019 , except as noted below. Revenue Recognition (ASC 606) The Company derives substantially all of its revenue from subscription services (which include support services) from providing customers access to its platform. The Company implemented the provisions of Accounting Standards Update ("ASU") 2014-09 (referred to collectively as "ASC 606") effective January 1, 2019 using the modified retrospective transition method as discussed below under the section "Recent Accounting Pronouncements". Following the adoption of ASC 606, the Company recognizes revenue when control of these services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the services. Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. The Company accounts for revenue contracts with customers by applying the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in a contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, performance obligations are satisfied The Company’s subscription arrangements generally do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Access to the Company's platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company's subscription contracts typically vary from one month to three years . The Company’s arrangements are generally noncancellable and nonrefundable. Subscriptions that allow the customer to take software on-premise without significant penalty are treated as time-based licenses. These arrangements generally include access to the software, access to unspecified future products and maintenance and support. Revenue for on-premise software subscriptions is recognized at a point in time when the software is made available to the customer. Revenue for access to unspecified future products, maintenance and support included with on-premise software subscriptions is recognized ratably over the contract term beginning on the date that the access is made available to the customer. A small portion of the Company’s revenue is derived from providing professional services, which generally consist of content creation or other consulting services. These services are distinct from subscription revenue services. Revenue from professional services is generally recognized upon completion, because the customer consumes the intended benefit and assumes control upon final completion of the service. Some contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately, if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling prices considering market conditions and based on overall pricing objectives such as observable standalone selling prices, and other factors, including the value of contracts, types of services sold, customer demographics, and the number and types of users within such contracts. Deferred Revenue The Company records contract liabilities to deferred revenue when cash payments are received or billings are due in advance of revenue recognition from subscription services described above, including amounts billed to customers in accordance with the terms of the underlying contracts where the service period has not yet commenced but will commence in the near future. Deferred revenue is recognized when, or as, performance obligations are satisfied. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as non-current deferred revenue. Cash, Cash Equivalents, Restricted Cash and Investments The Company considers all highly-liquid investments with a maturity at the time of purchase of 90 days or less to be cash and cash equivalents. Cash consists of deposits with financial institutions. Cash equivalents and investments consist of highly liquid investments in money market funds, U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate debt securities. Cash and cash equivalents that are restricted as to withdrawal or usage are presented as restricted cash on the condensed consolidated balance sheets. The Company classifies investments as available-for-sale securities. Investments with original maturities beyond 90 days are classified as short-term or long-term investments based on the nature of the securities and their stated maturities. Investments are carried at fair value, with unrealized gains and losses, net of tax, reported in accumulated other comprehensive income within stockholders’ equity. Investments are reviewed periodically to determine whether a decline in a security’s fair value below the amortized cost basis is other-than-temporary. If the cost of an individual investment exceeds its fair value, the Company considers available quantitative and qualitative factors such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer and the Company's intent to sell, or whether it is more likely than not the Company will be required to sell the investment before recovery of the investment’s amortized cost basis. If the Company believes that a decline in fair value is determined to be other-than-temporary, the investments are written down to fair value. There were no impairments recognized on investments during the periods presented. Interest income, amortization of premiums and discounts, realized gains and losses and declines in fair value judged to be other-than-temporary on available-for-sale securities are included in other income, net in the condensed consolidated statements of operations. The Company uses the specific identification method to determine the cost in calculating realized gains and losses upon the sale of these investments. Accounts Receivable Accounts receivable represent amounts owed to the Company for subscriptions to the Company’s platform. Accounts receivable balances are recorded at the invoiced amount and are non-interest-bearing. The Company records a contract asset when revenue is recognized in advance of invoicing. Contract assets that represent a right to consideration that is unconditional are presented within accounts receivable on the condensed consolidated balance sheets. The Company maintains an allowance for doubtful accounts to reserve for potential uncollectible receivables, by assessing the collectability of the accounts by taking into consideration the aging of trade receivables, historical experience, and management judgment. The Company writes off trade receivables against the allowance when management determines a balance is uncollectible and no longer intends to actively pursue collection of the receivable. Deferred Contract Acquisition Costs The Company capitalizes sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. These costs are recorded as deferred contract acquisition costs on the condensed consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of four years while commissions paid related to renewal contracts are amortized over an estimated period of benefit of approximately 18 months . Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company's platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the condensed consolidated statements of operations. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. Advertising Costs Advertising costs are expensed as incurred. The Company recorded advertising costs of $4.4 million and $3.2 million for the three months ended June 30, 2019 and 2018 , respectively, and $8.0 million and $5.8 million for the six months ended June 30, 2019 and 2018 , respectively. Recent Accounting Pronouncements Under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), the Company meets the definition of an emerging growth company. 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. The Company has 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 Company is no longer an emerging growth company or until the Company affirmatively and irrevocably opts out of the extended transition period. As a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs-Contracts with Customers (Subtopic 340-40) , which supersedes nearly all existing revenue recognition guidance. The core principle behind ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for delivering those goods and services. To achieve this core principle, the guidance provides a model, which involves a five-step process that includes identifying the contract with the customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction prices to the performance obligations in the contract, and recognizing revenue when (or as) the entity satisfies the performance obligations. The standard also provides guidance on the recognition of costs related to obtaining customer contracts. The Company adopted the standard as of January 1, 2019 using the modified retrospective adoption method applied to those contracts that were not completed as of that date. Upon adoption, the Company recognized the cumulative effect of adopting the standard as an adjustment to the opening balance of stockholders' equity. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company updated its accounting policies, processes, internal controls and information systems to conform to the new revenue standard's reporting and disclosure requirements. Prior to adoption, the Company limited revenue recognition for delivered elements to the amount that is not contingent on the delivery of future services. The adoption of ASC 606 resulted in an acceleration in timing of the Company's revenue for certain sales contracts due to the removal of this limitation. In addition, as a result of the new standard, the Company capitalizes sales commissions and other incremental costs of obtaining contracts with customers. Such costs are amortized over the expected period of benefit, which for initial contracts is an estimated period of four years , while renewal contracts are amortized over an estimated period of benefit of 18 months . The following table summarizes the adjustments made to the Company's condensed consolidated balance sheet as of January 1, 2019 as a result of applying the modified retrospective method to adopt ASC 606 (in thousands): As Reported Adjustments As Adjusted December 31, 2018 Revenue Recognition Incremental Costs of Obtaining a Contract January 1, 2019 Accounts receivable, net $ 63,436 $ 33 $ — $ 63,469 Deferred contract acquisition costs, net — — 16,461 16,461 Deferred contract acquisition costs, noncurrent, net — — 3,751 3,751 Deferred revenue 157,695 (389 ) — 157,306 Deferred revenue, noncurrent 14,886 — — 14,886 Accumulated deficit (355,446 ) 205 9,828 (345,413 ) Non-controlling interests 107,167 217 10,384 117,768 The decrease of deferred revenue and increase to deferred contract acquisition costs as of January 1, 2019 resulted in additional deferred tax liabilities that reduced the Company's net deferred tax asset position. The net deferred tax assets in the jurisdictions impacted by the adoption of ASC 606 were fully reserved and, accordingly, this impact was offset by a corresponding reduction to the valuation allowance with no resulting net impact to net assets or accumulated deficit. In addition, the adoption of ASC 606 resulted in changes to the Company's accounting estimates and policies for revenue recognition, deferred contract acquisition costs, deferred revenue, and accounts receivable. See the section titled "Significant Accounting Policies" for a discussion of the Company's updated policies. Refer to Note 4—Revenue for the ongoing impacts of adopting ASC 606 on the condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset. The new guidance is effective for public business entities for annual periods beginning after December 15, 2019, including interim periods within those periods. For all other entities, the ASU is effective for annual periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. Early adoption is permitted for all entities. The Company is currently in the process of evaluating the impact of this standard on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available-for-sale debt securities to require that credit losses on available-for-sale debt securities be presented as an allowance rather than as a write-down. The measurement of credit losses for newly recognized financial assets and subsequent changes in the allowance for credit losses are recorded in the statements of operations. For public business entities that meet the definition of an SEC filer, it is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2020. The Company is currently evaluating the potential impact of this standard on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases (with the exception of short-term leases) at the commencement date. For public business entities, the ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2018. For all other entities, the amendments in this update are effective for fiscal years beginning after December 15, 2019 and interim periods within fiscal years beginning after December 15, 2020. Due to an expected loss in the Company's emerging growth status as of December 31, 2019, the Company anticipates adopting the standard on December 31, 2019 for the year ended December 31, 2019. The Company is currently evaluating the potential changes to its future financial reporting and disclosures from this ASU. As part of its preliminary assessment, the Company expects to record right-of-use assets and lease liabilities for its operating leases as a result of adopting this standard. While the Company continues to assess all potential impacts under the new standard, including the areas described above, the Company does not know or cannot reasonably estimate quantitative information related to the impact of the adoption of the new standard on its consolidated financial statements at this time. |
Restatement of Condensed Consol
Restatement of Condensed Consolidated Financial Statements | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Condensed Consolidated Financial Statements | Restatement of Condensed Consolidated Financial Statements The Company's condensed consolidated financial statements as of and for the three and six months ended June 30, 2018, along with the accompanying footnotes, have been restated herein to correct a material error. As described in the Company's Annual Report on Form 10-K/A, the Board of Directors of Pluralsight, Inc., in consultation with the Audit Committee of the Board, reached a determination on June 13, 2019 that the Company's consolidated financial statements and related disclosures for the year ended December 31, 2018, and the condensed consolidated financial statements for each of the quarterly and year-to-date periods ended June 30 and September 30, 2018, contained a material error in recognizing non-cash equity-based compensation resulting in an understatement of net loss. This non-cash equity-based compensation error related to the incorrect timing of recognition of expense for certain RSUs, which expense was initially recognized on a straight-line attribution basis. Upon further review, management determined that the non-cash equity-based compensation expense for such RSUs should have been recognized on a tranche-by-tranche basis ("accelerated attribution method") because the RSUs have a graded-vesting schedule and contain a performance condition. The impact of correcting the attribution shifts the non-cash equity-based compensation expense to earlier reporting periods, while the total cumulative expense expected to be recognized over the service period will remain the same. The Company previously restated the financial statements for the year ended December 31, 2018 in its Annual Report on Form 10-K/A as filed on June 27, 2019, and included detailed disclosure of the restatement impact on the consolidated financial statements for the quarterly and year-to-date periods ended June 30, 2018 and September 30, 2018. However, because the Company did not amend its Quarterly Reports on Form 10-Q for the period ended June 30, 2018, the effects of the restatement on the condensed consolidated financial statements for such interim period are reflected in the comparative interim financial statements contained herein. The following tables present the effects of the restatement on the Company's unaudited condensed consolidated statements of operations and comprehensive loss for the three and six month periods ended June 30, 2018, and on the unaudited condensed consolidated statements of redeemable convertible preferred units, members’ deficit, and stockholders’ equity, and cash flows for the six months ended June 30, 2018. Condensed Consolidated Statements of Operations (in thousands, except per share amounts) Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Revenue $ 53,572 $ — $ 53,572 $ 103,216 $ — $ 103,216 Cost of revenue 15,890 43 15,933 30,776 43 30,819 Gross profit 37,682 (43 ) 37,639 72,440 (43 ) 72,397 Operating expenses: Sales and marketing 38,933 2,924 41,857 68,400 2,924 71,324 Technology and content 16,493 1,903 18,396 29,818 1,903 31,721 General and administrative 19,448 6,554 26,002 30,740 6,554 37,294 Total operating expenses 74,874 11,381 86,255 128,958 11,381 140,339 Loss from operations (37,192 ) (11,424 ) (48,616 ) (56,518 ) (11,424 ) (67,942 ) Other (expense) income: Interest expense (2,424 ) — (2,424 ) (6,134 ) — (6,134 ) Loss on debt extinguishment (4,085 ) — (4,085 ) (4,085 ) — (4,085 ) Other income, net 48 — 48 35 — 35 Loss before income taxes (43,653 ) (11,424 ) (55,077 ) (66,702 ) (11,424 ) (78,126 ) Provision for income taxes (143 ) — (143 ) (252 ) — (252 ) Net loss $ (43,796 ) $ (11,424 ) $ (55,220 ) $ (66,954 ) $ (11,424 ) $ (78,378 ) Less: Net loss attributable to non-controlling interests (12,706 ) (1,204 ) (13,910 ) (12,706 ) (1,204 ) (13,910 ) Net loss attributable to Pluralsight, Inc. $ (31,090 ) $ (10,220 ) $ (41,310 ) $ (54,248 ) $ (10,220 ) $ (64,468 ) Less: Accretion of Series A redeemable convertible preferred units (156,750 ) — (156,750 ) (176,275 ) — (176,275 ) Net loss attributable to common shares $ (187,840 ) $ (10,220 ) $ (198,060 ) $ (230,523 ) $ (10,220 ) $ (240,743 ) Net loss per share, basic and diluted (1) $ (0.19 ) $ (0.01 ) $ (0.20 ) $ (0.19 ) $ (0.01 ) $ (0.20 ) Weighted-average common shares used in computing basic and diluted net loss per share (1) 62,252 62,252 62,252 62,252 ________________________ (1) N et loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. Condensed Consolidated Statements of Comprehensive Loss (in thousands) Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Net loss $ (43,796 ) $ (11,424 ) $ (55,220 ) $ (66,954 ) $ (11,424 ) $ (78,378 ) Other comprehensive loss: Foreign currency translation losses, net (63 ) — (63 ) (58 ) — (58 ) Comprehensive loss $ (43,859 ) $ (11,424 ) $ (55,283 ) $ (67,012 ) $ (11,424 ) $ (78,436 ) Less: Comprehensive loss attributable to non-controlling interests (12,727 ) (1,204 ) (13,931 ) (12,727 ) (1,204 ) (13,931 ) Comprehensive loss attributable to Pluralsight, Inc. $ (31,132 ) $ (10,220 ) $ (41,352 ) $ (54,285 ) $ (10,220 ) $ (64,505 ) Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit As Previously Reported for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 48,447,880 $ 405,766 48,407,645 $ — — $ — — $ — — $ — $ — $ 25 $ (445,102 ) $ — $ (445,077 ) Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — 984 — — — — — — — — — — 984 Equity-based compensation — — — 13,155 — — — — — — — — — — 13,155 Accretion of Series A redeemable convertible preferred units — 176,275 — (14,139 ) — — — — — — — — (162,136 ) — (176,275 ) Foreign currency translation losses — — — — — — — — — — — (18 ) — — (18 ) Net loss — — — — — — — — — — — — (42,660 ) — (42,660 ) Effect of the Reorganization Transactions and initial public offering: Effect of the reorganization transactions (48,447,880 ) (582,041 ) (48,407,645 ) — 39,110,660 4 58,111,572 6 14,048,138 1 581,952 — — — 581,963 Initial public offering, net of offering costs — — — — 23,805,000 2 — — — — 324,677 — — — 324,679 Allocation of equity to non-controlling interests — — — — — — — — — — (474,007 ) (4 ) 339,782 134,229 — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — (325 ) — — — (325 ) Equity-based compensation — — — — — — — — — — 7,773 — — — 7,773 Adjustment to non-controlling interests — — — — — — — — — — (3,893 ) — — 3,893 — Foreign currency translation losses — — — — — — — — — — — (19 ) — (21 ) (40 ) Net loss — — — — — — — — — — — — (11,588 ) (12,706 ) (24,294 ) Balance at June 30, 2018 — $ — — $ — 62,915,660 $ 6 58,111,572 $ 6 14,048,138 $ 1 $ 436,177 $ (16 ) $ (321,704 ) $ 125,395 $ 239,865 Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders’ Equity (Continued) Restatement Adjustments for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 — $ — — $ — — $ — — $ — — $ — $ — $ — $ — $ — $ — Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — — — — — — — — — — — — — Equity-based compensation — — — 9,123 — — — — — — — — — — 9,123 Accretion of Series A redeemable convertible preferred units — — — (9,123 ) — — — — — — — — 9,123 — — Foreign currency translation losses — — — — — — — — — — — — — — — Net loss — — — — — — — — — — — — (9,123 ) — (9,123 ) Effect of the Reorganization Transactions and initial public offering: — Effect of the reorganization transactions — — — — — — — — — — — — — — — Initial public offering, net of offering costs — — — — — — — — — — — — — — — Allocation of equity to non-controlling interests — — — — — — — — — — — — — — — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — — — — — — Equity-based compensation — — — — — — — — — — 2,301 — — — 2,301 Adjustment to non-controlling interests — — — — — — — — — — (1,204 ) — — 1,204 — Foreign currency translation losses — — — — — — — — — — — — — — — Net loss — — — — — — — — — — — — (1,097 ) (1,204 ) (2,301 ) Balance at June 30, 2018 — $ — — $ — — $ — — $ — — $ — $ 1,097 $ — $ (1,097 ) $ — $ — Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders’ Equity (Continued) As Restated for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 48,447,880 $ 405,766 48,407,645 $ — — $ — — $ — — $ — $ — $ 25 $ (445,102 ) $ — $ (445,077 ) Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — 984 — — — — — — — — — — 984 Equity-based compensation, as restated — — — 22,278 — — — — — — — — — — 22,278 Accretion of Series A redeemable convertible preferred units, as restated — 176,275 — (23,262 ) — — — — — — — — (153,013 ) — (176,275 ) Foreign currency translation losses — — — — — — — — — — — (18 ) — — (18 ) Net loss, as restated — — — — — — — — — — — — (51,783 ) — (51,783 ) Effect of the Reorganization Transactions and initial public offering: Effect of the reorganization transactions (48,447,880 ) (582,041 ) (48,407,645 ) — 39,110,660 4 58,111,572 6 14,048,138 1 581,952 — — — 581,963 Initial public offering, net of offering costs — — — — 23,805,000 2 — — — — 324,677 — — — 324,679 Allocation of equity to non-controlling interests — — — — — — — — — — (474,007 ) (4 ) 339,782 134,229 — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — (325 ) — — — (325 ) Equity-based compensation, as restated — — — — — — — — — — 10,074 — — — 10,074 Adjustment to non-controlling interests, as restated — — — — — — — — — — (5,097 ) — — 5,097 — Foreign currency translation losses — — — — — — — — — — — (19 ) — (21 ) (40 ) Net loss, as restated — — — — — — — — — — — — (12,685 ) (13,910 ) (26,595 ) Balance at June 30, 2018, as restated — $ — — $ — 62,915,660 $ 6 58,111,572 $ 6 14,048,138 $ 1 $ 437,274 $ (16 ) $ (322,801 ) $ 125,395 $ 239,865 Condensed Consolidated Statements of Cash Flows (in thousands) Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated Operating activities Net loss $ (66,954 ) $ (11,424 ) $ (78,378 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation of property and equipment 4,358 — 4,358 Amortization of acquired intangible assets 6,665 — 6,665 Amortization of course creation costs 930 — 930 Equity-based compensation 20,928 11,424 32,352 Provision for doubtful accounts 358 — 358 Amortization of debt discount and debt issuance costs 1,215 — 1,215 Debt extinguishment costs 4,180 — 4,180 Deferred tax benefit (64 ) — (64 ) Changes in assets and liabilities: Accounts receivable 1,335 — 1,335 Prepaid expenses and other assets (3,858 ) — (3,858 ) Accounts payable (588 ) — (588 ) Accrued expenses and other liabilities (2,839 ) — (2,839 ) Accrued author fees 617 — 617 Deferred revenue 17,500 — 17,500 Net cash used in operating activities (16,217 ) — (16,217 ) Investing activities Purchases of property and equipment (4,574 ) — (4,574 ) Purchases of content library (1,504 ) — (1,504 ) Net cash used in investing activities (6,078 ) — (6,078 ) Financing activities Proceeds from initial public offering, net of underwriting discounts and commissions 332,080 — 332,080 Payments of costs related to initial public offering (3,085 ) — (3,085 ) Borrowings of long-term debt 20,000 — 20,000 Repayments of long-term debt (137,710 ) — (137,710 ) Payments of debt extinguishment costs (2,162 ) — (2,162 ) Payments of debt issuance costs (450 ) — (450 ) Payments to settle equity appreciation rights (325 ) — (325 ) Taxes paid related to net share settlement (78 ) — (78 ) Payments of facility financing obligation (8 ) — (8 ) Net cash provided by financing activities 208,262 — 208,262 Effect of exchange rate change on cash, cash equivalents, and restricted cash (86 ) — (86 ) Net increase in cash, cash equivalents, and restricted cash 185,881 — 185,881 Cash, cash equivalents, and restricted cash, beginning of period 28,477 — 28,477 Cash, cash equivalents, and restricted cash, end of period $ 214,358 $ — $ 214,358 Description of Adjustments The adjustments in the tables above reflect an increase in equity-based compensation expense due to the correction of an error in attribution of equity-based compensation from the straight-line method to the accelerated attribution method. The following table outlines the classification of the equity-based compensation adjustments in the statements of operations: Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Cost of revenue $ 46 $ 43 $ 89 $ 46 $ 43 $ 89 Sales and marketing 4,432 2,924 7,356 4,971 2,924 7,895 Technology and content 2,668 1,903 4,571 3,049 1,903 4,952 General and administrative 10,409 6,554 16,963 12,862 6,554 19,416 Total equity-based compensation $ 17,555 $ 11,424 $ 28,979 $ 20,928 $ 11,424 $ 32,352 |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Effect of Adopting ASC 606 The adoption of ASC 606 resulted in changes to the Company's condensed consolidated balance sheet as of June 30, 2019 and its statement of operations for the three and six months ended June 30, 2019 due to the timing of revenue recognition and the capitalization of incremental costs of obtaining contracts. In addition, there were offsetting shifts in the statement of cash flows through net loss and various changes in operating assets and liabilities, which resulted in no impact on the total cash provided by operating activities. Refer to Note 2—Summary of Significant Accounting Policies and Recent Accounting Pronouncements for a description of the primary impacts resulting from the adoption of ASC 606. The following tables present the amount by which each condensed consolidated financial statement line item is affected as of and for the three and six months ended June 30, 2019 by ASC 606 (in thousands, except per share data): Condensed Consolidated Balance Sheet: June 30, 2019 As Reported Balance without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Accounts receivable, net $ 57,625 $ 56,890 $ 735 Goodwill (1) 261,722 262,945 (1,223 ) Deferred contract acquisition costs, net 17,079 — 17,079 Deferred contract acquisition costs, noncurrent, net 3,252 — 3,252 Deferred revenue 172,310 173,619 (1,309 ) Deferred revenue, noncurrent 13,748 13,748 — Accumulated deficit (394,048 ) (409,595 ) 15,547 Non-controlling interest 74,346 68,741 5,605 (1) Reflects the difference in Goodwill from applying ASC 606 to the deferred revenue balance acquired from GitPrime, Inc. See Note 9 for additional details. The difference in deferred revenue under ASC 606 is primarily due to the timing of recognition for subscriptions that allow the customer to install the software on premise without significant penalty. Condensed Consolidated Statement of Operations: Three Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 75,862 $ 75,744 $ 118 Operating expenses: Sales and marketing 49,994 50,129 (135 ) Loss from operations (37,320 ) (37,573 ) 253 Net loss (41,120 ) (41,373 ) 253 Less: Net loss attributable to non-controlling interests (11,740 ) (11,812 ) 72 Net loss attributable to Pluralsight, Inc. (29,380 ) (29,561 ) 181 Net loss per share, basic and diluted $ (0.30 ) $ (0.30 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 97,608 97,608 — Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 145,479 $ 145,080 $ 399 Operating expenses: Sales and marketing 94,125 94,244 (119 ) Loss from operations (70,961 ) (71,479 ) 518 Net loss (75,325 ) (75,843 ) 518 Less: Net loss attributable to non-controlling interests (26,690 ) (26,878 ) 188 Net loss attributable to Pluralsight, Inc. (48,635 ) (48,965 ) 330 Net loss per share, basic and diluted $ (0.56 ) $ (0.56 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 86,827 86,827 — Condensed Consolidated Statement of Cash Flows: Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Net loss $ (75,325 ) $ (75,843 ) $ 518 Adjustments to reconcile net loss to net cash used in operating activities: Amortization of deferred contract acquisition costs 11,311 — 11,311 Changes in assets and liabilities: Accounts receivable 7,116 7,118 (2 ) Deferred contract acquisition costs (11,430 ) — (11,430 ) Deferred revenue 13,003 13,400 (397 ) Cash used in operating activities (1,641 ) (1,641 ) — Disaggregation of Revenue Subscription revenue accounted for approximately 97% and 98% of the Company's revenue for the three and six months ended June 30, 2019, respectively. Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Three Months Ended June 30, 2019 2018 Amount % Amount % United States $ 47,255 62 % $ 33,955 64 % Europe, Middle East and Africa (1) 20,904 28 % 14,595 27 % Other foreign locations 7,703 10 % 5,022 9 % Total revenue $ 75,862 100 % $ 53,572 100 % Six Months Ended June 30, 2019 2018 Amount % Amount % United States $ 90,836 63 % $ 65,533 64 % Europe, Middle East and Africa (1) 39,890 27 % 28,120 27 % Other foreign locations 14,753 10 % 9,563 9 % Total revenue $ 145,479 100 % $ 103,216 100 % (1) Revenue from the United Kingdom represented 11% of revenue for the three and six months ended June 30, 2019 and 2018. No other foreign country accounted for 10% or more of revenue during the three and six months ended June 30, 2019 and 2018. Revenue by type of customer, was as follows (dollars in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Business customers $ 64,528 $ 42,859 $ 123,095 $ 81,737 Individual customers 11,334 10,713 22,384 21,479 Total revenue $ 75,862 $ 53,572 $ 145,479 $ 103,216 Contract Balances For the three and six months ended June 30, 2019, the Company recognized revenue of $65.4 million and $104.9 million , respectively, that was included in the corresponding deferred revenue balance at the beginning of the period. In connection with the acquisition of GitPrime, the Company acquired contract assets of $0.7 million , which are presented within accounts receivable, and deferred revenue of $1.4 million . Remaining Performance Obligations As of June 30, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $254.9 million . The Company expects to recognize 74% of the transaction price over the next 12 months . Costs to Obtain and Fulfill a Contract The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Balance as of January 1, 2019 $ 20,212 Capitalization of contract acquisition costs 11,430 Amortization of deferred contract acquisition costs (11,311 ) Balance as of June 30, 2019 $ 20,331 |
Cash Equivalents and Investment
Cash Equivalents and Investments | 6 Months Ended |
Jun. 30, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Investments | Cash Equivalents and Investments Cash equivalents, short-term investments, and long-term investments consisted of the following as of June 30, 2019 (in thousands): Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 107,067 $ — $ — $ 107,067 Commercial paper 84,884 — — 84,884 U.S. treasury securities 49,904 6 — 49,910 Total cash equivalents $ 241,855 $ 6 $ — $ 241,861 Short-term investments Commercial paper $ 43,576 $ — $ — $ 43,576 U.S. treasury securities 119,298 91 — 119,389 Corporate notes and obligations 98,792 159 (7 ) 98,944 U.S. agency obligations 14,901 8 — 14,909 Total short-term investments $ 276,567 $ 258 $ (7 ) $ 276,818 Long-term investments Corporate notes and obligations $ 25,532 $ 121 $ — $ 25,653 U.S. agency obligations 10,000 1 — 10,001 Total long-term investments $ 35,532 $ 122 $ — $ 35,654 Total cash equivalents and investments $ 553,954 $ 386 $ (7 ) $ 554,333 The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of June 30, 2019 (in thousands): Amortized Cost Fair Value Due within one year $ 276,567 $ 276,818 Due between one and two years 35,532 35,654 Total investments $ 312,099 $ 312,472 The Company reviews the individual securities that have unrealized losses in its investment portfolio on a regular basis to evaluate whether or not any security has experienced an other-than-temporary decline in fair value. The Company evaluates, among others, whether it has the intention to sell any of these investments and whether it is more likely than not that it will be required to sell any of them before recovery of the amortized cost basis. Based on this evaluation, the Company determined that there were no other-than-temporary impairments associated with its investments as of June 30, 2019 . |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on 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. The Company’s financial instruments that are measured at fair value on a recurring basis consist of money market funds. The following three levels of inputs are used to measure the fair value of financial instruments: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The fair value of the Company’s financial instruments was as follows (in thousands): As of June 30, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 107,067 $ — $ — $ 107,067 Commercial paper — 84,884 — 84,884 U.S. treasury securities — 49,910 — 49,910 Total cash equivalents $ 107,067 $ 134,794 $ — $ 241,861 Short-term investments Commercial paper $ — $ 43,576 $ — $ 43,576 U.S. treasury securities — 119,389 — 119,389 Corporate notes and obligations — 98,944 — 98,944 U.S. agency obligations — 14,909 — 14,909 Total short-term investments $ — $ 276,818 $ — $ 276,818 Long-term investments Corporate notes and obligations $ — $ 25,653 $ — $ 25,653 U.S. agency obligations — 10,001 — 10,001 Total long-term investments $ — $ 35,654 $ — $ 35,654 As of December 31, 2018 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 185,405 $ — $ — $ 185,405 Convertible Senior Notes As of June 30, 2019 , the estimated fair value of the convertible senior notes was $668.0 million . The Company estimates the fair value based on quoted market prices in an inactive market on the last trading day of the reporting period (Level 2). These convertible senior notes are recorded at face value less unamortized debt discount and transaction costs on the Company's condensed consolidated balance sheet. Refer to Note 11—Convertible Senior Notes and Other Long-Term Debt for further information. Fair Value of Other Financial Instruments The carrying amounts of the Company’s accounts receivable, accounts payable, accrued expenses, and other liabilities approximate their fair values due to the short maturities of these assets and liabilities. |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Components | Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, Prepaid expenses $ 11,531 $ 7,931 Other current assets 1,584 392 Prepaid expenses and other current assets $ 13,115 $ 8,323 Accrued Expenses Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued compensation $ 14,231 $ 22,285 Accrued income and other taxes payable 5,786 5,408 Accrued other current liabilities 9,315 4,354 Accrued expenses $ 29,332 $ 32,047 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consisted of the following (in thousands): June 30, December 31, Computer equipment $ 10,603 $ 9,369 Software 2,034 2,031 Capitalized internal-use software costs 17,402 13,880 Furniture and fixtures 5,734 5,478 Buildings 11,251 11,251 Leasehold improvements 1,607 1,490 Construction in progress 2,222 1,671 Build-to-suit lease asset under construction 24,181 8,281 Total property and equipment 75,034 53,451 Less: Accumulated depreciation (26,006 ) (21,810 ) Property and equipment, net $ 49,028 $ 31,641 Depreciation expense totaled $2.1 million and $2.2 million for the three months ended June 30, 2019 and 2018 , respectively, and $4.2 million and $4.4 million for the six months ended June 30, 2019 and 2018 , respectively. |
Acquisition of GitPrime, Inc.
Acquisition of GitPrime, Inc. | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisition of GitPrime, Inc. | Acquisition of GitPrime, Inc. On May 9, 2019, the Company completed the acquisition of GitPrime, Inc. ("GitPrime"), a leading provider of developer productivity software. Under the terms of the agreement, the Company acquired all of the outstanding stock of GitPrime for approximately $163.9 million in cash, excluding cash acquired and working capital adjustments. The Company accounted for the transaction as a business combination using the acquisition method of accounting. The Company allocated the purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair value of the net tangible and identifiable intangible assets acquired was recorded as goodwill. The goodwill is attributable to GitPrime's assembled workforce and synergies acquired, and is not deductible for income tax purposes. The preliminary amount of consideration transferred is subject to change during the measurement period (up to one year from the acquisition date) as the Company finalizes the valuation of certain tangible and intangible assets acquired and liabilities assumed in connection with the acquisition. The Company expects the allocation of the consideration transferred to be final within the measurement period. The Company engaged third party valuation specialists to assist in management's analysis of the fair value of the acquired intangibles. All estimates, key assumptions, and forecasts were reviewed by the Company. While the Company chose to utilize a third-party valuation specialist for assistance, the fair value analysis and related valuations reflect the conclusions of management and not those of any third party. The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Goodwill 138,603 Intangible assets 24,800 Other liabilities assumed (393 ) Deferred revenue (1,367 ) Total fair value of net assets acquired $ 169,161 The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows (in thousands, except years): Fair Value of Intangible Assets Acquired Useful Lives Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 The fair value of the technology acquired in the acquisition was determined using the excess earnings model and the customer relationships acquired was determined using a distributor model. These models utilize certain unobservable inputs, including discounted cash flows, historical and projected financial information, customer attrition rates, and technology obsolescence rates, classified as Level 3 measurements as defined by ASC 820. During the three and six months ended June 30, 2019 , the Company incurred acquisition costs of $0.8 million . These costs include legal, accounting fees and other costs directly related to the acquisition and are classified within general and administrative expenses in the Company's condensed consolidated statements of operations. The condensed consolidated statements of operations includes the results of GitPrime from the acquisition date. During the three and six months ended June 30, 2019, the condensed consolidated statements of operations includes revenue from GitPrime of approximately $0.4 million . Due to the continued integration of the combined businesses, the information needed to determine earnings of GitPrime included in the condensed consolidated statements of operations was unavailable. The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on January 1, 2018. It includes pro forma adjustments related to the amortization of acquired intangible assets, equity-based compensation expense, adjustments for ASC 606, and fair value adjustments for deferred revenue. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisition occurred on January 1, 2018, or of future results of operations (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended Jun 30, 2019 2018 2019 2018 Revenue $ 77,100 $ 54,205 $ 149,369 $ 104,352 Net loss (42,948 ) (59,374 ) (80,733 ) (85,587 ) Net loss per share, basic and diluted $ (0.32 ) $ (0.22 ) $ (0.60 ) $ (0.22 ) |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets, net are summarized as follows (in thousands): As of June 30, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,762 $ 73 Course creation costs 15,330 7,893 7,437 Total $ 48,165 $ 40,655 $ 7,510 Intangible assets: Technology $ 28,500 $ 3,833 $ 24,667 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,779 771 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 7,204 $ 25,483 As of December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,229 $ 606 Course creation costs 13,552 7,108 6,444 Total $ 46,387 $ 39,337 $ 7,050 Intangible assets: Technology $ 4,500 $ 2,786 $ 1,714 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 2,750 2,750 — Database 40 40 — Domain names 45 — 45 Total $ 7,887 $ 6,128 $ 1,759 Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of acquired intangible assets was $0.9 million and $3.3 million for the three months ended June 30, 2019 and 2018 , respectively, and $1.6 million and $6.7 million for the six months ended June 30, 2019 and 2018 , respectively. Amortization expense of course creation costs was $0.6 million and $0.5 million for the three months ended June 30, 2019 and 2018 , respectively, and $1.2 million and $0.9 million for the six months ended June 30, 2019 and 2018 , respectively. The change in the carrying amount of goodwill for the six months ended June 30, 2019 was as follows (in thousands): Goodwill at December 31, 2018 $ 123,119 Goodwill recorded in connection with acquisition 138,603 Goodwill as of June 30, 2019 $ 261,722 |
Convertible Senior Notes and Ot
Convertible Senior Notes and Other Long-Term Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes and Other Long-Term Debt | Convertible Senior Notes and Other Long-Term Debt Convertible Senior Notes In March 2019, Pluralsight, Inc. issued $633.5 million aggregate principal amount of 0.375% convertible senior notes due in 2024 (the "Notes"), which includes the initial purchasers’ exercise in full of their option to purchase an additional $83.5 million principal amount of the Notes, in a private placement to qualified institutional buyers exempt from registration under the Securities Act. The net proceeds from the issuance of the Notes were $616.7 million after deducting the initial purchasers’ discounts and estimated issuance costs. The Notes are governed by an indenture (the “Indenture”) between the Company, as the issuer, and U.S. Bank National Association, as trustee. The Notes are Pluralsight, Inc.'s senior unsecured obligations and rank senior in right of payment to any of its indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment to any of the Company's unsecured indebtedness then existing and future liabilities that are not so subordinated; effectively junior in right of payment to any of the Company's secured indebtedness, to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of its subsidiaries. The Indenture does not contain any financial covenants or restrictions on the payments of dividends, the incurrence of indebtedness, or the issuance or repurchase of securities by the Company or any of its subsidiaries. The Notes mature on March 1, 2024 unless earlier repurchased or converted. Interest is payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2019. The Notes have an initial conversion rate of 25.8023 shares of the Company's Class A common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $38.76 per share of its Class A common stock and is subject to adjustment if certain events occur. Following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its Notes in connection with such corporate event. Additionally, upon the occurrence of a corporate event that constitutes a “fundamental change” per the Indenture, holders of the Notes may require the Company to repurchase for cash all or a portion of their Notes at a purchase price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest. Holders of the Notes may convert all or any portion of their Notes at any time prior to the close of business on December 1, 2023, in integral multiples of $1,000 principal amount, only under the following circumstances: • During any calendar quarter commencing after the calendar quarter ended on June 30, 2019 (and only during such calendar quarter), if the last reported sale price of the Company's Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; • During the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price as defined in the Indenture per $1,000 principal amount of Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company's Class A common stock and the conversion rate on each such trading day; or • Upon the occurrence of specified corporate events described in the Indenture. On or after December 1, 2023, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at the conversion rate at any time irrespective of the foregoing conditions. Upon conversion, holders will receive cash, shares of the Company's Class A common stock or a combination of cash and shares of Class A common stock, at the Company's election. During the six months ended June 30, 2019 , the conditions allowing holders of the Notes to convert were not met. The Notes are therefore not currently convertible and are classified as long-term debt. The Company accounts for the Notes as separate liability and equity components. The Company determined the carrying amount of the liability component as the present value of its cash flows using a discount rate of approximately 5.5% based on comparable debt transactions for similar companies. The estimated interest rate was applied to the Notes, which resulted in a fair value of the liability component of $492.7 million upon issuance, calculated as the present value of future contractual payments based on the $633.5 million aggregate principal amount. The excess of the principal amount of the liability component over its carrying amount, or the debt discount, is amortized to interest expense over the term of the Notes using the effective interest method. The $140.8 million difference between the gross proceeds received from issuance of the Notes of $633.5 million and the estimated fair value of the liability component represents the equity component, or the conversion option, of the Notes and was recorded in additional paid-in capital. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. The Company allocates issuance costs related to the issuance of the Notes to the liability and equity components using the same proportions as the initial carrying value of the Notes. Issuance costs attributable to the liability component were $13.1 million and are being amortized to interest expense using the effective interest method over the term of the Notes. Issuance costs attributable to the equity components were $3.7 million and are netted with the equity component of the Notes in stockholders’ equity on the condensed consolidated balance sheets. The net carrying value of the liability component of the Notes was as follows (in thousands): June 30, 2019 Principal $ 633,500 Less: Unamortized debt discount (133,189 ) Less: Unamortized issuance costs (12,396 ) Net carrying amount $ 487,915 The net carrying value of the equity component of the Notes was as follows (in thousands): June 30, 2019 Proceeds allocated to the conversion option (debt discount) $ 140,776 Less: Issuance costs (3,743 ) Net carrying amount $ 137,033 The interest expense recognized related to the Notes was as follows (in thousands): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Contractual interest expense $ 594 $ 726 Amortization of debt issuance costs and discount 6,749 8,294 Total $ 7,343 $ 9,020 Capped Calls In connection with the offering of the Notes, the Company entered into privately-negotiated capped call transactions ("Capped Calls") with certain counterparties. The Capped Calls each have an initial strike price of approximately $38.76 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $58.50 per share, subject to certain adjustments. The Capped Calls cover, subject to anti-dilution adjustments, 16,345,757 shares of the Company's Class A common stock. The Capped Calls are generally intended to reduce or offset the potential dilution from shares of Class A common stock issued upon any conversion of the Notes with such reduction or offset, as the case may be, subject to a cap based on the cap price. As the Capped Call transactions are considered indexed to the Company's own stock and are considered equity classified, they are recorded in stockholders’ equity and are not accounted for as derivatives. The cost of $69.4 million incurred in connection with the Capped Calls was recorded as a reduction to additional paid-in capital on the condensed consolidated balance sheets. Convertible Promissory Note with Pluralsight Holdings In connection with the issuance of the Notes, Pluralsight, Inc. entered into a convertible promissory note with Pluralsight Holdings, whereby Pluralsight, Inc. provided the net proceeds from the issuance of the Notes to Pluralsight Holdings. The terms of the convertible promissory note mirror the terms of the Notes issued by Pluralsight, Inc. The intent of the convertible promissory note is to maintain the parity of shares of Class A common stock with LLC Units as required by the LLC Agreement in order to preserve the Company's legal structure. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit As of June 30, 2019 and December 31, 2018 , the Company had a total of $0.7 million in letters of credit outstanding with a financial institution. These outstanding letters of credit were issued for purposes of securing certain of the Company’s obligations under facility leases. The letters of credit were collateralized by $0.7 million of the Company’s cash, which is reflected as restricted cash on the condensed consolidated balance sheets as of June 30, 2019 and December 31, 2018 , respectively. Lease Commitments The Company is committed under certain operating leases with third parties for office space. These leases expire at various times through 2035 . The Company recognizes rent expense on a straight-line basis over the lease period. In August 2018, the Company entered into a new non-cancellable lease agreement to rent office space for the Company's future headquarters to be constructed in Draper, Utah for a period of 15 years beginning on the earlier to occur of the date that the Company opens for business in the leased premises or the commencement date of June 24, 2020 (which date may be extended by construction delays). The Company will pay basic annual rent in monthly installments beginning on the rent commencement date, which are reflected in the table of future minimum lease payments below. The annual rent amount will be determined based on the cost of construction of the premises. Based on the current estimate of the cost of construction, the basic rent amount for the first year is expected to be $7.9 million , and the annual rent amount will increase by two percent each year following the rent commencement date. In the event the costs incurred by the landlord exceed the agreed upon cost of construction of $90.0 million , the landlord may elect to pay such amounts and add such amounts to the cost of construction and increase the basic rent amount or require the Company to pay such amounts. The landlord has agreed to an abatement of basic rent payments at the commencement of the initial lease term of up to approximately $3.2 million . Based on the Company's involvement in the design and construction of the building, the Company is deemed the owner of the construction project for accounting purposes during the construction period. As a result, the Company recorded a construction in progress asset of $24.2 million and a corresponding facility financing obligation as of June 30, 2019 . In connection with the lease agreement, the Company is required to maintain a deposit of $16.0 million with a financial institution for the benefit of the landlord to secure the Company’s obligations under the lease. The deposit is recorded within restricted cash on the condensed consolidated balance sheet. The lease agreement provides for both a partial and full release of the deposit funds to the Company, provided the Company meets certain liquidity and other financial conditions. Additionally, as of June 30, 2019 , the Company has recorded a deposit into restricted cash on the condensed consolidated balance sheet of $11.0 million for use in constructing tenant improvements in connection with the Draper headquarters. Future Minimum Lease Payments At June 30, 2019 , future minimum lease payments, including lease payments for the Company’s facilities in Farmington, Utah, and lease payments for the Company’s future headquarters in Draper, Utah were as follows (in thousands): Year Ended December 31, 2019 (remaining six months) 2,842 2020 7,738 2021 10,032 2022 10,025 2023 9,926 Thereafter 99,324 Less: Sublease rental income (884 ) Total future minimum lease payments $ 139,003 Rent expense under operating leases was $1.6 million and $1.1 million for the three months ended June 30, 2019 and 2018 , respectively, and $3.2 million and $2.2 million for the six months ended June 30, 2019 and 2018 , respectively. Other Commitments The Company has also entered into certain non-cancellable agreements primarily related to cloud infrastructure and software subscriptions in the ordinary course of business. There have been no material changes in the Company's commitments and contingencies, as disclosed in the Annual Report. Legal Proceedings The Company is involved in legal proceedings from time to time arising in the normal course of business. Management believes that the outcome of these proceedings will not have a material impact on the Company’s financial position, results of operations, or liquidity. Warranties and Indemnification The performance of the Company’s cloud-based technology learning platform is typically warranted to perform in a manner consistent with general industry standards that are reasonably applicable. The Company’s contractual arrangements generally include certain provisions for indemnifying customers against liabilities if its products or services infringe a third party’s intellectual property rights. To date, the Company has not incurred any material costs as a result of such obligations and has not accrued any material liabilities related to such obligations in the accompanying consolidated condensed financial statements. The Company has also agreed to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines, and settlement amounts incurred by any of these persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by the Company, arising out of that person’s services as the Company’s director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that would generally enable the Company to recover a portion of any future amounts paid. The Company may also be subject to indemnification obligations by law with respect to the actions of its employees under certain circumstances and in certain jurisdictions. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Amendment and Restatement of Certificate of Incorporation In connection with the Reorganization Transactions, the certificate of incorporation of Pluralsight, Inc. was amended and restated to, among other things, provide for the (i) authorization of 1,000,000,000 shares of Class A common stock with a par value of $0.0001 per share; (ii) authorization of 200,000,000 shares of Class B common stock with a par value of $0.0001 per share; (iii) authorization of 50,000,000 shares of Class C common stock with a par value of $0.0001 per share; (iv) authorization of 100,000,000 shares of undesignated preferred stock that may be issued from time to time; and (v) establishment of a classified board of directors, divided into three classes, each of whose members will serve for staggered three -year terms. Holders of Class A and Class B common stock are entitled to one vote per share and holders of Class C common stock are entitled to ten votes per share. Except as otherwise required by applicable law, holders of Class A common stock, Class B common stock, and Class C common stock vote together as a single class on all matters on which stockholders generally are entitled to vote. Holders of Class B and Class C common stock are not entitled to receive dividends and will not be entitled to receive any distributions upon the liquidation, dissolution or winding up of the Company. Shares of Class B and Class C common stock may only be issued to the extent necessary to maintain the one -to-one ratio between the number of LLC Units held by the Continuing Members and the number of Class B or Class C common shares held by the Continuing Members. Shares of Class B and Class C common stock are transferable only together with an equal number of LLC Units. Subject to certain limitations and exceptions, Continuing Members may exchange or redeem LLC Units and shares of Class B or Class C common stock, as applicable, for, at the option of Pluralsight, Inc., cash or shares of Class A common stock, on a one -for-one basis. Pluralsight, Inc. must at all times maintain a ratio of one LLC Unit for each share of Class A common stock issued, and Pluralsight Holdings must at all times maintain a one -to-one ratio between the number of shares of Class B or Class C common stock owned by the Continuing Members and the number of LLC Units owned by the Continuing Members. Recapitalization of Pluralsight Holdings In connection with the Reorganization Transactions and the amendment and restatement of the LLC Agreement, all membership interests in Pluralsight Holdings were converted into a single-class of common LLC Units and certain holders of LLC Units elected to exchange LLC Units for Class A common stock of Pluralsight, Inc. The following is a summary of the shares converted or exchanged in connection with the Reorganization Transactions: • 48,407,645 common units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted on a one -for-one basis into LLC Units. • 48,447,880 redeemable convertible preferred units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted on a one -for-one basis into LLC Units. • 15,783,689 incentive units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted into 12,667,778 LLC Units after giving effect to the threshold price and catch-up price per unit. • 3,000,000 Class B incentive units of Pluralsight Holdings outstanding prior to the Reorganization Transactions were converted into 1,747,067 LLC Units after giving effect to the threshold price and catch-up price per unit. In connection with the recapitalization, a total of 39,110,660 LLC Units were exchanged for shares of Class A common stock of Pluralsight, Inc. In addition, the Company issued 58,111,572 shares of Class B common stock and 14,048,138 shares of Class C common stock to the Continuing Members on a one -for-one basis to the corresponding LLC Units held by the Continuing Members. The amended and restated LLC Agreement requires that Pluralsight Holdings at all times maintain (i) a one -to-one ratio between the number of outstanding shares of Class A common stock of Pluralsight, Inc. and the number of LLC Units and (ii) a one -to-one ratio between the number of shares of Class B or Class C common stock owned by the Continuing Members and the number of LLC Units held by the Continuing Members. Initial Public Offering As described in Note 1—Organization and Description of Business, in May 2018 , Pluralsight, Inc. completed an IPO of 23,805,000 shares of Class A common stock at a public offering price of $15.00 per share. Pluralsight, Inc. received proceeds of $332.1 million , net of underwriting discounts and commissions, which Pluralsight, Inc. used to purchase newly-issued LLC Units of Pluralsight Holdings at a price per unit equal to the IPO price per share. Exchanges of LLC Units During the six months ended June 30, 2019 , certain Continuing Members exchanged 33,419,553 LLC Units of Pluralsight Holdings along with their corresponding shares of Class B and Class C common stock for an equal number of shares of Class A common stock. Simultaneously, and in connection with these exchanges, the Company cancelled the exchanged shares of Class B and Class C common stock. |
Non-Controlling Interests
Non-Controlling Interests | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Non-Controlling Interests | Non-Controlling Interests In connection with the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings and as a result consolidates the results of operations of Pluralsight Holdings. The non-controlling interests balance represents the LLC Units held by Continuing Members, based on the portion of LLC Units owned by Continuing Members. During the three and six months ended June 30, 2019 , the adjustments to the non-controlling interests were primarily related to equity-based compensation, the settlement of equity-based awards, and the issuance of the convertible promissory note with Pluralsight Holdings in connection with the convertible senior notes as discussed in Note 11—Convertible Senior Notes and Other Long-Term Debt. Income or loss is attributed to the non-controlling interests based on the weighted-average ownership percentages of LLC Units outstanding during the period, excluding LLC Units that are subject to time-based vesting requirements. As of June 30, 2019 , the non-controlling interests of Pluralsight Holdings owned 26.5% of the outstanding LLC Units, with the remaining 73.5% owned by Pluralsight, Inc. The ownership of the LLC Units is summarized as follows: As of June 30, 2019 As of December 31, 2018 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 101,096,472 73.5 % 65,191,907 48.6 % LLC Units owned by the Continuing Members (1) 36,529,694 26.5 % 68,881,732 51.4 % 137,626,166 100.0 % 134,073,639 100.0 % (1) Excludes 2,321,275 and 3,195,322 LLC Units still subject to time-based vesting requirements as of June 30, 2019 and December 31, 2018, respectively |
Equity-Based Compensation
Equity-Based Compensation | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation Incentive Unit Plan Certain employees and directors were granted incentive units in Pluralsight Holdings, pursuant to the Incentive Unit Plan (“2013 Plan”). In connection with the Reorganization Transactions, all outstanding incentive units were converted into LLC Units of Pluralsight Holdings and certain holders of incentive units elected to exchange LLC Units for shares of Class A common stock of Pluralsight, Inc. Shares of Class A common stock and LLC Units issued as a result of the exchange or conversion of unvested incentive units remain subject to the same time-based vesting requirements that existed prior to the Reorganization Transactions. In connection with the IPO, the 2013 Plan was terminated. The unvested LLC Units following the conversion of unvested incentive units are summarized as follows: Unvested Units Weighted- Average Grant Date Fair Value Unvested LLC Units outstanding—December 31, 2018 3,195,322 $ 7.63 Forfeited or cancelled (17,393 ) 5.38 Vested (856,654 ) 6.91 Unvested LLC Units outstanding—June 30, 2019 2,321,275 $ 7.91 As of June 30, 2019 , total unrecognized equity-based compensation related to unvested LLC Units was $16.4 million , which is expected to be recognized over a weighted-average period of 1.8 years. The total fair value of Class A common shares and LLC Units vested during the six months ended June 30, 2019 , was $25.2 million . If a forfeiture of an unvested LLC Unit occurs, the associated shares of Class B common stock or Class C common stock, as applicable, are also forfeited. Equity Incentive Plans In June 2017, Pluralsight Holdings adopted the 2017 Equity Incentive Plan (“2017 Plan”) and issued restricted stock units ("RSUs") to employees. In May 2018, Pluralsight, Inc. adopted the 2018 Equity Incentive Plan (“2018 Plan”). The 2018 Plan provides for the grant of nonstatutory stock options, restricted stock, RSUs, stock appreciation rights, performance units, and performance shares to employees, directors, and consultants of the Company. In connection with the IPO and the adoption of the 2018 Plan, the 2017 Plan was terminated. With the establishment of the 2018 Plan, the Company no longer grants equity-based awards under the 2017 Plan and any shares that expire, terminate, are forfeited or repurchased by the Company, or are withheld by the Company to cover tax withholding obligations, under the 2017 Plan, will automatically be transferred to the 2018 Plan. In connection with the acquisition of GitPrime, Inc. the Company assumed all existing equity awards under the 2015 and 2018 Equity Incentive Plans of GitPrime. Stock Options In connection with the IPO, the Company granted to employees stock options under the 2018 Plan to purchase shares of Class A common stock at an exercise price equal to the IPO price of $15.00 per share. The stock options will vest ratably in equal six -month periods over a period of two years from the IPO date. In connection with the GitPrime acquisition, the stock options granted to GitPrime employees under the 2015 and 2018 Equity Incentive Plans were automatically converted into options to purchase shares of the Company's Class A common stock, subject to appropriate adjustments to the number of shares issuable pursuant to such options and the exercise price of such options as provided in the Merger Agreement. The options are subject to time-based vesting conditions and continue to vest over the remaining vesting period of the original award ranging from two to four years . The following table summarizes the stock option activity for the six months ended June 30, 2019 : Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Balance as of December 31, 2018 5,143,712 $ 15.00 Granted 169,762 1.47 Exercised (426,968 ) 14.93 Forfeited or cancelled (80,313 ) 15.00 Outstanding as of June 30, 2019 4,806,193 $ 14.53 8.9 $ 75.9 Vested and exercisable—June 30, 2019 2,109,402 $ 14.90 8.9 $ 32.5 During the six months ended June 30, 2019 , the total intrinsic value of options exercised was $7.2 million . The total unrecognized equity-based compensation related to the stock options was $22.2 million , which is expected to be recognized over a weighted-average period of 1.3 years. RSUs RSUs represent the right to receive shares of Pluralsight, Inc.’s Class A common stock at a specified future date. Restricted share units of Pluralsight Holdings under the 2017 Plan are generally subject to both a service condition and a liquidity condition. RSUs under the 2018 Plan are generally subject to a service condition. The service condition is generally satisfied over four years , whereby 25% of the share units satisfy this condition on the first anniversary of the grant date and then ratably on a quarterly basis thereafter through the end of the vesting period. The liquidity condition is satisfied upon the occurrence of a qualifying event, which was satisfied upon expiration of the lock-up period following the IPO. Under the 2017 Plan, all restricted share units granted were initially restricted share units of Pluralsight Holdings. In connection with the IPO, all restricted share units were converted into RSUs of Pluralsight, Inc., except for Class B restricted share units of Pluralsight Holdings, which remain restricted share units of Pluralsight Holdings, and represent the right to receive LLC Units and corresponding shares of Class C common stock of Pluralsight, Inc. upon vesting. The activity for RSUs for the six months ended June 30, 2019 was as follows: Number of RSUs or Units Weighted-Average Grant Date Fair Value RSUs of Pluralsight, Inc. Balance at December 31, 2018 4,801,536 $ 11.11 Granted 4,784,948 31.75 Forfeited or cancelled (400,757 ) 17.11 Vested (1,273,293 ) 11.32 Balance at June 30, 2019 7,912,434 $ 23.23 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2018 2,062,500 $ 8.24 Vested (375,000 ) 8.24 Balance at June 30, 2019 1,687,500 $ 8.24 As of June 30, 2019 , unrecognized compensation cost related to RSUs, including restricted share units of Pluralsight Holdings, was $154.9 million , which is expected to be recognized over a weighted-average period of 3.2 years. Employee Stock Purchase Plan In May 2018, Pluralsight, Inc.'s board of directors adopted the Employee Stock Purchase Plan ("ESPP"). The ESPP generally provides for consecutive overlapping 24 -month offering periods comprised of four six -month purchase periods. The offering periods start on the first trading day on or after May 31 and November 30 of each year. The ESPP permits participants to elect to purchase shares of Class A common stock through fixed contributions from eligible compensation paid during each purchase period during an offering period, provided that this fixed contribution amount will not exceed 75.0% of the eligible compensation a participant receives during a purchase period, or $12,500 (increased to $25,000 for purposes of the first purchase period under the ESPP). A participant may purchase a maximum of 5,000 shares during each purchase period. Amounts deducted and accumulated by the participant will be used to purchase shares of Class A common stock at the end of each purchase period. The purchase price of the shares will be 85% of the lower of the fair market value of Class A common stock on the first trading day of each offering period or on the purchase date. If the fair market value of the common stock on any purchase date within an offering period is lower than the stock price as of the beginning of the offering period, the offering period will immediately reset after the purchase of shares on such purchase date and participants will automatically be re-enrolled in a new offering period. Participants may end their participation at any time during an offering period and will be paid their accrued contributions that have not yet been used to purchase shares of common stock. Participation ends automatically upon termination of employment. ESPP employee payroll contributions accrued at June 30, 2019 and December 31, 2018, totaled $1.7 million and $1.5 million , and are included within accrued expenses in the condensed consolidated balance sheets. Employee payroll contributions ultimately used to purchase shares under the ESPP will be reclassified to stockholders' equity at the end of the purchase period. As of June 30, 2019 , total unrecognized equity-based compensation for purchase rights committed under the ESPP was $13.2 million , which is expected to be recognized over a weighted-average period of 1.2 years. Equity-Based Compensation Equity-based compensation was classified as follows in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Restated) (Restated) Cost of revenue $ 133 $ 89 $ 217 $ 89 Sales and marketing 7,952 7,356 14,228 7,895 Technology and content 5,137 4,571 8,847 4,952 General and administrative 9,510 16,963 19,708 19,416 Total equity-based compensation $ 22,732 $ 28,979 $ 43,000 $ 32,352 Equity-based compensation capitalized as internal-use software was $0.2 million for the three months ended June 30, 2019 and $0.6 million for the six months ended June 30, 2019 . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes As a result of the Reorganization Transactions, Pluralsight, Inc. became the sole managing member of Pluralsight Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Pluralsight Holdings is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Pluralsight Holdings is passed through to and included in the taxable income or loss of its members, including Pluralsight, Inc. following the Reorganization Transactions, on a pro rata basis. Pluralsight, Inc. is subject to U.S. federal income taxes, in addition to state and local income taxes with respect to its allocable share of any taxable income of Pluralsight Holdings following the Reorganization Transactions. The Company is also subject to taxes in foreign jurisdictions. The tax provision for interim periods is determined using an estimate of the Company's annual effective tax rate, adjusted for discrete items, if any, that arise during the period. Each quarter, the Company updates its estimate of its annual effective tax rate, and if the estimated annual effective tax rate changes, the Company makes a cumulative adjustment in such period. The quarterly tax provision, and estimate of the Company's annual effective tax rate, are subject to variation due to several factors, including variability in pre-tax income (or loss), the mix of jurisdictions to which such income relates, changes in how the Company conducts business, and tax law developments. For the three months ended June 30, 2019 and 2018 the Company's estimated effective tax rate was (0.5)% . For the six months ended June 30, 2019 and 2018 the Company's estimated effective tax rate was (0.6)% and (0.5)% , respectively. The variations between the Company's estimated effective tax rate and the U.S. statutory rate are primarily due to the portion of the Company's earnings (or loss) attributable to non-controlling interests following the Reorganization Transactions and the full domestic valuation allowance. The Company is subject to income tax in the U.S. as well as other tax jurisdictions in which the Company operates. The provision for income taxes consists primarily of income taxes and withholding taxes in foreign jurisdictions in which the Company conducts business. The Company's U.S. operations have resulted in losses, and as such, the Company maintains a full valuation allowance against its U.S. deferred tax assets. While the Company believes its current valuation allowance is appropriate, the Company assesses the need for an adjustment to the valuation allowance on a quarterly basis. The assessment is based on estimates of future sources of taxable income for the jurisdictions in which the Company operates and the periods over which deferred tax assets will be realizable. In the event the Company determines that it will be able to realize all or part of its net deferred tax assets in the future, all or part of the valuation allowance will be released in the period in which the Company makes such determination. The release of all or part of the valuation allowance against deferred tax assets may cause greater volatility in the effective tax rate in the periods in which it is released. Tax Receivable Agreement On the date of the IPO, the Company entered into a Tax Receivable Agreement (“TRA”) with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. During the six months ended June 30, 2019 , certain Continuing Members exchanged 33,419,553 LLC Units for shares of Class A common stock. The Company has concluded that, based on applicable accounting standards, it is more-likely-than-not that its deferred tax assets subject to the TRA will not be realized; therefore, the Company has not recorded a TRA liability related to the tax savings it may realize from the utilization of deferred tax assets arising from the exchanges that have occurred through June 30, 2019 . The total unrecorded TRA liability as of June 30, 2019 is approximately $250.7 million . |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share for the periods following the Reorganization Transactions (in thousands, except per share amounts): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Numerator: Net loss $ (41,120 ) $ (75,325 ) Less: Net loss attributable to non-controlling interests (11,740 ) (26,690 ) Net loss attributable to Pluralsight, Inc. $ (29,380 ) $ (48,635 ) Denominator: Weighted-average common shares outstanding, basic and diluted 97,608 86,827 Net loss per share: Net loss per share, basic and diluted $ (0.30 ) $ (0.56 ) During the three months ended June 30, 2019 , the Company incurred net losses and, therefore, the effect of the Company’s potentially dilutive securities were not included in the calculation of diluted loss per share as the effect would be anti-dilutive. The following table contains share/unit totals with a potentially dilutive impact (in thousands): As of June 30, 2019 LLC Units held by Continuing Members 38,851 Stock options 4,806 RSUs of Pluralsight, Inc. 7,912 Restricted Share Units of Pluralsight Holdings 1,688 Purchase rights committed under the ESPP 1,604 Total 54,861 The Notes will not have an impact on the Company's diluted earnings per share until the average market share price of Class A common stock exceeds the conversion price of $58.50 per share, as the Company intends and has the ability to settle the principal amount of the Notes in cash upon conversion. The Company is required under the treasury stock method to compute the potentially dilutive shares of common stock related to the Notes for periods it reports net income. However, upon conversion, until the average market price of the Company's common stock exceeds the cap price of $58.50 per share, exercise of the Capped Calls will mitigate dilution from the Notes from the conversion price up to the cap price. Capped Calls are excluded from the calculation of diluted earnings per share, as they would be antidilutive under the treasury stock method. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company utilizes an aircraft owned by the Company’s Chief Executive Officer on an as-needed basis. The Company has agreed to reimburse the Chief Executive Officer for use of the private aircraft for business purposes at an hourly rate per flight hour. The reimbursement rate was approved by the Company's Board of Directors based upon a review of comparable chartered aircraft rates. The Company accrued approximately $0.1 million as of June 30, 2019 included within accrued expenses on the condensed consolidated balance sheets. A total of $0.6 million has been paid under the arrangement during the six months ended June 30, 2019 . Tax Receivable Agreement On the date of the IPO, the Company entered into a TRA with Continuing Members that provides for a payment to the Continuing Members of 85% of the amount of tax benefits, if any, that Pluralsight, Inc. realizes, or is deemed to realize as a result of redemptions or exchanges of LLC Units. As discussed in Note 16—Income Taxes, no amounts were paid or payable to Continuing Members under the TRA as it is more-likely-than-not that the Company’s tax benefits obtained from exchanges subject to the TRA will not be realized. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and the applicable regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes thereto as of and for the year ended December 31, 2018 included in Pluralsight, Inc.'s Annual Report on Form 10-K/A, as filed with the SEC on June 27, 2019 ("Annual Report"). |
Consolidation | These unaudited condensed consolidated financial statements include the accounts of Pluralsight, Inc. and its directly and indirectly wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. As discussed in Note 1—Organization and Description of Business, Pluralsight, Inc. consolidates the financial results of Pluralsight Holdings as a Variable Interest Entity (“VIE”). The Company periodically evaluates entities for consolidation either through ownership of a majority voting interest, or through means other than a voting interest, in accordance with the VIE accounting model. A VIE is an entity in which the equity investors as a group, if any, lack the power through voting or similar rights to direct the activities of such entity that most significantly impact such entity's economic performance or the equity investment at risk is insufficient to finance that entity's activities without additional subordinated financial support. |
Use of Estimates | The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses for the reporting period. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to the determination of the fair value of equity awards, fair value of the liability and equity components of the convertible senior notes, the valuation of build-to-suit leases, the fair value of identified assets and liabilities acquired in business combinations, the useful lives of long-lived assets, the impairment of long-lived and intangible assets, including goodwill, the period of benefit for deferred contract acquisition costs, provisions for doubtful accounts receivable and deferred revenue, and certain accrued expenses, including author fees. These estimates and assumptions are based on the Company’s historical results and management’s future expectations. Actual results could differ from those estimates. |
Revenue Recognition (ASC 606), Deferred Revenue, Accounts Receivable, and Deferred Contract Acquisition Costs | The Company derives substantially all of its revenue from subscription services (which include support services) from providing customers access to its platform. The Company implemented the provisions of Accounting Standards Update ("ASU") 2014-09 (referred to collectively as "ASC 606") effective January 1, 2019 using the modified retrospective transition method as discussed below under the section "Recent Accounting Pronouncements". Following the adoption of ASC 606, the Company recognizes revenue when control of these services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for the services. Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. The Company accounts for revenue contracts with customers by applying the following steps: • Identification of the contract, or contracts, with a customer • Identification of the performance obligations in a contract • Determination of the transaction price • Allocation of the transaction price to the performance obligations in the contract • Recognition of revenue when, or as, performance obligations are satisfied The Company’s subscription arrangements generally do not provide customers with the right to take possession of the software supporting the platform and, as a result, are accounted for as service arrangements. Access to the Company's platform represents a series of distinct services as the Company continually provides access to, and fulfills its obligation to, the end customer over the subscription term. The series of distinct services represents a single performance obligation that is satisfied over time. Accordingly, the fixed consideration related to subscription revenue is generally recognized on a straight-line basis over the contract term, beginning on the date that the service is made available to the customer. The Company's subscription contracts typically vary from one month to three years . The Company’s arrangements are generally noncancellable and nonrefundable. Subscriptions that allow the customer to take software on-premise without significant penalty are treated as time-based licenses. These arrangements generally include access to the software, access to unspecified future products and maintenance and support. Revenue for on-premise software subscriptions is recognized at a point in time when the software is made available to the customer. Revenue for access to unspecified future products, maintenance and support included with on-premise software subscriptions is recognized ratably over the contract term beginning on the date that the access is made available to the customer. A small portion of the Company’s revenue is derived from providing professional services, which generally consist of content creation or other consulting services. These services are distinct from subscription revenue services. Revenue from professional services is generally recognized upon completion, because the customer consumes the intended benefit and assumes control upon final completion of the service. Some contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately, if they are distinct. The transaction price is allocated to the separate performance obligations on a relative standalone selling price basis. The Company determines standalone selling prices considering market conditions and based on overall pricing objectives such as observable standalone selling prices, and other factors, including the value of contracts, types of services sold, customer demographics, and the number and types of users within such contracts. Deferred Revenue The Company records contract liabilities to deferred revenue when cash payments are received or billings are due in advance of revenue recognition from subscription services described above, including amounts billed to customers in accordance with the terms of the underlying contracts where the service period has not yet commenced but will commence in the near future. Deferred revenue is recognized when, or as, performance obligations are satisfied. Amounts anticipated to be recognized within one year of the balance sheet date are recorded as deferred revenue, current; the remaining portion is recorded as non-current deferred revenue. Accounts Receivable Accounts receivable represent amounts owed to the Company for subscriptions to the Company’s platform. Accounts receivable balances are recorded at the invoiced amount and are non-interest-bearing. The Company records a contract asset when revenue is recognized in advance of invoicing. Contract assets that represent a right to consideration that is unconditional are presented within accounts receivable on the condensed consolidated balance sheets. The Company maintains an allowance for doubtful accounts to reserve for potential uncollectible receivables, by assessing the collectability of the accounts by taking into consideration the aging of trade receivables, historical experience, and management judgment. The Company writes off trade receivables against the allowance when management determines a balance is uncollectible and no longer intends to actively pursue collection of the receivable. Deferred Contract Acquisition Costs The Company capitalizes sales commissions, and associated fringe costs, such as payroll taxes, paid to direct sales personnel and other incremental costs of obtaining contracts with customers, provided the Company expects to recover those costs. These costs are recorded as deferred contract acquisition costs on the condensed consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are in fact incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rates between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit of four years while commissions paid related to renewal contracts are amortized over an estimated period of benefit of approximately 18 months . Amortization is recognized on a straight-line basis commensurate with the pattern of revenue recognition. The period of benefit for commissions paid for the acquisition of initial subscription contracts is determined by taking into consideration the initial estimated customer life and the technological life of the Company's platform and related significant features. The Company determines the period of benefit for renewal subscription contracts by considering the average contractual term for renewal contracts. Amortization of deferred contract acquisition costs is included within sales and marketing expense in the condensed consolidated statements of operations. The Company periodically reviews these deferred costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. |
Cash, Cash Equivalents, Restricted Cash | The Company considers all highly-liquid investments with a maturity at the time of purchase of 90 days or less to be cash and cash equivalents. Cash consists of deposits with financial institutions. Cash equivalents and investments consist of highly liquid investments in money market funds, U.S. treasury securities, U.S. government agency securities, commercial paper, and corporate debt securities. Cash and cash equivalents that are restricted as to withdrawal or usage are presented as restricted cash on the condensed consolidated balance sheets. |
Investments | The Company classifies investments as available-for-sale securities. Investments with original maturities beyond 90 days are classified as short-term or long-term investments based on the nature of the securities and their stated maturities. Investments are carried at fair value, with unrealized gains and losses, net of tax, reported in accumulated other comprehensive income within stockholders’ equity. Investments are reviewed periodically to determine whether a decline in a security’s fair value below the amortized cost basis is other-than-temporary. If the cost of an individual investment exceeds its fair value, the Company considers available quantitative and qualitative factors such as the length of time and extent to which the market value has been less than the cost, the financial condition and near-term prospects of the issuer and the Company's intent to sell, or whether it is more likely than not the Company will be required to sell the investment before recovery of the investment’s amortized cost basis. If the Company believes that a decline in fair value is determined to be other-than-temporary, the investments are written down to fair value. There were no impairments recognized on investments during the periods presented. Interest income, amortization of premiums and discounts, realized gains and losses and declines in fair value judged to be other-than-temporary on available-for-sale securities are included in other income, net in the condensed consolidated statements of operations. The Company uses the specific identification method to determine the cost in calculating realized gains and losses upon the sale of these investments. |
Advertising Costs | Advertising costs are expensed as incurred. |
Recent Accounting Pronouncements | Under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), the Company meets the definition of an emerging growth company. 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. The Company has 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 Company is no longer an emerging growth company or until the Company affirmatively and irrevocably opts out of the extended transition period. As a result, the Company’s financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs-Contracts with Customers (Subtopic 340-40) , which supersedes nearly all existing revenue recognition guidance. The core principle behind ASC 606 is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for delivering those goods and services. To achieve this core principle, the guidance provides a model, which involves a five-step process that includes identifying the contract with the customer, identifying the performance obligations in the contract, determining the transaction price, allocating the transaction prices to the performance obligations in the contract, and recognizing revenue when (or as) the entity satisfies the performance obligations. The standard also provides guidance on the recognition of costs related to obtaining customer contracts. The Company adopted the standard as of January 1, 2019 using the modified retrospective adoption method applied to those contracts that were not completed as of that date. Upon adoption, the Company recognized the cumulative effect of adopting the standard as an adjustment to the opening balance of stockholders' equity. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company updated its accounting policies, processes, internal controls and information systems to conform to the new revenue standard's reporting and disclosure requirements. Prior to adoption, the Company limited revenue recognition for delivered elements to the amount that is not contingent on the delivery of future services. The adoption of ASC 606 resulted in an acceleration in timing of the Company's revenue for certain sales contracts due to the removal of this limitation. In addition, as a result of the new standard, the Company capitalizes sales commissions and other incremental costs of obtaining contracts with customers. Such costs are amortized over the expected period of benefit, which for initial contracts is an estimated period of four years , while renewal contracts are amortized over an estimated period of benefit of 18 months . The following table summarizes the adjustments made to the Company's condensed consolidated balance sheet as of January 1, 2019 as a result of applying the modified retrospective method to adopt ASC 606 (in thousands): As Reported Adjustments As Adjusted December 31, 2018 Revenue Recognition Incremental Costs of Obtaining a Contract January 1, 2019 Accounts receivable, net $ 63,436 $ 33 $ — $ 63,469 Deferred contract acquisition costs, net — — 16,461 16,461 Deferred contract acquisition costs, noncurrent, net — — 3,751 3,751 Deferred revenue 157,695 (389 ) — 157,306 Deferred revenue, noncurrent 14,886 — — 14,886 Accumulated deficit (355,446 ) 205 9,828 (345,413 ) Non-controlling interests 107,167 217 10,384 117,768 The decrease of deferred revenue and increase to deferred contract acquisition costs as of January 1, 2019 resulted in additional deferred tax liabilities that reduced the Company's net deferred tax asset position. The net deferred tax assets in the jurisdictions impacted by the adoption of ASC 606 were fully reserved and, accordingly, this impact was offset by a corresponding reduction to the valuation allowance with no resulting net impact to net assets or accumulated deficit. In addition, the adoption of ASC 606 resulted in changes to the Company's accounting estimates and policies for revenue recognition, deferred contract acquisition costs, deferred revenue, and accounts receivable. See the section titled "Significant Accounting Policies" for a discussion of the Company's updated policies. Refer to Note 4—Revenue for the ongoing impacts of adopting ASC 606 on the condensed consolidated financial statements. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset. The new guidance is effective for public business entities for annual periods beginning after December 15, 2019, including interim periods within those periods. For all other entities, the ASU is effective for annual periods beginning after December 15, 2020, and interim periods within annual periods beginning after December 15, 2021. Early adoption is permitted for all entities. The Company is currently in the process of evaluating the impact of this standard on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This ASU amends guidance on reporting credit losses for assets held at amortized cost basis and available-for-sale debt securities to require that credit losses on available-for-sale debt securities be presented as an allowance rather than as a write-down. The measurement of credit losses for newly recognized financial assets and subsequent changes in the allowance for credit losses are recorded in the statements of operations. For public business entities that meet the definition of an SEC filer, it is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. For all other entities, it is effective for fiscal years beginning after December 15, 2020. The Company is currently evaluating the potential impact of this standard on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases (with the exception of short-term leases) at the commencement date. For public business entities, the ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2018. For all other entities, the amendments in this update are effective for fiscal years beginning after December 15, 2019 and interim periods within fiscal years beginning after December 15, 2020. Due to an expected loss in the Company's emerging growth status as of December 31, 2019, the Company anticipates adopting the standard on December 31, 2019 for the year ended December 31, 2019. The Company is currently evaluating the potential changes to its future financial reporting and disclosures from this ASU. As part of its preliminary assessment, the Company expects to record right-of-use assets and lease liabilities for its operating leases as a result of adopting this standard. While the Company continues to assess all potential impacts under the new standard, including the areas described above, the Company does not know or cannot reasonably estimate quantitative information related to the impact of the adoption of the new standard on its consolidated financial statements at this time. |
Fair Value Measurements | The Company measures and records certain financial assets at fair value on a recurring basis. Fair value is based on 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Recent Accounting Pronouncements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table summarizes the adjustments made to the Company's condensed consolidated balance sheet as of January 1, 2019 as a result of applying the modified retrospective method to adopt ASC 606 (in thousands): As Reported Adjustments As Adjusted December 31, 2018 Revenue Recognition Incremental Costs of Obtaining a Contract January 1, 2019 Accounts receivable, net $ 63,436 $ 33 $ — $ 63,469 Deferred contract acquisition costs, net — — 16,461 16,461 Deferred contract acquisition costs, noncurrent, net — — 3,751 3,751 Deferred revenue 157,695 (389 ) — 157,306 Deferred revenue, noncurrent 14,886 — — 14,886 Accumulated deficit (355,446 ) 205 9,828 (345,413 ) Non-controlling interests 107,167 217 10,384 117,768 The following tables present the amount by which each condensed consolidated financial statement line item is affected as of and for the three and six months ended June 30, 2019 by ASC 606 (in thousands, except per share data): Condensed Consolidated Balance Sheet: June 30, 2019 As Reported Balance without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Accounts receivable, net $ 57,625 $ 56,890 $ 735 Goodwill (1) 261,722 262,945 (1,223 ) Deferred contract acquisition costs, net 17,079 — 17,079 Deferred contract acquisition costs, noncurrent, net 3,252 — 3,252 Deferred revenue 172,310 173,619 (1,309 ) Deferred revenue, noncurrent 13,748 13,748 — Accumulated deficit (394,048 ) (409,595 ) 15,547 Non-controlling interest 74,346 68,741 5,605 (1) Reflects the difference in Goodwill from applying ASC 606 to the deferred revenue balance acquired from GitPrime, Inc. See Note 9 for additional details. The difference in deferred revenue under ASC 606 is primarily due to the timing of recognition for subscriptions that allow the customer to install the software on premise without significant penalty. Condensed Consolidated Statement of Operations: Three Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 75,862 $ 75,744 $ 118 Operating expenses: Sales and marketing 49,994 50,129 (135 ) Loss from operations (37,320 ) (37,573 ) 253 Net loss (41,120 ) (41,373 ) 253 Less: Net loss attributable to non-controlling interests (11,740 ) (11,812 ) 72 Net loss attributable to Pluralsight, Inc. (29,380 ) (29,561 ) 181 Net loss per share, basic and diluted $ (0.30 ) $ (0.30 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 97,608 97,608 — Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 145,479 $ 145,080 $ 399 Operating expenses: Sales and marketing 94,125 94,244 (119 ) Loss from operations (70,961 ) (71,479 ) 518 Net loss (75,325 ) (75,843 ) 518 Less: Net loss attributable to non-controlling interests (26,690 ) (26,878 ) 188 Net loss attributable to Pluralsight, Inc. (48,635 ) (48,965 ) 330 Net loss per share, basic and diluted $ (0.56 ) $ (0.56 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 86,827 86,827 — Condensed Consolidated Statement of Cash Flows: Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Net loss $ (75,325 ) $ (75,843 ) $ 518 Adjustments to reconcile net loss to net cash used in operating activities: Amortization of deferred contract acquisition costs 11,311 — 11,311 Changes in assets and liabilities: Accounts receivable 7,116 7,118 (2 ) Deferred contract acquisition costs (11,430 ) — (11,430 ) Deferred revenue 13,003 13,400 (397 ) Cash used in operating activities (1,641 ) (1,641 ) — |
Restatement of Condensed Cons_2
Restatement of Condensed Consolidated Financial Statements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Restatement of Consolidated Financial Statements | Condensed Consolidated Statements of Operations (in thousands, except per share amounts) Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Revenue $ 53,572 $ — $ 53,572 $ 103,216 $ — $ 103,216 Cost of revenue 15,890 43 15,933 30,776 43 30,819 Gross profit 37,682 (43 ) 37,639 72,440 (43 ) 72,397 Operating expenses: Sales and marketing 38,933 2,924 41,857 68,400 2,924 71,324 Technology and content 16,493 1,903 18,396 29,818 1,903 31,721 General and administrative 19,448 6,554 26,002 30,740 6,554 37,294 Total operating expenses 74,874 11,381 86,255 128,958 11,381 140,339 Loss from operations (37,192 ) (11,424 ) (48,616 ) (56,518 ) (11,424 ) (67,942 ) Other (expense) income: Interest expense (2,424 ) — (2,424 ) (6,134 ) — (6,134 ) Loss on debt extinguishment (4,085 ) — (4,085 ) (4,085 ) — (4,085 ) Other income, net 48 — 48 35 — 35 Loss before income taxes (43,653 ) (11,424 ) (55,077 ) (66,702 ) (11,424 ) (78,126 ) Provision for income taxes (143 ) — (143 ) (252 ) — (252 ) Net loss $ (43,796 ) $ (11,424 ) $ (55,220 ) $ (66,954 ) $ (11,424 ) $ (78,378 ) Less: Net loss attributable to non-controlling interests (12,706 ) (1,204 ) (13,910 ) (12,706 ) (1,204 ) (13,910 ) Net loss attributable to Pluralsight, Inc. $ (31,090 ) $ (10,220 ) $ (41,310 ) $ (54,248 ) $ (10,220 ) $ (64,468 ) Less: Accretion of Series A redeemable convertible preferred units (156,750 ) — (156,750 ) (176,275 ) — (176,275 ) Net loss attributable to common shares $ (187,840 ) $ (10,220 ) $ (198,060 ) $ (230,523 ) $ (10,220 ) $ (240,743 ) Net loss per share, basic and diluted (1) $ (0.19 ) $ (0.01 ) $ (0.20 ) $ (0.19 ) $ (0.01 ) $ (0.20 ) Weighted-average common shares used in computing basic and diluted net loss per share (1) 62,252 62,252 62,252 62,252 ________________________ (1) N et loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. Condensed Consolidated Statements of Comprehensive Loss (in thousands) Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Net loss $ (43,796 ) $ (11,424 ) $ (55,220 ) $ (66,954 ) $ (11,424 ) $ (78,378 ) Other comprehensive loss: Foreign currency translation losses, net (63 ) — (63 ) (58 ) — (58 ) Comprehensive loss $ (43,859 ) $ (11,424 ) $ (55,283 ) $ (67,012 ) $ (11,424 ) $ (78,436 ) Less: Comprehensive loss attributable to non-controlling interests (12,727 ) (1,204 ) (13,931 ) (12,727 ) (1,204 ) (13,931 ) Comprehensive loss attributable to Pluralsight, Inc. $ (31,132 ) $ (10,220 ) $ (41,352 ) $ (54,285 ) $ (10,220 ) $ (64,505 ) Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit As Previously Reported for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 48,447,880 $ 405,766 48,407,645 $ — — $ — — $ — — $ — $ — $ 25 $ (445,102 ) $ — $ (445,077 ) Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — 984 — — — — — — — — — — 984 Equity-based compensation — — — 13,155 — — — — — — — — — — 13,155 Accretion of Series A redeemable convertible preferred units — 176,275 — (14,139 ) — — — — — — — — (162,136 ) — (176,275 ) Foreign currency translation losses — — — — — — — — — — — (18 ) — — (18 ) Net loss — — — — — — — — — — — — (42,660 ) — (42,660 ) Effect of the Reorganization Transactions and initial public offering: Effect of the reorganization transactions (48,447,880 ) (582,041 ) (48,407,645 ) — 39,110,660 4 58,111,572 6 14,048,138 1 581,952 — — — 581,963 Initial public offering, net of offering costs — — — — 23,805,000 2 — — — — 324,677 — — — 324,679 Allocation of equity to non-controlling interests — — — — — — — — — — (474,007 ) (4 ) 339,782 134,229 — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — (325 ) — — — (325 ) Equity-based compensation — — — — — — — — — — 7,773 — — — 7,773 Adjustment to non-controlling interests — — — — — — — — — — (3,893 ) — — 3,893 — Foreign currency translation losses — — — — — — — — — — — (19 ) — (21 ) (40 ) Net loss — — — — — — — — — — — — (11,588 ) (12,706 ) (24,294 ) Balance at June 30, 2018 — $ — — $ — 62,915,660 $ 6 58,111,572 $ 6 14,048,138 $ 1 $ 436,177 $ (16 ) $ (321,704 ) $ 125,395 $ 239,865 Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders’ Equity (Continued) Restatement Adjustments for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 — $ — — $ — — $ — — $ — — $ — $ — $ — $ — $ — $ — Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — — — — — — — — — — — — — Equity-based compensation — — — 9,123 — — — — — — — — — — 9,123 Accretion of Series A redeemable convertible preferred units — — — (9,123 ) — — — — — — — — 9,123 — — Foreign currency translation losses — — — — — — — — — — — — — — — Net loss — — — — — — — — — — — — (9,123 ) — (9,123 ) Effect of the Reorganization Transactions and initial public offering: — Effect of the reorganization transactions — — — — — — — — — — — — — — — Initial public offering, net of offering costs — — — — — — — — — — — — — — — Allocation of equity to non-controlling interests — — — — — — — — — — — — — — — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — — — — — — Equity-based compensation — — — — — — — — — — 2,301 — — — 2,301 Adjustment to non-controlling interests — — — — — — — — — — (1,204 ) — — 1,204 — Foreign currency translation losses — — — — — — — — — — — — — — — Net loss — — — — — — — — — — — — (1,097 ) (1,204 ) (2,301 ) Balance at June 30, 2018 — $ — — $ — — $ — — $ — — $ — $ 1,097 $ — $ (1,097 ) $ — $ — Condensed Consolidated Statement of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders’ Equity (Continued) As Restated for the Six Months Ended June 30, 2018 (in thousands, except share/unit amounts) Redeemable Members’ Capital Class A Common Stock Class B Common Stock Class C Common Stock Additional Accumulated Accumulated Non-Controlling Interests Total Units Amount Units Amount Shares Amount Shares Amount Shares Amount Balance at December 31, 2017 48,447,880 $ 405,766 48,407,645 $ — — $ — — $ — — $ — $ — $ 25 $ (445,102 ) $ — $ (445,077 ) Activity prior to the Reorganization Transactions: Issuance of warrants to purchase Class A common units — — — 984 — — — — — — — — — — 984 Equity-based compensation, as restated — — — 22,278 — — — — — — — — — — 22,278 Accretion of Series A redeemable convertible preferred units, as restated — 176,275 — (23,262 ) — — — — — — — — (153,013 ) — (176,275 ) Foreign currency translation losses — — — — — — — — — — — (18 ) — — (18 ) Net loss, as restated — — — — — — — — — — — — (51,783 ) — (51,783 ) Effect of the Reorganization Transactions and initial public offering: Effect of the reorganization transactions (48,447,880 ) (582,041 ) (48,407,645 ) — 39,110,660 4 58,111,572 6 14,048,138 1 581,952 — — — 581,963 Initial public offering, net of offering costs — — — — 23,805,000 2 — — — — 324,677 — — — 324,679 Allocation of equity to non-controlling interests — — — — — — — — — — (474,007 ) (4 ) 339,782 134,229 — Activity subsequent to the Reorganization Transactions and initial public offering: Settlement of equity appreciation rights — — — — — — — — — — (325 ) — — — (325 ) Equity-based compensation, as restated — — — — — — — — — — 10,074 — — — 10,074 Adjustment to non-controlling interests, as restated — — — — — — — — — — (5,097 ) — — 5,097 — Foreign currency translation losses — — — — — — — — — — — (19 ) — (21 ) (40 ) Net loss, as restated — — — — — — — — — — — — (12,685 ) (13,910 ) (26,595 ) Balance at June 30, 2018, as restated — $ — — $ — 62,915,660 $ 6 58,111,572 $ 6 14,048,138 $ 1 $ 437,274 $ (16 ) $ (322,801 ) $ 125,395 $ 239,865 Condensed Consolidated Statements of Cash Flows (in thousands) Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated Operating activities Net loss $ (66,954 ) $ (11,424 ) $ (78,378 ) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation of property and equipment 4,358 — 4,358 Amortization of acquired intangible assets 6,665 — 6,665 Amortization of course creation costs 930 — 930 Equity-based compensation 20,928 11,424 32,352 Provision for doubtful accounts 358 — 358 Amortization of debt discount and debt issuance costs 1,215 — 1,215 Debt extinguishment costs 4,180 — 4,180 Deferred tax benefit (64 ) — (64 ) Changes in assets and liabilities: Accounts receivable 1,335 — 1,335 Prepaid expenses and other assets (3,858 ) — (3,858 ) Accounts payable (588 ) — (588 ) Accrued expenses and other liabilities (2,839 ) — (2,839 ) Accrued author fees 617 — 617 Deferred revenue 17,500 — 17,500 Net cash used in operating activities (16,217 ) — (16,217 ) Investing activities Purchases of property and equipment (4,574 ) — (4,574 ) Purchases of content library (1,504 ) — (1,504 ) Net cash used in investing activities (6,078 ) — (6,078 ) Financing activities Proceeds from initial public offering, net of underwriting discounts and commissions 332,080 — 332,080 Payments of costs related to initial public offering (3,085 ) — (3,085 ) Borrowings of long-term debt 20,000 — 20,000 Repayments of long-term debt (137,710 ) — (137,710 ) Payments of debt extinguishment costs (2,162 ) — (2,162 ) Payments of debt issuance costs (450 ) — (450 ) Payments to settle equity appreciation rights (325 ) — (325 ) Taxes paid related to net share settlement (78 ) — (78 ) Payments of facility financing obligation (8 ) — (8 ) Net cash provided by financing activities 208,262 — 208,262 Effect of exchange rate change on cash, cash equivalents, and restricted cash (86 ) — (86 ) Net increase in cash, cash equivalents, and restricted cash 185,881 — 185,881 Cash, cash equivalents, and restricted cash, beginning of period 28,477 — 28,477 Cash, cash equivalents, and restricted cash, end of period $ 214,358 $ — $ 214,358 Description of Adjustments The adjustments in the tables above reflect an increase in equity-based compensation expense due to the correction of an error in attribution of equity-based compensation from the straight-line method to the accelerated attribution method. The following table outlines the classification of the equity-based compensation adjustments in the statements of operations: Three Months Ended June 30, 2018 Six Months Ended June 30, 2018 As Previously Reported Adjustments As Restated As Previously Reported Adjustments As Restated Cost of revenue $ 46 $ 43 $ 89 $ 46 $ 43 $ 89 Sales and marketing 4,432 2,924 7,356 4,971 2,924 7,895 Technology and content 2,668 1,903 4,571 3,049 1,903 4,952 General and administrative 10,409 6,554 16,963 12,862 6,554 19,416 Total equity-based compensation $ 17,555 $ 11,424 $ 28,979 $ 20,928 $ 11,424 $ 32,352 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The following table summarizes the adjustments made to the Company's condensed consolidated balance sheet as of January 1, 2019 as a result of applying the modified retrospective method to adopt ASC 606 (in thousands): As Reported Adjustments As Adjusted December 31, 2018 Revenue Recognition Incremental Costs of Obtaining a Contract January 1, 2019 Accounts receivable, net $ 63,436 $ 33 $ — $ 63,469 Deferred contract acquisition costs, net — — 16,461 16,461 Deferred contract acquisition costs, noncurrent, net — — 3,751 3,751 Deferred revenue 157,695 (389 ) — 157,306 Deferred revenue, noncurrent 14,886 — — 14,886 Accumulated deficit (355,446 ) 205 9,828 (345,413 ) Non-controlling interests 107,167 217 10,384 117,768 The following tables present the amount by which each condensed consolidated financial statement line item is affected as of and for the three and six months ended June 30, 2019 by ASC 606 (in thousands, except per share data): Condensed Consolidated Balance Sheet: June 30, 2019 As Reported Balance without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Accounts receivable, net $ 57,625 $ 56,890 $ 735 Goodwill (1) 261,722 262,945 (1,223 ) Deferred contract acquisition costs, net 17,079 — 17,079 Deferred contract acquisition costs, noncurrent, net 3,252 — 3,252 Deferred revenue 172,310 173,619 (1,309 ) Deferred revenue, noncurrent 13,748 13,748 — Accumulated deficit (394,048 ) (409,595 ) 15,547 Non-controlling interest 74,346 68,741 5,605 (1) Reflects the difference in Goodwill from applying ASC 606 to the deferred revenue balance acquired from GitPrime, Inc. See Note 9 for additional details. The difference in deferred revenue under ASC 606 is primarily due to the timing of recognition for subscriptions that allow the customer to install the software on premise without significant penalty. Condensed Consolidated Statement of Operations: Three Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 75,862 $ 75,744 $ 118 Operating expenses: Sales and marketing 49,994 50,129 (135 ) Loss from operations (37,320 ) (37,573 ) 253 Net loss (41,120 ) (41,373 ) 253 Less: Net loss attributable to non-controlling interests (11,740 ) (11,812 ) 72 Net loss attributable to Pluralsight, Inc. (29,380 ) (29,561 ) 181 Net loss per share, basic and diluted $ (0.30 ) $ (0.30 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 97,608 97,608 — Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Revenue $ 145,479 $ 145,080 $ 399 Operating expenses: Sales and marketing 94,125 94,244 (119 ) Loss from operations (70,961 ) (71,479 ) 518 Net loss (75,325 ) (75,843 ) 518 Less: Net loss attributable to non-controlling interests (26,690 ) (26,878 ) 188 Net loss attributable to Pluralsight, Inc. (48,635 ) (48,965 ) 330 Net loss per share, basic and diluted $ (0.56 ) $ (0.56 ) $ — Weighted-average common shares used in computing basic and diluted net loss per share 86,827 86,827 — Condensed Consolidated Statement of Cash Flows: Six Months Ended June 30, 2019 As Reported Amount without Adoption of ASC 606 Effect of Adoption Increase/(Decrease) Net loss $ (75,325 ) $ (75,843 ) $ 518 Adjustments to reconcile net loss to net cash used in operating activities: Amortization of deferred contract acquisition costs 11,311 — 11,311 Changes in assets and liabilities: Accounts receivable 7,116 7,118 (2 ) Deferred contract acquisition costs (11,430 ) — (11,430 ) Deferred revenue 13,003 13,400 (397 ) Cash used in operating activities (1,641 ) (1,641 ) — |
Disaggregation of Revenue | Revenue by geographic region, based on the physical location of the customer, was as follows (dollars in thousands): Three Months Ended June 30, 2019 2018 Amount % Amount % United States $ 47,255 62 % $ 33,955 64 % Europe, Middle East and Africa (1) 20,904 28 % 14,595 27 % Other foreign locations 7,703 10 % 5,022 9 % Total revenue $ 75,862 100 % $ 53,572 100 % Six Months Ended June 30, 2019 2018 Amount % Amount % United States $ 90,836 63 % $ 65,533 64 % Europe, Middle East and Africa (1) 39,890 27 % 28,120 27 % Other foreign locations 14,753 10 % 9,563 9 % Total revenue $ 145,479 100 % $ 103,216 100 % (1) Revenue from the United Kingdom represented 11% of revenue for the three and six months ended June 30, 2019 and 2018. No other foreign country accounted for 10% or more of revenue during the three and six months ended June 30, 2019 and 2018. Revenue by type of customer, was as follows (dollars in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 Business customers $ 64,528 $ 42,859 $ 123,095 $ 81,737 Individual customers 11,334 10,713 22,384 21,479 Total revenue $ 75,862 $ 53,572 $ 145,479 $ 103,216 |
Summary of Deferred Contract Acquisition Costs Activity | The following table summarizes the activity of the deferred contract acquisition costs (in thousands): Balance as of January 1, 2019 $ 20,212 Capitalization of contract acquisition costs 11,430 Amortization of deferred contract acquisition costs (11,311 ) Balance as of June 30, 2019 $ 20,331 |
Cash Equivalents and Investme_2
Cash Equivalents and Investments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash Equivalents, Short-term and Long-term Investments | Cash equivalents, short-term investments, and long-term investments consisted of the following as of June 30, 2019 (in thousands): Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash equivalents Money market funds $ 107,067 $ — $ — $ 107,067 Commercial paper 84,884 — — 84,884 U.S. treasury securities 49,904 6 — 49,910 Total cash equivalents $ 241,855 $ 6 $ — $ 241,861 Short-term investments Commercial paper $ 43,576 $ — $ — $ 43,576 U.S. treasury securities 119,298 91 — 119,389 Corporate notes and obligations 98,792 159 (7 ) 98,944 U.S. agency obligations 14,901 8 — 14,909 Total short-term investments $ 276,567 $ 258 $ (7 ) $ 276,818 Long-term investments Corporate notes and obligations $ 25,532 $ 121 $ — $ 25,653 U.S. agency obligations 10,000 1 — 10,001 Total long-term investments $ 35,532 $ 122 $ — $ 35,654 Total cash equivalents and investments $ 553,954 $ 386 $ (7 ) $ 554,333 |
Summary of Investments Based on Stated Maturities | The amortized cost and fair value of the Company's investments based on their stated maturities consisted of the following as of June 30, 2019 (in thousands): Amortized Cost Fair Value Due within one year $ 276,567 $ 276,818 Due between one and two years 35,532 35,654 Total investments $ 312,099 $ 312,472 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The fair value of the Company’s financial instruments was as follows (in thousands): As of June 30, 2019 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 107,067 $ — $ — $ 107,067 Commercial paper — 84,884 — 84,884 U.S. treasury securities — 49,910 — 49,910 Total cash equivalents $ 107,067 $ 134,794 $ — $ 241,861 Short-term investments Commercial paper $ — $ 43,576 $ — $ 43,576 U.S. treasury securities — 119,389 — 119,389 Corporate notes and obligations — 98,944 — 98,944 U.S. agency obligations — 14,909 — 14,909 Total short-term investments $ — $ 276,818 $ — $ 276,818 Long-term investments Corporate notes and obligations $ — $ 25,653 $ — $ 25,653 U.S. agency obligations — 10,001 — 10,001 Total long-term investments $ — $ 35,654 $ — $ 35,654 As of December 31, 2018 Level 1 Level 2 Level 3 Total Cash equivalents Money market funds $ 185,405 $ — $ — $ 185,405 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): June 30, December 31, Prepaid expenses $ 11,531 $ 7,931 Other current assets 1,584 392 Prepaid expenses and other current assets $ 13,115 $ 8,323 |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued compensation $ 14,231 $ 22,285 Accrued income and other taxes payable 5,786 5,408 Accrued other current liabilities 9,315 4,354 Accrued expenses $ 29,332 $ 32,047 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consisted of the following (in thousands): June 30, December 31, Computer equipment $ 10,603 $ 9,369 Software 2,034 2,031 Capitalized internal-use software costs 17,402 13,880 Furniture and fixtures 5,734 5,478 Buildings 11,251 11,251 Leasehold improvements 1,607 1,490 Construction in progress 2,222 1,671 Build-to-suit lease asset under construction 24,181 8,281 Total property and equipment 75,034 53,451 Less: Accumulated depreciation (26,006 ) (21,810 ) Property and equipment, net $ 49,028 $ 31,641 |
Acquisition of GitPrime, Inc. (
Acquisition of GitPrime, Inc. (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Summary of Acquisition Date Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the acquisition date fair values of assets acquired and liabilities assumed at the date of acquisition (in thousands): Fair Value Cash and cash equivalents $ 5,290 Accounts receivable 1,798 Other assets acquired 207 Property and equipment 223 Goodwill 138,603 Intangible assets 24,800 Other liabilities assumed (393 ) Deferred revenue (1,367 ) Total fair value of net assets acquired $ 169,161 |
Schedule of Identifiable Intangible Assets Fair Value and Useful Lives | The useful lives, primarily based on the period of benefit to the Company, and fair values of the identifiable intangible assets at acquisition date were as follows (in thousands, except years): Fair Value of Intangible Assets Acquired Useful Lives Technology $ 24,000 5 years Customer relationships 800 4 years Total fair value of intangible assets acquired $ 24,800 |
Summary of Unaudited Pro Forma Information | The following unaudited pro forma information has been prepared for illustrative purposes only and assumes the acquisition occurred on January 1, 2018. It includes pro forma adjustments related to the amortization of acquired intangible assets, equity-based compensation expense, adjustments for ASC 606, and fair value adjustments for deferred revenue. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable, however, the results are not necessarily indicative of the consolidated results of operations had the acquisition occurred on January 1, 2018, or of future results of operations (in thousands, except per share amounts): Three Months Ended June 30, Six Months Ended Jun 30, 2019 2018 2019 2018 Revenue $ 77,100 $ 54,205 $ 149,369 $ 104,352 Net loss (42,948 ) (59,374 ) (80,733 ) (85,587 ) Net loss per share, basic and diluted $ (0.32 ) $ (0.22 ) $ (0.60 ) $ (0.22 ) |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets, net are summarized as follows (in thousands): As of June 30, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,762 $ 73 Course creation costs 15,330 7,893 7,437 Total $ 48,165 $ 40,655 $ 7,510 Intangible assets: Technology $ 28,500 $ 3,833 $ 24,667 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,779 771 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 7,204 $ 25,483 As of December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,229 $ 606 Course creation costs 13,552 7,108 6,444 Total $ 46,387 $ 39,337 $ 7,050 Intangible assets: Technology $ 4,500 $ 2,786 $ 1,714 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 2,750 2,750 — Database 40 40 — Domain names 45 — 45 Total $ 7,887 $ 6,128 $ 1,759 |
Schedule of Indefinite-Lived Intangible Assets | Intangible assets, net are summarized as follows (in thousands): As of June 30, 2019 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,762 $ 73 Course creation costs 15,330 7,893 7,437 Total $ 48,165 $ 40,655 $ 7,510 Intangible assets: Technology $ 28,500 $ 3,833 $ 24,667 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 3,550 2,779 771 Database 40 40 — Domain names 45 — 45 Total $ 32,687 $ 7,204 $ 25,483 As of December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Book Value Content library: Acquired content library $ 32,835 $ 32,229 $ 606 Course creation costs 13,552 7,108 6,444 Total $ 46,387 $ 39,337 $ 7,050 Intangible assets: Technology $ 4,500 $ 2,786 $ 1,714 Trademarks 162 162 — Noncompetition agreements 390 390 — Customer relationships 2,750 2,750 — Database 40 40 — Domain names 45 — 45 Total $ 7,887 $ 6,128 $ 1,759 |
Schedule of Goodwill | The change in the carrying amount of goodwill for the six months ended June 30, 2019 was as follows (in thousands): Goodwill at December 31, 2018 $ 123,119 Goodwill recorded in connection with acquisition 138,603 Goodwill as of June 30, 2019 $ 261,722 |
Convertible Senior Notes and _2
Convertible Senior Notes and Other Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Convertible Senior Notes Liability and Equity Components, and Interest Expense Recognized | The net carrying value of the liability component of the Notes was as follows (in thousands): June 30, 2019 Principal $ 633,500 Less: Unamortized debt discount (133,189 ) Less: Unamortized issuance costs (12,396 ) Net carrying amount $ 487,915 The net carrying value of the equity component of the Notes was as follows (in thousands): June 30, 2019 Proceeds allocated to the conversion option (debt discount) $ 140,776 Less: Issuance costs (3,743 ) Net carrying amount $ 137,033 The interest expense recognized related to the Notes was as follows (in thousands): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Contractual interest expense $ 594 $ 726 Amortization of debt issuance costs and discount 6,749 8,294 Total $ 7,343 $ 9,020 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | At June 30, 2019 , future minimum lease payments, including lease payments for the Company’s facilities in Farmington, Utah, and lease payments for the Company’s future headquarters in Draper, Utah were as follows (in thousands): Year Ended December 31, 2019 (remaining six months) 2,842 2020 7,738 2021 10,032 2022 10,025 2023 9,926 Thereafter 99,324 Less: Sublease rental income (884 ) Total future minimum lease payments $ 139,003 |
Non-Controlling Interests (Tabl
Non-Controlling Interests (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Ownership of the LLC Units | The ownership of the LLC Units is summarized as follows: As of June 30, 2019 As of December 31, 2018 Units Ownership % Units Ownership % Pluralsight, Inc.'s ownership of LLC Units 101,096,472 73.5 % 65,191,907 48.6 % LLC Units owned by the Continuing Members (1) 36,529,694 26.5 % 68,881,732 51.4 % 137,626,166 100.0 % 134,073,639 100.0 % (1) Excludes 2,321,275 and 3,195,322 LLC Units still subject to time-based vesting requirements as of June 30, 2019 and December 31, 2018, respectively |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Performance Shares Award Activity | The unvested LLC Units following the conversion of unvested incentive units are summarized as follows: Unvested Units Weighted- Average Grant Date Fair Value Unvested LLC Units outstanding—December 31, 2018 3,195,322 $ 7.63 Forfeited or cancelled (17,393 ) 5.38 Vested (856,654 ) 6.91 Unvested LLC Units outstanding—June 30, 2019 2,321,275 $ 7.91 |
Share-based Compensation, Stock Options, Activity | The following table summarizes the stock option activity for the six months ended June 30, 2019 : Stock Options Outstanding Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Balance as of December 31, 2018 5,143,712 $ 15.00 Granted 169,762 1.47 Exercised (426,968 ) 14.93 Forfeited or cancelled (80,313 ) 15.00 Outstanding as of June 30, 2019 4,806,193 $ 14.53 8.9 $ 75.9 Vested and exercisable—June 30, 2019 2,109,402 $ 14.90 8.9 $ 32.5 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The activity for RSUs for the six months ended June 30, 2019 was as follows: Number of RSUs or Units Weighted-Average Grant Date Fair Value RSUs of Pluralsight, Inc. Balance at December 31, 2018 4,801,536 $ 11.11 Granted 4,784,948 31.75 Forfeited or cancelled (400,757 ) 17.11 Vested (1,273,293 ) 11.32 Balance at June 30, 2019 7,912,434 $ 23.23 Restricted Share Units of Pluralsight Holdings: Balance at December 31, 2018 2,062,500 $ 8.24 Vested (375,000 ) 8.24 Balance at June 30, 2019 1,687,500 $ 8.24 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | Equity-based compensation was classified as follows in the accompanying condensed consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Restated) (Restated) Cost of revenue $ 133 $ 89 $ 217 $ 89 Sales and marketing 7,952 7,356 14,228 7,895 Technology and content 5,137 4,571 8,847 4,952 General and administrative 9,510 16,963 19,708 19,416 Total equity-based compensation $ 22,732 $ 28,979 $ 43,000 $ 32,352 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the calculation of basic and diluted net loss per share for the periods following the Reorganization Transactions (in thousands, except per share amounts): Three Months Ended June 30, 2019 Six Months Ended June 30, 2019 Numerator: Net loss $ (41,120 ) $ (75,325 ) Less: Net loss attributable to non-controlling interests (11,740 ) (26,690 ) Net loss attributable to Pluralsight, Inc. $ (29,380 ) $ (48,635 ) Denominator: Weighted-average common shares outstanding, basic and diluted 97,608 86,827 Net loss per share: Net loss per share, basic and diluted $ (0.30 ) $ (0.56 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table contains share/unit totals with a potentially dilutive impact (in thousands): As of June 30, 2019 LLC Units held by Continuing Members 38,851 Stock options 4,806 RSUs of Pluralsight, Inc. 7,912 Restricted Share Units of Pluralsight Holdings 1,688 Purchase rights committed under the ESPP 1,604 Total 54,861 |
Organization and Description _2
Organization and Description of Business (Details) | May 16, 2018USD ($)class$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)class | Jun. 30, 2018USD ($) | Dec. 31, 2018 |
Subsidiary, Sale of Stock [Line Items] | |||||
Number of classes of stock | class | 3 | 3 | |||
Payment for stock offering costs | $ 0 | $ 3,085,000 | |||
IPO | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares sold (in shares) | shares | 23,805,000 | ||||
Stock price (in dollars per share) | $ / shares | $ 15 | ||||
Proceeds from sale of stock, net | $ 332,100,000 | ||||
Payments of costs related to initial public offering | $ 7,400,000 | ||||
Secondary Offering | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Number of shares sold (in shares) | shares | 15,592,234 | ||||
Stock price (in dollars per share) | $ / shares | $ 29.25 | ||||
Payment for stock offering costs | $ 900,000 | ||||
LLC Units Converted Into Class B And Class C Common Stock | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Conversion ratio | 1 | 1 | |||
Pluralsight Holdings | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Ownership interest | 100.00% | 100.00% | |||
Pluralsight Holdings | Continuing Members | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Ownership interest | 26.50% | 51.40% | |||
Pluralsight Holdings | Pluralsight, Inc. | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Ownership interest | 73.50% | 48.60% | |||
Senior Notes Due In 2024 | Convertible Senior Notes | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Face amount | $ 633,500,000 | ||||
Stated rate | 0.375% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Recent Accounting Pronouncements - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | $ 22,732 | $ 28,979 | $ 43,000 | $ 32,352 | ||||
Loss from operations | 37,320 | 48,616 | 70,961 | 67,942 | ||||
Loss before income taxes | 40,977 | 55,077 | 75,028 | 78,126 | ||||
Net loss | 41,120 | 55,220 | 75,325 | 78,378 | ||||
Net loss attributable to non-controlling interests | 11,740 | 13,910 | 26,690 | 13,910 | ||||
Net loss attributable to Pluralsight, Inc. | $ 29,380 | $ 41,310 | $ 48,635 | $ 64,468 | ||||
Net loss per unit, basic and diluted (in dollars per share) | [1] | $ 0.30 | $ 0.20 | $ 0.56 | $ 0.20 | |||
Additional paid-in capital | $ 599,558 | $ 599,558 | $ 456,899 | |||||
Accumulated deficit | $ (345,413) | (394,048) | $ (394,048) | $ (355,446) | ||||
Expected period of benefit from sales commissions, initial contracts | 4 years | |||||||
Expected period of benefit from sales commissions, renewal contract | 18 months | |||||||
Advertising costs | 4,400 | $ 3,200 | $ 8,000 | $ 5,800 | ||||
Incremental Costs of Obtaining a Contract | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Expected period of benefit from sales commissions, initial contracts | 4 years | |||||||
Expected period of benefit from sales commissions, renewal contract | 18 months | |||||||
Minimum | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenue, subscription term | 1 month | |||||||
Maximum | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Revenue, subscription term | 3 years | |||||||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | $ 700 | 11,424 | 11,424 | |||||
Loss from operations | 700 | 11,424 | 11,424 | |||||
Loss before income taxes | 700 | 11,424 | 11,424 | |||||
Net loss | 700 | 11,424 | 11,424 | |||||
Net loss attributable to non-controlling interests | 300 | 1,204 | 1,204 | |||||
Net loss attributable to Pluralsight, Inc. | $ 400 | $ 10,220 | $ 10,220 | |||||
Net loss per unit, basic and diluted (in dollars per share) | $ 0.25 | $ 0.01 | $ 0.01 | |||||
Additional paid-in capital | $ 400 | |||||||
Accumulated deficit | 400 | |||||||
Sales and marketing | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | 7,952 | $ 7,356 | $ 14,228 | $ 7,895 | ||||
Sales and marketing | Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | 100 | 2,924 | 2,924 | |||||
Technology and content | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | 5,137 | 4,571 | 8,847 | 4,952 | ||||
Technology and content | Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | 200 | 1,903 | 1,903 | |||||
General and administrative | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | $ 9,510 | 16,963 | $ 19,708 | 19,416 | ||||
General and administrative | Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Equity-based compensation | $ 400 | $ 6,554 | $ 6,554 | |||||
[1] | Net loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Recent Accounting Pronouncements - Schedule of Adjustments from Revenue Recognition (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | $ 57,625 | $ 63,469 | $ 63,436 |
Deferred contract acquisition costs, net | 17,079 | 16,461 | 0 |
Deferred contract acquisition costs, noncurrent, net | 3,252 | 3,751 | 0 |
Deferred revenue | 172,310 | 157,306 | 157,695 |
Deferred revenue, noncurrent | 13,748 | 14,886 | 14,886 |
Accumulated deficit | (394,048) | (345,413) | (355,446) |
Non-controlling interests | 74,346 | 117,768 | 107,167 |
Balance without Adoption of ASC 606 | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | 56,890 | 63,436 | |
Deferred contract acquisition costs, net | 0 | 0 | |
Deferred contract acquisition costs, noncurrent, net | 0 | 0 | |
Deferred revenue | 173,619 | 157,695 | |
Deferred revenue, noncurrent | 13,748 | 14,886 | |
Accumulated deficit | (409,595) | (355,446) | |
Non-controlling interests | $ 68,741 | $ 107,167 | |
Revenue Recognition | Effect of Adoption Increase/(Decrease) | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | 33 | ||
Deferred contract acquisition costs, net | 0 | ||
Deferred contract acquisition costs, noncurrent, net | 0 | ||
Deferred revenue | (389) | ||
Deferred revenue, noncurrent | 0 | ||
Accumulated deficit | 205 | ||
Non-controlling interests | 217 | ||
Incremental Costs of Obtaining a Contract | Effect of Adoption Increase/(Decrease) | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Accounts receivable, net | 0 | ||
Deferred contract acquisition costs, net | 16,461 | ||
Deferred contract acquisition costs, noncurrent, net | 3,751 | ||
Deferred revenue | 0 | ||
Deferred revenue, noncurrent | 0 | ||
Accumulated deficit | 9,828 | ||
Non-controlling interests | $ 10,384 |
Restatement of Condensed Cons_3
Restatement of Condensed Consolidated Financial Statements - Condensed Consolidated Statement of Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Revenue | $ 53,572 | $ 103,216 | ||||
Cost of revenue | $ 17,801 | 15,933 | $ 34,511 | 30,819 | ||
Gross profit | 58,061 | 37,639 | 110,968 | 72,397 | ||
Operating expenses: | ||||||
Sales and marketing | 49,994 | 41,857 | 94,125 | 71,324 | ||
Technology and content | 24,786 | 18,396 | 45,030 | 31,721 | ||
General and administrative | 20,601 | 26,002 | 42,774 | 37,294 | ||
Total operating expenses | 95,381 | 86,255 | 181,929 | 140,339 | ||
Loss from operations | (37,320) | (48,616) | (70,961) | (67,942) | ||
Other (expense) income: | ||||||
Interest expense | (7,697) | (2,424) | (9,721) | (6,134) | ||
Loss on debt extinguishment | 0 | (4,085) | 0 | (4,085) | ||
Other income, net | 4,040 | 48 | 5,654 | 35 | ||
Loss before income taxes | (40,977) | (55,077) | (75,028) | (78,126) | ||
Provision for income taxes | (143) | (143) | (297) | (252) | ||
Net loss | (41,120) | (55,220) | (75,325) | (78,378) | ||
Less: Net loss attributable to non-controlling interests | (11,740) | (13,910) | (26,690) | (13,910) | ||
Net loss attributable to Pluralsight, Inc. | (29,380) | (41,310) | (48,635) | (64,468) | ||
Less: Accretion of Series A redeemable convertible preferred units | 0 | (156,750) | 0 | (176,275) | ||
Net loss attributable to common shares | $ (29,380) | $ (198,060) | $ (48,635) | $ (240,743) | ||
Net loss per unit, basic and diluted (in dollars per share) | [1] | $ (0.30) | $ (0.20) | $ (0.56) | $ (0.20) | |
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | [1] | 97,608 | 62,252 | 86,827 | 62,252 | |
As Previously Reported | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Revenue | $ 53,572 | $ 103,216 | ||||
Cost of revenue | 15,890 | 30,776 | ||||
Gross profit | 37,682 | 72,440 | ||||
Operating expenses: | ||||||
Sales and marketing | 38,933 | 68,400 | ||||
Technology and content | 16,493 | 29,818 | ||||
General and administrative | 19,448 | 30,740 | ||||
Total operating expenses | 74,874 | 128,958 | ||||
Loss from operations | (37,192) | (56,518) | ||||
Other (expense) income: | ||||||
Interest expense | (2,424) | (6,134) | ||||
Loss on debt extinguishment | (4,085) | (4,085) | ||||
Other income, net | 48 | 35 | ||||
Loss before income taxes | (43,653) | (66,702) | ||||
Provision for income taxes | (143) | (252) | ||||
Net loss | (43,796) | (66,954) | ||||
Less: Net loss attributable to non-controlling interests | (12,706) | (12,706) | ||||
Net loss attributable to Pluralsight, Inc. | (31,090) | (54,248) | ||||
Less: Accretion of Series A redeemable convertible preferred units | (156,750) | (176,275) | ||||
Net loss attributable to common shares | $ (187,840) | $ (230,523) | ||||
Net loss per unit, basic and diluted (in dollars per share) | $ (0.19) | $ (0.19) | ||||
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | 62,252 | 62,252 | ||||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||
Revenue | $ 0 | $ 0 | ||||
Cost of revenue | 43 | 43 | ||||
Gross profit | (43) | (43) | ||||
Operating expenses: | ||||||
Sales and marketing | 2,924 | 2,924 | ||||
Technology and content | 1,903 | 1,903 | ||||
General and administrative | 6,554 | 6,554 | ||||
Total operating expenses | 11,381 | 11,381 | ||||
Loss from operations | $ (700) | (11,424) | (11,424) | |||
Other (expense) income: | ||||||
Interest expense | 0 | 0 | ||||
Loss on debt extinguishment | 0 | 0 | ||||
Other income, net | 0 | 0 | ||||
Loss before income taxes | (700) | (11,424) | (11,424) | |||
Provision for income taxes | 0 | 0 | ||||
Net loss | (700) | (11,424) | (11,424) | |||
Less: Net loss attributable to non-controlling interests | (300) | (1,204) | (1,204) | |||
Net loss attributable to Pluralsight, Inc. | $ (400) | (10,220) | (10,220) | |||
Less: Accretion of Series A redeemable convertible preferred units | 0 | 0 | ||||
Net loss attributable to common shares | $ (10,220) | $ (10,220) | ||||
Net loss per unit, basic and diluted (in dollars per share) | $ (0.25) | $ (0.01) | $ (0.01) | |||
[1] | Net loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Restatement of Condensed Cons_4
Restatement of Condensed Consolidated Financial Statements - Condensed Consolidated Statements of Comprehensive Loss (Details) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | |||
May 15, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | May 15, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | $ (41,120) | $ (55,220) | $ (75,325) | $ (78,378) | ||||
Other comprehensive income (loss): | ||||||||
Foreign currency translation (losses) gains, net | $ (23) | $ (40) | (7) | (63) | $ (18) | 11 | (58) | |
Comprehensive loss | (40,748) | (55,283) | (74,935) | (78,436) | ||||
Less: Comprehensive loss attributable to non-controlling interests | (11,636) | (13,931) | (26,578) | (13,931) | ||||
Comprehensive loss attributable to Pluralsight, Inc. | $ (29,112) | (41,352) | $ (48,357) | (64,505) | ||||
As Previously Reported | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | (43,796) | (66,954) | ||||||
Other comprehensive income (loss): | ||||||||
Foreign currency translation (losses) gains, net | $ (40) | (63) | $ (18) | (58) | ||||
Comprehensive loss | (43,859) | (67,012) | ||||||
Less: Comprehensive loss attributable to non-controlling interests | (12,727) | (12,727) | ||||||
Comprehensive loss attributable to Pluralsight, Inc. | (31,132) | (54,285) | ||||||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | $ (700) | (11,424) | (11,424) | |||||
Other comprehensive income (loss): | ||||||||
Foreign currency translation (losses) gains, net | 0 | 0 | ||||||
Comprehensive loss | (11,424) | (11,424) | ||||||
Less: Comprehensive loss attributable to non-controlling interests | (1,204) | (1,204) | ||||||
Comprehensive loss attributable to Pluralsight, Inc. | $ (10,220) | $ (10,220) |
Restatement of Condensed Cons_5
Restatement of Condensed Consolidated Financial Statements - Condensed Consolidated Statements of Redeemable Convertible Preferred Units, Members’ Deficit, and Stockholders’ Equity (Details) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | ||
May 15, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | May 15, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 48,447,880 | 0 | 48,447,880 | 48,447,880 | 0 | 48,447,880 | |
Beginning balance | $ 425,291 | $ 0 | $ 425,291 | $ 405,766 | $ 0 | $ 405,766 | |
Accretion of Series A redeemable convertible preferred units | 156,750 | 176,275 | 0 | 176,275 | |||
Effect of the reorganization transactions (in shares) | (48,447,880) | ||||||
Effect of Reorganization Transactions | $ (582,041) | $ 0 | $ (582,041) | ||||
Ending balance (in shares) | 0 | 0 | 0 | 0 | 0 | ||
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | (483,398) | 285,878 | (483,398) | (445,077) | 208,593 | (445,077) | |
Issuance of warrants to purchase Class A common units | 0 | 984 | |||||
Equity-based compensation | 18,905 | 10,074 | 22,966 | 22,278 | 43,582 | ||
Accretion of Series A redeemable convertible preferred units | (156,750) | (176,275) | |||||
Effect of the Reorganization Transactions | 581,963 | ||||||
Initial public offering, net of offering costs | 324,679 | ||||||
Allocation of equity to non-controlling interests | 0 | ||||||
Settlement of equity appreciation rights | (325) | ||||||
Adjustments to non-controlling interests | 0 | 0 | 0 | ||||
Foreign currency translation losses | (23) | (40) | (7) | (63) | (18) | 11 | (58) |
Net loss | $ (28,625) | (26,595) | (41,120) | $ (51,783) | (75,325) | ||
Ending balance | $ 239,865 | $ 280,106 | $ 239,865 | $ 280,106 | $ 239,865 | ||
As Previously Reported | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 48,447,880 | 48,447,880 | |||||
Beginning balance | $ 405,766 | $ 405,766 | |||||
Accretion of Series A redeemable convertible preferred units | 176,275 | ||||||
Effect of the reorganization transactions (in shares) | (48,447,880) | ||||||
Effect of Reorganization Transactions | $ (582,041) | ||||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | (445,077) | (445,077) | |||||
Issuance of warrants to purchase Class A common units | 984 | ||||||
Equity-based compensation | 7,773 | 13,155 | |||||
Accretion of Series A redeemable convertible preferred units | (176,275) | ||||||
Effect of the Reorganization Transactions | 581,963 | ||||||
Initial public offering, net of offering costs | 324,679 | ||||||
Allocation of equity to non-controlling interests | 0 | ||||||
Settlement of equity appreciation rights | (325) | ||||||
Adjustments to non-controlling interests | 0 | ||||||
Foreign currency translation losses | (40) | (63) | (18) | (58) | |||
Net loss | (24,294) | $ (42,660) | |||||
Ending balance | $ 239,865 | $ 239,865 | $ 239,865 | ||||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Equity-based compensation | 2,301 | 9,123 | |||||
Accretion of Series A redeemable convertible preferred units | 0 | ||||||
Adjustments to non-controlling interests | 0 | ||||||
Foreign currency translation losses | 0 | 0 | |||||
Net loss | (2,301) | $ (9,123) | |||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Members’ Capital | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 48,407,645 | 0 | 48,407,645 | 48,407,645 | 0 | 48,407,645 | |
Beginning balance | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |
Issuance of warrants to purchase Class A common units | 0 | 984 | |||||
Equity-based compensation | 18,905 | 22,278 | |||||
Accretion of Series A redeemable convertible preferred units | $ (18,905) | $ (23,262) | |||||
Effect of reorganization transactions (in shares) | (48,407,645) | ||||||
Ending balance (in shares) | 0 | 0 | 0 | 0 | 0 | ||
Ending balance | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Members’ Capital | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 48,407,645 | 48,407,645 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Issuance of warrants to purchase Class A common units | 984 | ||||||
Equity-based compensation | 13,155 | ||||||
Accretion of Series A redeemable convertible preferred units | $ (14,139) | ||||||
Effect of reorganization transactions (in shares) | (48,407,645) | ||||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Members’ Capital | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Equity-based compensation | 9,123 | ||||||
Accretion of Series A redeemable convertible preferred units | $ (9,123) | ||||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Common Stock | Class A Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 95,096,979 | 0 | 0 | 65,191,907 | 0 | |
Beginning balance | $ 0 | $ 10 | $ 0 | $ 0 | $ 7 | $ 0 | |
Effect of reorganization transactions (in shares) | 39,110,660 | ||||||
Effect of the Reorganization Transactions | $ 4 | ||||||
Common stock, shares issued (in shares) | 23,805,000 | ||||||
Initial public offering, net of offering costs | $ 2 | ||||||
Ending balance (in shares) | 62,915,660 | 101,096,472 | 62,915,660 | 101,096,472 | 62,915,660 | ||
Ending balance | $ 6 | $ 10 | $ 6 | $ 10 | $ 6 | ||
Common Stock | Class A Common Stock | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Effect of reorganization transactions (in shares) | 39,110,660 | ||||||
Effect of the Reorganization Transactions | $ 4 | ||||||
Common stock, shares issued (in shares) | 23,805,000 | ||||||
Initial public offering, net of offering costs | $ 2 | ||||||
Ending balance (in shares) | 62,915,660 | 62,915,660 | 62,915,660 | ||||
Ending balance | $ 6 | $ 6 | $ 6 | ||||
Common Stock | Class A Common Stock | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Common Stock | Class B Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 29,071,789 | 0 | 0 | 57,490,881 | 0 | |
Beginning balance | $ 0 | $ 3 | $ 0 | $ 0 | $ 6 | $ 0 | |
Effect of reorganization transactions (in shares) | 58,111,572 | ||||||
Effect of the Reorganization Transactions | $ 6 | ||||||
Ending balance (in shares) | 58,111,572 | 24,664,113 | 58,111,572 | 24,664,113 | 58,111,572 | ||
Ending balance | $ 6 | $ 2 | $ 6 | $ 2 | $ 6 | ||
Common Stock | Class B Common Stock | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Effect of reorganization transactions (in shares) | 58,111,572 | ||||||
Effect of the Reorganization Transactions | $ 6 | ||||||
Ending balance (in shares) | 58,111,572 | 58,111,572 | 58,111,572 | ||||
Ending balance | $ 6 | $ 6 | $ 6 | ||||
Common Stock | Class B Common Stock | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Common Stock | Class C Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 14,162,311 | 0 | 0 | 14,586,173 | 0 | |
Beginning balance | $ 0 | $ 1 | $ 0 | $ 0 | $ 1 | $ 0 | |
Effect of reorganization transactions (in shares) | 14,048,138 | ||||||
Effect of the Reorganization Transactions | $ 1 | ||||||
Ending balance (in shares) | 14,048,138 | 14,186,856 | 14,048,138 | 14,186,856 | 14,048,138 | ||
Ending balance | $ 1 | $ 1 | $ 1 | $ 1 | $ 1 | ||
Common Stock | Class C Common Stock | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Effect of reorganization transactions (in shares) | 14,048,138 | ||||||
Effect of the Reorganization Transactions | $ 1 | ||||||
Ending balance (in shares) | 14,048,138 | 14,048,138 | 14,048,138 | ||||
Ending balance | $ 1 | $ 1 | $ 1 | ||||
Common Stock | Class C Common Stock | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance (in shares) | 0 | 0 | |||||
Beginning balance | $ 0 | $ 0 | |||||
Ending balance (in shares) | 0 | 0 | 0 | ||||
Ending balance | $ 0 | $ 0 | $ 0 | ||||
Additional Paid-In Capital | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 565,189 | 0 | 0 | 456,899 | 0 | |
Equity-based compensation | 10,074 | 22,966 | 43,582 | ||||
Effect of the Reorganization Transactions | 581,952 | ||||||
Initial public offering, net of offering costs | 324,677 | ||||||
Allocation of equity to non-controlling interests | (474,007) | ||||||
Settlement of equity appreciation rights | (325) | ||||||
Adjustments to non-controlling interests | (5,097) | (10,032) | (42,075) | ||||
Ending balance | 437,274 | 599,558 | 437,274 | 599,558 | 437,274 | ||
Additional Paid-In Capital | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Equity-based compensation | 7,773 | ||||||
Effect of the Reorganization Transactions | 581,952 | ||||||
Initial public offering, net of offering costs | 324,677 | ||||||
Allocation of equity to non-controlling interests | (474,007) | ||||||
Settlement of equity appreciation rights | (325) | ||||||
Adjustments to non-controlling interests | (3,893) | ||||||
Ending balance | 436,177 | 436,177 | 436,177 | ||||
Additional Paid-In Capital | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Equity-based compensation | 2,301 | ||||||
Adjustments to non-controlling interests | (1,204) | ||||||
Ending balance | 1,097 | 1,097 | 1,097 | ||||
Accumulated Other Comprehensive (Loss) Income | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 30 | (31) | 30 | 25 | (41) | 25 | |
Allocation of equity to non-controlling interests | (4) | ||||||
Foreign currency translation losses | (23) | (19) | (18) | ||||
Ending balance | (16) | 237 | (16) | 237 | (16) | ||
Accumulated Other Comprehensive (Loss) Income | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 25 | 25 | |||||
Allocation of equity to non-controlling interests | (4) | ||||||
Foreign currency translation losses | (19) | (18) | |||||
Ending balance | (16) | (16) | (16) | ||||
Accumulated Other Comprehensive (Loss) Income | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Ending balance | 0 | 0 | 0 | ||||
Accumulated Deficit | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | (483,428) | (364,668) | (483,428) | (445,102) | (355,446) | (445,102) | |
Accretion of Series A redeemable convertible preferred units | (137,845) | (153,013) | |||||
Allocation of equity to non-controlling interests | 339,782 | ||||||
Net loss | (28,625) | (12,685) | (29,380) | (51,783) | (48,635) | ||
Ending balance | (322,801) | (394,048) | (322,801) | (394,048) | (322,801) | ||
Accumulated Deficit | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | (445,102) | (445,102) | |||||
Accretion of Series A redeemable convertible preferred units | (162,136) | ||||||
Allocation of equity to non-controlling interests | 339,782 | ||||||
Net loss | (11,588) | (42,660) | |||||
Ending balance | (321,704) | (321,704) | (321,704) | ||||
Accumulated Deficit | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Accretion of Series A redeemable convertible preferred units | 9,123 | ||||||
Net loss | (1,097) | (9,123) | |||||
Ending balance | (1,097) | (1,097) | (1,097) | ||||
Non-Controlling Interests | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | $ 0 | 85,374 | 0 | 0 | 107,167 | 0 | |
Allocation of equity to non-controlling interests | 134,229 | ||||||
Adjustments to non-controlling interests | 5,097 | 10,032 | 42,075 | ||||
Foreign currency translation losses | (21) | ||||||
Net loss | (13,910) | (11,740) | (26,690) | ||||
Ending balance | 125,395 | $ 74,346 | 125,395 | $ 74,346 | 125,395 | ||
Non-Controlling Interests | As Previously Reported | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | 0 | 0 | |||||
Allocation of equity to non-controlling interests | 134,229 | ||||||
Adjustments to non-controlling interests | 3,893 | ||||||
Foreign currency translation losses | (21) | ||||||
Net loss | (12,706) | ||||||
Ending balance | 125,395 | 125,395 | 125,395 | ||||
Non-Controlling Interests | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Beginning balance | $ 0 | 0 | |||||
Adjustments to non-controlling interests | 1,204 | ||||||
Net loss | (1,204) | ||||||
Ending balance | $ 0 | $ 0 | $ 0 |
Restatement of Condensed Cons_6
Restatement of Condensed Consolidated Financial Statements - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities | |||||
Net loss | $ (41,120) | $ (55,220) | $ (75,325) | $ (78,378) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Depreciation of property and equipment | 2,100 | 2,200 | 4,196 | 4,358 | |
Amortization of acquired intangible assets | 1,609 | 6,665 | |||
Amortization of course creation costs | 1,190 | 930 | |||
Equity-based compensation | 43,000 | 32,352 | |||
Provision for doubtful accounts | 22 | 358 | |||
Amortization of debt discount and issuance costs | 8,294 | 1,215 | |||
Debt extinguishment costs | 0 | 4,180 | |||
Deferred tax benefit | 21 | (64) | |||
Other | 257 | 0 | |||
Changes in assets and liabilities, net of acquired assets and liabilities: | |||||
Accounts receivable | 7,116 | 1,335 | |||
Prepaid expenses and other assets | (4,194) | (3,858) | |||
Accounts payable | 1,070 | (588) | |||
Accrued expenses and other liabilities | (2,374) | (2,839) | |||
Accrued author fees | 1,299 | 617 | |||
Deferred revenue | 13,003 | 17,500 | |||
Net cash used in operating activities | (1,641) | (16,217) | |||
Investing activities | |||||
Purchases of property and equipment | (4,590) | (4,574) | |||
Purchases of content library | (2,441) | (1,504) | |||
Net cash used in investing activities | (483,015) | (6,078) | |||
Financing activities | |||||
Proceeds from initial public offering, net of underwriting discounts and commissions | 0 | 332,080 | |||
Payments of costs related to initial public offering | 0 | (3,085) | |||
Borrowings of long-term debt | 0 | 20,000 | |||
Repayments of long-term debt | 0 | (137,710) | |||
Payments of debt extinguishment costs | 0 | (2,162) | |||
Payments of debt issuance costs | 0 | (450) | |||
Payments to settle equity appreciation rights | 0 | (325) | |||
Taxes paid related to net share settlement | 0 | (78) | |||
Payments of facility financing obligation | (8) | ||||
Net cash provided by financing activities | 561,846 | 208,262 | |||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 22 | (86) | |||
Net increase in cash, cash equivalents, and restricted cash | 77,212 | 185,881 | |||
Cash, cash equivalents, and restricted cash, beginning of period | $ 211,071 | 211,071 | 28,477 | ||
Cash, cash equivalents, and restricted cash, end of period | $ 288,283 | 214,358 | $ 288,283 | 214,358 | |
As Previously Reported | |||||
Operating activities | |||||
Net loss | (43,796) | (66,954) | |||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Depreciation of property and equipment | 4,358 | ||||
Amortization of acquired intangible assets | 6,665 | ||||
Amortization of course creation costs | 930 | ||||
Equity-based compensation | 20,928 | ||||
Provision for doubtful accounts | 358 | ||||
Amortization of debt discount and issuance costs | 1,215 | ||||
Debt extinguishment costs | 4,180 | ||||
Deferred tax benefit | (64) | ||||
Changes in assets and liabilities, net of acquired assets and liabilities: | |||||
Accounts receivable | 1,335 | ||||
Prepaid expenses and other assets | (3,858) | ||||
Accounts payable | (588) | ||||
Accrued expenses and other liabilities | (2,839) | ||||
Accrued author fees | 617 | ||||
Deferred revenue | 17,500 | ||||
Net cash used in operating activities | (16,217) | ||||
Investing activities | |||||
Purchases of property and equipment | (4,574) | ||||
Purchases of content library | (1,504) | ||||
Net cash used in investing activities | (6,078) | ||||
Financing activities | |||||
Proceeds from initial public offering, net of underwriting discounts and commissions | 332,080 | ||||
Payments of costs related to initial public offering | (3,085) | ||||
Borrowings of long-term debt | 20,000 | ||||
Repayments of long-term debt | (137,710) | ||||
Payments of debt extinguishment costs | (2,162) | ||||
Payments of debt issuance costs | (450) | ||||
Payments to settle equity appreciation rights | (325) | ||||
Taxes paid related to net share settlement | (78) | ||||
Payments of facility financing obligation | (8) | ||||
Net cash provided by financing activities | 208,262 | ||||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (86) | ||||
Net increase in cash, cash equivalents, and restricted cash | 185,881 | ||||
Cash, cash equivalents, and restricted cash, beginning of period | 28,477 | ||||
Cash, cash equivalents, and restricted cash, end of period | 214,358 | 214,358 | |||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Operating activities | |||||
Net loss | $ (700) | (11,424) | (11,424) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Depreciation of property and equipment | 0 | ||||
Amortization of acquired intangible assets | 0 | ||||
Amortization of course creation costs | 0 | ||||
Equity-based compensation | 11,424 | ||||
Provision for doubtful accounts | 0 | ||||
Amortization of debt discount and issuance costs | 0 | ||||
Debt extinguishment costs | 0 | ||||
Deferred tax benefit | 0 | ||||
Changes in assets and liabilities, net of acquired assets and liabilities: | |||||
Accounts receivable | 0 | ||||
Prepaid expenses and other assets | 0 | ||||
Accounts payable | 0 | ||||
Accrued expenses and other liabilities | 0 | ||||
Accrued author fees | 0 | ||||
Deferred revenue | 0 | ||||
Net cash used in operating activities | 0 | ||||
Investing activities | |||||
Purchases of property and equipment | 0 | ||||
Purchases of content library | 0 | ||||
Net cash used in investing activities | 0 | ||||
Financing activities | |||||
Proceeds from initial public offering, net of underwriting discounts and commissions | 0 | ||||
Payments of costs related to initial public offering | 0 | ||||
Borrowings of long-term debt | 0 | ||||
Repayments of long-term debt | 0 | ||||
Payments of debt extinguishment costs | 0 | ||||
Payments of debt issuance costs | 0 | ||||
Payments to settle equity appreciation rights | 0 | ||||
Taxes paid related to net share settlement | 0 | ||||
Payments of facility financing obligation | 0 | ||||
Net cash provided by financing activities | 0 | ||||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 0 | ||||
Net increase in cash, cash equivalents, and restricted cash | 0 | ||||
Cash, cash equivalents, and restricted cash, beginning of period | 0 | ||||
Cash, cash equivalents, and restricted cash, end of period | $ 0 | $ 0 |
Restatement of Condensed Cons_7
Restatement of Condensed Consolidated Financial Statements - Description of Adjustments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | $ 22,732 | $ 28,979 | $ 43,000 | $ 32,352 | |
As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 17,555 | 20,928 | |||
Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | $ 700 | 11,424 | 11,424 | ||
Cost of revenue | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 133 | 89 | 217 | 89 | |
Cost of revenue | As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 46 | 46 | |||
Cost of revenue | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 43 | 43 | |||
Sales and marketing | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 7,952 | 7,356 | 14,228 | 7,895 | |
Sales and marketing | As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 4,432 | 4,971 | |||
Sales and marketing | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 100 | 2,924 | 2,924 | ||
Technology and content | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 5,137 | 4,571 | 8,847 | 4,952 | |
Technology and content | As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 2,668 | 3,049 | |||
Technology and content | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 200 | 1,903 | 1,903 | ||
General and administrative | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | $ 9,510 | 16,963 | $ 19,708 | 19,416 | |
General and administrative | As Previously Reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | 10,409 | 12,862 | |||
General and administrative | Non-Cash Equity-Based Compensation Adjustment | Adjustments | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Equity-based compensation | $ 400 | $ 6,554 | $ 6,554 |
Revenue - Effect of Adopting To
Revenue - Effect of Adopting Topic 606 (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | ||
Balance Sheet Related Disclosures [Abstract] | |||||||
Accounts receivable, net | $ 57,625 | $ 57,625 | $ 63,469 | $ 63,436 | |||
Goodwill | 261,722 | 261,722 | 123,119 | ||||
Deferred contract acquisition costs, net | 17,079 | 17,079 | 16,461 | 0 | |||
Deferred contract acquisition costs, noncurrent, net | 3,252 | 3,252 | 3,751 | 0 | |||
Deferred revenue | 172,310 | 172,310 | 157,306 | 157,695 | |||
Deferred revenue, noncurrent | 13,748 | 13,748 | 14,886 | 14,886 | |||
Accumulated deficit | (394,048) | (394,048) | (345,413) | (355,446) | |||
Non-controlling interests | 74,346 | 74,346 | $ 117,768 | 107,167 | |||
Income Statement Related Disclosures [Abstract] | |||||||
Revenue | 75,862 | $ 53,572 | 145,479 | $ 103,216 | |||
Sales and marketing | 49,994 | 41,857 | 94,125 | 71,324 | |||
Loss from operations | (37,320) | (48,616) | (70,961) | (67,942) | |||
Net loss | (41,120) | (55,220) | (75,325) | (78,378) | |||
Less: Net loss attributable to non-controlling interests | (11,740) | (13,910) | (26,690) | (13,910) | |||
Net loss attributable to Pluralsight, Inc. | $ (29,380) | $ (41,310) | $ (48,635) | $ (64,468) | |||
Net loss per unit, basic and diluted (in dollars per share) | [1] | $ (0.30) | $ (0.20) | $ (0.56) | $ (0.20) | ||
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | [1] | 97,608 | 62,252 | 86,827 | 62,252 | ||
Cash Flow Statement Related Disclosures [Abstract] | |||||||
Net loss | $ (41,120) | $ (55,220) | $ (75,325) | $ (78,378) | |||
Amortization of deferred contract acquisition costs | 11,311 | 0 | |||||
Accounts receivable | 7,116 | 1,335 | |||||
Deferred contract acquisition costs | (11,430) | 0 | |||||
Deferred revenue | 13,003 | 17,500 | |||||
Cash used in operating activities | (1,641) | $ (16,217) | |||||
Balance without Adoption of ASC 606 | |||||||
Balance Sheet Related Disclosures [Abstract] | |||||||
Accounts receivable, net | 56,890 | 56,890 | 63,436 | ||||
Goodwill | 262,945 | 262,945 | |||||
Deferred contract acquisition costs, net | 0 | 0 | 0 | ||||
Deferred contract acquisition costs, noncurrent, net | 0 | 0 | 0 | ||||
Deferred revenue | 173,619 | 173,619 | 157,695 | ||||
Deferred revenue, noncurrent | 13,748 | 13,748 | 14,886 | ||||
Accumulated deficit | (409,595) | (409,595) | (355,446) | ||||
Non-controlling interests | 68,741 | 68,741 | $ 107,167 | ||||
Income Statement Related Disclosures [Abstract] | |||||||
Revenue | 75,744 | 145,080 | |||||
Sales and marketing | 50,129 | 94,244 | |||||
Loss from operations | (37,573) | (71,479) | |||||
Net loss | (41,373) | (75,843) | |||||
Less: Net loss attributable to non-controlling interests | (11,812) | (26,878) | |||||
Net loss attributable to Pluralsight, Inc. | $ (29,561) | $ (48,965) | |||||
Net loss per unit, basic and diluted (in dollars per share) | $ (0.30) | $ (0.56) | |||||
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | 97,608 | 86,827 | |||||
Cash Flow Statement Related Disclosures [Abstract] | |||||||
Net loss | $ (41,373) | $ (75,843) | |||||
Amortization of deferred contract acquisition costs | 0 | ||||||
Accounts receivable | 7,118 | ||||||
Deferred contract acquisition costs | 0 | ||||||
Deferred revenue | 13,400 | ||||||
Cash used in operating activities | (1,641) | ||||||
Effect of Adoption Increase/(Decrease) | Accounting Standards Update 2014-09 | |||||||
Balance Sheet Related Disclosures [Abstract] | |||||||
Accounts receivable, net | 735 | 735 | |||||
Goodwill | (1,223) | (1,223) | |||||
Deferred contract acquisition costs, net | 17,079 | 17,079 | |||||
Deferred contract acquisition costs, noncurrent, net | 3,252 | 3,252 | |||||
Deferred revenue | (1,309) | (1,309) | |||||
Deferred revenue, noncurrent | 0 | 0 | |||||
Accumulated deficit | 15,547 | 15,547 | |||||
Non-controlling interests | 5,605 | 5,605 | |||||
Income Statement Related Disclosures [Abstract] | |||||||
Revenue | 118 | 399 | |||||
Sales and marketing | (135) | (119) | |||||
Loss from operations | 253 | 518 | |||||
Net loss | 253 | 518 | |||||
Less: Net loss attributable to non-controlling interests | 72 | 188 | |||||
Net loss attributable to Pluralsight, Inc. | $ 181 | $ 330 | |||||
Net loss per unit, basic and diluted (in dollars per share) | $ 0 | $ 0 | |||||
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | 0 | 0 | |||||
Cash Flow Statement Related Disclosures [Abstract] | |||||||
Net loss | $ 253 | $ 518 | |||||
Amortization of deferred contract acquisition costs | 11,311 | ||||||
Accounts receivable | (2) | ||||||
Deferred contract acquisition costs | (11,430) | ||||||
Deferred revenue | (397) | ||||||
Cash used in operating activities | $ 0 | ||||||
[1] | Net loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 75,862 | $ 53,572 | $ 145,479 | $ 103,216 |
Business customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 64,528 | 42,859 | 123,095 | 81,737 |
Individual customers | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 11,334 | 10,713 | 22,384 | 21,479 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 47,255 | 33,955 | 90,836 | 65,533 |
Europe, Middle East and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 20,904 | 14,595 | 39,890 | 28,120 |
Other foreign locations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 7,703 | $ 5,022 | $ 14,753 | $ 9,563 |
United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, percent | 11.00% | 11.00% | 11.00% | 11.00% |
Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, percent | 100.00% | 100.00% | 100.00% | 100.00% |
Revenue | Geographic Concentration Risk | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, percent | 62.00% | 64.00% | 63.00% | 64.00% |
Revenue | Geographic Concentration Risk | Europe, Middle East and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, percent | 28.00% | 27.00% | 27.00% | 27.00% |
Revenue | Geographic Concentration Risk | Other foreign locations | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue, percent | 10.00% | 9.00% | 10.00% | 9.00% |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | May 09, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Revenue recognized | $ 65,400 | $ 104,900 | |
Remaining performance obligations | $ 254,900 | $ 254,900 | |
Product Concentration Risk | Revenue | Subscription Accounts | |||
Disaggregation of Revenue [Line Items] | |||
Revenue, percent | 97.00% | 98.00% | |
GitPrime, Inc. | |||
Disaggregation of Revenue [Line Items] | |||
Deferred revenue | $ 1,367 | ||
Contract assets within accounts receivable | $ 700 | $ 700 |
Revenue - Remaining Performance
Revenue - Remaining Performance Obligations (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | Jun. 30, 2019 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Percent of remaining performance obligations to be recognized | 74.00% |
Period for satisfaction of remaining performance obligation | 12 months |
Revenue - Summary of Deferred C
Revenue - Summary of Deferred Contract Acquisition Costs Activity (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Contract with Customer, Asset and Liability [Roll Forward] | ||
Beginning balance | $ 20,212 | |
Capitalization of contract acquisition costs | 11,430 | |
Amortization of deferred contract acquisition costs | (11,311) | $ 0 |
Ending balance | $ 20,331 |
Cash Equivalents and Investme_3
Cash Equivalents and Investments - Schedule of Cash Equivalents, Short-term and Long-term Investments (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | $ 553,954 |
Unrealized Gains | 386 |
Unrealized Losses | (7) |
Fair Value | 554,333 |
Cash equivalents | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 241,855 |
Unrealized Gains | 6 |
Unrealized Losses | 0 |
Fair Value | 241,861 |
Cash equivalents | Money market funds | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 107,067 |
Unrealized Gains | 0 |
Unrealized Losses | 0 |
Fair Value | 107,067 |
Cash equivalents | Commercial paper | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 84,884 |
Unrealized Gains | 0 |
Unrealized Losses | 0 |
Fair Value | 84,884 |
Cash equivalents | U.S. treasury securities | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 49,904 |
Unrealized Gains | 6 |
Unrealized Losses | 0 |
Fair Value | 49,910 |
Short-term investments | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 276,567 |
Unrealized Gains | 258 |
Unrealized Losses | (7) |
Fair Value | 276,818 |
Short-term investments | Commercial paper | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 43,576 |
Unrealized Gains | 0 |
Unrealized Losses | 0 |
Fair Value | 43,576 |
Short-term investments | U.S. treasury securities | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 119,298 |
Unrealized Gains | 91 |
Unrealized Losses | 0 |
Fair Value | 119,389 |
Short-term investments | Corporate notes and obligations | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 98,792 |
Unrealized Gains | 159 |
Unrealized Losses | (7) |
Fair Value | 98,944 |
Short-term investments | U.S. agency obligations | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 14,901 |
Unrealized Gains | 8 |
Unrealized Losses | 0 |
Fair Value | 14,909 |
Long-term investments | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 35,532 |
Unrealized Gains | 122 |
Unrealized Losses | 0 |
Fair Value | 35,654 |
Long-term investments | Corporate notes and obligations | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 25,532 |
Unrealized Gains | 121 |
Unrealized Losses | 0 |
Fair Value | 25,653 |
Long-term investments | U.S. agency obligations | |
Debt Securities, Available-for-sale [Line Items] | |
Amortized Cost | 10,000 |
Unrealized Gains | 1 |
Unrealized Losses | 0 |
Fair Value | $ 10,001 |
Cash Equivalents and Investme_4
Cash Equivalents and Investments - Schedule of Investments by Maturity (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Amortized Cost | |
Amortized Cost | $ 553,954 |
Fair Value | |
Fair Value | 554,333 |
Investments | |
Amortized Cost | |
Due within one year | 276,567 |
Due between one and two years | 35,532 |
Amortized Cost | 312,099 |
Fair Value | |
Due within one year | 276,818 |
Due between one and two years | 35,654 |
Fair Value | $ 312,472 |
Cash Equivalents and Investme_5
Cash Equivalents and Investments - Narrative (Details) | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other-than temporary impairments | $ 0 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Instruments (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 241,861 | |
Short-term investments | 276,818 | |
Long-term investments | 35,654 | |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 43,576 | |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 119,389 | |
Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 98,944 | |
Long-term investments | 25,653 | |
U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 14,909 | |
Long-term investments | 10,001 | |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 107,067 | $ 185,405 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 84,884 | |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 49,910 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 107,067 | |
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Level 1 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 1 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 107,067 | 185,405 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | |
Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 134,794 | |
Short-term investments | 276,818 | |
Long-term investments | 35,654 | |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 43,576 | |
Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 119,389 | |
Level 2 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 98,944 | |
Long-term investments | 25,653 | |
Level 2 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 14,909 | |
Long-term investments | 10,001 | |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 84,884 | |
Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 49,910 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | |
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Level 3 | Corporate notes and obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 3 | U.S. agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 0 | |
Long-term investments | 0 | |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | $ 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | |
Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) $ in Millions | Jun. 30, 2019USD ($) |
Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair value of convertible senior notes | $ 668 |
Balance Sheet Components - Prep
Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 11,531 | $ 7,931 |
Other current assets | 1,584 | 392 |
Prepaid expenses and other current assets | $ 13,115 | $ 8,323 |
Balance Sheet Components - Accr
Balance Sheet Components - Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued compensation | $ 14,231 | $ 22,285 |
Accrued income and other taxes payable | 5,786 | 5,408 |
Accrued other current liabilities | 9,315 | 4,354 |
Accrued expenses | $ 29,332 | $ 32,047 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 75,034 | $ 53,451 |
Less: Accumulated depreciation | (26,006) | (21,810) |
Property and equipment, net | 49,028 | 31,641 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 10,603 | 9,369 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,034 | 2,031 |
Capitalized internal-use software costs | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 17,402 | 13,880 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 5,734 | 5,478 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 11,251 | 11,251 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,607 | 1,490 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,222 | 1,671 |
Build-to-suit lease asset under construction | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 24,181 | $ 8,281 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 2,100 | $ 2,200 | $ 4,196 | $ 4,358 |
Acquisition of GitPrime, Inc. -
Acquisition of GitPrime, Inc. - Narrative (Details) - GitPrime, Inc. - USD ($) $ in Millions | May 09, 2019 | Jun. 30, 2019 | Jun. 30, 2019 |
Business Acquisition [Line Items] | |||
Cash consideration | $ 163.9 | ||
Acquisition costs | $ 0.8 | $ 0.8 | |
Revenue included in operations from acquisition date | $ 0.4 | $ 0.4 |
Acquisition of GitPrime, Inc._2
Acquisition of GitPrime, Inc. - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | May 09, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 261,722 | $ 123,119 | |
GitPrime, Inc. | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 5,290 | ||
Accounts receivable | 1,798 | ||
Other assets acquired | 207 | ||
Property and equipment | 223 | ||
Goodwill | 138,603 | ||
Intangible assets | 24,800 | ||
Other liabilities assumed | (393) | ||
Deferred revenue | (1,367) | ||
Total fair value of net assets acquired | $ 169,161 |
Acquisition of GitPrime, Inc._3
Acquisition of GitPrime, Inc. - Schedule of Intangible Assets Acquired (Details) - GitPrime, Inc. $ in Thousands | May 09, 2019USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 24,800 |
Technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 24,000 |
Useful Lives | 5 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair Value of Intangible Assets Acquired | $ 800 |
Useful Lives | 4 years |
Acquisition of GitPrime, Inc._4
Acquisition of GitPrime, Inc. - Summary of Unaudited Pro Forma Information (Details) - GitPrime, Inc. - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 77,100 | $ 54,205 | $ 149,369 | $ 104,352 |
Net loss | $ (42,948) | $ (59,374) | $ (80,733) | $ (85,587) |
Net loss per share, basic and diluted (in dollars per share) | $ (0.32) | $ (0.22) | $ (0.60) | $ (0.22) |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Content library: | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 48,165 | $ 46,387 |
Accumulated Amortization | 40,655 | 39,337 |
Net Book Value | 7,510 | 7,050 |
Acquired content library | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 32,835 | 32,835 |
Accumulated Amortization | 32,762 | 32,229 |
Net Book Value | 73 | 606 |
Course creation costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,330 | 13,552 |
Accumulated Amortization | 7,893 | 7,108 |
Net Book Value | 7,437 | 6,444 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 28,500 | 4,500 |
Accumulated Amortization | 3,833 | 2,786 |
Net Book Value | 24,667 | 1,714 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 162 | 162 |
Accumulated Amortization | 162 | 162 |
Net Book Value | 0 | 0 |
Noncompetition agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 390 | 390 |
Accumulated Amortization | 390 | 390 |
Net Book Value | 0 | 0 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,550 | 2,750 |
Accumulated Amortization | 2,779 | 2,750 |
Net Book Value | 771 | 0 |
Database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 40 | 40 |
Accumulated Amortization | 40 | 40 |
Net Book Value | 0 | 0 |
Domain names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 45 | 45 |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | 7,204 | 6,128 |
Intangible assets, gross | 32,687 | 7,887 |
Intangible assets, net | $ 25,483 | $ 1,759 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Other Intangible Assets | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of acquired intangible assets | $ 0.9 | $ 3.3 | $ 1.6 | $ 6.7 |
Course creation costs | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of acquired intangible assets | $ 0.6 | $ 0.5 | $ 1.2 | $ 0.9 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 123,119 |
Goodwill recorded in connection with acquisition | 138,603 |
Ending balance | $ 261,722 |
Convertible Senior Notes and _3
Convertible Senior Notes and Other Long-Term Debt - Narrative (Details) | 1 Months Ended | 6 Months Ended | |
Mar. 31, 2019USD ($)day$ / sharesshares | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | |
Debt Instrument [Line Items] | |||
Proceeds from issuance of convertible senior notes, net of discount and issuance costs | $ 616,654,000 | $ 0 | |
Equity component of convertible senior notes, net of issuance costs | 137,033,000 | ||
Purchase of capped calls related to issuance of Convertible Senior Notes | 69,432,000 | ||
Senior Notes Due In 2024 | |||
Debt Instrument [Line Items] | |||
Shares covered by cap call (in shares) | shares | 16,345,757 | ||
Purchase of capped calls related to issuance of Convertible Senior Notes | $ 69,400,000 | ||
Senior Notes Due In 2024 | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Face amount | $ 633,500,000 | ||
Stated rate | 0.375% | ||
Option to purchase, additional principal amount | $ 83,500,000 | ||
Proceeds from issuance of convertible senior notes, net of discount and issuance costs | $ 616,700,000 | ||
Discount rate | 5.50% | ||
Fair value of convertible senior notes | $ 492,700,000 | ||
Equity component of convertible senior notes, net of issuance costs | 140,800,000 | ||
Issuance costs attributable to liability component | 13,100,000 | ||
Issuance costs attributable to equity component | $ 3,700,000 | ||
Initial strike price (in dollars per share) | $ / shares | $ 38.76 | ||
Initial capped call price (in dollars per share) | $ / shares | $ 58.5 | ||
Senior Notes Due In 2024 | Conversion Instance, 130% | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Number of consecutive trading days | day | 30 | ||
Senior Notes Due In 2024 | Conversion Instance, 130% | Minimum | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Number of trading days | day | 20 | ||
Conversion ratio, conversion due to qualifying event | 130.00% | ||
Senior Notes Due In 2024 | Conversion Instance, 98% | Minimum | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Number of trading days | day | 5 | ||
Number of consecutive trading days | day | 5 | ||
Senior Notes Due In 2024 | Conversion Instance, 98% | Maximum | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Conversion ratio, conversion due to qualifying event | 98.00% | ||
Fundamental Change | Senior Notes Due In 2024 | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Percentage of principal amount redeemed | 100.00% | ||
Common Stock | Class A Common Stock | Senior Notes Due In 2024 | Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Initial conversion rate (in $1,000 per share) | 0.0258023000 | ||
Initial conversion price (in dollars per share) | $ / shares | $ 38.76 |
Convertible Senior Notes and _4
Convertible Senior Notes and Other Long-Term Debt - Schedules of Convertible Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Convertible Debt, Interest Expense | |||
Amortization of debt discount and issuance costs | $ 8,294 | $ 1,215 | |
Senior Notes Due In 2024 | Convertible Senior Notes | |||
Convertible Debt, Liability Component | |||
Principal | $ 633,500 | 633,500 | |
Less: Unamortized debt discount | (133,189) | (133,189) | |
Less: Debt issuance costs, net of amortization | (12,396) | (12,396) | |
Net carrying amount | 487,915 | 487,915 | |
Convertible Debt, Equity Component | |||
Proceeds allocated to the conversion option (debt discount) | 140,776 | 140,776 | |
Less: Issuance costs | (3,743) | (3,743) | |
Net carrying amount | 137,033 | 137,033 | |
Convertible Debt, Interest Expense | |||
Contractual interest expense | 594 | 726 | |
Amortization of debt discount and issuance costs | 6,749 | 8,294 | |
Total | $ 7,343 | $ 9,020 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Aug. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Loss Contingencies [Line Items] | ||||||
Total property and equipment | $ 75,034 | $ 75,034 | $ 53,451 | |||
Security deposit | $ 16,000 | |||||
Restricted cash | 27,970 | 27,970 | 16,765 | |||
Rent expense under operating leases | 1,600 | $ 1,100 | 3,200 | $ 2,200 | ||
Draper, Utah Office Space, 2018 | ||||||
Loss Contingencies [Line Items] | ||||||
Lease term | 15 years | |||||
Annual payment amount | $ 7,900 | |||||
Future minimum payments due, annual payment increase, percent | 2.00% | |||||
Agreed upon cost of construction | $ 90,000 | |||||
Draper, Utah Office Space, 2018 | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Abatement of basic rent payments | $ 3,200 | |||||
Build-to-suit lease asset under construction | ||||||
Loss Contingencies [Line Items] | ||||||
Total property and equipment | 24,181 | 24,181 | 8,281 | |||
Build-to-suit lease asset under construction | Draper, Utah Office Space, 2018 | ||||||
Loss Contingencies [Line Items] | ||||||
Total property and equipment | 24,200 | 24,200 | ||||
Tenant Improvements | Draper, Utah Office Space, 2018 | ||||||
Loss Contingencies [Line Items] | ||||||
Restricted cash | 11,000 | 11,000 | ||||
Letter of credit | ||||||
Loss Contingencies [Line Items] | ||||||
Letters of credit outstanding | 700 | 700 | 700 | |||
Restricted cash | $ 700 | $ 700 | $ 700 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Operating Lease Payments (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2019 | $ 2,842 |
2020 | 7,738 |
2021 | 10,032 |
2022 | 10,025 |
2023 | 9,926 |
Thereafter | 99,324 |
Less: Sublease rental income | (884) |
Total future minimum lease payments | $ 139,003 |
Stockholders' Equity - Amendmen
Stockholders' Equity - Amendment and Restatement of Certificate of Incorporation (Details) | May 16, 2018classvote$ / sharesshares | Jun. 30, 2019classvote$ / sharesshares | Dec. 31, 2018$ / sharesshares |
Class of Stock [Line Items] | |||
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 |
Number of classes of stock | class | 3 | 3 | |
Board of director, term | 3 years | ||
Class A Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 1 | ||
Class B Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 1 | ||
Class C Common Stock | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Votes per share | vote | 10 | ||
LLC Units Converted Into Class B And Class C Common Stock | |||
Class of Stock [Line Items] | |||
Conversion ratio | 1 | 1 | |
LLC Units, Class A Or Class B Common Stock Converted Into Class A Common Stock | |||
Class of Stock [Line Items] | |||
Conversion ratio | 1 | ||
Required LLC Unit Ratio For Each Share Of Class A Common Stock Issued | |||
Class of Stock [Line Items] | |||
Conversion ratio | 1 |
Stockholders' Equity - Recapita
Stockholders' Equity - Recapitalization of Pluralsight Holdings (Details) | May 16, 2018shares | Jun. 30, 2019 |
Class of Stock [Line Items] | ||
Required ratio to be maintained | 1 | |
Common Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Conversion ratio | 1 | |
Shares converted (in shares) | 48,407,645 | |
Redeemable Convertible Preferred Units Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Conversion ratio | 1 | |
Shares converted (in shares) | 48,447,880 | |
Incentive Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 15,783,689 | |
Shares issued from conversion (in shares) | 12,667,778 | |
Class B Incentive Units Of Pluralsight Holdings Converted Into LLC Units | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 3,000,000 | |
Shares issued from conversion (in shares) | 1,747,067 | |
LLC Units Exchanged For Shares Of Class A Common Stock | ||
Class of Stock [Line Items] | ||
Shares converted (in shares) | 39,110,660 | |
LLC Units Converted Into Class B And Class C Common Stock | ||
Class of Stock [Line Items] | ||
Conversion ratio | 1 | 1 |
LLC Units Converted Into Class B And Class C Common Stock | Class B Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares issued (in shares) | 58,111,572 | |
LLC Units Converted Into Class B And Class C Common Stock | Class C Common Stock | ||
Class of Stock [Line Items] | ||
Common stock, shares issued (in shares) | 14,048,138 | |
Required LLC Unit Ratio For Each Share Of Class A Common Stock Issued | ||
Class of Stock [Line Items] | ||
Conversion ratio | 1 |
Stockholders' Equity - Initial
Stockholders' Equity - Initial Public Offering (Details) - IPO $ / shares in Units, $ in Millions | May 16, 2018USD ($)$ / sharesshares |
Subsidiary, Sale of Stock [Line Items] | |
Stock price (in dollars per share) | $ / shares | $ 15 |
Number of shares sold (in shares) | shares | 23,805,000 |
Proceeds from sale of stock, net | $ | $ 332.1 |
Stockholders' Equity - Exchange
Stockholders' Equity - Exchange of LLC Units (Details) - shares | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Common Stock | Class A Common Stock | ||
Class of Stock [Line Items] | ||
Effect of exchanges of LLC Units (in shares) | 4,469,843 | 33,419,553 |
Non-Controlling Interests (Deta
Non-Controlling Interests (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Noncontrolling Interest [Line Items] | ||||
Adjustments to non-controlling interests | $ 0 | $ 0 | $ 0 | |
Pluralsight Holdings | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest | 100.00% | 100.00% | ||
Units outstanding (in shares) | 137,626,166 | 137,626,166 | 134,073,639 | |
Pluralsight Holdings | Pluralsight, Inc. | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest | 73.50% | 48.60% | ||
Units outstanding (in shares) | 101,096,472 | 101,096,472 | 65,191,907 | |
Continuing Members | Pluralsight Holdings | ||||
Noncontrolling Interest [Line Items] | ||||
Ownership interest | 26.50% | 51.40% | ||
Units outstanding (in shares) | 36,529,694 | 36,529,694 | 68,881,732 | |
LLC Units | ||||
Noncontrolling Interest [Line Items] | ||||
Units still subject to time-based vesting requirements (in shares) | 2,321,275 | 2,321,275 | 3,195,322 | |
Non-Controlling Interests | ||||
Noncontrolling Interest [Line Items] | ||||
Adjustments to non-controlling interests | $ 5,097 | $ 10,032 | $ 42,075 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Equity Award Activity (Details) | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
LLC Units | |
Number of Shares | |
Beginning balance (in shares) | shares | 3,195,322 |
Forfeited or cancelled (in shares) | shares | (17,393) |
Vested (in shares) | shares | (856,654) |
Ending balance (in shares) | shares | 2,321,275 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 7.63 |
Forfeited or cancelled (in dollars per share) | $ / shares | 5.38 |
Vested (in dollars per share) | $ / shares | 6.91 |
Ending balance (in dollars per share) | $ / shares | $ 7.91 |
Parent Company | Restricted Stock Units (RSUs) | |
Number of Shares | |
Beginning balance (in shares) | shares | 4,801,536 |
Granted (in shares) | shares | 4,784,948 |
Forfeited or cancelled (in shares) | shares | (400,757) |
Vested (in shares) | shares | (1,273,293) |
Ending balance (in shares) | shares | 7,912,434 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 11.11 |
Granted (in dollars per share) | $ / shares | 31.75 |
Forfeited or cancelled (in dollars per share) | $ / shares | 17.11 |
Vested (in dollars per share) | $ / shares | 11.32 |
Ending balance (in dollars per share) | $ / shares | $ 23.23 |
Subsidiaries | Restricted Stock Units (RSUs) | |
Number of Shares | |
Beginning balance (in shares) | shares | 2,062,500 |
Vested (in shares) | shares | (375,000) |
Ending balance (in shares) | shares | 1,687,500 |
Weighted- Average Grant Date Fair Value | |
Beginning balance (in dollars per share) | $ / shares | $ 8.24 |
Vested (in dollars per share) | $ / shares | 8.24 |
Ending balance (in dollars per share) | $ / shares | $ 8.24 |
Equity-Based Compensation - Nar
Equity-Based Compensation - Narrative (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019USD ($)shares | Jun. 30, 2019USD ($)periodshares | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)shares | May 16, 2018$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total intrinsic value of options exercised | $ 7,200,000 | ||||
Total unrecognized equity-based compensation of options | $ 22,200,000 | 22,200,000 | |||
Equity-based compensation capitalized as internal-use software | 200,000 | 582,000 | $ 0 | ||
LLC Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized equity-based compensation | $ 16,400,000 | $ 16,400,000 | |||
Recognition period | 1 year 9 months 18 days | ||||
Total fair value | $ 25,200,000 | ||||
Units outstanding (in shares) | shares | 2,321,275 | 2,321,275 | 3,195,322 | ||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized equity-based compensation | $ 154,900,000 | $ 154,900,000 | |||
Recognition period | 3 years 2 months 12 days | ||||
Requisite service period | 4 years | ||||
Restricted Stock Units (RSUs) | First Anniversary | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percent of awards vested | 25.00% | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Recognition period | 1 year 3 months 18 days | ||||
Ratable vesting period | 6 months | ||||
Vesting period | 2 years | ||||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total unrecognized equity-based compensation | $ 13,200,000 | $ 13,200,000 | |||
Recognition period | 1 year 2 months 12 days | ||||
Consecutive offering period | 24 months | ||||
Number of purchase periods | period | 4 | ||||
Purchase period | 6 months | ||||
Fixed contribution amount percentage | 75.00% | 75.00% | |||
Maximum fixed contribution amount | $ 12,500 | ||||
Maximum employee contribution | $ 25,000 | ||||
Maximum number of shares able to be purchased (in shares) | shares | 5,000 | ||||
Purchase price, percent | 85.00% | ||||
Employee payroll contributions accrued | $ 1,700,000 | $ 1,700,000 | $ 1,500,000 | ||
IPO | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock price (in dollars per share) | $ / shares | $ 15 | ||||
GitPrime, Inc. | Minimum | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 2 years | ||||
GitPrime, Inc. | Maximum | Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years |
Equity-Based Compensation - S_2
Equity-Based Compensation - Schedule of Stock Options Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2019 | |
Stock Options Outstanding | |
Beginning balance (in shares) | 5,143,712 |
Granted (in shares) | 169,762 |
Exercised (in shares) | (426,968) |
Forfeited or cancelled (in shares) | (80,313) |
Ending balance (in shares) | 4,806,193 |
Vested and exercisable (in shares) | 2,109,402 |
Weighted- Average Exercise Price | |
Beginning balance (in dollars per share) | $ 15 |
Granted (in dollars per share) | 1.47 |
Exercised (in dollars per share) | 14.93 |
Forfeited or cancelled (in dollars per share) | 15 |
Ending balance (in dollars per share) | 14.53 |
Vested and exercisable (in dollars per share) | $ 14.90 |
Stock Option Activity, Additional Disclosures | |
Weighted-average remaining contractual term, outstanding (in years) | 8 years 10 months 24 days |
Weighted-average remaining contractual term, vested and exercisable (in years) | 8 years 10 months 24 days |
Aggregate intrinsic value, outstanding (in millions) | $ 75.9 |
Aggregate intrinsic value, vested and exercisable (in millions) | $ 32.5 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Schedule of Equity-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation | $ 22,732 | $ 28,979 | $ 43,000 | $ 32,352 |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation | 133 | 89 | 217 | 89 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation | 7,952 | 7,356 | 14,228 | 7,895 |
Technology and content | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation | 5,137 | 4,571 | 8,847 | 4,952 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Equity-based compensation | $ 9,510 | $ 16,963 | $ 19,708 | $ 19,416 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Contingency [Line Items] | ||||
Effective tax rate | (0.50%) | (0.50%) | (0.60%) | (0.50%) |
Total unrecorded TRA liability | $ 250.7 | $ 250.7 | ||
Common Stock | Class A Common Stock | ||||
Income Tax Contingency [Line Items] | ||||
Effect of exchanges of LLC Units (in shares) | 4,469,843 | 33,419,553 |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Numerator: | |||||
Net loss | $ (41,120) | $ (55,220) | $ (75,325) | $ (78,378) | |
Less: Net loss attributable to non-controlling interests | (11,740) | (13,910) | (26,690) | (13,910) | |
Net loss attributable to Pluralsight, Inc. | $ (29,380) | $ (41,310) | $ (48,635) | $ (64,468) | |
Denominator: | |||||
Weighted average common units used in computing basic and diluted net loss per unit (in shares) | [1] | 97,608 | 62,252 | 86,827 | 62,252 |
Net loss per unit, basic and diluted (in dollars per share) | [1] | $ (0.30) | $ (0.20) | $ (0.56) | $ (0.20) |
[1] | Net loss per share, basic and diluted and weighted-average common shares used in computing basic and diluted net loss per share for the three and six months ended June 30, 2018 reflect only the activity for the portion of the period following Pluralsight, Inc.'s initial public offering and the Reorganization Transactions described in Note 1—Organization and Description of Business. See Note 17—Net Loss Per Share for additional details. |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Securities with a Potentially Dilutive Impact (Details) shares in Thousands | 6 Months Ended |
Jun. 30, 2019shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 54,861 |
LLC Units held by Continuing Members | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 38,851 |
Stock options | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 4,806 |
Purchase rights committed under the ESPP | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,604 |
Pluralsight Holdings | Restricted Stock Units (RSUs) | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,688 |
Parent Company | Restricted Stock Units (RSUs) | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 7,912 |
Net Loss Per Share - Narrative
Net Loss Per Share - Narrative (Details) | Mar. 31, 2019$ / shares |
Senior Notes Due In 2024 | Convertible Senior Notes | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Initial capped call price (in dollars per share) | $ 58.5 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - Chief Executive Officer $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Related Party Transaction [Line Items] | |
Due to related parties | $ 0.1 |
Amount paid under the arrangement | $ 0.6 |
Uncategorized Items - ps-201906
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 20,634,000 |
Noncontrolling Interest [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 10,601,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 10,033,000 |