Cover
Cover - shares | 9 Months Ended | |
Oct. 31, 2021 | Dec. 06, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-40348 | |
Entity Registrant Name | UiPath, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-4333187 | |
Entity Address, Address Line One | 452 5th Avenue, 22nd Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10018 | |
City Area Code | 844 | |
Local Phone Number | 432-0455 | |
Title of 12(b) Security | Class A common stock, par value$0.00001 per share | |
Trading Symbol | PATH | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Amendment Flag | false | |
Entity Central Index Key | 0001734722 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --01-31 | |
Former Address | ||
Document Information [Line Items] | ||
Entity Address, Address Line One | 90 Park Avenue, 20th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10016 | |
Class A Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 442,775,415 | |
Class B Common Stock | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 82,452,748 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Current assets | ||
Cash and cash equivalents | $ 1,776,417 | $ 357,690 |
Restricted cash | 0 | 7,000 |
Marketable securities | 102,009 | 102,828 |
Accounts receivable, net of allowance for doubtful accounts of $2,566 and $2,879, respectively | 196,427 | 172,286 |
Contract assets | 63,621 | 34,221 |
Deferred contract acquisition costs | 24,077 | 10,653 |
Prepaid expenses and other current assets | 44,668 | 49,752 |
Total current assets | 2,207,219 | 734,430 |
Restricted cash, non-current | 0 | 6,500 |
Marketable securities, non-current | 13,079 | 0 |
Contract assets, non-current | 1,255 | 2,085 |
Deferred contract acquisition costs, non-current | 77,849 | 32,553 |
Property and equipment, net | 14,188 | 14,822 |
Operating lease right-of-use assets | 50,895 | 17,260 |
Intangible assets, net | 18,467 | 10,191 |
Goodwill | 54,457 | 28,059 |
Deferred tax asset, non-current | 6,846 | 8,118 |
Other assets, non-current | 23,433 | 12,443 |
Total assets | 2,467,688 | 866,461 |
Current liabilities | ||
Accounts payable | 23,942 | 6,682 |
Accrued expenses and other current liabilities | 82,439 | 36,660 |
Accrued compensation and employee benefits | 107,788 | 110,736 |
Deferred revenues | 253,120 | 211,078 |
Total current liabilities | 467,289 | 365,156 |
Deferred revenues, non-current | 58,869 | 61,325 |
Operating lease liabilities, non-current | 51,164 | 14,152 |
Other liabilities, non-current | 6,961 | 7,564 |
Total liabilities | 584,283 | 448,197 |
Commitments and contingencies (Note 11) | ||
Convertible preferred stock, $0.00001 par value per share, 0 and 297,973 shares authorized as of October 31, 2021 and January 31, 2021, respectively; 0 and 294,257 shares issued and outstanding as of October 31, 2021 and January 31, 2021, respectively | 0 | 1,221,968 |
Stockholders' equity (deficit) | ||
Preferred stock, $0.00001 par value per share, 20,000 and 0 shares authorized as of October 31, 2021 and January 31, 2021, respectively; 0 shares issued and outstanding as of October 31, 2021 and January 31, 2021 | 0 | 0 |
Additional paid-in capital | 3,312,405 | 179,175 |
Accumulated other comprehensive income (loss) | 3,831 | (12,521) |
Accumulated deficit | (1,432,836) | (970,360) |
Total stockholders’ equity (deficit) | 1,883,405 | (803,704) |
Total liabilities, convertible preferred stock, and stockholders’ equity (deficit) | 2,467,688 | 866,461 |
Class A Common Stock | ||
Stockholders' equity (deficit) | ||
Common stock | 4 | 1 |
Class B Common Stock | ||
Stockholders' equity (deficit) | ||
Common stock | $ 1 | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Accounts receivable, allowance for doubtful accounts | $ 2,566 | $ 2,879 |
Convertible preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Convertible preferred stock, shares authorized (in shares) | 0 | 297,973,000 |
Convertible preferred stock, shares issued (in shares) | 0 | 294,257,000 |
Convertible preferred stock, shares outstanding (in shares) | 0 | 294,257,000 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 0 |
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) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 2,000,000,000 | 581,000,000 |
Common stock, shares issued (in shares) | 442,357,000 | 75,177,000 |
Common stock, shares outstanding (in shares) | 442,357,000 | 75,177,000 |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 115,741,000 | 115,741,000 |
Common stock, shares issued (in shares) | 82,453,000 | 110,653,000 |
Common stock, shares outstanding (in shares) | 82,453,000 | 110,653,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Revenue: | ||||
Total revenue | $ 220,816 | $ 147,289 | $ 602,554 | $ 399,768 |
Cost of revenue: | ||||
Total cost of revenue | 43,100 | 17,385 | 127,704 | 45,721 |
Gross profit | 177,716 | 129,904 | 474,850 | 354,047 |
Operating expenses: | ||||
Sales and marketing | 172,906 | 99,512 | 522,925 | 280,774 |
Research and development | 61,559 | 27,456 | 212,245 | 80,726 |
General and administrative | 59,498 | 65,951 | 189,747 | 117,461 |
Total operating expenses | 293,963 | 192,919 | 924,917 | 478,961 |
Operating loss | (116,247) | (63,015) | (450,067) | (124,914) |
Interest income | 899 | 144 | 2,606 | 751 |
Other (expense) income, net | (4,300) | (6,303) | (8,743) | 9,870 |
Loss before income taxes | (119,648) | (69,174) | (456,204) | (114,293) |
Provision for income taxes | 3,139 | 1,622 | 6,272 | 4,356 |
Net loss | $ (122,787) | $ (70,796) | $ (462,476) | $ (118,649) |
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) |
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) |
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 531,718 | 171,280 | 426,811 | 164,438 |
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 531,718 | 171,280 | 426,811 | 164,438 |
Licenses | ||||
Revenue: | ||||
Total revenue | $ 111,608 | $ 78,555 | $ 307,371 | $ 221,827 |
Cost of revenue: | ||||
Total cost of revenue | 2,626 | 1,720 | 7,514 | 4,773 |
Subscription services | ||||
Revenue: | ||||
Total revenue | 97,963 | 61,508 | 265,924 | 156,636 |
Cost of revenue: | ||||
Total cost of revenue | 15,659 | 6,092 | 42,076 | 17,136 |
Professional services and other | ||||
Revenue: | ||||
Total revenue | 11,245 | 7,226 | 29,259 | 21,305 |
Cost of revenue: | ||||
Total cost of revenue | $ 24,815 | $ 9,573 | $ 78,114 | $ 23,812 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (122,787) | $ (70,796) | $ (462,476) | $ (118,649) |
Other comprehensive income (loss), net of tax: | ||||
Unrealized loss on available-for-sale marketable securities, net | (81) | 0 | (72) | 0 |
Foreign currency translation adjustments | 8,510 | 5,546 | 16,424 | (10,083) |
Other comprehensive income (loss), net | 8,429 | 5,546 | 16,352 | (10,083) |
Comprehensive loss | $ (114,358) | $ (65,250) | $ (446,124) | $ (128,732) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders Equity (Deficit) - USD ($) shares in Thousands, $ in Thousands | Total | Convertible Preferred Stock | Class A Common Stock | Class B Common Stock | Common StockClass A Common Stock | Common StockClass B Common Stock | Additional Paid-in Capital Amount | Accumulated Other Comprehensive Income (Loss) Amount | Accumulated Deficit Amount |
Beginning Balance (in shares) at Jan. 31, 2020 | 282,108 | ||||||||
Beginning Balance at Jan. 31, 2020 | $ 996,389 | ||||||||
Ending Balance (in shares) at Apr. 30, 2020 | 282,108 | ||||||||
Ending Balance at Apr. 30, 2020 | $ 996,389 | ||||||||
Beginning Balance (in shares) at Jan. 31, 2020 | 41,883 | 115,741 | |||||||
Beginning Balance at Jan. 31, 2020 | $ (799,511) | $ 0 | $ 1 | $ 72,229 | $ 6,226 | $ (877,967) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,166 | ||||||||
Issuance of common stock upon exercise of stock options | 536 | 536 | |||||||
Compensation expense related to secondary transactions | 35 | 35 | |||||||
Stock-based compensation expense | 8,166 | 8,166 | |||||||
Other comprehensive income (loss), net | 8,313 | 8,313 | |||||||
Net loss | (52,840) | (52,840) | |||||||
Ending Balance (in shares) at Apr. 30, 2020 | 44,049 | 115,741 | |||||||
Ending Balance at Apr. 30, 2020 | (835,301) | $ 0 | $ 1 | 80,966 | 14,539 | (930,807) | |||
Beginning Balance (in shares) at Jan. 31, 2020 | 282,108 | ||||||||
Beginning Balance at Jan. 31, 2020 | $ 996,389 | ||||||||
Ending Balance (in shares) at Oct. 31, 2020 | 294,257 | ||||||||
Ending Balance at Oct. 31, 2020 | $ 1,221,968 | ||||||||
Beginning Balance (in shares) at Jan. 31, 2020 | 41,883 | 115,741 | |||||||
Beginning Balance at Jan. 31, 2020 | (799,511) | $ 0 | $ 1 | 72,229 | 6,226 | (877,967) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Other comprehensive income (loss), net | (10,083) | ||||||||
Net loss | (118,649) | $ (35,144) | $ (83,505) | ||||||
Ending Balance (in shares) at Oct. 31, 2020 | 63,374 | 113,116 | |||||||
Ending Balance at Oct. 31, 2020 | (848,837) | $ 1 | $ 1 | 151,634 | (3,857) | (996,616) | |||
Beginning Balance (in shares) at Apr. 30, 2020 | 282,108 | ||||||||
Beginning Balance at Apr. 30, 2020 | $ 996,389 | ||||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Issuance of convertible preferred stock, net of issuance costs (in shares) | 12,149 | ||||||||
Issuance of convertible preferred stock, net of issuance costs | $ 225,579 | ||||||||
Ending Balance (in shares) at Jul. 31, 2020 | 294,257 | ||||||||
Ending Balance at Jul. 31, 2020 | $ 1,221,968 | ||||||||
Beginning Balance (in shares) at Apr. 30, 2020 | 44,049 | 115,741 | |||||||
Beginning Balance at Apr. 30, 2020 | (835,301) | $ 0 | $ 1 | 80,966 | 14,539 | (930,807) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 7,600 | ||||||||
Issuance of common stock upon exercise of stock options | 2,184 | $ 1 | 2,183 | ||||||
Stock-based compensation expense | 8,829 | 8,829 | |||||||
Other comprehensive income (loss), net | (23,942) | (23,942) | |||||||
Net loss | 4,987 | 4,987 | |||||||
Ending Balance (in shares) at Jul. 31, 2020 | 51,649 | 115,741 | |||||||
Ending Balance at Jul. 31, 2020 | (843,243) | $ 1 | $ 1 | 91,978 | (9,403) | (925,820) | |||
Ending Balance (in shares) at Oct. 31, 2020 | 294,257 | ||||||||
Ending Balance at Oct. 31, 2020 | $ 1,221,968 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 9,097 | ||||||||
Issuance of common stock upon exercise of stock options | 9,348 | 9,348 | |||||||
Vesting of early exercised stock options | 1,544 | 1,544 | |||||||
Issuance of common stock upon settlement of restricted stock units/vesting of restricted stock awards (in shares) | 3 | ||||||||
Issuance of common stock upon vesting of restricted stock awards | 121 | 121 | |||||||
Compensation expense related to secondary transactions (in shares) | 2,625 | (2,625) | |||||||
Stock-based compensation expense | 48,643 | 48,643 | |||||||
Other comprehensive income (loss), net | 5,546 | 5,546 | |||||||
Net loss | (70,796) | (22,969) | (47,827) | (70,796) | |||||
Ending Balance (in shares) at Oct. 31, 2020 | 63,374 | 113,116 | |||||||
Ending Balance at Oct. 31, 2020 | $ (848,837) | $ 1 | $ 1 | 151,634 | (3,857) | (996,616) | |||
Beginning Balance (in shares) at Jan. 31, 2021 | 294,257 | 294,257 | |||||||
Beginning Balance at Jan. 31, 2021 | $ 1,221,968 | $ 1,221,968 | |||||||
Increase (Decrease) in Temporary Equity [Roll Forward] | |||||||||
Issuance of convertible preferred stock, net of issuance costs (in shares) | 12,043 | ||||||||
Issuance of convertible preferred stock, net of issuance costs | $ 749,836 | ||||||||
Conversion of convertible preferred stock to common stock upon initial public offering (in shares) | (306,300) | 306,300 | |||||||
Conversion of convertible preferred stock to common stock upon initial public offering | 1,971,804 | $ (1,971,804) | $ 3 | 1,971,801 | |||||
Ending Balance (in shares) at Apr. 30, 2021 | 0 | ||||||||
Ending Balance at Apr. 30, 2021 | $ 0 | ||||||||
Beginning Balance (in shares) at Jan. 31, 2021 | 75,177 | 110,653 | |||||||
Beginning Balance at Jan. 31, 2021 | (803,704) | $ 1 | $ 1 | 179,175 | (12,521) | (970,360) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Conversion of convertible preferred stock to common stock upon initial public offering (in shares) | (306,300) | 306,300 | |||||||
Conversion of convertible preferred stock to common stock upon initial public offering | 1,971,804 | $ (1,971,804) | $ 3 | 1,971,801 | |||||
Issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other issuance costs (in shares) | 13,000 | ||||||||
Issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other issuance costs | 687,903 | 687,903 | |||||||
Conversion of shares of Class B common stock into shares of Class A common stock (in shares) | 28,200 | ||||||||
Conversion of shares of Class B common stock into shares of Class A common stock | $ (28,200) | ||||||||
Shares issued as consideration for business acquisition (in shares) | 543 | ||||||||
Shares issued as consideration for business acquisition | 30,446 | 30,446 | |||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,881 | ||||||||
Issuance of common stock upon exercise of stock options | 3,114 | 3,114 | |||||||
Vesting of early exercised stock options | 1,646 | 1,646 | |||||||
Issuance of common stock upon settlement of restricted stock units/vesting of restricted stock awards (in shares) | 389 | ||||||||
Tax withholdings on settlement of restricted stock units (in shares) | (164) | ||||||||
Tax withholdings on settlement of restricted stock units | (9,218) | (9,218) | |||||||
Stock-based compensation expense | 252,986 | 252,986 | |||||||
Other comprehensive income (loss), net | 4,227 | 4,227 | |||||||
Net loss | (239,663) | (239,663) | |||||||
Ending Balance (in shares) at Apr. 30, 2021 | 425,326 | 82,453 | |||||||
Ending Balance at Apr. 30, 2021 | $ 1,899,541 | $ 4 | $ 1 | 3,117,853 | (8,294) | (1,210,023) | |||
Beginning Balance (in shares) at Jan. 31, 2021 | 294,257 | 294,257 | |||||||
Beginning Balance at Jan. 31, 2021 | $ 1,221,968 | $ 1,221,968 | |||||||
Ending Balance (in shares) at Oct. 31, 2021 | 0 | 0 | |||||||
Ending Balance at Oct. 31, 2021 | $ 0 | $ 0 | |||||||
Beginning Balance (in shares) at Jan. 31, 2021 | 75,177 | 110,653 | |||||||
Beginning Balance at Jan. 31, 2021 | $ (803,704) | $ 1 | $ 1 | 179,175 | (12,521) | (970,360) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 7,723 | ||||||||
Other comprehensive income (loss), net | $ 16,352 | ||||||||
Net loss | (462,476) | (364,403) | (98,073) | ||||||
Ending Balance (in shares) at Oct. 31, 2021 | 442,357 | 82,453 | |||||||
Ending Balance at Oct. 31, 2021 | 1,883,405 | $ 4 | $ 1 | 3,312,405 | 3,831 | (1,432,836) | |||
Beginning Balance (in shares) at Apr. 30, 2021 | 0 | ||||||||
Beginning Balance at Apr. 30, 2021 | $ 0 | ||||||||
Ending Balance (in shares) at Jul. 31, 2021 | 0 | ||||||||
Ending Balance at Jul. 31, 2021 | $ 0 | ||||||||
Beginning Balance (in shares) at Apr. 30, 2021 | 425,326 | 82,453 | |||||||
Beginning Balance at Apr. 30, 2021 | 1,899,541 | $ 4 | $ 1 | 3,117,853 | (8,294) | (1,210,023) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Shares issued as consideration for business acquisition | 21 | 21 | |||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,993 | ||||||||
Issuance of common stock upon exercise of stock options | 3,537 | 3,537 | |||||||
Vesting of early exercised stock options | 615 | 615 | |||||||
Issuance of common stock upon settlement of restricted stock units/vesting of restricted stock awards (in shares) | 2,492 | ||||||||
Tax withholdings on settlement of restricted stock units (in shares) | (18) | ||||||||
Tax withholdings on settlement of restricted stock units | (1,175) | (1,175) | |||||||
Stock-based compensation expense | 92,744 | 92,744 | |||||||
Other comprehensive income (loss), net | 3,696 | 3,696 | |||||||
Net loss | (100,026) | (100,026) | |||||||
Ending Balance (in shares) at Jul. 31, 2021 | 430,793 | 82,453 | |||||||
Ending Balance at Jul. 31, 2021 | $ 1,898,953 | $ 4 | $ 1 | 3,213,595 | (4,598) | (1,310,049) | |||
Ending Balance (in shares) at Oct. 31, 2021 | 0 | 0 | |||||||
Ending Balance at Oct. 31, 2021 | $ 0 | $ 0 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Issuance of common stock upon exercise of stock options (in shares) | 2,848 | ||||||||
Issuance of common stock upon exercise of stock options | 3,209 | 3,209 | |||||||
Vesting of early exercised stock options | 462 | 462 | |||||||
Issuance of common stock upon settlement of restricted stock units/vesting of restricted stock awards (in shares) | 8,720 | ||||||||
Tax withholdings on settlement of restricted stock units (in shares) | (4) | ||||||||
Tax withholdings on settlement of restricted stock units | (199) | (199) | |||||||
Stock-based compensation expense | 95,338 | 95,338 | |||||||
Other comprehensive income (loss), net | 8,429 | 8,429 | |||||||
Net loss | (122,787) | $ (103,747) | $ (19,040) | (122,787) | |||||
Ending Balance (in shares) at Oct. 31, 2021 | 442,357 | 82,453 | |||||||
Ending Balance at Oct. 31, 2021 | $ 1,883,405 | $ 4 | $ 1 | $ 3,312,405 | $ 3,831 | $ (1,432,836) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Oct. 31, 2021 | Oct. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (462,476) | $ (118,649) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 10,697 | 9,383 |
Amortization of deferred contract acquisition costs | 19,904 | 28,478 |
Amortization of deferred loan cost | 199 | 0 |
Net amortization of premium on marketable securities | 1,391 | 0 |
Loss on fixed asset disposal | 772 | 0 |
Stock-based compensation expense | 438,551 | 65,794 |
Amortization of operating lease right-of-use assets | 6,013 | 5,522 |
(Benefit from) provision for bad debt | (194) | 1,382 |
Provision for uncertain tax position | 822 | 0 |
Deferred income taxes | (357) | 68 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (27,028) | (34,191) |
Contract assets | (29,994) | (18,459) |
Deferred contract acquisition costs | (80,720) | (28,885) |
Prepaid expenses and other assets | (2,295) | 208 |
Accounts payable | 17,549 | 1,983 |
Accrued expense and other liabilities | 17,756 | 8,009 |
Accrued compensation and employee benefits | (822) | 24,233 |
Operating lease liabilities, net | (5,261) | (6,075) |
Deferred revenue | 46,544 | 72,197 |
Net cash (used in) provided by operating activities | (48,949) | 10,998 |
Cash flows from investing activities | ||
Purchases of marketable securities | (161,214) | 0 |
Sales of marketable securities | 89,383 | 0 |
Maturities of marketable securities | 58,109 | 0 |
Purchases of property and equipment | (5,719) | (989) |
Capitalization of software development costs | (2,950) | 0 |
Payment related to business acquisition, net of cash acquired | (5,498) | (19,690) |
Purchases of intangible assets | (1,231) | 0 |
Net cash used in investing activities | (29,120) | (20,679) |
Cash flows from financing activities | ||
Proceeds from initial public offering, net of underwriting discounts and commissions | 692,369 | 0 |
Payments of initial public offering costs | (3,734) | 0 |
Proceeds from issuance of convertible preferred stock | 750,000 | 225,903 |
Payments of issuance costs for convertible preferred stock | (164) | (324) |
Proceeds from exercise of stock options | 9,687 | 19,837 |
Payments of tax withholdings on net settlement of equity awards | (10,300) | 0 |
Net receipts of tax withholdings on sell-to-cover equity award transactions | 20,418 | 0 |
Proceeds from employee stock purchase plan contributions | 13,766 | 0 |
Proceeds from credit facility | 0 | 78,587 |
Repayments of credit facility | 0 | (78,587) |
Payment of deferred loan costs related to senior secured credit facility | 0 | (808) |
Net cash provided by financing activities | 1,472,042 | 244,608 |
Effect of exchange rate changes | 11,254 | (8,402) |
Net increase in cash, cash equivalents and restricted cash | 1,405,227 | 226,525 |
Cash, cash equivalents and restricted cash - beginning of period | 371,190 | 234,131 |
Cash, cash equivalents and restricted cash - end of period | 1,776,417 | 460,656 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 512 | 1,510 |
Cash paid for income taxes | 6,680 | 2,642 |
Supplemental disclosure of non-cash investing and financing activities | ||
Stock-based compensation capitalized for software development | 4,487 | 0 |
Value of shares issued in payment of business acquisition | 30,467 | 0 |
Reduction in accrued expenses and other liabilities for vesting of early exercised stock options | 2,723 | 1,544 |
Tax withholdings on net settlement of restricted stock units, accrued and unpaid | $ 445 | $ 0 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business Description of Business UiPath, Inc. (the “Company,” “we,” “us,” or “our”) was incorporated in Delaware in June 2015 and is headquartered in New York. We offer an end-to-end automation platform which provides a range of robotic process automation (“RPA”) solutions via a suite of interrelated software offerings, including: • UiPath Studio (“Studio”) – Studio is an easy to use, drag-and-drop development platform designed for RPA developers looking to build complex process automations with built-in governance capabilities. Studio features robust debugging tools, application programming interface (“API”) automation, wizards to automate desktop or web applications, the ability to leverage custom code, and a simple way to integrate machine learning models into production workflows. • UiPath Robots (“Robots”) – Robots emulate human behavior to execute the processes built in Studio. Robots can work unattended (without human supervision in any environment) or attended (with a human triggering the process). • UiPath Orchestrator (“Orchestrator”) – Orchestrator tracks and logs Robot activity, along with what people do in tandem, to maintain strict compliance and governance through dashboards and visualization tools. Orchestrator enables seamless integration with our marketplace, which is UiPath’s database of vetted, pre-built, and reusable automation activities and components, software, and third-party products, giving users the opportunity to leverage our global RPA community and deploy automations across cloud, on-premises, and hybrid environments. We derive revenue primarily from the sale of: (1) software licenses for use of our proprietary software and related maintenance and support; (2) the right to access certain software products we host (i.e., software as a service, or "SaaS"); (3) hybrid solutions (which are comprised of three performance obligations, consisting of a term license, maintenance and support, and SaaS); and (4) professional services. We have legal presence in 31 countries, with our principal operations in the United States, Romania, and Japan. Initial Public Offering On April 23, 2021, we completed our initial public offering (“IPO”), in which we issued and sold 13.0 million shares of our Class A common stock at a public offering price of $56.00 per share, including 3.6 million shares of Class A common stock pursuant to the exercise in full of the underwriters’ option to purchase additional shares. We received net proceeds of $692.4 million after deducting underwriting discounts and commissions of $35.6 million. In addition, the selling stockholders, named in our final prospectus that forms a part of the Registration Statement on Form S-1 (File No. 333-254738) for the IPO filed with the Securities and Exchange Commission (“SEC”) pursuant to Rule 424(b)(4) on April 21, 2021 (the “Final Prospectus”), sold an additional 14.5 million shares, for which we did not receive any proceeds. In connection with the IPO, all shares of convertible preferred stock then outstanding automatically converted into an aggregate of 306.3 million shares of Class A common stock. As of January 31, 2021, $1.5 million of deferred offering costs, which consisted primarily of accounting, legal and other fees related to the IPO, were capitalized within other assets, non-current in the condensed consolidated balance sheets. Upon the consummation of the IPO, $4.5 million of deferred offering costs were reclassified into stockholders’ equity as an offset to IPO proceeds. Deferred offering costs were paid in full as of the end of the second quarter of fiscal 2022. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies The Company’s significant accounting policies are discussed in Note 2, Summary of Significant Accounting Policies , in the Notes to Consolidated Financial Statements in the Final Prospectus. There have been no significant changes to these policies during the nine months ended October 31, 2021. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable regulations of the SEC regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP may be condensed or omitted. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the accompanying notes thereto for the fiscal year ended January 31, 2021, which are contained in the Final Prospectus. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s audited consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, that are necessary for the fair presentation of the Company’s financial information. The unaudited condensed consolidated financial statements include the financial statements of UiPath, Inc. and its wholly owned subsidiaries in which we hold a controlling financial interest or of which we are the primary beneficiary. Intercompany transactions and accounts have been eliminated in consolidation. During the third quarter of fiscal 2022, maintenance and support revenue was renamed subscription services revenue, and services and other revenue was renamed professional services and other revenue. The Company believes that the new captions better reflect the composition of the revenue streams included in these line items on the condensed consolidated statements of operations. The results of operations for the three and nine months ended October 31, 2021 and 2020 are not necessarily indicative of the results to be expected for the fiscal year ending January 31, 2022 or for any other future interim or annual period. Fiscal Year Our fiscal year ends on January 31. References to fiscal year 2022, for example, refer to the fiscal year ending January 31, 2022. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities at the balance sheet date and the amounts of revenue and expenses reported during the period. We evaluate estimates based on historical and anticipated results, trends, and various other assumptions. Such estimates include, but are not limited to, revenue recognition, estimated expected benefit period for deferred contract acquisition costs, allowance for doubtful accounts, fair value of financial assets and liabilities including accounting for and fair value of derivatives, fair value of acquired assets and assumed liabilities, useful lives of long-lived assets, capitalized software development costs, carrying value of operating lease right-of-use (“ROU”) assets, incremental borrowing rates for operating leases, amount of stock-based compensation expense including determination of fair value of common stock prior to the IPO, timing and amount of contingencies, and valuation allowance for deferred income taxes. Actual results could differ from these estimates and assumptions. Foreign Currency The functional currency of our non-U.S. subsidiaries is the local currency. Asset and liability balances denominated in non-U.S. dollar currencies are translated into U.S. dollars using period-end exchange rates, while revenue and expenses are translated using the average monthly exchange rates. Differences are included in stockholders’ equity (deficit) as a component of accumulated other comprehensive income (loss). Financial assets and liabilities denominated in currencies other than the functional currency are recorded at the exchange rate at the time of the transaction and subsequent gains and losses related to changes in the foreign currency are included in other (expense) income, net in the condensed consolidated statements of operations. For the three months ended October 31, 2021 and 2020, we recognized transaction losses of $6.5 million and $4.8 million, respectively. For the nine months ended October 31, 2021 and 2020, we recognized transaction losses of $11.7 million and transaction gains of $12.2 million, respectively. Derivative Financial Instruments Since fiscal year 2021, we use derivative financial instruments, such as foreign currency forward contracts, to manage foreign currency exposures. We account for our derivative financial instruments as either assets or liabilities and carry them at fair value. These foreign currency contracts are not designated and do not qualify as hedging instruments, as defined by Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging . As of October 31, 2021 and January 31, 2021, derivative financial instruments with a fair value totaling $0.2 million and $(0.6) million, respectively, were recorded in prepaid expenses and other current assets, and accrued expenses and other current liabilities within the condensed consolidated balance sheets, respectively. We record changes in the fair value of these derivatives as a component of other (expense) income net, in the condensed consolidated statements of operations. The notional amount of foreign currency forward contracts outstanding was $123.0 million and $138.6 million as of October 31, 2021 and January 31, 2021, respectively. The net gain associated with foreign currency forward contracts was $3.1 million and $5.1 million for the three and nine months ended October 31, 2021, respectively. We did not have foreign currency forward contracts during the three and nine months ended October 31, 2020. Concentration of Risks Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, and accounts receivable. We maintain our cash balance at financial institutions that management believes are high-credit, quality financial institutions, where our deposits, at times, exceed Federal Deposit Insurance Corporation (“FDIC”) limits. As of October 31, 2021 and January 31, 2021, 99% and 92%, respectively, of our cash, cash equivalents, and restricted cash were concentrated in the United States, European Union (“EU”) countries, and Japan. We extend differing levels of credit to customers based on creditworthiness, do not require collateral deposits, and when necessary maintain reserves for potential credit losses based upon the expected collectability of accounts receivable. We manage credit risk related to our customers by performing periodic evaluations of creditworthiness and applying other credit risk monitoring procedures. Significant customers are those that represent 10% or more of our total revenue for the period or accounts receivable at the balance sheet date. For the three and nine months ended October 31, 2021 and 2020, no single customer accounted for 10% or more of our total revenue. As of October 31, 2021 and January 31, 2021, no single customer accounted for 10% or more of our accounts receivable. Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, revenue is recognized when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve the core principle of ASC 606, we apply the following five steps: 1. Identification of the contract, or contracts, with the customer; 2. Identification of the performance obligations in the contract; 3. Determination of the transaction price; 4. Allocation of the transaction price to the performance obligations in the contract; and 5. Recognition of the revenue when, or as, a performance obligation is satisfied. Our significant performance obligations and our application of ASC 606 to each of those performance obligations are discussed in further detail below. Licenses We primarily sell term licenses (including the term license portion of hybrid offerings), which provide customers the right to use software for a specified period of time (i.e. on a subscription basis), and perpetual licenses, which provide customers the right to use software for an indefinite period of time. For both types of licenses, revenue is recognized at the point in time at which the customer is able to use and benefit from the software, which is generally upon delivery to the customer or upon commencement of the renewal term. For licenses revenue, we generally invoice when the license(s) are provided. Subscription Services We generate subscription services revenue through the provision of maintenance and support services, which include technical support and unspecified updates and upgrades on a when-and-if-available basis for both term and perpetual license arrangements. Maintenance and support for perpetual licenses is renewable, generally on an annual basis, at the option of the customer. Maintenance and support services represent stand-ready obligations for which revenue is recognized ratably over the term of the arrangements. For maintenance and support, we generally invoice when the associated license(s) are provided and upon renewals. Subscription services also includes revenue from our SaaS products, including those sold as a component of our hybrid offerings, for which customers do not have the contractual right to take possession of the underlying software without significant penalty, or for which it is not feasible for the customer to run the software on their own hardware or contract with a third party to host the software. SaaS products are stand-ready obligations to provide access to our products, and the related revenue is recognized on a ratable basis over the contractual period of the arrangement, as control of the services is transferred to the customer. We generally invoice for our SaaS products when the customer is provided access and may begin using the SaaS products. Professional Services and Other Revenue from professional services and other consists of fees associated with professional services for process automation, customer education and training services. A substantial majority of our professional services contracts are recognized on a time and materials basis, and the related revenue is recognized as the services are rendered. For professional services, we invoice as the services are provided or in advance. Material Rights Contracts with customers may include material rights, which are also performance obligations. Material rights primarily arise when the contract gives the customer the right to renew or to receive products or services at a greater discount in the future. The revenue associated with material rights is recognized at the earlier of the time of exercise or expiration of the customer’s rights. Contracts with Multiple Performance Obligations Most contracts with customers contain multiple performance obligations. The transaction price is allocated to the separate performance obligations on a relative stand-alone selling price (“SSP”) basis. When possible, we determine our SSP by reference to observable prices of our products and services in standalone sales. When we do not have such observable prices, we maximize the use of observable inputs when estimating the SSP; such observable inputs include historical contract pricing and industry pricing data available to the public. Our SSP reflects the amount we would charge for each performance obligation if it were sold separately in a standalone sale to similar customers in similar circumstances. Other Policies and Judgments Payment terms and conditions vary by contract type, although terms generally require payment within 30 to 60 days of the invoice date. In certain arrangements, we receive payment from a customer either before or after the performance obligation has been satisfied; however, our contracts do not contain a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. We apply the practical expedient in ASC 606 and do not evaluate payment terms of one year or less for the existence of a significant financing component. Revenue is recorded net of sales tax. We generally do not offer a right of refund in our contracts. Contract Balances Contract assets consist of unbilled accounts receivable, which occur when a right to consideration for our performance under the customer contract occurs before invoicing the customer. Accounts receivable are recorded when the customer has been billed and the right to consideration is unconditional. Contract liabilities consist of deferred revenue. Revenue is deferred when we invoice in advance of performance under a contract. Deferred Contract Acquisition Costs We defer sales commissions that are incremental to the acquisition of customer contracts. These costs are recorded as deferred contract acquisition costs on the condensed consolidated balance sheets. We determine whether costs should be deferred based on the terms of our sales compensation plans and whether the sales commissions are incremental to a customer contract (i.e. would not have occurred absent the customer contract). During fiscal year 2021, sales commissions for renewals of subscription contracts were commensurate with the sales commissions paid for the acquisition of the initial subscription contract. Sales commissions paid upon the initial acquisition of a contract were therefore amortized over the contract term, while sales commissions paid related to renewal contracts were amortized over the renewal term. When the amortization period would have been one year or less, we applied the practical expedient in ASC 340-40, Other Assets, Deferred Costs, which allows for expensing of these costs as incurred. At the end of fiscal year 2021, we approved a new sales incentive plan for fiscal year 2022 under which sales commissions for renewals of subscription contracts are not commensurate with the commissions paid on initial contracts. Under the new sales incentive plan, we defer incremental commissions related to initial contracts and amortize such costs over the expected period of benefit, which we determined to be five years. Renewal commissions are amortized over the renewal period except when such period is one year or less and the practical expedient applies. Amortization is recognized consistently with the pattern of revenue recognition of the respective performance obligations to which the contract costs relate. Amortization of deferred contract acquisition costs is included in sales and marketing expense in the condensed consolidated statements of operations. We periodically review deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. There were no impairment losses recorded during the three and nine months ended October 31, 2021 and 2020. Cost of Revenue Licenses Cost of licenses revenue consists of all direct costs to deliver our licenses to customers, amortization of software development costs, direct costs related to third-party software resales, and amortization of acquired developed technology. Subscription Services Cost of subscription services revenue primarily consists of personnel-related expenses of our customer support and technical support teams, including salaries and bonuses, stock-based compensation expense, and employee benefit costs. Cost of subscription services revenue also includes third-party consulting services, hosting costs related to our SaaS products, amortization of acquired developed technology and capitalized software development costs related to SaaS products, and allocated overhead. Overhead is allocated to cost of subscription services revenue based on applicable headcount. We recognize these expenses as they are incurred. Professional Services and Other Cost of professional services and other revenue primarily consists of personnel-related expenses of our professional services team, including salaries and bonuses, stock-based compensation expense, and employee benefit costs. Cost of professional services and other revenue also includes third-party consulting services and allocated overhead. Overhead is allocated to cost of professional services and other revenue based on applicable headcount. We recognize these expenses as they are incurred. Stock-Based Compensation We recognize stock-based compensation expense in accordance with the provisions of ASC 718, Compensation—Stock Compensation . ASC 718 requires the measurement and recognition of compensation expense for all stock-based awards made to employees, directors, and non-employees based on the grant date fair value of the awards. The fair value of each stock option is determined using the Black-Scholes pricing model. The fair value of each restricted stock unit (“RSU”) and restricted stock award (“RSA”) is determined based on the fair value of the Company’s Class A common stock on the grant date. The fair value of employee stock purchase plan shares is determined using the Black-Scholes pricing model. Prior to the IPO, the Company estimated the fair value of its Class A common stock for financial reporting purposes as of each grant date based on numerous objective and subjective factors and management’s judgement. Subsequent to the IPO, the Company determines the fair value using the market closing price of its Class A common stock on the date of grant. Stock-based compensation expense is included in cost of revenue and operating expenses within our condensed consolidated statements of operations based on the expense classification of the individual earning the award. The fair value of awards with only service-based vesting conditions is recognized as expense over the requisite service period on a straight-line basis. The fair value of awards that contain both service-based and performance-based vesting conditions, such as RSUs that were granted under the UiPath, Inc. 2018 Stock Plan (the “2018 Plan”) before our IPO, are recognized as expense using the accelerated attribution method once it is probable that the performance condition will be met. Segment Information Operating segments are defined as components of an entity for which discrete financial information is available and is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in making decisions regarding resource allocation and performance assessment. The Company’s CODM is its Chief Executive Officer. The Company has determined that it has one operating and reportable segment as the CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. Internal-Use Software Pursuant to ASC 350-40, Internal Use Software, we capitalize costs incurred to implement cloud computing arrangements that are service contracts and costs incurred to develop internal-use software, including our SaaS products. ASC 350-40 prescribes capitalization of costs incurred during the application development stage, costs incurred to develop or obtain software that allows for access to or conversion of old data by new systems, and costs incurred in connection with upgrades and enhancements to internal-use software if it is probable that such expenditures will result in additional functionality. These capitalized costs exclude training costs, project management costs, and data migration costs. We evaluate our long-lived assets, including these capitalized costs, for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. Capitalized costs related to the implementation of cloud computing arrangements are amortized on a straight-line basis over the terms of the associated hosting arrangements and are recorded under operating expenses in the same line item on the condensed consolidated statements of operations as the associated hosting arrangement fees. These capitalized costs were $2.7 million and $2.6 million as of October 31, 2021 and January 31, 2021, respectively, and are recorded in other assets, non-current on our condensed consolidated balance sheets. Related amortization expense for the three months ended October 31, 2021 and 2020 was $0.2 million and $0.1 million, respectively. Related amortization expense for the nine months ended October 31, 2021 and 2020 was $0.6 million and $0.3 million, respectively. Costs incurred to develop our SaaS products are capitalized and amortized on a straight-line basis over the product’s estimated useful life of five years and are included in cost of subscription services revenue on the condensed consolidated statements of operations. Capitalized costs include salaries, benefits, and stock-based compensation charges for employees that are directly involved in developing our SaaS products. These capitalized costs are included in other assets, non-current on the condensed consolidated balance sheets and were $10.2 million and $4.4 million as of October 31, 2021 and January 31, 2021, respectively. Related amortization expense was $0.3 million and $0.1 million for the three months ended October 31, 2021 and 2020, respectively. Related amortization expense for the nine months ended October 31, 2021 and 2020 was $0.8 million and $0.2 million, respectively. Software Development Costs We account for costs incurred to develop software to be licensed in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed . ASC 985-20 requires all costs incurred to establish technological feasibility to be expensed as they are incurred. Technological feasibility is established when the working model is complete. Costs incurred subsequent to establishing technological feasibility are capitalized until the product is available for general release to customers, at which point they are amortized on a product by product basis. Capitalized costs are included in other assets, non-current on the condensed consolidated balance sheets. These costs are amortized on a straight-line basis over the software’s estimated useful life of five years and are included in cost of licenses revenue in the condensed consolidated statements of operations. Management evaluates the remaining useful life of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. Capitalized software development costs were $4.4 million and $2.9 million as of October 31, 2021 and January 31, 2021, respectively. Related amortization expense was $0.1 million and $0.2 million for the three months ended October 31, 2021 and 2020, respectively. Related amortization expense for the nine months ended October 31, 2021 and 2020 was $0.4 million and $0.5 million, respectively. Variable Interest Entity When we make an initial investment in or establish other variable interests in an entity, we determine whether that entity is considered a variable interest entity ("VIE"), and, if so, whether we are the primary beneficiary of that VIE. The primary beneficiary of a VIE is a party that meets both of the following criteria: (1) it has the power to direct the activities that most significantly impact the economic performance of the VIE; and (2) it has the obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. Periodically, we assess whether any change in our interest in or relationship with the entity affects our determination as to whether the entity is still a VIE, and, if so, whether we are the primary beneficiary. We consolidate any VIE of which we are the primary beneficiary. If we are not the primary beneficiary of a VIE, we account for the investment or other variable interests in that VIE in accordance with the applicable accounting guidance. During the third quarter of fiscal 2022, we entered into an agreement whereby we have acquired a variable interest in a special purpose limited liability company ("the LLC") owned by our Chief Executive Officer, that owns a specific aircraft. This arrangement allows us to use the aircraft, when available, for business purposes in the course of our normal operations at rates that approximate the cost of operating the aircraft but that do not exceed current market rates. We determined at the inception of this agreement that the LLC is a VIE. Our variable interest is limited to sharing cost savings; we do not have any obligation to fund losses of the LLC, do not have a minimum commitment related to our use of the aircraft, have not guaranteed the VIE's debt, and do not have any other involvement with the LLC. We have determined that the governance structure of the LLC does not allow us to direct the activities that would significantly impact its economic performance, such as approving terms or pricing associated with the chartering of the aircraft or participating in decision-making related to financing. As such, we are not the primary beneficiary of the LLC and accordingly do not consolidate it in our condensed consolidated financial statements. Recently Adopted Accounting Pronouncements As an emerging growth company, the Jumpstart Our Business Startups Act (“JOBS Act”) allows us to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We have elected to use this extended transition period under the JOBS Act. In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU No. 2020-06 simplifies accounting for convertible instruments by removing certain separation models required under current U.S. GAAP. ASU No. 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, and it revises the guidance in ASC 260, Earnings Per Share , to require entities to calculate diluted earnings per share for convertible instruments by using the if-converted method. We early adopted ASU No. 2020-06 on a retrospective basis on February 1, 2021, and the adoption did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805)—Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , to amend the current accounting guidance in ASC 805 to require entities to apply ASC 606 to recognize and measure contract assets and contract liabilities acquired in a business combination. ASU No. 2021-08 will be effective for us beginning February 1, 2024. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU No. 2019-12 removes certain exceptions associated with (i) intraperiod tax allocations, (ii) recognition of deferred tax liabilities for equity method investments of foreign subsidiaries, and (iii) the calculation of income taxes in an interim period when in a loss position within the framework of ASC 740. ASU No. 2019-12 also clarifies and amends existing guidance to improve consistent application. ASU No. 2019-12 will be effective for us beginning February 1, 2022, and for interim periods in fiscal years beginning February 1, 2023. We are currently evaluating the impact of this pronouncement on our condensed 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, to amend the current accounting guidance which requires the measurement of all expected losses to be based on historical experience, current conditions, and reasonable and supportable forecasts. For trade receivables, contract assets, and other financial instruments, we will be required to use a forward-looking expected loss model that reflects probable losses rather than the incurred loss model for recognizing credit losses. ASU No. 2016-13 will be effective for us beginning February 1, 2023. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our condensed consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Oct. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Disaggregation of Revenue The following tables present revenue by region, according to the location of those customers from which the revenue was generated (in thousands except percentages): Three Months Ended October 31, 2021 2020 Amount Percentage of Amount Percentage of Americas (1) $ 111,302 50 % $ 68,426 46 % Europe, Middle East, and Africa 63,333 29 % 42,228 29 % Asia-Pacific (2) 46,181 21 % 36,635 25 % Total revenue $ 220,816 100 % $ 147,289 100 % (1) Revenue from the United States represented 44% and 41% of our total revenues for the three months ended October 31, 2021 and 2020, respectively. (2) Revenue from Japan represented 9% and 12% of our total revenues for the three months ended October 31, 2021 and 2020, respectively. Nine Months Ended October 31, 2021 2020 Amount Percentage of Amount Percentage of Americas (1) $ 285,194 47 % $ 171,320 43 % Europe, Middle East, and Africa 173,822 29 % 118,391 30 % Asia-Pacific (2) 143,538 24 % 110,057 27 % Total revenue $ 602,554 100 % $ 399,768 100 % (1) Revenue from the United States represented 42% and 38% of our total revenues for the nine months ended October 31, 2021 and 2020, respectively. (2) Revenue from Japan represented 12% and 15% of our total revenues for the nine months ended October 31, 2021 and 2020, respectively. Deferred Revenue During the nine months ended October 31, 2021 and 2020, we recognized $179.3 million and $107.1 million of revenue that was included in the deferred revenue balance as of January 31, 2021 and 2020, respectively . Remaining Performance Obligations Our remaining performance obligations are comprised of licenses, subscription services, and professional services and other revenue not yet delivered. As of October 31, 2021, the aggregate amount of transaction price allocated to remaining performance obligations was $579.5 million, which consists of $312.0 million of billed consideration and $267.5 million of unbilled consideration. Of this aggregate amount, we expect to recognize 62% as revenue over the next 12 months, and the remainder thereafter. Deferred Contract Acquisition Costs Our deferred contract acquisition costs are comprised of sales commissions that represent incremental costs to obtain customer contracts, and are determined based on sales compensation plans. Amortization of deferred contract acquisition costs was $8.9 million and $9.5 million for the three months ended October 31, 2021 and 2020, respectively, and $19.9 million and $28.5 million for the nine months ended October 31, 2021 and 2020, respectively. |
Marketable Securities
Marketable Securities | 9 Months Ended |
Oct. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities The following is a summary of our marketable securities (in thousands): As of October 31, 2021 Amortized Cost Gross Gross Estimated Fair Value Commercial paper $ 11,997 $ — $ — $ 11,997 Corporate bonds 96,549 — (90) 96,459 Municipal bonds 6,631 1 — 6,632 Total marketable securities $ 115,177 $ 1 $ (90) $ 115,088 As of January 31, 2021 Amortized Cost Gross Gross Estimated Fair Value Commercial paper $ 23,171 $ — $ — $ 23,171 Corporate bonds 79,674 7 (24) 79,657 Total marketable securities $ 102,845 $ 7 $ (24) $ 102,828 As of October 31, 2021, $13.1 million of our marketable securities had remaining contractual maturities of one year or more, and the remainder had contractual maturities of less than one year. As of January 31, 2021, the contractual maturities of all of our marketable securities were less than one year. To determine whether any decline in the fair value of our marketable securities is other-than temporary, we evaluate, among other factors, the duration and extent to which the fair value has been less than the carrying value and our intent and ability to retain the marketable securities for a period of time sufficient to allow for any anticipated recovery in fair value. Based on available evidence, we concluded that the gross unrealized losses on our marketable securities as of October 31, 2021 and January 31, 2021 are temporary in nature. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following tables present the fair value hierarchy of our financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2021 and January 31, 2021 (in thousands): As of October 31, 2021 Level 1 Level 2 Total Financial assets: Money market $ 1,105,537 $ — $ 1,105,537 Corporate bonds — 1,174 1,174 Total cash equivalents 1,105,537 1,174 1,106,711 Commercial paper — 11,997 11,997 Corporate bonds — 96,459 96,459 Municipal bonds — 6,632 6,632 Total marketable securities — 115,088 115,088 Foreign currency derivative 187 187 Total $ 1,105,537 $ 116,449 $ 1,221,986 As of January 31, 2021 Level 1 Level 2 Total Financial assets: Money market $ 198,523 $ — $ 198,523 Commercial paper — 19,999 19,999 Corporate bonds — 1,477 1,477 Total cash equivalents 198,523 21,476 219,999 Commercial paper — 23,171 23,171 Corporate bonds — 79,657 79,657 Total marketable securities — 102,828 102,828 Total $ 198,523 $ 124,304 $ 322,827 Financial liabilities: Foreign currency derivative $ — $ 571 $ 571 Total $ — $ 571 $ 571 Our money market funds are classified within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. We classify commercial paper, corporate bonds, and municipal bonds within Level 2 because they are valued using inputs other than quoted prices which are directly or indirectly observable in the market, including readily available pricing sources for the identical underlying security which may not be actively traded. Our derivative financial instruments consist principally of foreign currency forward contracts that are valued using significant observable inputs. As such, they are classified within Level 2 of the fair value hierarchy. None of our financial instruments were classified in the Level 3 category as of October 31, 2021 or January 31, 2021. |
Business Acquisition
Business Acquisition | 9 Months Ended |
Oct. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Acquisition | Business Acquisition On March 19, 2021, we acquired all of the outstanding capital stock of Cloud Elements Inc. (“Cloud Elements”), the provider of an API integration platform for SaaS application providers and the digital enterprise. The acquisition of Cloud Elements brings technology and an experienced team which we believe will accelerate our technology roadmap in areas such as native integrations and system event automation triggers. The total purchase consideration for the acquisition of Cloud Elements was $36.1 million, which consisted of the following (in thousands): Amount Cash $ 5,660 Fair value of common stock 30,467 Total $ 36,127 The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): March 19, 2021 Cash $ 162 Accounts receivable 743 Other assets 1,996 Intangible assets 11,200 Goodwill 27,686 Total assets acquired 41,787 Total liabilities assumed (5,660) Total $ 36,127 The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition: Fair Value Estimated Useful Life Developed technology $ 6,600 5.0 Customer relationships 4,500 3.0 Trade name 100 3.0 Total $ 11,200 The acquisition of Cloud Elements generated $27.7 million in goodwill due to the synergies expected and the skilled workforce acquired. None of this goodwill is deductible for tax purposes. The Company incurred transaction costs in connection with the Cloud Elements acquisition of $1.1 million. Of these transaction costs, $0.9 million was included in general and administrative expenses in the condensed consolidated statements of operations for the nine months ended October 31, 2021, and the remainder was recognized previously. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible Assets, Net Acquired intangible assets, net consisted of the following as of October 31, 2021 (dollars in thousands): Intangible Assets, Accumulated Intangible Weighted- Developed technology $ 19,043 $ (5,821) $ 13,222 3.6 Customer relationships 5,028 (1,086) 3,942 2.5 Trade names and trademarks 276 (173) 103 2.1 Other intangibles 1,231 (31) 1,200 8.5 Total $ 25,578 $ (7,111) $ 18,467 Acquired intangible assets, net consisted of the following as of January 31, 2021 (dollars in thousands): Intangible Assets, Accumulated Intangible Weighted- Developed technology $ 13,083 $ (3,350) $ 9,733 3.7 Customer relationships 527 (111) 416 3.8 Trade names and trademarks 66 (24) 42 1.8 Total $ 13,676 $ (3,485) $ 10,191 We record amortization expense associated with acquired developed technology in cost of licenses revenue and cost of subscription services revenue, trade names and trademarks in sales and marketing expense, customer relationships in sales and marketing expense, and other intangibles in general and administrative expense in the condensed consolidated statements of operations. Amortization of acquired intangible assets for the three months ended October 31, 2021 and 2020 was $1.4 million and $0.7 million, respectively. Amortization of acquired intangible assets for the nine months ended October 31, 2021 and 2020 was $3.7 million and $1.9 million, respectively. The expected future amortization expenses related to intangible assets as of October 31, 2021 were as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 1,414 Year ending January 31, 2023 5,643 2024 5,612 2025 3,601 2026 1,449 Thereafter 748 Total $ 18,467 Goodwill The changes in the carrying amounts of goodwill during the period were as follows (in thousands): Carrying Balance as of January 31, 2021 $ 28,059 Acquisition of Cloud Elements 27,686 Effect of foreign currency translation (1,288) Balance as of October 31, 2021 $ 54,457 |
Operating Leases
Operating Leases | 9 Months Ended |
Oct. 31, 2021 | |
Leases [Abstract] | |
Operating Leases | Operating Leases Our operating leases consist of real estate and vehicles and have remaining lease terms of one year to 16 years. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend the lease when it is reasonably certain that we will exercise those options. Our operating lease arrangements do not contain any material restrictive covenants or residual value guarantees. On September 24, 2021, we entered into an agreement of lease for office space on the 60th floor of One Vanderbilt Avenue, New York, New York, to serve as our new corporate headquarters. The initial term of the lease extends through March 31, 2038. Annual rent of approximately $4.0 million is payable on a monthly basis beginning in March 2023, and is subject to escalation every five years thereafter. Lease costs are presented below (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Operating lease cost $ 2,433 $ 1,814 $ 6,013 $ 5,522 Short-term lease cost 1,133 1,744 2,989 7,888 Variable lease cost 139 50 413 609 Total $ 3,705 $ 3,608 $ 9,415 $ 14,019 Weighted-average lease term and discount rate related to our operating lease right-of-use assets and lease liabilities were as follows: As of October 31, 2021 January 31, 2021 Weighted-average remaining lease term (years) 13.5 3.8 Weighted-average discount rate 6 % 8 % Future undiscounted lease payments for our operating lease liabilities as of October 31, 2021 were as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 2,188 Year ending January 31, 2023 4,185 2024 9,838 2025 7,908 2026 5,667 Thereafter 54,084 Total operating lease payments 83,870 Less: imputed interest (29,571) Total operating lease liabilities $ 54,299 As of October 31, 2021, we had non-cancellable commitments in the amount of $0.8 million related to operating leases of real estate facilities that have not yet commenced. Supplemental cash flow information related to leases for the three and nine months ended October 31, 2021 and 2020 was as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Cash paid for operating leases $ 1,606 $ 1,435 $ 5,457 $ 6,074 Non-cash activities: Right-of-use assets obtained in exchange for new operating lease liabilities $ 33,492 $ — $ 35,082 $ 76 Current operating lease liabilities of $3.1 million and $5.9 million were included in accrued expenses and other current liabilities |
Condensed Consolidated Balanc_3
Condensed Consolidated Balance Sheet Components | 9 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Condensed Consolidated Balance Sheet Components | Condensed Consolidated Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Prepaid expenses $ 28,194 $ 21,302 Value-added taxes receivable 3,125 7,178 Other receivables 6,059 4,002 Supplier advances 7,103 17,270 Other 187 — Prepaid expenses and other current assets $ 44,668 $ 49,752 Property and Equipment, Net Property and equipment, net consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Computers and equipment $ 20,499 $ 16,408 Leasehold improvements 9,442 10,711 Furniture and fixtures 4,958 5,590 Other 267 177 Property and equipment, gross 35,166 32,886 Less: accumulated depreciation (20,978) (18,064) Property and equipment, net $ 14,188 $ 14,822 Depreciation expense for the three months ended October 31, 2021 and 2020 was $1.7 million and $2.1 million, respectively. Depreciation expense for the nine months ended October 31, 2021 and 2020 was $5.2 million and $6.5 million, respectively. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Accrued expenses $ 18,461 $ 11,955 Withholding tax from employee equity transactions 28,982 — Employee stock purchase plan withholdings 13,626 — Payroll taxes payable 3,714 2,035 Income tax payable 4,829 4,022 Value-added taxes payable 3,356 8,945 Operating lease liabilities, current 3,135 5,924 Other 6,336 3,779 Accrued expenses and other current liabilities $ 82,439 $ 36,660 |
Credit Agreement and Facility
Credit Agreement and Facility | 9 Months Ended |
Oct. 31, 2021 | |
Debt Disclosure [Abstract] | |
Credit Agreement and Facility | Credit Agreement and Facility On October 30, 2020, we entered into a Senior Secured Credit Facility (the “Credit Facility”) with HSBC Ventures USA Inc., Silicon Valley Bank, Sumitomo Mitsui Banking Corporation, and Mizuho Bank, LTD. The Credit Facility replaced the two-year $100.0 million senior secured revolving credit agreement described in the Final Prospectus, which was repaid in full in July 2020. Substantive changes from that agreement include a credit limit of $200.0 million, an extension of maturity to October 30, 2023 and the removal of certain financial covenants. The Credit Facility contains certain customary covenants, including, but not limited to, those relating to additional indebtedness, liens, asset divestitures, and affiliate transactions. We may use the proceeds of future borrowings under the Credit Facility for refinancing other indebtedness, working capital, capital expenditures and other general corporate purposes, including permitted business acquisitions. Our obligations under the Credit Facility are secured by substantially all of our assets, except for our intellectual property. As of October 31, 2021 and January 31, 2021, there were no amounts outstanding and we were in compliance with all covenants under the Credit Facility. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Letters of Credit We had a total of $5.2 million and $4.1 million in letters of credit outstanding in favor of certain landlords for office space and for credit line facilities as of October 31, 2021 and January 31, 2021, respectively. These letters of credit renew annually and expire on various dates through fiscal year 2023. Indemnification In the ordinary course of business, we may provide indemnification of varying scope and terms to customers, vendors, investors, directors, and officers with respect to certain matters, including, but not limited to, losses arising out of our breach of such agreements, services to be provided by us, or from intellectual property infringement claims made by third parties. These indemnification provisions may survive termination of the underlying agreement and the potential amount of future payments we could be required to make under these indemnification provisions may not be subject to maximum loss clauses. The maximum potential amount of future payments we could be required to make under these indemnification provisions is indeterminable. As of October 31, 2021 and January 31, 2021, we have not accrued a liability for these indemnification arrangements because the likelihood of incurring a payment obligation, if any, in connection with these indemnification arrangements was remote. Defined Contribution Plans We sponsor defined contribution plans for qualifying employees, including a 401(k) Plan in the United States to which we make matching contributions of 50% of participating employee contributions. Our total matching contribution to the 401(k) Plan was $1.4 million and $0.7 million for the three months ended October 31, 2021 and 2020, respectively, and $6.1 million and $3.7 million for the nine months ended October 31, 2021 and 2020, respectively. Litigation From time to time, we may be involved in lawsuits, claims, investigations, and proceedings, consisting of intellectual property, commercial, employment, and other matters, which arise in the ordinary course of business. In accordance with ASC 450, Contingencies , we make a provision for a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. We are not presently a party to any litigation the outcome of which we believe, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows, or financial condition. We have determined that the existence of a material loss is neither probable nor reasonably possible. Warranty We warrant to customers that our platform will operate substantially in accordance with its specifications. Historically, no significant costs have been incurred related to product warranties. Based on such historical experience, the probability of incurring such costs in the future is deemed remote. As such, no accruals for product warranty costs have been made. Other Commitments Certain executives’ employment agreements contain provisions providing for severance upon termination. Due to the growth in the fair value of our common stock combined with the timing between when certain employees began employment with us and the date that their stock options were granted, the actual exercise price of the grants made to certain employees was higher than the price in effect at the time of their hire. In order to compensate the individuals for the increased exercise price, we have granted long-term incentive awards consisting of cash payments equal to the difference between the exercise price in effect at the hire date of these employees and the actual granted exercise price multiplied by the number of shares of common stock subject to the stock options granted. We have recorded $0.3 million and $0.9 million within accrued expenses and other current liabilities on the condensed consolidated balance sheets and have additional unrecorded commitments to these employees of $1.1 million and $3.4 million as of October 31, 2021 and January 31, 2021, respectively. Non-Cancelable Purchase Obligations In the normal course of business, we enter into non-cancelable purchase commitments with various parties mainly for hosting services and software products and services. As of October 31, 2021, we had outstanding non-cancelable purchase obligations with a term of 12 months or longer as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 2,492 Year ending January 31, 2023 14,501 2024 11,989 2025 5,052 2026 13 Thereafter — Total $ 34,047 |
Convertible Preferred Stock and
Convertible Preferred Stock and Stockholders Equity (Deficit) | 9 Months Ended |
Oct. 31, 2021 | |
Equity [Abstract] | |
Convertible Preferred Stock and Stockholders’ Equity (Deficit) | Convertible Preferred Stock and Stockholders’ Equity (Deficit) Convertible Preferred Stock In February 2021, we issued to certain investors approximately 12.0 million shares of Series F convertible preferred stock at a purchase price of $62.28 per share, for an aggregate purchase price of $750.0 million. Immediately prior to the completion of the IPO, all convertible preferred stock outstanding, totaling approximately 306.3 million shares, was automatically converted into an equivalent number of shares of Class A common stock on a one-to-one basis and their carrying value of $1,971.8 million was reclassified to stockholders’ equity. Preferred Stock In April 2021, we amended and restated our certificate of incorporation, which authorized 20.0 million shares of preferred stock. Common Stock In April 2021, we amended and restated our certificate of incorporation, which authorized a total of 2.0 billion shares of Class A common stock and 115.7 million shares of Class B common stock. Each share of Class B common stock will convert automatically into Class A common stock, on a one-to-one basis, upon certain circumstances, including: (1) the sale or transfer of such share of Class B common stock (except under certain circumstances described in the amended and restated certificate of incorporation), (2) a date fixed by the board of directors that is no less than 120 days and no more than 180 days following the date that the number of shares of Class B common stock outstanding is less than 20% of the number of shares of Class B common stock outstanding immediately prior to the completion of the IPO, or (3) six months after the death or incapacity of Daniel Dines. The Class A common stock is entitled to one vote per share and the Class B common stock is entitled to thirty-five votes per share. We have reserved 2.8 million shares of our Class A common stock to fund our social impact and environmental, social, and governance initiatives. Accumulated Other Comprehensive Income (Loss) For the nine months ended October 31, 2021 and 2020, changes in the components of accumulated other comprehensive income (loss) were as follows (in thousands): Foreign Currency Translation Adjustments Unrealized Gain (Loss) on Marketable Securities Accumulated Other Comprehensive Income (Loss) Balance as of January 31, 2021 $ (12,504) $ (17) $ (12,521) Other comprehensive income (loss), net of tax 16,424 (72) 16,352 Balance as of October 31, 2021 $ 3,920 $ (89) $ 3,831 Foreign Currency Translation Adjustments Unrealized Gain (Loss) on Marketable Securities Accumulated Other Comprehensive Income (Loss) Balance as of January 31, 2020 $ 6,226 $ — $ 6,226 Other comprehensive (loss), net of tax (10,083) — (10,083) Balance as of October 31, 2020 $ (3,857) $ — $ (3,857) |
Equity Incentive Plans and Stoc
Equity Incentive Plans and Stock-Based Compensation | 9 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Equity Incentive Plans and Stock-Based Compensation | Equity Incentive Plans and Stock-Based Compensation Prior Stock Plans In June 2015, we adopted our 2015 Stock Plan (the “2015 Plan”). The 2015 Plan was terminated in June 2018 in connection with the adoption of the 2018 Plan. Accordingly, no shares are available for future issuances under the 2015 Plan following the adoption of the 2018 Plan. In June 2018, we adopted the 2018 Plan, which provides for grants of stock-based awards, including RSUs, RSAs, and stock options. The 2018 Plan was terminated in April 2021 in connection with the adoption of our 2021 Stock Plan (the “2021 Plan”). Accordingly, no shares are available for future issuances under the 2018 Plan following the adoption of the 2021 Plan. 2021 Stock Plan In April 2021, prior to and in connection with the IPO, we adopted the 2021 Plan, which provides for grants of incentive stock options, nonstatutory stock options, stock appreciation rights, RSAs, RSUs, performance awards, and other forms of awards. We have reserved 118.8 million shares of our Class A common stock to be issued under the 2021 Plan. In addition, the number of shares of our Class A common stock reserved for issuance under the 2021 Plan will automatically increase on February 1 of each year for a period of ten years, beginning on February 1, 2022 and continuing through February 1, 2031, in an amount equal to (1) 5% of the total number of shares of our common stock (both Class A and Class B) outstanding on the preceding January 31, or (2) a lesser number of shares determined by our board of directors no later than the February 1 increase. 2021 Employee Stock Purchase Plan In April 2021, prior to and in connection with the IPO, we adopted our 2021 Employee Stock Purchase Plan (the “2021 ESPP”). The 2021 ESPP authorizes the issuance of 10.5 million shares of our Class A common stock under purchase rights granted to our employees or to employees of any of our designated affiliates. The number of shares of our Class A common stock reserved for issuance will automatically increase on February 1 of each year for a period of ten years, beginning on February 1, 2022 and continuing through February 1, 2031, by the lesser of (i) 1% of the total number of shares of our common stock (both Class A and Class B) outstanding on the preceding January 31; and (ii) 15.5 million shares, except before the date of any such increase, our board of directors may determine that such increase will be less than the amount set forth in clauses (i) and (ii) above. The initial offering period began on April 21, 2021, and the first purchase date will fall on December 20, 2021, on which date participants will purchase shares at the lesser of (1) 85% of the fair market value our Class A common stock on April 21, 2021, and (2) 85% of the fair market value of our Class A common stock on December 20, 2021. As of October 31, 2021, total unrecognized compensation expense related to the 2021 ESPP was approximately $1.9 million, which is to be recognized over a weighted-average remaining period of 0.1 years. Stock Options Stock option activity during the nine months ended October 31, 2021 consisted of the following: Stock Weighted- Weighted-Average Aggregate Outstanding as of January 31, 2021 23,013 $ 1.58 7.9 $ 1,207,831 Granted 779 $ 0.10 Exercised (7,723) $ 1.18 Forfeited (380) $ 2.44 Expired (7) $ 2.40 Outstanding as of October 31, 2021 15,682 $ 1.69 7.4 $ 761,567 Vested and exercisable as of October 31, 2021 7,915 $ 1.30 6.9 $ 387,410 The weighted-average grant date fair value of stock options granted during the nine months ended October 31, 2021 and 2020 was $64.48 and $10.42 per share, respectively. The intrinsic value of stock options exercised during the nine months ended October 31, 2021 and 2020 was $460.4 million and $92.2 million, respectively. During the nine months ended October 31, 2021 and 2020, our compensation committee approved modifications to certain stock options, including acceleration of the service-based vesting condition of certain employee stock options upon termination and extension of the exercise period of certain outstanding employee stock options. Incremental expense associated with these modifications was $2.9 million and $3.2 million for the nine months ended October 31, 2021 and 2020, respectively. Unrecognized compensation expense associated with unvested stock options granted and outstanding as of October 31, 2021, was $110.5 million, which is to be recognized over a weighted-average remaining period of 2.8 years. Early Exercised Options Certain stock option holders have the right to exercise unvested options, subject to a repurchase right held by us at the original exercise price, in the event of voluntary or involuntary termination of employment of the option holders, until the options are fully vested. As of October 31, 2021, there were outstanding 1.0 million shares underlying unvested stock options that had been early exercised. The cash proceeds associated with these early exercises are recorded within accrued expenses and other current liabilities and other liabilities, non-current in our condensed consolidated balance sheets, depending upon the future vesting dates of the associated options. Such accrued amounts totaled $3.1 million and $5.9 million as of October 31, 2021 and January 31, 2021, respectively. Proceeds are transferred to additional paid-in capital at the time of option vesting. Restricted Stock Units RSU activity during the nine months ended October 31, 2021 consisted of the following: RSUs (in thousands) Weighted-Average Grant Unvested as of January 31, 2021 34,753 $ 10.80 Granted 7,721 $ 61.97 Vested (1) (22,941) $ 8.59 Forfeited (1,089) $ 20.24 Unvested as of October 31, 2021 18,444 $ 34.55 (1) Class A common stock has not been issued in connection with 11,341 vested RSUs because such RSUs were unsettled as of October 31, 2021. The vesting date fair value of RSUs that vested during the nine months ended October 31, 2021 and 2020 was $1,309.2 million and none, respectively. Prior to the IPO, the Company granted RSUs that vested on the satisfaction of both a service-based condition and a performance-based condition. The performance-based vesting condition was deemed satisfied on April 23, 2021, the date that the Company completed the IPO. Upon closing of the IPO, the Company recognized $233.0 million of cumulative stock-based compensation expense for the portion of these RSUs for which the service-based vesting condition had been fully or partially satisfied. During the nine months ended October 31, 2021, our compensation committee approved modifications to allow accelerated vesting of approximately 0.2 million RSUs, resulting in the recognition of $10.9 million of incremental expense. In addition, during the nine months ended October 31, 2021, our compensation committee approved adjustments to the vesting schedules of our unvested RSUs which standardize their future vesting schedules by shifting each vesting date to the first day of the calendar quarter in which that vesting date was originally scheduled to occur. These adjustments caused a slight reduction in service periods for the affected tranches and resulted in $2.2 million of expense acceleration for the nine months ended October 31, 2021. As of October 31, 2021, total unrecognized compensation expense related to unvested RSUs was approximately $447.7 million, which is to be recognized over a weighted-average remaining period of 2.8 years. Restricted Stock Awards In September 2020, we issued approximately 0.1 million RSAs to a member of our board of directors at a grant date fair value of $33.22 per share, totaling $4.0 million. Such RSAs vest monthly over four years from the grant date. The unvested shares are subject to a repurchase right held by us at the original purchase price. As of October 31, 2021, total unrecognized compensation expense related to unvested RSAs was $2.9 million and will be recognized over the remaining vesting period of 2.9 years. Tax Withholdings on Employee Equity Transactions For the majority of our tax jurisdictions, we have adopted sell-to-cover as the tax withholding method for equity awards upon settlement, pursuant to which shares with a market value equivalent to the tax withholding obligations are sold on behalf of the holder of the awards to cover the tax withholding liability, and the cash proceeds from such sales are remitted by the Company to taxing authorities. For certain other tax jurisdictions where selling restrictions exist, the Company may issue net shares and remit tax liabilities to the relevant tax authorities on behalf of the award holders, or may accept employee payment of tax withholdings in cash. Stock-based Compensation Expense We classified stock-based compensation expense in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Cost of revenue $ 6,350 $ 665 $ 37,056 $ 1,688 Sales and marketing 41,823 5,116 202,122 10,744 Research and development 24,866 3,169 114,460 7,796 General and administrative 22,064 39,814 84,913 45,566 Total $ 95,103 $ 48,764 $ 438,551 $ 65,794 The expense presented in the above table is net of capitalized stock-based compensation relating to software development costs of $2.2 million and $4.5 million for the three and nine months ended October 31, 2021, respectively. There was no capitalized stock-based compensation relating to software development costs for the three and nine months ended October 31, 2020. |
Income Taxes
Income Taxes | 9 Months Ended |
Oct. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our tax provision for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items arising in the applicable quarter. In each quarter, we update the estimated annual effective tax rate and make a year-to-date adjustment to the provision. The estimated annual effective tax rate is subject to significant volatility due to several factors, including our ability to accurately predict the proportion of our pretax income in multiple jurisdictions and certain book-tax differences. We had a provision for income taxes of $3.1 million and $1.6 million for the three months ended October 31, 2021 and 2020, respectively. Our effective tax rate was (2.6%) and (2.3%) for the three months ended October 31, 2021 and 2020, respectively. For the three months ended October 31, 2021 and 2020, the provision for income taxes differed from the U.S. federal statutory rate primarily as a result of not recognizing deferred tax assets for losses due to a full valuation allowance and due to tax rate differences between the United States and foreign countries. We had a provision for income taxes of $6.3 million and $4.4 million for the nine months ended October 31, 2021 and 2020, respectively. Our effective tax rate was (1.4%) and (3.8%) for the nine months ended October 31, 2021 and 2020, respectively. For the nine months ended October 31, 2021 and 2020, the provision for income taxes differed from the U.S. federal statutory rate primarily as a result of not recognizing deferred tax assets for losses due to a full valuation allowance and due to tax rate differences between the United States and foreign countries. The realization of tax benefits of net deferred tax assets (“DTAs”) is dependent upon future levels of taxable income of an appropriate character in the periods the items are expected to be deductible or taxable. Based on the available objective evidence during the nine months ended October 31, 2021, we believe it is more likely than not that the tax benefits of DTAs associated with the U.S. and Romania may not be realized. Accordingly, we recorded a full valuation allowance against the U.S. and Romania DTAs. We intend to maintain each of these full valuation allowances until sufficient positive evidence exists to support a reversal of, or decrease in, the valuation allowance. As of October 31, 2021, there is no valuation allowance recorded against DTAs associated with Japan, as we believe it is more likely than not that we will realize such assets during the prescribed statutory period. As of October 31, 2021, we had gross unrecognized tax benefits totaling $2.2 million related to income taxes, which would impact the effective tax rate if recognized. Of this amount, the total liability pertaining to uncertain tax positions was $0.5 million, excluding interest and penalties, which are accounted for as a component of our income tax provision. The tax positions of the Company and its subsidiaries are subject to income tax audits in multiple tax jurisdictions globally, and the Company believes that is has provided adequate reserves for its income tax uncertainties in all open tax years. At this time, we do not expect any significant changes in the next 12 months. |
Net Loss Per Share Attributable
Net Loss Per Share Attributable to Common Stockholders | 9 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share Attributable to Common Stockholders | Net Loss Per Share Attributable to Common Stockholders The following tables set forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented (in thousands except per share amounts): Three Months Ended October 31, 2021 2020 Class A Class B Class A Class B Numerator: Net loss $ (103,747) $ (19,040) $ (22,969) $ (47,827) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 449,265 82,453 55,570 115,710 Net loss per share attributable to common stockholders, basic and diluted $ (0.23) $ (0.23) $ (0.41) $ (0.41) Nine Months Ended October 31, 2021 2020 Class A Class B Class A Class B Numerator: Net loss $ (364,403) $ (98,073) $ (35,144) $ (83,505) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 336,301 90,510 48,707 115,731 Net loss per share attributable to common stockholders, basic and diluted $ (1.08) $ (1.08) $ (0.72) $ (0.72) Anti-dilutive common stock equivalents excluded from the computation of diluted net loss per share attributable to common stockholders are as follows (in thousands): Three Months Ended October 31, 2021 2020 Class A Class B Class A Class B Convertible preferred stock — — 294,257 — Unvested RSUs 19,491 — 32,982 — Outstanding stock options 17,308 — 35,250 — Shares subject to repurchase from RSAs and early exercised stock options 1,260 — 2,315 — Shares issuable under 2021 ESPP 422 — — — Total weighted-average anti-dilutive common stock equivalents 38,481 — 364,804 — Nine Months Ended October 31, 2021 2020 Class A Class B Class A Class B Convertible preferred stock 90,936 — 287,207 — Unvested RSUs 24,917 — 30,109 — Outstanding stock options 19,664 — 41,443 — Shares subject to repurchase from RSAs and early exercised stock options 1,729 — 1,062 — Shares issuable under 2021 ESPP 270 — — — Total weighted-average anti-dilutive common stock equivalents 137,516 — 359,821 — |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Oct. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions In March 2021, we granted an immediate family member of our Chief Executive Officer, Co-Founder, and Chairman options to purchase 7 thousand shares of Class A common stock at an exercise price of $0.10 per share, with an aggregate estimated fair value of $0.4 million. Beginning in the third quarter of fiscal 2022, we have made use of an aircraft owned by our Chief Executive Officer through a special purpose limited liability company in which we have a variable interest. The aircraft is operated by a third-party aircraft management company. The Chief Executive Officer, through the special purpose limited liability company, obtained financing for the aircraft and bears all associated operating, personnel, and maintenance costs. For the three months ended October 31, 2021, we incurred expenses of $0.6 million related to our business use of the aircraft. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsDuring November 2021, the compensation committee of our board of directors granted approximately 0.3 million RSUs and stock options to certain executives and employees. These equity awards have an approximate aggregate fair value of $13.6 million and vest over a weighted-average period of 3.8 years from the grant date. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Oct. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable regulations of the SEC regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP may be condensed or omitted. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the accompanying notes thereto for the fiscal year ended January 31, 2021, which are contained in the Final Prospectus. The unaudited condensed consolidated financial statements have been prepared on the same basis as the Company’s audited consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, that are necessary for the fair presentation of the Company’s financial information. The unaudited condensed consolidated financial statements include the financial statements of UiPath, Inc. and its wholly owned subsidiaries in which we hold a controlling financial interest or of which we are the primary beneficiary. Intercompany transactions and accounts have been eliminated in consolidation. During the third quarter of fiscal 2022, maintenance and support revenue was renamed subscription services revenue, and services and other revenue was renamed professional services and other revenue. The Company believes that the new captions better reflect the composition of the revenue streams included in these line items on the condensed consolidated statements of operations. The results of operations for the three and nine months ended October 31, 2021 and 2020 are not necessarily indicative of the results to be expected for the fiscal year ending January 31, 2022 or for any other future interim or annual period. |
Fiscal Year | Fiscal Year Our fiscal year ends on January 31. References to fiscal year 2022, for example, refer to the fiscal year ending January 31, 2022. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities at the balance sheet date and the amounts of revenue and expenses reported during the period. We evaluate estimates based on historical and anticipated results, trends, and various other assumptions. Such estimates include, but are not limited to, revenue recognition, estimated expected benefit period for deferred contract acquisition costs, allowance for doubtful accounts, fair value of financial assets and liabilities including accounting for and fair value of derivatives, fair value of acquired assets and assumed liabilities, useful lives of long-lived assets, capitalized software development costs, carrying value of operating lease right-of-use (“ROU”) assets, incremental borrowing rates for operating leases, amount of stock-based compensation expense including determination of fair value of common stock prior to the IPO, timing and amount of contingencies, and valuation allowance for deferred income taxes. Actual results could differ from these estimates and assumptions. |
Foreign Currency | Foreign Currency The functional currency of our non-U.S. subsidiaries is the local currency. Asset and liability balances denominated in non-U.S. dollar currencies are translated into U.S. dollars using period-end exchange rates, while revenue and expenses are translated using the average monthly exchange rates. Differences are included in stockholders’ equity (deficit) as a component of accumulated other comprehensive income (loss). Financial assets and liabilities denominated in currencies other than the functional currency are recorded at the exchange rate at the |
Derivative Financial Instruments | Derivative Financial Instruments Since fiscal year 2021, we use derivative financial instruments, such as foreign currency forward contracts, to manage foreign currency exposures. We account for our derivative financial instruments as either assets or liabilities and carry them at fair value. These foreign currency contracts are not designated and do not qualify as hedging instruments, as defined by Accounting Standards Codification (“ASC”) 815, Derivatives and Hedging . As of October 31, 2021 and January 31, 2021, derivative financial instruments with a fair value totaling $0.2 million and $(0.6) million, respectively, were recorded in prepaid expenses and other current assets, and accrued expenses and other current liabilities within the condensed consolidated balance sheets, respectively. We record changes in the fair value of these derivatives as a component of other (expense) income net, in the condensed consolidated statements of operations. The notional amount of foreign currency forward contracts outstanding was $123.0 million and $138.6 million as of October 31, 2021 and January 31, 2021, respectively. The net gain associated with foreign currency forward contracts was $3.1 million and $5.1 million for the three and nine months ended October 31, 2021, respectively. We did not have foreign currency forward contracts during the three and nine months ended October 31, 2020. |
Concentration of Risks | Concentration of Risks Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, and accounts receivable. We maintain our cash balance at financial institutions that management believes are high-credit, quality financial institutions, where our deposits, at times, exceed Federal Deposit Insurance Corporation (“FDIC”) limits. As of October 31, 2021 and January 31, 2021, 99% and 92%, respectively, of our cash, cash equivalents, and restricted cash were concentrated in the United States, European Union (“EU”) countries, and Japan. We extend differing levels of credit to customers based on creditworthiness, do not require collateral deposits, and when necessary maintain reserves for potential credit losses based upon the expected collectability of accounts receivable. We manage credit risk related to our customers by performing periodic evaluations of creditworthiness and applying other credit risk monitoring procedures. |
Revenue Recognition | Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, revenue is recognized when or as a customer obtains control of the promised goods and services. The amount of revenue recognized reflects the consideration to which we expect to be entitled in exchange for those goods or services. To achieve the core principle of ASC 606, we apply the following five steps: 1. Identification of the contract, or contracts, with the customer; 2. Identification of the performance obligations in the contract; 3. Determination of the transaction price; 4. Allocation of the transaction price to the performance obligations in the contract; and 5. Recognition of the revenue when, or as, a performance obligation is satisfied. Our significant performance obligations and our application of ASC 606 to each of those performance obligations are discussed in further detail below. Licenses We primarily sell term licenses (including the term license portion of hybrid offerings), which provide customers the right to use software for a specified period of time (i.e. on a subscription basis), and perpetual licenses, which provide customers the right to use software for an indefinite period of time. For both types of licenses, revenue is recognized at the point in time at which the customer is able to use and benefit from the software, which is generally upon delivery to the customer or upon commencement of the renewal term. For licenses revenue, we generally invoice when the license(s) are provided. Subscription Services We generate subscription services revenue through the provision of maintenance and support services, which include technical support and unspecified updates and upgrades on a when-and-if-available basis for both term and perpetual license arrangements. Maintenance and support for perpetual licenses is renewable, generally on an annual basis, at the option of the customer. Maintenance and support services represent stand-ready obligations for which revenue is recognized ratably over the term of the arrangements. For maintenance and support, we generally invoice when the associated license(s) are provided and upon renewals. Subscription services also includes revenue from our SaaS products, including those sold as a component of our hybrid offerings, for which customers do not have the contractual right to take possession of the underlying software without significant penalty, or for which it is not feasible for the customer to run the software on their own hardware or contract with a third party to host the software. SaaS products are stand-ready obligations to provide access to our products, and the related revenue is recognized on a ratable basis over the contractual period of the arrangement, as control of the services is transferred to the customer. We generally invoice for our SaaS products when the customer is provided access and may begin using the SaaS products. Professional Services and Other Revenue from professional services and other consists of fees associated with professional services for process automation, customer education and training services. A substantial majority of our professional services contracts are recognized on a time and materials basis, and the related revenue is recognized as the services are rendered. For professional services, we invoice as the services are provided or in advance. Material Rights Contracts with customers may include material rights, which are also performance obligations. Material rights primarily arise when the contract gives the customer the right to renew or to receive products or services at a greater discount in the future. The revenue associated with material rights is recognized at the earlier of the time of exercise or expiration of the customer’s rights. Contracts with Multiple Performance Obligations Most contracts with customers contain multiple performance obligations. The transaction price is allocated to the separate performance obligations on a relative stand-alone selling price (“SSP”) basis. When possible, we determine our SSP by reference to observable prices of our products and services in standalone sales. When we do not have such observable prices, we maximize the use of observable inputs when estimating the SSP; such observable inputs include historical contract pricing and industry pricing data available to the public. Our SSP reflects the amount we would charge for each performance obligation if it were sold separately in a standalone sale to similar customers in similar circumstances. Other Policies and Judgments Payment terms and conditions vary by contract type, although terms generally require payment within 30 to 60 days of the invoice date. In certain arrangements, we receive payment from a customer either before or after the performance obligation has been satisfied; however, our contracts do not contain a significant financing component. The primary purpose of our invoicing terms is to provide customers with simplified and predictable ways of purchasing our products and services, not to receive financing from our customers or to provide customers with financing. We apply the practical expedient in ASC 606 and do not evaluate payment terms of one year or less for the existence of a significant financing component. Revenue is recorded net of sales tax. We generally do not offer a right of refund in our contracts. Contract Balances Contract assets consist of unbilled accounts receivable, which occur when a right to consideration for our performance under the customer contract occurs before invoicing the customer. Accounts receivable are recorded when the customer has been billed and the right to consideration is unconditional. Contract liabilities consist of deferred revenue. Revenue is deferred when we invoice in advance of performance under a contract. Deferred Contract Acquisition Costs We defer sales commissions that are incremental to the acquisition of customer contracts. These costs are recorded as deferred contract acquisition costs on the condensed consolidated balance sheets. We determine whether costs should be deferred based on the terms of our sales compensation plans and whether the sales commissions are incremental to a customer contract (i.e. would not have occurred absent the customer contract). During fiscal year 2021, sales commissions for renewals of subscription contracts were commensurate with the sales commissions paid for the acquisition of the initial subscription contract. Sales commissions paid upon the initial acquisition of a contract were therefore amortized over the contract term, while sales commissions paid related to renewal contracts were amortized over the renewal term. When the amortization period would have been one year or less, we applied the practical expedient in ASC 340-40, Other Assets, Deferred Costs, which allows for expensing of these costs as incurred. At the end of fiscal year 2021, we approved a new sales incentive plan for fiscal year 2022 under which sales commissions for renewals of subscription contracts are not commensurate with the commissions paid on initial contracts. Under the new sales incentive plan, we defer incremental commissions related to initial contracts and amortize such costs over the expected period of benefit, which we determined to be five years. Renewal commissions are amortized over the renewal period except when such period is one year or less and the practical expedient applies. Amortization is recognized consistently with the pattern of revenue recognition of the respective performance obligations to which the contract costs relate. Amortization of deferred contract acquisition costs is included in sales and marketing expense in the condensed consolidated statements of operations. |
Cost of Revenue | Cost of Revenue Licenses Cost of licenses revenue consists of all direct costs to deliver our licenses to customers, amortization of software development costs, direct costs related to third-party software resales, and amortization of acquired developed technology. Subscription Services Cost of subscription services revenue primarily consists of personnel-related expenses of our customer support and technical support teams, including salaries and bonuses, stock-based compensation expense, and employee benefit costs. Cost of subscription services revenue also includes third-party consulting services, hosting costs related to our SaaS products, amortization of acquired developed technology and capitalized software development costs related to SaaS products, and allocated overhead. Overhead is allocated to cost of subscription services revenue based on applicable headcount. We recognize these expenses as they are incurred. Professional Services and Other Cost of professional services and other revenue primarily consists of personnel-related expenses of our professional services team, including salaries and bonuses, stock-based compensation expense, and employee benefit costs. Cost of professional services and other revenue also includes third-party consulting services and allocated overhead. Overhead is allocated to cost of professional services and other revenue based on applicable headcount. We recognize these expenses as they are incurred. |
Stock-Based Compensation | Stock-Based Compensation We recognize stock-based compensation expense in accordance with the provisions of ASC 718, Compensation—Stock Compensation . ASC 718 requires the measurement and recognition of compensation expense for all stock-based awards made to employees, directors, and non-employees based on the grant date fair value of the awards. The fair value of each stock option is determined using the Black-Scholes pricing model. The fair value of each restricted stock unit (“RSU”) and restricted stock award (“RSA”) is determined based on the fair value of the Company’s Class A common stock on the grant date. The fair value of employee stock purchase plan shares is determined using the Black-Scholes pricing model. Prior to the IPO, the Company estimated the fair value of its Class A common stock for financial reporting purposes as of each grant date based on numerous objective and subjective factors and management’s judgement. Subsequent to the IPO, the Company determines the fair value using the market closing price of its Class A common stock on the date of grant. Stock-based compensation expense is included in cost of revenue and operating expenses within our condensed consolidated statements of operations based on the expense classification of the individual earning the award. The fair value of awards with only service-based vesting conditions is recognized as expense over the requisite service period on a straight-line basis. The fair value of awards that contain both service-based and performance-based vesting conditions, such as RSUs that were granted under the UiPath, Inc. 2018 Stock Plan (the “2018 Plan”) before our IPO, are recognized as expense using the accelerated attribution method once it is probable that the performance condition will be met. |
Segment Information | Segment Information Operating segments are defined as components of an entity for which discrete financial information is available and is regularly reviewed by the Chief Operating Decision Maker (“CODM”) in making decisions regarding resource allocation and performance assessment. The Company’s CODM is its Chief Executive Officer. The Company has determined that it has one operating and reportable segment as the CODM reviews financial information presented on a consolidated basis for purposes of allocating resources and evaluating financial performance. |
Internal-Use Software | Internal-Use Software Pursuant to ASC 350-40, Internal Use Software, we capitalize costs incurred to implement cloud computing arrangements that are service contracts and costs incurred to develop internal-use software, including our SaaS products. ASC 350-40 prescribes capitalization of costs incurred during the application development stage, costs incurred to develop or obtain software that allows for access to or conversion of old data by new systems, and costs incurred in connection with upgrades and enhancements to internal-use software if it is probable that such expenditures will result in additional functionality. These capitalized costs exclude training costs, project management costs, and data migration costs. We evaluate our long-lived assets, including these capitalized costs, for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset or asset group may not be recoverable. Capitalized costs related to the implementation of cloud computing arrangements are amortized on a straight-line basis over the terms of the associated hosting arrangements and are recorded under operating expenses in the same line item on the condensed consolidated statements of operations as the associated hosting arrangement fees. These capitalized costs were $2.7 million and $2.6 million as of October 31, 2021 and January 31, 2021, respectively, and are recorded in other assets, non-current on our condensed consolidated balance sheets. Related amortization expense for the three months ended October 31, 2021 and 2020 was $0.2 million and $0.1 million, respectively. Related amortization expense for the nine months ended October 31, 2021 and 2020 was $0.6 million and $0.3 million, respectively. Costs incurred to develop our SaaS products are capitalized and amortized on a straight-line basis over the product’s estimated useful life of five years and are included in cost of subscription services revenue on the condensed consolidated statements of operations. Capitalized costs include salaries, benefits, and stock-based compensation charges for employees that are directly involved in developing our SaaS products. These capitalized costs are included in other assets, non-current on the condensed consolidated balance sheets and were $10.2 million and $4.4 million as of October 31, 2021 and January 31, 2021, respectively. Related amortization expense was $0.3 million and $0.1 million for the three months ended October 31, 2021 and 2020, respectively. Related amortization expense for the nine months ended October 31, 2021 and 2020 was $0.8 million and $0.2 million, respectively. |
Software Development Costs | Software Development Costs We account for costs incurred to develop software to be licensed in accordance with ASC 985-20, Costs of Software to be Sold, Leased or Marketed |
Variable Interest Entity | Variable Interest Entity When we make an initial investment in or establish other variable interests in an entity, we determine whether that entity is considered a variable interest entity ("VIE"), and, if so, whether we are the primary beneficiary of that VIE. The primary beneficiary of a VIE is a party that meets both of the following criteria: (1) it has the power to direct the activities that most significantly impact the economic performance of the VIE; and (2) it has the obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. Periodically, we assess whether any change in our interest in or relationship with the entity affects our determination as to whether the entity is still a VIE, and, if so, whether we are the primary beneficiary. We consolidate any VIE of which we are the primary beneficiary. If we are not the primary beneficiary of a VIE, we account for the investment or other variable interests in that VIE in accordance with the applicable accounting guidance. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements As an emerging growth company, the Jumpstart Our Business Startups Act (“JOBS Act”) allows us to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. We have elected to use this extended transition period under the JOBS Act. In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40). ASU No. 2020-06 simplifies accounting for convertible instruments by removing certain separation models required under current U.S. GAAP. ASU No. 2020-06 also removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, and it revises the guidance in ASC 260, Earnings Per Share , to require entities to calculate diluted earnings per share for convertible instruments by using the if-converted method. We early adopted ASU No. 2020-06 on a retrospective basis on February 1, 2021, and the adoption did not have a material impact on our condensed consolidated financial statements. Recently Issued Accounting Pronouncements In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805)—Accounting for Contract Assets and Contract Liabilities from Contracts with Customers , to amend the current accounting guidance in ASC 805 to require entities to apply ASC 606 to recognize and measure contract assets and contract liabilities acquired in a business combination. ASU No. 2021-08 will be effective for us beginning February 1, 2024. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our condensed consolidated financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes , which is intended to simplify various aspects related to accounting for income taxes. ASU No. 2019-12 removes certain exceptions associated with (i) intraperiod tax allocations, (ii) recognition of deferred tax liabilities for equity method investments of foreign subsidiaries, and (iii) the calculation of income taxes in an interim period when in a loss position within the framework of ASC 740. ASU No. 2019-12 also clarifies and amends existing guidance to improve consistent application. ASU No. 2019-12 will be effective for us beginning February 1, 2022, and for interim periods in fiscal years beginning February 1, 2023. We are currently evaluating the impact of this pronouncement on our condensed 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, to amend the current accounting guidance which requires the measurement of all expected losses to be based on historical experience, current conditions, and reasonable and supportable forecasts. For trade receivables, contract assets, and other financial instruments, we will be required to use a forward-looking expected loss model that reflects probable losses rather than the incurred loss model for recognizing credit losses. ASU No. 2016-13 will be effective for us beginning February 1, 2023. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our condensed consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue by Region According to Location of Customers | The following tables present revenue by region, according to the location of those customers from which the revenue was generated (in thousands except percentages): Three Months Ended October 31, 2021 2020 Amount Percentage of Amount Percentage of Americas (1) $ 111,302 50 % $ 68,426 46 % Europe, Middle East, and Africa 63,333 29 % 42,228 29 % Asia-Pacific (2) 46,181 21 % 36,635 25 % Total revenue $ 220,816 100 % $ 147,289 100 % (1) Revenue from the United States represented 44% and 41% of our total revenues for the three months ended October 31, 2021 and 2020, respectively. (2) Revenue from Japan represented 9% and 12% of our total revenues for the three months ended October 31, 2021 and 2020, respectively. Nine Months Ended October 31, 2021 2020 Amount Percentage of Amount Percentage of Americas (1) $ 285,194 47 % $ 171,320 43 % Europe, Middle East, and Africa 173,822 29 % 118,391 30 % Asia-Pacific (2) 143,538 24 % 110,057 27 % Total revenue $ 602,554 100 % $ 399,768 100 % (1) Revenue from the United States represented 42% and 38% of our total revenues for the nine months ended October 31, 2021 and 2020, respectively. (2) Revenue from Japan represented 12% and 15% of our total revenues for the nine months ended October 31, 2021 and 2020, respectively. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Marketable Securities | The following is a summary of our marketable securities (in thousands): As of October 31, 2021 Amortized Cost Gross Gross Estimated Fair Value Commercial paper $ 11,997 $ — $ — $ 11,997 Corporate bonds 96,549 — (90) 96,459 Municipal bonds 6,631 1 — 6,632 Total marketable securities $ 115,177 $ 1 $ (90) $ 115,088 As of January 31, 2021 Amortized Cost Gross Gross Estimated Fair Value Commercial paper $ 23,171 $ — $ — $ 23,171 Corporate bonds 79,674 7 (24) 79,657 Total marketable securities $ 102,845 $ 7 $ (24) $ 102,828 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present the fair value hierarchy of our financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2021 and January 31, 2021 (in thousands): As of October 31, 2021 Level 1 Level 2 Total Financial assets: Money market $ 1,105,537 $ — $ 1,105,537 Corporate bonds — 1,174 1,174 Total cash equivalents 1,105,537 1,174 1,106,711 Commercial paper — 11,997 11,997 Corporate bonds — 96,459 96,459 Municipal bonds — 6,632 6,632 Total marketable securities — 115,088 115,088 Foreign currency derivative 187 187 Total $ 1,105,537 $ 116,449 $ 1,221,986 As of January 31, 2021 Level 1 Level 2 Total Financial assets: Money market $ 198,523 $ — $ 198,523 Commercial paper — 19,999 19,999 Corporate bonds — 1,477 1,477 Total cash equivalents 198,523 21,476 219,999 Commercial paper — 23,171 23,171 Corporate bonds — 79,657 79,657 Total marketable securities — 102,828 102,828 Total $ 198,523 $ 124,304 $ 322,827 Financial liabilities: Foreign currency derivative $ — $ 571 $ 571 Total $ — $ 571 $ 571 |
Business Acquisition (Tables)
Business Acquisition (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of Total Purchase Consideration | The total purchase consideration for the acquisition of Cloud Elements was $36.1 million, which consisted of the following (in thousands): Amount Cash $ 5,660 Fair value of common stock 30,467 Total $ 36,127 |
Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date (in thousands): March 19, 2021 Cash $ 162 Accounts receivable 743 Other assets 1,996 Intangible assets 11,200 Goodwill 27,686 Total assets acquired 41,787 Total liabilities assumed (5,660) Total $ 36,127 |
Summary of Components of Identifiable Intangible Assets Acquired and Their Estimated Useful Lives | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of acquisition: Fair Value Estimated Useful Life Developed technology $ 6,600 5.0 Customer relationships 4,500 3.0 Trade name 100 3.0 Total $ 11,200 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets, Net | Acquired intangible assets, net consisted of the following as of October 31, 2021 (dollars in thousands): Intangible Assets, Accumulated Intangible Weighted- Developed technology $ 19,043 $ (5,821) $ 13,222 3.6 Customer relationships 5,028 (1,086) 3,942 2.5 Trade names and trademarks 276 (173) 103 2.1 Other intangibles 1,231 (31) 1,200 8.5 Total $ 25,578 $ (7,111) $ 18,467 Acquired intangible assets, net consisted of the following as of January 31, 2021 (dollars in thousands): Intangible Assets, Accumulated Intangible Weighted- Developed technology $ 13,083 $ (3,350) $ 9,733 3.7 Customer relationships 527 (111) 416 3.8 Trade names and trademarks 66 (24) 42 1.8 Total $ 13,676 $ (3,485) $ 10,191 |
Summary of Expected Future Amortization Expenses Related to Intangible Assets | The expected future amortization expenses related to intangible assets as of October 31, 2021 were as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 1,414 Year ending January 31, 2023 5,643 2024 5,612 2025 3,601 2026 1,449 Thereafter 748 Total $ 18,467 |
Summary of Changes in Carrying Amounts of Goodwill | The changes in the carrying amounts of goodwill during the period were as follows (in thousands): Carrying Balance as of January 31, 2021 $ 28,059 Acquisition of Cloud Elements 27,686 Effect of foreign currency translation (1,288) Balance as of October 31, 2021 $ 54,457 |
Operating Leases (Tables)
Operating Leases (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Leases [Abstract] | |
Summary of Lease Costs and Supplemental Cash Flow Information | Lease costs are presented below (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Operating lease cost $ 2,433 $ 1,814 $ 6,013 $ 5,522 Short-term lease cost 1,133 1,744 2,989 7,888 Variable lease cost 139 50 413 609 Total $ 3,705 $ 3,608 $ 9,415 $ 14,019 Supplemental cash flow information related to leases for the three and nine months ended October 31, 2021 and 2020 was as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Cash paid for operating leases $ 1,606 $ 1,435 $ 5,457 $ 6,074 Non-cash activities: Right-of-use assets obtained in exchange for new operating lease liabilities $ 33,492 $ — $ 35,082 $ 76 |
Weighted Average Lease Term and Discount Rate Related to Operating Lease Right-of-Use Assets and Lease Liabilities | Weighted-average lease term and discount rate related to our operating lease right-of-use assets and lease liabilities were as follows: As of October 31, 2021 January 31, 2021 Weighted-average remaining lease term (years) 13.5 3.8 Weighted-average discount rate 6 % 8 % |
Summary of Future Undiscounted Lease Payments for Operating Lease Liabilities | Future undiscounted lease payments for our operating lease liabilities as of October 31, 2021 were as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 2,188 Year ending January 31, 2023 4,185 2024 9,838 2025 7,908 2026 5,667 Thereafter 54,084 Total operating lease payments 83,870 Less: imputed interest (29,571) Total operating lease liabilities $ 54,299 |
Condensed Consolidated Balanc_4
Condensed Consolidated Balance Sheet Components (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Prepaid expenses $ 28,194 $ 21,302 Value-added taxes receivable 3,125 7,178 Other receivables 6,059 4,002 Supplier advances 7,103 17,270 Other 187 — Prepaid expenses and other current assets $ 44,668 $ 49,752 |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Computers and equipment $ 20,499 $ 16,408 Leasehold improvements 9,442 10,711 Furniture and fixtures 4,958 5,590 Other 267 177 Property and equipment, gross 35,166 32,886 Less: accumulated depreciation (20,978) (18,064) Property and equipment, net $ 14,188 $ 14,822 |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): As of October 31, 2021 January 31, 2021 Accrued expenses $ 18,461 $ 11,955 Withholding tax from employee equity transactions 28,982 — Employee stock purchase plan withholdings 13,626 — Payroll taxes payable 3,714 2,035 Income tax payable 4,829 4,022 Value-added taxes payable 3,356 8,945 Operating lease liabilities, current 3,135 5,924 Other 6,336 3,779 Accrued expenses and other current liabilities $ 82,439 $ 36,660 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Non-Cancelable Purchase Obligations | As of October 31, 2021, we had outstanding non-cancelable purchase obligations with a term of 12 months or longer as follows (in thousands): Amount Remainder of year ending January 31, 2022 $ 2,492 Year ending January 31, 2023 14,501 2024 11,989 2025 5,052 2026 13 Thereafter — Total $ 34,047 |
Convertible Preferred Stock a_2
Convertible Preferred Stock and Stockholders Equity (Deficit) (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Equity [Abstract] | |
Summary of Changes In Components of Accumulated Other Comprehensive Income (Loss) | For the nine months ended October 31, 2021 and 2020, changes in the components of accumulated other comprehensive income (loss) were as follows (in thousands): Foreign Currency Translation Adjustments Unrealized Gain (Loss) on Marketable Securities Accumulated Other Comprehensive Income (Loss) Balance as of January 31, 2021 $ (12,504) $ (17) $ (12,521) Other comprehensive income (loss), net of tax 16,424 (72) 16,352 Balance as of October 31, 2021 $ 3,920 $ (89) $ 3,831 Foreign Currency Translation Adjustments Unrealized Gain (Loss) on Marketable Securities Accumulated Other Comprehensive Income (Loss) Balance as of January 31, 2020 $ 6,226 $ — $ 6,226 Other comprehensive (loss), net of tax (10,083) — (10,083) Balance as of October 31, 2020 $ (3,857) $ — $ (3,857) |
Equity Incentive Plans and St_2
Equity Incentive Plans and Stock-Based Compensation (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | Stock option activity during the nine months ended October 31, 2021 consisted of the following: Stock Weighted- Weighted-Average Aggregate Outstanding as of January 31, 2021 23,013 $ 1.58 7.9 $ 1,207,831 Granted 779 $ 0.10 Exercised (7,723) $ 1.18 Forfeited (380) $ 2.44 Expired (7) $ 2.40 Outstanding as of October 31, 2021 15,682 $ 1.69 7.4 $ 761,567 Vested and exercisable as of October 31, 2021 7,915 $ 1.30 6.9 $ 387,410 |
Summary of RSU Activity | RSU activity during the nine months ended October 31, 2021 consisted of the following: RSUs (in thousands) Weighted-Average Grant Unvested as of January 31, 2021 34,753 $ 10.80 Granted 7,721 $ 61.97 Vested (1) (22,941) $ 8.59 Forfeited (1,089) $ 20.24 Unvested as of October 31, 2021 18,444 $ 34.55 (1) Class A common stock has not been issued in connection with 11,341 vested RSUs because such RSUs were unsettled as of October 31, 2021. |
Summary of Stock-Based Compensation Expense in Condensed Consolidated Statements of Operations | We classified stock-based compensation expense in the condensed consolidated statements of operations as follows (in thousands): Three Months Ended October 31, Nine Months Ended October 31, 2021 2020 2021 2020 Cost of revenue $ 6,350 $ 665 $ 37,056 $ 1,688 Sales and marketing 41,823 5,116 202,122 10,744 Research and development 24,866 3,169 114,460 7,796 General and administrative 22,064 39,814 84,913 45,566 Total $ 95,103 $ 48,764 $ 438,551 $ 65,794 |
Net Loss Per Share Attributab_2
Net Loss Per Share Attributable to Common Stockholders (Tables) | 9 Months Ended |
Oct. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of Computation of Basic and Diluted Net Loss Per Share | The following tables set forth the computation of basic and diluted net loss per share attributable to common stockholders for the periods presented (in thousands except per share amounts): Three Months Ended October 31, 2021 2020 Class A Class B Class A Class B Numerator: Net loss $ (103,747) $ (19,040) $ (22,969) $ (47,827) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 449,265 82,453 55,570 115,710 Net loss per share attributable to common stockholders, basic and diluted $ (0.23) $ (0.23) $ (0.41) $ (0.41) Nine Months Ended October 31, 2021 2020 Class A Class B Class A Class B Numerator: Net loss $ (364,403) $ (98,073) $ (35,144) $ (83,505) Denominator: Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted 336,301 90,510 48,707 115,731 Net loss per share attributable to common stockholders, basic and diluted $ (1.08) $ (1.08) $ (0.72) $ (0.72) |
Schedule of Anti-Dilutive Common Stock Equivalents Excluded from Computation of Diluted Net Loss Per Share | Anti-dilutive common stock equivalents excluded from the computation of diluted net loss per share attributable to common stockholders are as follows (in thousands): Three Months Ended October 31, 2021 2020 Class A Class B Class A Class B Convertible preferred stock — — 294,257 — Unvested RSUs 19,491 — 32,982 — Outstanding stock options 17,308 — 35,250 — Shares subject to repurchase from RSAs and early exercised stock options 1,260 — 2,315 — Shares issuable under 2021 ESPP 422 — — — Total weighted-average anti-dilutive common stock equivalents 38,481 — 364,804 — Nine Months Ended October 31, 2021 2020 Class A Class B Class A Class B Convertible preferred stock 90,936 — 287,207 — Unvested RSUs 24,917 — 30,109 — Outstanding stock options 19,664 — 41,443 — Shares subject to repurchase from RSAs and early exercised stock options 1,729 — 1,062 — Shares issuable under 2021 ESPP 270 — — — Total weighted-average anti-dilutive common stock equivalents 137,516 — 359,821 — |
Organization and Description _2
Organization and Description of Business (Details) $ / shares in Units, $ in Thousands, shares in Millions | Apr. 23, 2021USD ($)$ / sharesshares | Apr. 21, 2021shares | Oct. 31, 2021USD ($)performance_obligationcountry | Oct. 31, 2020USD ($) | Jan. 31, 2021USD ($) |
Organization And Description Of Business [Line Items] | |||||
Number of countries having legal presence | country | 31 | ||||
Proceeds from initial public offering, net of underwriting discounts and commissions | $ 692,369 | $ 0 | |||
Other Assets, Noncurrent | |||||
Organization And Description Of Business [Line Items] | |||||
Deferred offering costs | $ 1,500 | ||||
Initial Public Offering | |||||
Organization And Description Of Business [Line Items] | |||||
Deferred offering costs reclassified into stockholders’ equity as an offset to IPO proceeds | $ 4,500 | ||||
Initial Public Offering | Class A Common Stock | |||||
Organization And Description Of Business [Line Items] | |||||
Sale of stock (in shares) | shares | 13 | 14.5 | |||
Public offering price per share (in dollars per share) | $ / shares | $ 56 | ||||
Proceeds from initial public offering, net of underwriting discounts and commissions | $ 692,400 | ||||
Underwriting discounts and commissions | $ 35,600 | ||||
Convertible preferred stock converted into aggregate shares of common stock (in shares) | shares | 306.3 | ||||
Exercise of Underwriters' Option to Purchase Additional Shares | Class A Common Stock | |||||
Organization And Description Of Business [Line Items] | |||||
Sale of stock (in shares) | shares | 3.6 | ||||
Hybrid Solutions | |||||
Organization And Description Of Business [Line Items] | |||||
Number of performance obligations | performance_obligation | 3 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2021USD ($) | Oct. 31, 2020USD ($) | Oct. 31, 2021USD ($)segment | Oct. 31, 2020USD ($) | Jan. 31, 2021USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Foreign currency transaction gains (losses) | $ (6,500,000) | $ (4,800,000) | $ (11,700,000) | $ 12,200,000 | |
Deferred contract acquisition costs, amortization period | 5 years | 5 years | |||
Impairment loss on deferred contract acquisition costs | $ 0 | 0 | $ 0 | 0 | |
Number of operating segments | segment | 1 | ||||
Number of reportable segments | segment | 1 | ||||
Capitalized software implementation costs, related amortization expense | 200,000 | 100,000 | $ 600,000 | 300,000 | |
Capitalized software development costs, estimated useful life | 5 years | ||||
Capitalized software development costs, related amortization expense | 300,000 | 100,000 | $ 800,000 | 200,000 | |
Capitalized software development costs for software sold to customers, estimated useful life | 5 years | ||||
Capitalized software development costs for software sold to customers | 4,400,000 | $ 4,400,000 | $ 2,900,000 | ||
Capitalized software development costs for software sold to customers, related amortization expense | 100,000 | $ 200,000 | $ 400,000 | $ 500,000 | |
Minimum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Payment term from invoice date | 30 days | ||||
Maximum | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Payment term from invoice date | 60 days | ||||
United States, European Union (“EU”) Countries, and Japan | Geographic Concentration Risk | Cash, Cash Equivalents, and Restricted Cash | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 99.00% | 92.00% | |||
Other Assets, Noncurrent | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Capitalized software implementation costs | 2,700,000 | $ 2,700,000 | $ 2,600,000 | ||
Capitalized software development costs | 10,200,000 | 10,200,000 | 4,400,000 | ||
Foreign Currency Forward Contracts | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Net gain associated with foreign currency forward contracts | 3,100,000 | 5,100,000 | |||
Foreign Currency Forward Contracts | Not Designated as Hedging Instrument | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Notional principal of foreign currency forward contracts outstanding | 123,000,000 | 123,000,000 | 138,600,000 | ||
Foreign Currency Forward Contracts | Prepaid Expenses and Other Current Assets | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Derivative financial assets (liabilities) fair value | $ 200,000 | $ 200,000 | |||
Foreign Currency Forward Contracts | Accrued Expenses and Other Current Liabilities | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Derivative financial assets (liabilities) fair value | $ (600,000) |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue by Region According to Location of Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 220,816 | $ 147,289 | $ 602,554 | $ 399,768 |
Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 111,302 | $ 68,426 | $ 285,194 | $ 171,320 |
Americas | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 50.00% | 46.00% | 47.00% | 43.00% |
Europe, Middle East, and Africa | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 63,333 | $ 42,228 | $ 173,822 | $ 118,391 |
Europe, Middle East, and Africa | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 29.00% | 29.00% | 29.00% | 30.00% |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 46,181 | $ 36,635 | $ 143,538 | $ 110,057 |
Asia-Pacific | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 21.00% | 25.00% | 24.00% | 27.00% |
United States | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 44.00% | 41.00% | 42.00% | 38.00% |
Japan | Revenue | Geographic Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Percentage of Revenue | 9.00% | 12.00% | 12.00% | 15.00% |
Revenue Recognition - Deferred
Revenue Recognition - Deferred Revenue and Deferred Contract Acquisition Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||||
Deferred revenue recognized | $ 179,300 | $ 107,100 | ||
Deferred contract acquisition costs | $ 8,900 | $ 9,500 | $ 19,904 | $ 28,478 |
Revenue Recognition - Remaining
Revenue Recognition - Remaining Performance Obligations (Details) $ in Millions | Oct. 31, 2021USD ($) |
Disaggregation of Revenue [Line Items] | |
Remaining performance obligations | $ 579.5 |
Billed Consideration | |
Disaggregation of Revenue [Line Items] | |
Remaining performance obligations | 312 |
Unbilled Consideration | |
Disaggregation of Revenue [Line Items] | |
Remaining performance obligations | $ 267.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-11-01 | |
Disaggregation of Revenue [Line Items] | |
Remaining performance obligations, percentage | 62.00% |
Remaining performance obligations, period | 12 months |
Marketable Securities - Summary
Marketable Securities - Summary of Marketable Securities (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 115,177 | $ 102,845 |
Gross Unrealized Gains | 1 | 7 |
Gross Unrealized Losses | (90) | (24) |
Estimated Fair Value | 115,088 | 102,828 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 11,997 | 23,171 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 11,997 | 23,171 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 96,549 | 79,674 |
Gross Unrealized Gains | 0 | 7 |
Gross Unrealized Losses | (90) | (24) |
Estimated Fair Value | 96,459 | $ 79,657 |
Municipal bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 6,631 | |
Gross Unrealized Gains | 1 | |
Gross Unrealized Losses | 0 | |
Estimated Fair Value | $ 6,632 |
Marketable Securities - Narrati
Marketable Securities - Narrative (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Investments, Debt and Equity Securities [Abstract] | ||
Marketable securities with contractual maturities of one year or more | $ 13,079 | $ 0 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Financial assets: | ||
Total marketable securities | $ 115,088 | $ 102,828 |
Commercial paper | ||
Financial assets: | ||
Total marketable securities | 11,997 | 23,171 |
Corporate bonds | ||
Financial assets: | ||
Total marketable securities | 96,459 | 79,657 |
Municipal bonds | ||
Financial assets: | ||
Total marketable securities | 6,632 | |
Recurring | ||
Financial assets: | ||
Total cash equivalents | 1,106,711 | 219,999 |
Total marketable securities | 115,088 | 102,828 |
Foreign currency derivative | 187 | |
Total | 1,221,986 | 322,827 |
Financial liabilities: | ||
Foreign currency derivative | 571 | |
Total | 571 | |
Recurring | Commercial paper | ||
Financial assets: | ||
Total marketable securities | 11,997 | 23,171 |
Recurring | Corporate bonds | ||
Financial assets: | ||
Total marketable securities | 96,459 | 79,657 |
Recurring | Municipal bonds | ||
Financial assets: | ||
Total marketable securities | 6,632 | |
Recurring | Corporate bonds | ||
Financial assets: | ||
Total cash equivalents | 1,174 | 1,477 |
Recurring | Money market | ||
Financial assets: | ||
Total cash equivalents | 1,105,537 | 198,523 |
Recurring | Commercial paper | ||
Financial assets: | ||
Total cash equivalents | 19,999 | |
Recurring | Level 1 | ||
Financial assets: | ||
Total cash equivalents | 1,105,537 | 198,523 |
Total marketable securities | 0 | 0 |
Foreign currency derivative | ||
Total | 1,105,537 | 198,523 |
Financial liabilities: | ||
Foreign currency derivative | 0 | |
Total | 0 | |
Recurring | Level 1 | Commercial paper | ||
Financial assets: | ||
Total marketable securities | 0 | 0 |
Recurring | Level 1 | Corporate bonds | ||
Financial assets: | ||
Total marketable securities | 0 | 0 |
Recurring | Level 1 | Municipal bonds | ||
Financial assets: | ||
Total marketable securities | 0 | |
Recurring | Level 1 | Corporate bonds | ||
Financial assets: | ||
Total cash equivalents | 0 | 0 |
Recurring | Level 1 | Money market | ||
Financial assets: | ||
Total cash equivalents | 1,105,537 | 198,523 |
Recurring | Level 1 | Commercial paper | ||
Financial assets: | ||
Total cash equivalents | 0 | |
Recurring | Level 2 | ||
Financial assets: | ||
Total cash equivalents | 1,174 | 21,476 |
Total marketable securities | 115,088 | 102,828 |
Foreign currency derivative | 187 | |
Total | 116,449 | 124,304 |
Financial liabilities: | ||
Foreign currency derivative | 571 | |
Total | 571 | |
Recurring | Level 2 | Commercial paper | ||
Financial assets: | ||
Total marketable securities | 11,997 | 23,171 |
Recurring | Level 2 | Corporate bonds | ||
Financial assets: | ||
Total marketable securities | 96,459 | 79,657 |
Recurring | Level 2 | Municipal bonds | ||
Financial assets: | ||
Total marketable securities | 6,632 | |
Recurring | Level 2 | Corporate bonds | ||
Financial assets: | ||
Total cash equivalents | 1,174 | 1,477 |
Recurring | Level 2 | Money market | ||
Financial assets: | ||
Total cash equivalents | $ 0 | 0 |
Recurring | Level 2 | Commercial paper | ||
Financial assets: | ||
Total cash equivalents | $ 19,999 |
Business Acquisition - Addition
Business Acquisition - Additional Information (Details) - USD ($) | Mar. 19, 2021 | Oct. 31, 2021 | Jan. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 54,457,000 | $ 28,059,000 | |
Cloud Elements Inc. | |||
Business Acquisition [Line Items] | |||
Total purchase consideration | $ 36,127,000 | ||
Goodwill | 27,686,000 | ||
Goodwill deductible for tax purposes | $ 0 | ||
Business acquisition, cumulative transaction costs | 1,100,000 | ||
General and administrative | Cloud Elements Inc. | |||
Business Acquisition [Line Items] | |||
Business acquisition, transaction costs | $ 900,000 |
Business Acquisition - Summary
Business Acquisition - Summary of Total Purchase Consideration (Details) - Cloud Elements Inc. $ in Thousands | Mar. 19, 2021USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 5,660 |
Fair value of common stock | 30,467 |
Total | $ 36,127 |
Business Acquisition - Summar_2
Business Acquisition - Summary of Preliminary Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Mar. 19, 2021 | Jan. 31, 2021 |
Business Acquisition [Line Items] | |||
Goodwill | $ 54,457 | $ 28,059 | |
Cloud Elements Inc. | |||
Business Acquisition [Line Items] | |||
Cash | $ 162 | ||
Accounts receivable | 743 | ||
Other assets | 1,996 | ||
Intangible assets | 11,200 | ||
Goodwill | 27,686 | ||
Total assets acquired | 41,787 | ||
Total liabilities assumed | (5,660) | ||
Total | $ 36,127 |
Business Acquisition - Summar_3
Business Acquisition - Summary of Components of Identifiable Intangible Assets Acquired and Their Estimated Useful Lives (Details) - Cloud Elements Inc. $ in Thousands | Mar. 19, 2021USD ($) |
Business Acquisition [Line Items] | |
Fair Value (in thousands) | $ 11,200 |
Developed technology | |
Business Acquisition [Line Items] | |
Fair Value (in thousands) | $ 6,600 |
Estimated Useful Life (in years) | 5 years |
Customer relationships | |
Business Acquisition [Line Items] | |
Fair Value (in thousands) | $ 4,500 |
Estimated Useful Life (in years) | 3 years |
Trade name | |
Business Acquisition [Line Items] | |
Fair Value (in thousands) | $ 100 |
Estimated Useful Life (in years) | 3 years |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill - Summary of Intangible Assets, Net (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2021 | Jan. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 25,578 | $ 13,676 |
Accumulated Amortization | (7,111) | (3,485) |
Intangible Assets, Net | 18,467 | 10,191 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | 19,043 | 13,083 |
Accumulated Amortization | (5,821) | (3,350) |
Intangible Assets, Net | $ 13,222 | $ 9,733 |
Weighted- Average Remaining Useful Life (in years) | 3 years 7 months 6 days | 3 years 8 months 12 days |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 5,028 | $ 527 |
Accumulated Amortization | (1,086) | (111) |
Intangible Assets, Net | $ 3,942 | $ 416 |
Weighted- Average Remaining Useful Life (in years) | 2 years 6 months | 3 years 9 months 18 days |
Trade names and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 276 | $ 66 |
Accumulated Amortization | (173) | (24) |
Intangible Assets, Net | $ 103 | $ 42 |
Weighted- Average Remaining Useful Life (in years) | 2 years 1 month 6 days | 1 year 9 months 18 days |
Other intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 1,231 | |
Accumulated Amortization | (31) | |
Intangible Assets, Net | $ 1,200 | |
Weighted- Average Remaining Useful Life (in years) | 8 years 6 months |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of acquired intangible assets | $ 1.4 | $ 0.7 | $ 3.7 | $ 1.9 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Summary of Expected Future Amortization Expenses Related to Intangible Assets (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of year ending January 31, 2022 | $ 1,414 | |
2023 | 5,643 | |
2024 | 5,612 | |
2025 | 3,601 | |
2026 | 1,449 | |
Thereafter | 748 | |
Intangible Assets, Net | $ 18,467 | $ 10,191 |
Intangible Assets and Goodwil_5
Intangible Assets and Goodwill - Summary of Changes in Carrying Amounts of Goodwill (Details) $ in Thousands | 9 Months Ended |
Oct. 31, 2021USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 28,059 |
Acquisition of Cloud Elements | 27,686 |
Effect of foreign currency translation | (1,288) |
Ending Balance | $ 54,457 |
Operating Leases - Additional I
Operating Leases - Additional Information (Details) - USD ($) $ in Thousands | 181 Months Ended | ||
Mar. 31, 2038 | Oct. 31, 2021 | Jan. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Non-cancellable commitments for operating leases that have not yet commenced | $ 800 | ||
Operating lease liabilities, current | $ 3,135 | $ 5,924 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities | |
Forecast | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, annual rent | $ 4,000 | ||
Operating lease, rent escalation period | 5 years | ||
Minimum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, remaining lease terms | 1 year | ||
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease, remaining lease terms | 16 years |
Operating Leases - Summary of L
Operating Leases - Summary of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 2,433 | $ 1,814 | $ 6,013 | $ 5,522 |
Short-term lease cost | 1,133 | 1,744 | 2,989 | 7,888 |
Variable lease cost | 139 | 50 | 413 | 609 |
Total | $ 3,705 | $ 3,608 | $ 9,415 | $ 14,019 |
Operating Leases - Weighted Ave
Operating Leases - Weighted Average Lease Term and Discount Rate Related to Operating Lease Right-of-Use Assets and Lease Liabilities (Details) | Oct. 31, 2021 | Jan. 31, 2021 |
Leases [Abstract] | ||
Weighted-average remaining lease term (years) | 13 years 6 months | 3 years 9 months 18 days |
Weighted-average discount rate | 6.00% | 8.00% |
Operating Leases - Summary of F
Operating Leases - Summary of Future Undiscounted Lease Payments for Operating Lease Liabilities (Details) $ in Thousands | Oct. 31, 2021USD ($) |
Leases [Abstract] | |
Remainder of year ending January 31, 2022 | $ 2,188 |
2023 | 4,185 |
2024 | 9,838 |
2025 | 7,908 |
2026 | 5,667 |
Thereafter | 54,084 |
Total operating lease payments | 83,870 |
Less: imputed interest | (29,571) |
Total operating lease liabilities | $ 54,299 |
Operating Leases - Supplemental
Operating Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||||
Cash paid for operating leases | $ 1,606 | $ 1,435 | $ 5,457 | $ 6,074 |
Non-cash activities: | ||||
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 33,492 | $ 0 | $ 35,082 | $ 76 |
Condensed Consolidated Balanc_5
Condensed Consolidated Balance Sheet Components - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Prepaid expenses | $ 28,194 | $ 21,302 |
Value-added taxes receivable | 3,125 | 7,178 |
Other receivables | 6,059 | 4,002 |
Supplier advances | 7,103 | 17,270 |
Other | 187 | 0 |
Prepaid expenses and other current assets | $ 44,668 | $ 49,752 |
Condensed Consolidated Balanc_6
Condensed Consolidated Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 35,166 | $ 32,886 |
Less: accumulated depreciation | (20,978) | (18,064) |
Property and equipment, net | 14,188 | 14,822 |
Computers and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 20,499 | 16,408 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 9,442 | 10,711 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 4,958 | 5,590 |
Other | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 267 | $ 177 |
Condensed Consolidated Balanc_7
Condensed Consolidated Balance Sheet Components - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Depreciation expense | $ 1.7 | $ 2.1 | $ 5.2 | $ 6.5 |
Condensed Consolidated Balanc_8
Condensed Consolidated Balance Sheet Components - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Oct. 31, 2021 | Jan. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued expenses | $ 18,461 | $ 11,955 |
Withholding tax from employee equity transactions | 28,982 | 0 |
Employee stock purchase plan withholdings | 13,626 | 0 |
Payroll taxes payable | 3,714 | 2,035 |
Income tax payable | 4,829 | 4,022 |
Value-added taxes payable | 3,356 | 8,945 |
Operating lease liabilities, current | 3,135 | 5,924 |
Other | 6,336 | 3,779 |
Accrued expenses and other current liabilities | $ 82,439 | $ 36,660 |
Credit Agreement and Facility (
Credit Agreement and Facility (Details) - Senior Secured Credit Facility - USD ($) | 1 Months Ended | |||
Jul. 31, 2020 | Oct. 31, 2021 | Jan. 31, 2021 | Oct. 30, 2020 | |
Line of Credit Facility [Line Items] | ||||
Credit facility term | 2 years | |||
Maximum borrowing capacity under credit agreement | $ 100,000,000 | |||
HSBC Ventures USA Inc., Silicon Valley Bank, Sumitomo Mitsui Banking Corporation, and Mizuho Bank, LTD | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity under credit agreement | $ 200,000,000 | |||
Outstanding liability under credit facility | $ 0 | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Jan. 31, 2021 | |
Loss Contingencies [Line Items] | |||||
Letters of credit outstanding | $ 5,200,000 | $ 5,200,000 | $ 4,100,000 | ||
Defined contribution plan, percentage of participating employee contributions | 50.00% | ||||
Defined contribution plan, contribution cost | 1,400,000 | $ 700,000 | $ 6,100,000 | $ 3,700,000 | |
Warranty expense | 0 | ||||
Accruals for product warranty costs | 0 | ||||
Long-term incentive award, additional commitment | 1,100,000 | 1,100,000 | 3,400,000 | ||
Accrued Expenses and Other Current Liabilities | |||||
Loss Contingencies [Line Items] | |||||
Long-term incentive award, accrued | $ 300,000 | $ 300,000 | $ 900,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Non-Cancelable Purchase Obligations (Details) $ in Thousands | Oct. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Remainder of year ending January 31, 2022 | $ 2,492 |
2023 | 14,501 |
2024 | 11,989 |
2025 | 5,052 |
2026 | 13 |
Thereafter | 0 |
Total | $ 34,047 |
Convertible Preferred Stock a_3
Convertible Preferred Stock and Stockholders Equity (Deficit) - Additional Information (Details) $ / shares in Units, $ in Thousands | Apr. 22, 2021USD ($)shares | Apr. 30, 2021voteshares | Oct. 31, 2021USD ($)shares | Feb. 28, 2021USD ($)$ / sharesshares | Jan. 31, 2021USD ($)shares |
Class of Stock [Line Items] | |||||
Convertible preferred stock, shares issued (in shares) | 0 | 294,257,000 | |||
Aggregate purchase price | $ | $ 0 | $ 1,221,968 | |||
Convertible preferred stock, shares outstanding (in shares) | 0 | 294,257,000 | |||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | 0 | ||
Common stock, conversion ratio | 1 | ||||
Period for conversion of common stock B into common stock A subsequent to death or incapacity of the Chief Executive Officer | 6 months | ||||
Minimum | |||||
Class of Stock [Line Items] | |||||
Number of days fixed for conversion of common stock B into common stock A immediately prior to completion of IPO | 120 days | ||||
Maximum | |||||
Class of Stock [Line Items] | |||||
Number of days fixed for conversion of common stock B into common stock A immediately prior to completion of IPO | 180 days | ||||
Percentage of outstanding shares of common stock required for automatic conversion following date fixed for conversion | 20.00% | ||||
Series F Convertible Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Convertible preferred stock, shares issued (in shares) | 12,000,000 | ||||
Convertible preferred stock, purchase price (in dollars per share) | $ / shares | $ 62.28 | ||||
Aggregate purchase price | $ | $ 750,000 | ||||
Convertible preferred stock, shares outstanding (in shares) | 306,300,000 | ||||
Convertible preferred stock, conversion ratio | 1 | ||||
Class A Common Stock | |||||
Class of Stock [Line Items] | |||||
Reclassifications of convertible preferred stock to stockholders' equity | $ | $ 1,971,800 | ||||
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 581,000,000 | ||
Common stock, voting rights, votes per share | vote | 1 | ||||
Common stock shares reserved to fund social impact and environmental, social and governance initiatives (in shares) | 2,800,000 | ||||
Class B Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares authorized (in shares) | 115,700,000 | 115,741,000 | 115,741,000 | ||
Common stock, voting rights, votes per share | vote | 35 |
Convertible Preferred Stock a_4
Convertible Preferred Stock and Stockholders Equity (Deficit) - Summary of Changes In Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2021 | Jul. 31, 2021 | Apr. 30, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Apr. 30, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Beginning Balance | $ 1,898,953 | $ 1,899,541 | $ (803,704) | $ (843,243) | $ (835,301) | $ (799,511) | $ (803,704) | $ (799,511) |
Other comprehensive income (loss), net of tax | 8,429 | 3,696 | 4,227 | 5,546 | (23,942) | 8,313 | 16,352 | (10,083) |
Ending Balance | 1,883,405 | 1,898,953 | 1,899,541 | (848,837) | (843,243) | (835,301) | 1,883,405 | (848,837) |
Accumulated Other Comprehensive Income (Loss) | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Beginning Balance | (4,598) | (8,294) | (12,521) | (9,403) | 14,539 | 6,226 | (12,521) | 6,226 |
Other comprehensive income (loss), net of tax | 8,429 | 3,696 | 4,227 | 5,546 | (23,942) | 8,313 | ||
Ending Balance | 3,831 | $ (4,598) | (8,294) | (3,857) | $ (9,403) | 14,539 | 3,831 | (3,857) |
Foreign Currency Translation Adjustments | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Beginning Balance | (12,504) | 6,226 | (12,504) | 6,226 | ||||
Other comprehensive income (loss), net of tax | 16,424 | (10,083) | ||||||
Ending Balance | 3,920 | (3,857) | 3,920 | (3,857) | ||||
Unrealized Gain (Loss) on Marketable Securities | ||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||
Beginning Balance | $ (17) | $ 0 | (17) | 0 | ||||
Other comprehensive income (loss), net of tax | (72) | 0 | ||||||
Ending Balance | $ (89) | $ 0 | $ (89) | $ 0 |
Equity Incentive Plans and St_3
Equity Incentive Plans and Stock-Based Compensation - Additional Information (Details) - USD ($) | Dec. 20, 2021 | Apr. 23, 2021 | Apr. 21, 2021 | Apr. 22, 2021 | Sep. 30, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | Apr. 30, 2021 | Jan. 31, 2021 | Jun. 30, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Weighted-average grant date fair value of stock options granted (in dollars per share) | $ 64.48 | $ 10.42 | ||||||||||
Intrinsic value of stock options exercised | $ 460,400,000 | $ 92,200,000 | ||||||||||
Stock-based compensation expense | $ 95,103,000 | $ 48,764,000 | 438,551,000 | 65,794,000 | ||||||||
Restricted stock awards issued, value | 121,000 | |||||||||||
Capitalized stock-based compensation expenses relating to software development cost | 2,200,000 | $ 0 | 4,500,000 | 0 | ||||||||
Stock Options | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Unrecognized compensation expense | $ 110,500,000 | $ 110,500,000 | ||||||||||
Weighted-average remaining period | 2 years 9 months 18 days | |||||||||||
Incremental expense | $ 2,900,000 | 3,200,000 | ||||||||||
Early Exercised Options | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Outstanding underlying unvested stock options that had been early exercised (in shares) | 1,000,000 | 1,000,000 | ||||||||||
Accrued proceeds from unvested early exercised stock options | $ 3,100,000 | $ 3,100,000 | $ 5,900,000 | |||||||||
Restricted Stock Units | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Unrecognized compensation expense | 447,700,000 | $ 447,700,000 | ||||||||||
Weighted-average remaining period | 2 years 9 months 18 days | |||||||||||
Incremental expense | $ 10,900,000 | |||||||||||
Fair value of RSUs vested | $ 1,309,200,000 | $ 0 | ||||||||||
Stock-based compensation expense | $ 233,000,000 | |||||||||||
Accelerated vesting shares (in shares) | 200,000 | |||||||||||
Expense acceleration | $ 2,200,000 | |||||||||||
Grant date fair value per share (in dollars per share) | $ 61.97 | |||||||||||
Restricted Stock Awards | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Unrecognized compensation expense | 2,900,000 | $ 2,900,000 | ||||||||||
Weighted-average remaining period | 2 years 10 months 24 days | |||||||||||
Restricted stock awards issued (in shares) | 100,000 | |||||||||||
Grant date fair value per share (in dollars per share) | $ 33.22 | |||||||||||
Restricted stock awards issued, value | $ 4,000,000 | |||||||||||
Award vesting period | 4 years | |||||||||||
2015 Stock Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares available for future issuances (in shares) | 0 | |||||||||||
2018 Stock Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares available for future issuances (in shares) | 0 | |||||||||||
2021 Stock Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Period of shares automatically increase | 10 years | |||||||||||
Percentage of total number of shares | 5.00% | |||||||||||
2021 Stock Plan | Class A Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares available for future issuances (in shares) | 118,800,000 | |||||||||||
2021 Employee Stock Purchase Plan | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares available for future issuances (in shares) | 15,500,000 | |||||||||||
Period of shares automatically increase | 10 years | |||||||||||
Percentage of total number of shares | 1.00% | |||||||||||
Number of shares authorized (in shares) | 10,500,000 | |||||||||||
Unrecognized compensation expense | $ 1,900,000 | $ 1,900,000 | ||||||||||
Weighted-average remaining period | 1 month 6 days | |||||||||||
2021 Employee Stock Purchase Plan | Class A Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Purchase price of common stock, percent of market price | 85.00% | |||||||||||
2021 Employee Stock Purchase Plan | Class A Common Stock | Forecast | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Purchase price of common stock, percent of market price | 85.00% |
Equity Incentive Plans and St_4
Equity Incentive Plans and Stock-Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | 12 Months Ended |
Oct. 31, 2021USD ($)$ / sharesshares | Jan. 31, 2021USD ($)$ / sharesshares | |
Stock Options | ||
Outstanding, beginning balance (in shares) | shares | 23,013 | |
Granted (in shares) | shares | 779 | |
Exercised (in shares) | shares | (7,723) | |
Forfeited (in shares) | shares | (380) | |
Expired (in shares) | shares | (7) | |
Outstanding, ending balance (in shares) | shares | 15,682 | 23,013 |
Weighted- Average Exercise Price | ||
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 1.58 | |
Granted (in dollars per share) | $ / shares | 0.10 | |
Exercised (in dollars per share) | $ / shares | 1.18 | |
Forfeited (in dollars per share) | $ / shares | 2.44 | |
Expired (in dollars per share) | $ / shares | 2.40 | |
Outstanding, ending balance (in dollars per share) | $ / shares | $ 1.69 | $ 1.58 |
Vested and exercisable, Number of Stock Options (in shares) | shares | 7,915 | |
Vested and exercisable, Weighted-average exercise price (in dollars per share) | $ / shares | $ 1.30 | |
Outstanding, Weighted-Average Remaining Contractual Life (years) | 7 years 4 months 24 days | 7 years 10 months 24 days |
Vested and exercisable, Weighted-Average Remaining Contractual Life (years) | 6 years 10 months 24 days | |
Outstanding, Aggregate Intrinsic Value | $ | $ 761,567 | $ 1,207,831 |
Vested and exercisable, Aggregate Intrinsic Value | $ | $ 387,410 |
Equity Incentive Plans and St_5
Equity Incentive Plans and Stock-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units shares in Thousands | 9 Months Ended |
Oct. 31, 2021$ / sharesshares | |
RSUs | |
Unvested, beginning balance (in shares) | 34,753 |
Granted (in shares) | 7,721 |
Vested (in shares) | (22,941) |
Forfeited (in shares) | (1,089) |
Unvested, ending balance (in shares) | 18,444 |
Weighted-Average Grant Date Fair Value Per Share | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 10.80 |
Granted (in dollars per share) | $ / shares | 61.97 |
Vested (in dollars per share) | $ / shares | 8.59 |
Forfeited (in dollars per share) | $ / shares | 20.24 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 34.55 |
Class A Common Stock | |
Weighted-Average Grant Date Fair Value Per Share | |
Vested RSUs were unsettled (in shares) | 11,341 |
Equity Incentive Plans and St_6
Equity Incentive Plans and Stock-based Compensation - Summary of Stock-Based Compensation Expense in Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 95,103 | $ 48,764 | $ 438,551 | $ 65,794 |
Cost of revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 6,350 | 665 | 37,056 | 1,688 |
Sales and marketing | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 41,823 | 5,116 | 202,122 | 10,744 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 24,866 | 3,169 | 114,460 | 7,796 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 22,064 | $ 39,814 | $ 84,913 | $ 45,566 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Provision for income taxes | $ 3,139,000 | $ 1,622,000 | $ 6,272,000 | $ 4,356,000 |
Effective tax rate | (2.60%) | (2.30%) | (1.40%) | (3.80%) |
Unrecognized tax benefits which would impact the effective tax rate if recognized | $ 2,200,000 | $ 2,200,000 | ||
Liability pertaining to uncertain tax positions | 500,000 | 500,000 | ||
Japan | ||||
Deferred tax valuation allowance | $ 0 | $ 0 |
Net Loss Per Share Attributab_3
Net Loss Per Share Attributable to Common Stockholders - Summary of Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Oct. 31, 2021 | Jul. 31, 2021 | Apr. 30, 2021 | Oct. 31, 2020 | Jul. 31, 2020 | Apr. 30, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Numerator: | ||||||||
Net loss | $ (122,787) | $ (100,026) | $ (239,663) | $ (70,796) | $ 4,987 | $ (52,840) | $ (462,476) | $ (118,649) |
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 531,718 | 171,280 | 426,811 | 164,438 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 531,718 | 171,280 | 426,811 | 164,438 | ||||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) | ||||
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) | ||||
Class A Common Stock | ||||||||
Numerator: | ||||||||
Net loss | $ (103,747) | $ (22,969) | $ (364,403) | $ (35,144) | ||||
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 449,265 | 55,570 | 336,301 | 48,707 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 449,265 | 55,570 | 336,301 | 48,707 | ||||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) | ||||
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) | ||||
Class B Common Stock | ||||||||
Numerator: | ||||||||
Net loss | $ (19,040) | $ (47,827) | $ (98,073) | $ (83,505) | ||||
Denominator: | ||||||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic (in shares) | 82,453 | 115,710 | 90,510 | 115,731 | ||||
Weighted-average shares used in computing net loss per share attributable to common stockholders, diluted (in shares) | 82,453 | 115,710 | 90,510 | 115,731 | ||||
Net loss per share attributable to common stockholders, basic (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) | ||||
Net loss per share attributable to common stockholders, diluted (in dollars per share) | $ (0.23) | $ (0.41) | $ (1.08) | $ (0.72) |
Net Loss Per Share Attributab_4
Net Loss Per Share Attributable to Common Stockholders - Schedule of Anti-Dilutive Common Stock Equivalents Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2021 | Oct. 31, 2020 | Oct. 31, 2021 | Oct. 31, 2020 | |
Class A Common Stock | ||||
Total weighted-average anti-dilutive common stock equivalents | 38,481 | 364,804 | 137,516 | 359,821 |
Class A Common Stock | Convertible preferred stock | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 294,257 | 90,936 | 287,207 |
Class A Common Stock | Unvested RSUs | ||||
Total weighted-average anti-dilutive common stock equivalents | 19,491 | 32,982 | 24,917 | 30,109 |
Class A Common Stock | Outstanding stock options | ||||
Total weighted-average anti-dilutive common stock equivalents | 17,308 | 35,250 | 19,664 | 41,443 |
Class A Common Stock | Shares subject to repurchase from RSAs and early exercised stock options | ||||
Total weighted-average anti-dilutive common stock equivalents | 1,260 | 2,315 | 1,729 | 1,062 |
Class A Common Stock | Shares issuable under 2021 ESPP | ||||
Total weighted-average anti-dilutive common stock equivalents | 422 | 0 | 270 | 0 |
Class B Common Stock | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Class B Common Stock | Convertible preferred stock | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Class B Common Stock | Unvested RSUs | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Class B Common Stock | Outstanding stock options | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Class B Common Stock | Shares subject to repurchase from RSAs and early exercised stock options | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Class B Common Stock | Shares issuable under 2021 ESPP | ||||
Total weighted-average anti-dilutive common stock equivalents | 0 | 0 | 0 | 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Mar. 31, 2021 | Oct. 31, 2021 | Oct. 31, 2021 | |
Related Party Transaction [Line Items] | |||
Options to purchase shares (in shares) | 779 | ||
Exercise price per share (in dollars per share) | $ 0.10 | ||
Immediate Family Member of Chief Executive Officer, Co-Founder, Chairman | Class A Common Stock | |||
Related Party Transaction [Line Items] | |||
Options to purchase shares (in shares) | 7 | ||
Exercise price per share (in dollars per share) | $ 0.10 | ||
Aggregate estimated fair value of options granted | $ 0.4 | ||
Chief Executive Officer | |||
Related Party Transaction [Line Items] | |||
Related party expenses | $ 0.6 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Executives and Employees shares in Millions, $ in Millions | 1 Months Ended |
Nov. 30, 2021USD ($)shares | |
Subsequent Event [Line Items] | |
Number of shares granted (in shares) | shares | 0.3 |
Aggregate fair value | $ | $ 13.6 |
Weighted Average | |
Subsequent Event [Line Items] | |
Award vesting period | 3 years 9 months 18 days |