Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 02, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SVMK | |
Entity Registrant Name | SVMK Inc. | |
Entity Central Index Key | 0001739936 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Common Stock, Shares Outstanding | 142,213,484 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38664 | |
Entity Tax Identification Number | 80-0765058 | |
Entity Address, Address Line One | One Curiosity Way | |
Entity Address, City or Town | San Mateo | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94403 | |
City Area Code | 650 | |
Local Phone Number | 543-8400 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, par value $0.00001 per share | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Security Exchange Name | NASDAQ |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 206,334 | $ 131,035 |
Accounts receivable, net of allowance of $599 and $162 | 20,434 | 17,795 |
Deferred commissions, current | 4,630 | 3,078 |
Prepaid expenses and other current assets | 8,673 | 9,382 |
Total current assets | 240,071 | 161,290 |
Property and equipment, net | 22,510 | 35,072 |
Operating lease right-of-use assets | 58,496 | 63,904 |
Capitalized internal-use software, net | 29,802 | 33,156 |
Acquisition intangible assets, net | 23,697 | 33,150 |
Goodwill | 465,602 | 462,927 |
Deferred commissions, non-current | 8,464 | 5,384 |
Other assets | 8,781 | 9,376 |
Total assets | 857,423 | 804,259 |
Current liabilities: | ||
Accounts payable | 5,752 | 2,677 |
Accrued expenses and other current liabilities | 15,715 | 16,077 |
Accrued compensation | 25,693 | 24,031 |
Deferred revenue, current | 164,282 | 139,990 |
Operating lease liabilities, current | 8,091 | 8,381 |
Debt, current | 1,900 | 1,900 |
Total current liabilities | 221,433 | 193,056 |
Deferred revenue, non-current | 776 | 1,015 |
Deferred tax liabilities | 5,480 | 4,870 |
Debt, non-current | 212,191 | 213,616 |
Operating lease liabilities, non-current | 76,340 | 82,668 |
Other non-current liabilities | 9,402 | 7,050 |
Total liabilities | 525,622 | 502,275 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock ($0.00001 par value; 100,000 shares authorized; no shares issued and outstanding) | 0 | 0 |
Common stock ($0.00001 par value; 800,000 shares authorized; 142,199 and 136,054 shares issued and outstanding) | 1 | 1 |
Additional paid-in capital | 806,002 | 705,143 |
Accumulated other comprehensive income (loss) | 1,807 | (444) |
Accumulated deficit | (476,009) | (402,716) |
Total stockholders’ equity | 331,801 | 301,984 |
Total liabilities and stockholders’ equity | $ 857,423 | $ 804,259 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Allowance for accounts receivable | $ 599 | $ 162 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 |
Common stock, shares issued (in shares) | 142,199,000 | 136,054,000 |
Common stock, shares outstanding (in shares) | 142,199,000 | 136,054,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
Income Statement [Abstract] | |||||
Revenue | $ 95,429 | $ 79,317 | $ 274,635 | $ 223,097 | |
Cost of revenue | [1],[2] | 21,899 | 19,626 | 62,852 | 56,203 |
Gross profit | 73,530 | 59,691 | 211,783 | 166,894 | |
Operating expenses: | |||||
Research and development | [1] | 30,068 | 22,718 | 83,196 | 65,931 |
Sales and marketing | [1],[2] | 43,875 | 30,926 | 128,544 | 86,665 |
General and administrative | [1] | 22,181 | 20,992 | 65,452 | 61,294 |
Restructuring | 0 | 0 | 0 | (66) | |
Total operating expenses | 96,124 | 74,636 | 277,192 | 213,824 | |
Loss from operations | (22,594) | (14,945) | (65,409) | (46,930) | |
Interest expense | 2,379 | 3,572 | 7,887 | 10,878 | |
Other non-operating income, net | (143) | (887) | (1,277) | (3,441) | |
Loss before income taxes | (24,830) | (17,630) | (72,019) | (54,367) | |
Provision for (benefit from) income taxes | 1,289 | (1,320) | 1,274 | (1,802) | |
Net loss | $ (26,119) | $ (16,310) | $ (73,293) | $ (52,565) | |
Net loss per share, basic and diluted | $ (0.19) | $ (0.12) | $ (0.53) | $ (0.40) | |
Weighted-average shares used in computing basic and diluted net loss per share | 141,034 | 133,417 | 138,907 | 130,434 | |
[1] | (1) Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 1,222 $ 718 $ 3,229 $ 2,805 Research and development 8,322 5,468 22,275 15,863 Sales and marketing 5,912 2,918 15,096 8,714 General and administrative 6,150 5,678 17,979 17,665 Stock-based compensation, net of amounts capitalized $ 21,606 $ 14,782 $ 58,579 $ 45,047 | ||||
[2] | (2) Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 1,800 $ 1,557 $ 5,813 $ 3,448 Sales and marketing 1,270 964 3,983 2,267 Amortization of acquisition intangible assets $ 3,070 $ 2,521 $ 9,796 $ 5,715 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Allocated share-based compensation expense | $ 21,606 | $ 14,782 | $ 58,579 | $ 45,047 |
Amortization of acquisition intangible assets | 3,070 | 2,521 | 9,796 | 5,715 |
Cost of revenue | ||||
Allocated share-based compensation expense | 1,222 | 718 | 3,229 | 2,805 |
Amortization of acquisition intangible assets | 1,800 | 1,557 | 5,813 | 3,448 |
Research and development | ||||
Allocated share-based compensation expense | 8,322 | 5,468 | 22,275 | 15,863 |
Sales and marketing | ||||
Allocated share-based compensation expense | 5,912 | 2,918 | 15,096 | 8,714 |
Amortization of acquisition intangible assets | 1,270 | 964 | 3,983 | 2,267 |
General and administrative | ||||
Allocated share-based compensation expense | $ 6,150 | $ 5,678 | $ 17,979 | $ 17,665 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net loss | $ (26,119) | $ (16,310) | $ (73,293) | $ (52,565) | |
Other comprehensive loss: | |||||
Foreign currency translation gains (losses) | [1] | 3,140 | (2,950) | 2,251 | (2,162) |
Total other comprehensive income (loss) | [1] | 3,140 | (2,950) | 2,251 | (2,162) |
Total comprehensive loss | $ (22,979) | $ (19,260) | $ (71,042) | $ (54,727) | |
[1] | Net of tax effect which was not material. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | |
Beginning Balance at Dec. 31, 2018 | $ 219,383 | $ 1 | $ 551,937 | $ (287) | $ (332,268) | |
Beginning balance, Shares at Dec. 31, 2018 | 125,818,000 | |||||
Cumulative-effect adjustment upon adoption (ASC 842) at Dec. 31, 2018 | 2,693 | $ 0 | 0 | 0 | 2,693 | |
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 2,860,000 | |||||
Common stock issued upon stock option exercise | 41,986 | $ 0 | 41,986 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 3,319,000 | |||||
Common stock issued in connection with acquisitions | 36,204 | $ 0 | 36,204 | 0 | 0 | |
Common stock issued in connection with acquisitions, shares | 2,320,000 | |||||
Common stock issued under employee stock purchase plan | 2,662 | $ 0 | 2,662 | 0 | 0 | |
Common stock issued under employee stock purchase plan, shares | 261,000 | |||||
Stock-based compensation expense | 47,936 | $ 0 | 47,936 | 0 | 0 | |
Comprehensive income (loss) | (2,162) | [1] | 0 | 0 | (2,162) | 0 |
Other | 232 | $ 0 | 232 | 0 | 0 | |
Other, Shares | 16,000 | |||||
Net loss | (52,565) | $ 0 | 0 | 0 | (52,565) | |
Ending balance at Sep. 30, 2019 | 296,369 | $ 1 | 680,957 | (2,449) | (382,140) | |
Ending balance, Shares at Sep. 30, 2019 | 134,594,000 | |||||
Beginning Balance at Jun. 30, 2019 | 289,529 | $ 1 | 654,857 | 501 | (365,830) | |
Beginning balance, Shares at Jun. 30, 2019 | 132,776,000 | |||||
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 1,080,000 | |||||
Common stock issued upon stock option exercise | 4,348 | $ 0 | 4,348 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 362,000 | |||||
Common stock issued in connection with acquisitions | 6,112 | $ 0 | 6,112 | 0 | 0 | |
Common stock issued in connection with acquisitions, shares | 376,000 | |||||
Stock-based compensation expense | 15,640 | $ 0 | 15,640 | 0 | 0 | |
Comprehensive income (loss) | (2,950) | [1] | 0 | 0 | (2,950) | 0 |
Net loss | (16,310) | 0 | 0 | 0 | (16,310) | |
Ending balance at Sep. 30, 2019 | 296,369 | $ 1 | 680,957 | (2,449) | (382,140) | |
Ending balance, Shares at Sep. 30, 2019 | 134,594,000 | |||||
Beginning Balance at Dec. 31, 2019 | 301,984 | $ 1 | 705,143 | (444) | (402,716) | |
Beginning balance, Shares at Dec. 31, 2019 | 136,054,000 | |||||
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 3,134,000 | |||||
Common stock issued upon stock option exercise | $ 37,506 | $ 0 | 37,506 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 2,743,310 | 2,743,000 | ||||
Common stock issued under employee stock purchase plan | $ 3,082 | $ 0 | 3,082 | 0 | 0 | |
Common stock issued under employee stock purchase plan, shares | 268,000 | |||||
Stock-based compensation expense | 60,271 | $ 0 | 60,271 | 0 | 0 | |
Comprehensive income (loss) | 2,251 | [1] | 0 | 0 | 2,251 | 0 |
Net loss | (73,293) | 0 | 0 | 0 | (73,293) | |
Ending balance at Sep. 30, 2020 | 331,801 | $ 1 | 806,002 | 1,807 | (476,009) | |
Ending balance, Shares at Sep. 30, 2020 | 142,199,000 | |||||
Beginning Balance at Jun. 30, 2020 | 321,091 | $ 1 | 772,313 | (1,333) | (449,890) | |
Beginning balance, Shares at Jun. 30, 2020 | 140,238,000 | |||||
Common stock issued upon vesting of restricted stock units | 0 | $ 0 | 0 | 0 | 0 | |
Common stock issued upon vesting of restricted stock units, Shares | 1,138,000 | |||||
Common stock issued upon stock option exercise | 11,877 | $ 0 | 11,877 | 0 | 0 | |
Common stock issued upon stock option exercise, Shares | 823,000 | |||||
Stock-based compensation expense | 21,812 | $ 0 | 21,812 | 0 | 0 | |
Comprehensive income (loss) | 3,140 | [1] | 0 | 0 | 3,140 | 0 |
Net loss | (26,119) | 0 | 0 | 0 | (26,119) | |
Ending balance at Sep. 30, 2020 | $ 331,801 | $ 1 | $ 806,002 | $ 1,807 | $ (476,009) | |
Ending balance, Shares at Sep. 30, 2020 | 142,199,000 | |||||
[1] | Net of tax effect which was not material. |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (73,293) | $ (52,565) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 36,328 | 32,468 |
Non-cash leases expense | 9,958 | 9,185 |
Stock-based compensation expense, net of amounts capitalized | 58,579 | 45,047 |
Deferred income taxes | 608 | (1,866) |
Provision for doubtful accounts | 1,156 | 309 |
Gain on sale of a private company investment | (1,001) | (1,001) |
Other | 1,834 | 143 |
Changes in assets and liabilities: | ||
Accounts receivable | (3,929) | (1,382) |
Prepaid expenses and other assets | (6,900) | (2,908) |
Accounts payable and accrued liabilities | 5,851 | 5,955 |
Accrued compensation | 1,689 | (1,401) |
Deferred revenue | 24,242 | 23,486 |
Operating lease liabilities | (11,135) | (10,237) |
Net cash provided by operating activities | 43,987 | 45,233 |
Cash flows from investing activities | ||
Acquisition, net of cash acquired | 0 | (114,603) |
Purchases of property and equipment | (772) | (2,026) |
Capitalized internal-use software | (7,051) | (9,593) |
Proceeds from sale of a private company investment and other | 1,095 | 1,001 |
Net cash used in investing activities | (6,728) | (125,221) |
Cash flows from financing activities | ||
Proceeds from stock option exercises | 37,301 | 41,846 |
Proceeds from employee stock purchase plan | 3,082 | 2,662 |
Repayment of debt | (1,650) | (1,650) |
Net cash provided by financing activities | 38,733 | 42,858 |
Effect of exchange rate changes on cash | (957) | (435) |
Net increase in cash, cash equivalents and restricted cash | 75,035 | (37,565) |
Cash, cash equivalents and restricted cash at beginning of period | 131,683 | 154,371 |
Cash, cash equivalents and restricted cash at end of period | 206,718 | 116,806 |
Supplemental cash flow data: | ||
Interest paid for term debt | 7,386 | 10,391 |
Income taxes paid | 709 | 756 |
Non-cash investing and financing transactions: | ||
Fair value of common stock issued as acquisition consideration | 0 | 36,204 |
Stock compensation included in capitalized software costs | 1,692 | 2,889 |
Lease liabilities arising from obtaining right-of-use assets, net | 0 | 7,548 |
Derecognized financing obligation related to building due to adoption of ASC 842 | 0 | 92,009 |
Derecognized building due to adoption of ASC 842 | $ 0 | $ 71,781 |
Company Overview and Basis of P
Company Overview and Basis of Presentation | 9 Months Ended |
Sep. 30, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Company Overview and Basis of Presentation | 1. Company Overview and Basis of Presentation Business SVMK Inc. (the “Company”) is a leading global provider of software solutions for customer experience, market research and survey feedback. The Company was incorporated in 2011 as a Delaware corporation and is the successor to operations originally begun in 1999. The Company’s headquarters are located in the United States and its international operations are primarily based in Ireland, Canada and the Netherlands. Principles of Consolidation and Basis of Presentation The accompanying interim condensed consolidated balance sheet as of September 30, 2020, the statements of operations, comprehensive loss and stockholders’ equity for the three and nine months ended September 30, 2020 and 2019, and cash flows for the nine months ended September 30, 2020 and 2019 are unaudited. Such condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. These condensed consolidated financial statements include the results of operations of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated . These condensed consolidated financial statements do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2020, the results of operations for the three and nine months ended September 30, 2020 and 2019, and cash flows for the nine months ended September 30, 2020 and 2019. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual periods. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Form-10K filed with the SEC on February 27, 2020. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenue and expenses during the reporting periods covered by the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates due to a variety of factors, including the unforeseen effects of the COVID-19 pandemic on the Company’s business and financial results. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstances that would require an update to its estimates, judgments or assumptions or a revision to the carrying value of its assets or liabilities as of the date of issuance of its financial statements. These estimates, judgments and assumptions may change in the future, as new events occur or additional information is obtained. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable. The Company’s most significant estimates and judgments involve valuation of deferred income tax assets, valuation of acquired goodwill and intangibles from acquisitions, tax contingencies, legal contingencies and incremental borrowing rate for operating leases. Segment Information The Company operates as a single Related Party Transactions Certain members of the Company’s Board of Directors (“Board”) serve as board members, are executive officers of and/or (in some cases) are investors in companies that are customers and/or vendors of the Company. The Company incurred related party expenses of $0.7 million and $2.7 million for the three and nine months ended September 30, 2020, respectively, and $0.6 million and $1.4 million during the three and nine months ended September 30, 2019, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies There have been no material changes in our significant accounting policies as described in our Annual Report on Form 10-K for the year ended December 31, 2019. On January 1, 2020, the Company adopted ASU 2016-13, Financial Instruments - Credit Losses Revenue Recognition and Deferred Revenue The Company generates substantially all of its revenue from the sale of subscriptions to its survey software products including subscriptions to its purpose-built solutions. The revenue the Company generates from one purpose-built solution that is delivered and recognized at a point in time is not significant. Disaggregated revenue Revenue by sales channel was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Self-serve revenue $ 68,001 $ 61,348 $ 196,506 $ 179,038 Enterprise revenue 27,428 17,969 78,129 44,059 Revenue $ 95,429 $ 79,317 $ 274,635 $ 223,097 Self-serve revenues are generated from products purchased independently through our website. Enterprise revenues are generated from products sold to organizations through our sales team. In addition, see Note 12 for information regarding the Company’s revenue by geographic area. Deferred revenue The Company recognized into revenue $70.3 million and $133.9 million during the three and nine months ended September 30, 2020, respectively, and $55.4 million and $95.3 million during the three and nine months ended September 30, 2019, respectively, that was included in the deferred revenue balances at the beginning of each respective period. Transaction price allocated to the remaining performance obligations As of September 30, 2020, future estimated revenue related to non-cancelable performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period was $183.3 million. The substantial majority of the unsatisfied performance obligations will be satisfied over the next twelve months. Accounts Receivable Accounts receivable are presented at amortized cost net of amounts not expected to be collected. Accounts receivable are customer obligations that arise due to the time taken to settle transactions through direct customer payments. The Company bills in advance for monthly contracts and generally bills annually in advance for contracts with terms of one year or longer when it has an unconditional contractual right to consideration. The Company also recognizes an immaterial amount of contract assets, or unbilled receivables, primarily relating to rights to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The Company records an allowance for credit losses based upon its assessment of various factors including the Company’s a) historical experience (including historical bad debt expense trends), the age of a customers’ accounts receivable balance, and a customers’ credit quality, b) expected losses over the remaining estimated contractual life of the receivable and c) other reasonable and supportable factors pertaining to a customers’ ability to pay (including consideration of current economic conditions). Amounts deemed uncollectible and expected credit losses are recorded to the allowance for doubtful accounts with an offsetting charge in the condensed consolidated statements of operations. The Company evaluated its allowance for credit losses using its consolidated gross accounts receivable balance as a single portfolio segment. Bad debt expense recognized in the condensed consolidated statements of operations was $0.4 million and $1.2 million during the three and nine months ended September 30, 2020, respectively, and $0.1 million and $0.3 million during the three and nine months ended September 30, 2019, respectively. Other Non-Operating (Income) Expense Other non-operating (income) expense, net consists primarily of interest income, net foreign currency exchange (gains) losses, gain on sale of private company investments, net realized gains and losses related to investments, and other. The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Interest Income $ (141 ) $ (801 ) $ (620 ) $ (2,515 ) Foreign currency (gains) losses, net (151 ) 68 193 390 Gain on sale of a private company investment — — (1,001 ) (1,001 ) Other (income) expense, net 149 (154 ) 151 (315 ) Other non-operating income, net $ (143 ) $ (887 ) $ (1,277 ) $ (3,441 ) In January 2017, the Company sold a private company investment that was accounted for using the cost method of accounting. The Company recognized an initial gain upon sale and was additionally entitled to receive contingent consideration to be received over three years following the close of the transaction. In each of the nine months ended September 30, 2020 and 2019, the Company received cash of $1.0 million, representing its share of the respective second and final installments of the earn-out payment, each of which was recognized as a gain on sale of a private company investment. Accounting Pronouncements Recently Adopted Credit Losses : In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses ("ASU 2016-13"). ASU 2016-13 replaces the incurred loss impairment methodology in the current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For trade receivables and other financial instruments, the Company will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. ASU 2016-13 is effective for public companies with fiscal years beginning after December 15, 2019, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. The Company adopted ASU 2016-13, including applicable amendments in other ASUs issued subsequent to ASU 2016-13, with no material impact upon adoption. Accounting Pronouncements Not Yet Adopted Income Taxes : In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. ASU 2019-12 also improves consistent application and simplifies other areas of Topic 740 by clarifying and amending existing guidance. Early adoption is permitted, provided that the Company reflects any adjustments as of the beginning of the annual period that includes the interim period for which such early adoption occurs. Additionally, the Company must adopt all the amendments in the same period if early adoption is elected. ASU 2019-12 is effective for public companies with fiscal years beginning after December 15, 2020, unless early adopted. The Company is currently evaluating the impact of this new standard on its condensed consolidated financial statements. Reference Rate Reform : In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASU 2020-04 is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This guidance is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company does not expect this update will have a material impact on its condensed consolidated financial statements and related disclosures. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 9 Months Ended |
Sep. 30, 2020 | |
Cash And Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | 3. Cash and Cash Equivalents As of September 30, 2020 and December 31, 2019, the following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) September 30, 2020 December 31, 2019 Cash and cash equivalents $ 206,334 $ 131,035 Restricted cash included in prepaid expenses and other current assets 337 578 Restricted cash included in other assets 47 70 Total cash, cash equivalents and restricted cash $ 206,718 $ 131,683 Included in cash and cash equivalents are cash in transit from payment processors for credit and debit card transactions of $3.0 million and $1.6 million as of September 30, 2020 and December 31, 2019, respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements Assets and liabilities recorded at fair value in the condensed consolidated financial statements are categorized based on the level of judgment associated with the inputs used to measure their fair value. Hierarchical levels which directly relate to the amount of subjectivity associated with the inputs to the valuation of these assets or liabilities are as follows: Level 1 – Observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs, other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The carrying amounts of the Company’s financial instruments, which generally include cash equivalents, accounts receivable and accounts payable, approximate their fair values due to their short maturities. Based on borrowing rates currently available to the Company for debt with similar terms and consideration of default and credit risk, the fair value of the Company’s debt was approximately $215.1 million as of September 30, 2020 and was approximate to its carrying value as of December 31, 2019. As of September 30, 2020 and December 31, 2019, respectively, the Company did not have any financial instruments accounted for pursuant to ASC 820. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | 5. Property and Equipment As of September 30, 2020 and December 31, 2019, property and equipment consisted of the following: (in thousands) September 30, 2020 December 31, 2019 Computer equipment $ 15,846 $ 23,155 Leasehold improvements 54,079 55,224 Furniture, fixtures, and other assets 11,225 11,411 Gross property and equipment 81,150 89,790 Less: Accumulated depreciation (58,640 ) (54,718 ) Property and equipment, net $ 22,510 $ 35,072 Depreciation expense was $3.9 million and $12.5 million during the three and nine months ended September 30, 2020, respectively, and $4.3 million and $13.1 million during the three and nine months ended September 30, 2019, respectively. |
Acquisitions, Intangible Assets
Acquisitions, Intangible Assets and Goodwill | 9 Months Ended |
Sep. 30, 2020 | |
Acquisitions Intangible Assets And Goodwill [Abstract] | |
Acquisitions, Intangible Assets and Goodwill | 6. Acquisitions, Intangible Assets and Goodwill GetFeedback Acquisition On September 3, 2019, the Company acquired 100% of the outstanding shares of GFB Holdings, Inc. (“GetFeedback”), including its wholly-owned subsidiary GetFeedback, Inc., a customer experience management company that offers purpose-built solutions to its customers and understands and improves customer experience through the creation of customized branded surveys. T he Company paid approximately $68.3 million for the acquisition, which consisted of (i) cash consideration of approximately $61.5 million (net of cash acquired of approximately $0.7 million) and (ii) 376,333 shares of the Company’s common stock with a fair value of $16.24 per share on the acquisition date. Based on their estimated fair values, the Company recorded $3.3 million of net tangible liabilities, $17.7 million of identifiable intangible assets (primarily customer relationships and developed technology) and $53.9 million of goodwill. Usabilla Acquisition On April 1, 2019, the Company acquired 100% of Usabilla Holding B.V. (“Usabilla”), a voice of customer technology company headquartered in the Netherlands that offers its customers products to help improve their customers’ online experience by generating and processing user feedback via targeted surveys on websites, in mobile apps and by email. T he Company paid approximately $84.3 million for the acquisition, which consisted of (i) cash consideration of approximately $53.1 million (net of cash acquired of approximately $1.1 million) and (ii) 1,644,413 shares of the Company’s common stock with a fair value of $18.30 per share on the acquisition date. Additional consideration of 299,798 shares of the Company’s common stock was issued to certain employees of Usabilla and was not included in the purchase price. This additional consideration will be recognized as post-acquisition compensation expense over the related requisite service period of three years. Based on their estimated fair values, the Company recorded $2.9 million of net tangible liabilities, $15.1 million of identifiable intangible assets (primarily developed technology) and $72.1 million of goodwill. Other Acquisitions Information Pro forma results of operations for these acquisitions have not been presented because they are not material to the consolidated results of operations, either individually or in the aggregate. The measurement period for the valuation of assets acquired and liabilities assumed ends as soon as information on the facts and circumstances that existed as of the applicable acquisition date becomes available but does not exceed 12 months from the acquisition date. The measurement periods have closed for the acquisitions of Usabilla and GetFeedback as of September 30, 2020. The Company has incurred incremental expenses related to the above acquisitions of $1.0 million for the Usabilla acquisition and $0.7 million for the GetFeedback acquisition, which were included in general and administrative expenses in the condensed consolidated statements of operations for the three months ended June 30, 2019 and September 30, 2019, respectively. Balance Sheet and Statement of Operations Details Capitalized internal-use software As of September 30, 2020 and December 31, 2019, capitalized internal-use software consisted of the following: (in thousands) September 30, 2020 December 31, 2019 Gross capitalized internal-use software $ 68,699 $ 61,130 Less: Accumulated amortization (38,897 ) (27,974 ) Capitalized internal use software, net $ 29,802 $ 33,156 Amortization expense related to capitalized internal-use software was $3.7 million and $10.9 million during the three and nine months ended September 30, 2020, respectively, and $4.1 million and $11.5 million during the three and nine months ended September 30, 2019, respectively, and is included in cost of revenue in the condensed consolidated statements of operations. Acquisition intangible assets, net As of September 30, 2020 and December 31, 2019, intangible assets, net consisted of the following: September 30, 2020 December 31, 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 25,685 $ (13,380 ) $ 12,305 $ 25,594 $ (9,712 ) $ 15,882 Trade name 2,766 (1,141 ) $ 1,625 2,711 (763 ) 1,948 Developed technology 28,049 (18,282 ) $ 9,767 27,547 (12,227 ) 15,320 Acquisition intangible assets, net $ 56,500 $ (32,803 ) $ 23,697 $ 55,852 $ (22,702 ) $ 33,150 Amortization expense was $3.1 million and $9.8 million during the three and nine months ended September 30, 2020, respectively, and $2.5 million and $5.7 million during the three and nine months ended September 30, 2019, respectively. Future amortization expense As of September 30, 2020, future amortization expense by year is expected to be as follows (in thousands): (in thousands) Capitalized internal-use software, net Acquisition intangible assets, net Remainder of 2020 $ 3,262 $ 2,799 2021 10,754 10,070 2022 6,767 5,056 2023 1,404 1,917 2024 — 1,667 Thereafter — 2,188 Total amortization expense $ 22,187 $ 23,697 Future capitalized internal-use software amortization excludes $7.6 million of costs which are currently in the development phase. Goodwill The changes in the carrying amount of goodwill were as follows (in thousands): Balance as of December 31, 2019 $ 462,927 Foreign currency translation 2,675 Balance as of September 30, 2020 $ 465,602 |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2020 | |
Compensation Related Costs [Abstract] | |
Employee Benefit Plans | 7. Employee Benefit Plans Equity Incentive Plans The Company sponsors the 2018 Equity Incentive Plan (the “2018 Plan”), which was approved by stockholders on September 5, 2018. The purpose of the 2018 Plan is to promote the long-term growth and profitability of the Company by (i) providing employees with incentives to improve stockholder value and to contribute to the growth and financial success of the Company through their future services, and (ii) enabling the Company to attract, retain and reward the best‑available persons. The options granted under the 2018 Plan, may be granted at a price not less than the fair market value on the grant date. The Board, or a committee of the Board, has granted options with an exercise price at or which approximates the fair value on the grant date. Grants of time-based awards generally vest over a four-year three-year The 2018 Plan provides for annual increases in the number of shares available for issuance on the first day of each year equal to the lesser of (i) 12,500,000 shares, (ii) 5% of the outstanding shares on the last date of the preceding year, and (iii) a lower amount determined by the plan administrator. As of September 30, 2020, 14,340,569 shares of common stock remain available for grant under the 2018 Plan. The following is a summary of restricted stock units for the current year period: Restricted Stock Units Number of Shares Weighted Average Grant-Date Fair Value Weighted Average Remaining Contractual Term (in years) Unvested at December 31, 2019 6,975,994 $ 14.72 2.2 Granted 4,798,269 $ 19.32 Vested (3,134,198 ) $ 14.78 Forfeited/cancelled (760,154 ) $ 16.11 Unvested at September 30, 2020 7,879,911 $ 17.36 2.3 The following is a summary of stock option activity for the current year period: Stock Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value (in thousands) Weighted Average Remaining Contractual Term (in years) Outstanding at December 31, 2019 15,812,928 $ 14.67 $ 50,994 7.4 Granted 2,595,800 $ 21.47 Exercised (2,743,310 ) $ 13.67 Forfeited (211,076 ) $ 14.24 Expired (26,327 ) $ 14.60 Outstanding, vested and expected to vest at September 30, 2020 15,428,015 $ 15.99 $ 94,945 7.1 Vested and exercisable at September 30, 2020 9,950,434 $ 15.29 $ 67,821 6.3 The following is a summary of restricted stock awards for the current year period: Restricted Stock Awards Number of Shares Weighted Average Grant-Date Fair Value Weighted Average Remaining Contractual Term (in years) Unvested at December 31, 2019 299,798 $ 18.30 2.3 Vested (124,916 ) Unvested at September 30, 2020 174,882 $ 18.30 1.1 Fair Value of Stock Options The Company used the Black-Scholes-Merton option pricing model to estimate the fair value of stock options granted using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected life (in years) 5.6 6.0 5.8 5.9 Risk-free interest rate 0.4% 1.5% 1.2% 2.3% Volatility 52% 45% 48% 46% Dividend yield —% —% —% —% Fair value of common stock $24.10 $18.37 $21.47 $13.95 2018 Employee Stock Purchase Plan, As Amended The Company sponsors the 2018 Employee Stock Purchase Plan, as amended (the “ESPP”), which was first approved by stockholders on September 5, 2018. The ESPP provides for annual increases in the number of shares available for issuance on the first day of each year equal to the lesser of (i) 5,346,888 shares, (ii) 1% of the outstanding shares on the last date of the preceding year, and (iii) a lower amount determined by the plan administrator. Except for the initial offering period, the ESPP provides for 24-month offering periods beginning May 22 and November 22 of each year, and each offering period will consist of four six-month As of September 30, 2020, 4,518,860 shares of common stock remain available for issuance under the ESPP. The Company used Black-Scholes-Merton option pricing model to estimate the fair value of ESPP purchase rights granted using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected life (in years) n/a n/a 1.3 1.2 Risk-free interest rate n/a n/a 0.2% 2.3% Volatility n/a n/a 58% 43% Dividend yield n/a n/a —% —% Fair value of common stock n/a n/a $19.81 $16.98 Stock-Based Compensation Expense Stock-based compensation expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 1,222 $ 718 $ 3,229 $ 2,805 Research and development 8,322 5,468 22,275 15,863 Sales and marketing 5,912 2,918 15,096 8,714 General and administrative 6,150 5,678 17,979 17,665 Stock-based compensation expense, net of amounts capitalized 21,606 14,782 58,579 45,047 Capitalized stock-based compensation expense 206 858 1,692 2,889 Stock-based compensation expense $ 21,812 $ 15,640 $ 60,271 $ 47,936 As of September 30, 2020, unamortized stock-based compensation was as follows: Unrecognized stock-based compensation (in thousands) Weighted average vesting period (in years) Restricted stock units (service-based) $ 118,953 2.5 Restricted stock units (performance-based) (1) 1,604 0.9 Stock options 40,471 2.3 Restricted stock awards 1,875 1.1 ESPP 2,577 1.2 Total unrecognized stock-based compensation $ 165,480 (1) Unrecognized stock-based compensation expense pertains to performance-based restricted stock units (“Performance RSUs”) that were granted between second quarter of 2015 through the date of the Company’s initial public offering (“IPO”). Such performance RSUs vest upon the satisfaction of both a service condition and a Performance Vesting Condition, both of which must be met in order for the awards to vest and issue. The Performance Vesting Condition was met upon the occurrence of the Company’s IPO. The remaining unamortized stock-based compensation is recognized on an accelerated basis over the remaining weighted-average requisite service period as employee services are provided. 401(k) Plan In the United States, the Company offers its employees a defined contribution plan that qualifies as a deferred salary arrangement under Section 401 of the U.S. Internal Revenue Code (“401(k) Plan”). Under the 401(k) Plan, participating employees may defer a portion of their pretax earnings not to exceed the maximum amount allowed by the Internal Revenue Service. The Company currently provides a matching contribution of 25% of deferrals for eligible employees. Compensation expense for the Company's matching contributions was $1.1 million and $3.3 million during the three and nine months ended September 30, 2020, respectively, and $0.7 million and $2.3 million during the three and nine months ended September 30, 2019, respectively. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | 8. Leases The Company leases certain equipment and facilities under operating leases which expire at various dates through 2028. The Company’s operating lease costs were as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Operating lease cost (gross lease expense) $ 3,301 $ 3,228 $ 10,179 $ 9,295 Variable lease costs $ 1,365 $ 1,519 $ 4,382 $ 4,956 Sublease income (including reimbursed expenses) $ 1,357 $ 1,913 $ 3,936 $ 5,579 During each of the three and nine months ended September 30, 2020 and 2019, the Company’s short-term lease costs were nominal. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The weighted average remaining operating lease term was 7.9 years and 8.4 years as of September 30, 2020 and December 31, 2019, respectively. The weighted average discount rate used to estimate operating lease liabilities was 7.5% and 7.4% as of September 30, 2020 and December 31, 2019, respectively. As of September 30, 2020, maturities of operating lease liabilities and sublease income, by year are as follows: (in thousands) Operating Lease Payments Sublease Income Remainder of 2020 $ 3,493 $ 1,076 2021 14,151 4,087 2022 14,015 1,481 2023 13,516 1,101 2024 13,245 — Thereafter 55,724 — Gross lease payments (income) $ 114,144 $ 7,745 Less: Imputed interest 29,290 Less: Tenant improvement receivables 423 Total operating lease liabilities $ 84,431 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Non-Cancellable Purchase Commitments The Company enters into commitments under non-cancellable purchase orders for the procurement of goods and services in the ordinary course of business. As of September 30, 2020, expected payments under such commitments are as follows (in thousands): Remainder of 2020 $ 3,187 2021 8,472 2022 7,401 2023 5,275 2024 2,115 Thereafter — Total purchase commitments $ 26,450 Letters of Credit As of September 30, 2020, the Company had a standby letter of credit for $5.0 million which was issued in connection with the San Mateo facility. Legal Matters From time to time, the Company is subject to legal proceedings, claims and litigation arising in the ordinary course of business, which may include, but are not limited to, patent and privacy matters, labor and employment claims, class action lawsuits, as well as inquiries, investigations, audits and other regulatory proceedings. Periodically, the Company evaluates developments in its legal matters and records a liability when it believes that it is both probable that a loss has been incurred and the amount can be reasonably estimated. Significant judgment is required to determine both the likelihood of there being, and the estimated amount of, a loss related to such matters, and the Company's judgment may be incorrect. There are currently no legal matters or claims that have arisen from the normal course of business that the Company believes would have a material impact on the Company’s financial position, results of operations or cash flows. Warranties and Indemnification The Company’s subscription services are generally warranted to perform materially in accordance with the Company’s online help documentation under normal use and circumstances. Additionally, the Company’s arrangements generally include provisions for indemnifying customers against liabilities if its subscription services infringe a third party’s intellectual property rights. Furthermore, the Company may also incur liabilities if it breaches the security or confidentiality obligations in its arrangements. To date, the Company has not incurred significant costs and has not accrued a liability in the accompanying condensed consolidated financial statements as a result of these obligations. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 10. Debt As of September 30, 2020 and December 31, 2019 the carrying values of debt were as follows: September 30, 2020 December 31, 2019 Issuance date Maturity date Amount (in thousands) Effective Interest Rate Amount (in thousands) Effective Interest Rate 2018 Refinancing Facility Agreement October 2018 October 2025 $ 215,600 3.9% - 5.4% $ 217,250 5.3% - 6.3% Less: Unamortized issuance discount and issuance costs, net 1,509 1,734 Less: Debt, current 1,900 1,900 Debt, non-current $ 212,191 $ 213,616 In October 2018, the Company entered into a Refinancing Facility Agreement (“2018 Credit Facility”), comprising a $220.0 million term loan (the “Term Loan”) and $75.0 million revolving credit facility. Loans under the 2018 Credit Facility accrue interest based upon, at the Company’s option, either at an alternate base interest rate (“ABR”) or a Eurocurrency rate, in each case plus an applicable margin. The applicable margin for the Term Loan is 2.75% in the case of a ABR loan and 3.75% in the case of a Eurocurrency loan, and the applicable margin for the revolving loan ranges from 0.75% to 1.50% in the case of a ABR loan and 1.75% to 2.50% in the case of a Eurocurrency loan, and is based on the Company’s leverage ratio. The Company will make quarterly principal payments of $550,000 on the Term Loan with any remaining principal amounts due on October 10, 2025. The principal amount on the revolving credit facility is due and all revolver commitments terminate on October 10, 2023. The Company records debt discounts and issuance costs as a reduction to the associated current and long-term portions of the debt in the condensed consolidated balance sheets. The Company records debt discounts and issuance costs as a deferred asset when there is no associated debt liability. As of September 30, 2020, unamortized issuance discount and issuance costs of $0.4 million were included in prepaid expenses and other current assets and $ 0.8 million were included in other assets. As of December 31, 201 9 , unamortized issuance discount and issuance costs of $ 0.4 million were included in prepaid expenses and other current assets and $ million were included in other assets. The Company amortizes these costs using the straight-line method which approximates the effective interest rate method over the life of the loan. The amounts amortized are included in interest expense in the accompanying condensed consolidated statements of operations . As of September 30, 2020, the Company had $70 million of borrowing available under the line of credit portion of the 2018 Credit Facility. The Company’s obligations under the 2018 Credit Facility are guaranteed by certain of its subsidiaries and secured by liens on substantially all of the assets of the Company and such subsidiaries. The 2018 Credit Facility contains financial, affirmative and negative covenants that, if violated, may require the Company to pay down the loans earlier than the stated maturity dates with higher interest rates. As of September 30, 2020, the Company was compliant with all of its debt covenant requirements in the 2018 Credit Facility. The Company believes that it will continue to comply with the terms of the loan agreements through the stated maturity dates. However, if the Company’s projections do not materialize, the Company may require additional equity or debt financing. There can be no assurance that additional financing, if required, will be available on terms satisfactory to the Company. Principal and interest payments are due quarterly. As of September 30, 2020, future minimum payment obligations of principal amounts due by year under the 2018 Credit Facility were as follows, (in thousands): Remainder of 2020 $ 550 2021 2,200 2022 2,200 2023 2,200 2024 2,200 Thereafter 206,250 Total principal outstanding $ 215,600 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company recorded an income tax provision of $1.3 million for the three and nine months ended September 30, 2020, respectively. The Company recorded an income tax benefit of $1.3 million and $1.8 million for the three and nine months ended September 30, 2019, respectively. The increase in the Company’s income tax expense for the three and nine months ended September 30, 2020, relative to the respective prior periods, was primarily due to taxes incurred in connection with a taxable sale of intangible assets and the one-time partial release of the valuation allowance in 2019 as a result of the acquisitions. The Company regularly evaluates the realizability of its net deferred tax assets based on all available evidence, both positive and negative. The realization of net deferred tax assets is dependent on several factors, including the likelihood and amount, if any, of future taxable income in relevant jurisdictions during periods in which those temporary differences become deductible. As of September 30, 2020, the Company continues to maintain a valuation allowance on certain deferred tax assets in the United States and Ireland that are not realizable on a more likely than not basis. The Company believes that it has provided adequate reserves for its income tax uncertainties in all open tax years. As the outcome of the audits cannot be predicted with certainty, if any issues addressed in the Company's tax audits are resolved in a manner inconsistent with management's expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. There were no material changes in gross unrecognized tax benefits during each of the three and nine months ended September 30, 2020 and 2019. On July 27, 2015, in Altera Corp. v. Commissioner, the U.S. Tax Court issued an opinion invalidating the regulations relating to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement. A final decision was issued by the Tax Court in December 2015. The Internal Revenue Service appealed the Tax Court decision in June 2016. On July 24, 2018, the Ninth Circuit Federal Court issued a decision that was subsequently withdrawn and a reconstituted panel conferred on the appeal. On June 7, 2019, the Ninth Circuit Federal Court panel upheld the cost-sharing regulations. On July 22, 2019, Intel Corporation, wh ich acquired Altera Corp., filed a request for rehearing of the case by the entire Ninth Circuit Federal Court , which was denied on November 11, 2019 . O n February 10, 2020, Intel Corporation filed a petition with the United States Supreme Court which was denied on June 22, 2020, therefore validating the Ninth Circuit Federal Court decision to uphold the cost sharing regulations . Upon resolution of all appeals, the Company recorded a cumulative reduction to its deferred tax assets related to net operating losses of $9.0 million, offset by a corresponding valuation allowance release. In addition, the Company has commenced including stock-based compensation in its cost share allocation. Due to the full valuation allowance the Company has against its deferred tax assets in the United States and Ireland, the change does not have a material impact to its effective tax rate and income tax expense. |
Geographical Information
Geographical Information | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Geographical Information | 12. Geographical Information Revenue by geography is generally based on the billing address of the customer. For purposes of its geographic revenue disclosure, the Company defines a customer as an organization. An organization may consist of an individual paying user, multiple paying users within an organization or the organization itself. The following table sets forth the percentage of revenue by geographic area: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States 65 % 65 % 65 % 64 % Rest of world 35 % 35 % 35 % 36 % No other country outside of the United States comprised 10% or greater of the Company’s revenue for the three and nine months ended September 30, 2020 and 2019. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 13. Net Loss Per Share Basic earnings per share is computed by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net loss for the period by the weighted-average number of common shares outstanding during the period which includes potential dilutive common shares assuming the dilutive effect of outstanding stock options, restricted stock units (including those that are performance-based) and restricted stock awards calculated using the treasury stock method. The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share amounts) 2020 2019 2020 2019 Numerator: Net loss $ (26,119 ) $ (16,310 ) $ (73,293 ) $ (52,565 ) Denominator: Weighted-average shares outstanding - basic and diluted 141,034 133,417 138,907 130,434 Net loss per common share - basic and diluted: $ (0.19 ) $ (0.12 ) $ (0.53 ) $ (0.40 ) The Company was in a loss position for the periods presented. Accordingly, basic net loss per share is the same as diluted net loss per share as the inclusion of all potential common shares outstanding would have been anti-dilutive. Prior to application of the treasury stock method, share equivalents (comprising restricted stock units (including those that are performance-based), stock options, restricted stock awards, and shares issuable under the ESPP) excluded from the calculations of diluted net loss per share were 24.0 million during the three and nine months ended September 30, 2020, and 24.4 million during the three and nine months ended September 30, 2019. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying interim condensed consolidated balance sheet as of September 30, 2020, the statements of operations, comprehensive loss and stockholders’ equity for the three and nine months ended September 30, 2020 and 2019, and cash flows for the nine months ended September 30, 2020 and 2019 are unaudited. Such condensed consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. These condensed consolidated financial statements include the results of operations of the Company and its wholly-owned subsidiaries. All significant intercompany transactions have been eliminated . These condensed consolidated financial statements do not include all disclosures normally required in annual consolidated financial statements prepared in accordance with GAAP. In management’s opinion, the condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of September 30, 2020, the results of operations for the three and nine months ended September 30, 2020 and 2019, and cash flows for the nine months ended September 30, 2020 and 2019. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results to be expected for the full year or any other future interim or annual periods. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Form-10K filed with the SEC on February 27, 2020. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and reported amounts of revenue and expenses during the reporting periods covered by the condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates due to a variety of factors, including the unforeseen effects of the COVID-19 pandemic on the Company’s business and financial results. Due to the COVID-19 pandemic, there is ongoing uncertainty and significant disruption in the global economy and financial markets. The Company is not aware of any specific event or circumstances that would require an update to its estimates, judgments or assumptions or a revision to the carrying value of its assets or liabilities as of the date of issuance of its financial statements. These estimates, judgments and assumptions may change in the future, as new events occur or additional information is obtained. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable. The Company’s most significant estimates and judgments involve valuation of deferred income tax assets, valuation of acquired goodwill and intangibles from acquisitions, tax contingencies, legal contingencies and incremental borrowing rate for operating leases. |
Segment Information | Segment Information The Company operates as a single |
Related Party Transactions | Related Party Transactions Certain members of the Company’s Board of Directors (“Board”) serve as board members, are executive officers of and/or (in some cases) are investors in companies that are customers and/or vendors of the Company. The Company incurred related party expenses of $0.7 million and $2.7 million for the three and nine months ended September 30, 2020, respectively, and $0.6 million and $1.4 million during the three and nine months ended September 30, 2019, respectively. |
Revenue Recognition and Deferred Revenue | Revenue Recognition and Deferred Revenue The Company generates substantially all of its revenue from the sale of subscriptions to its survey software products including subscriptions to its purpose-built solutions. The revenue the Company generates from one purpose-built solution that is delivered and recognized at a point in time is not significant. Disaggregated revenue Revenue by sales channel was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Self-serve revenue $ 68,001 $ 61,348 $ 196,506 $ 179,038 Enterprise revenue 27,428 17,969 78,129 44,059 Revenue $ 95,429 $ 79,317 $ 274,635 $ 223,097 Self-serve revenues are generated from products purchased independently through our website. Enterprise revenues are generated from products sold to organizations through our sales team. In addition, see Note 12 for information regarding the Company’s revenue by geographic area. Deferred revenue The Company recognized into revenue $70.3 million and $133.9 million during the three and nine months ended September 30, 2020, respectively, and $55.4 million and $95.3 million during the three and nine months ended September 30, 2019, respectively, that was included in the deferred revenue balances at the beginning of each respective period. Transaction price allocated to the remaining performance obligations As of September 30, 2020, future estimated revenue related to non-cancelable performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period was $183.3 million. The substantial majority of the unsatisfied performance obligations will be satisfied over the next twelve months. |
Accounts Receivable | Accounts Receivable Accounts receivable are presented at amortized cost net of amounts not expected to be collected. Accounts receivable are customer obligations that arise due to the time taken to settle transactions through direct customer payments. The Company bills in advance for monthly contracts and generally bills annually in advance for contracts with terms of one year or longer when it has an unconditional contractual right to consideration. The Company also recognizes an immaterial amount of contract assets, or unbilled receivables, primarily relating to rights to consideration for services completed but not billed at the reporting date. Unbilled receivables are classified as receivables when the Company has the right to invoice the customer. The Company records an allowance for credit losses based upon its assessment of various factors including the Company’s a) historical experience (including historical bad debt expense trends), the age of a customers’ accounts receivable balance, and a customers’ credit quality, b) expected losses over the remaining estimated contractual life of the receivable and c) other reasonable and supportable factors pertaining to a customers’ ability to pay (including consideration of current economic conditions). Amounts deemed uncollectible and expected credit losses are recorded to the allowance for doubtful accounts with an offsetting charge in the condensed consolidated statements of operations. The Company evaluated its allowance for credit losses using its consolidated gross accounts receivable balance as a single portfolio segment. Bad debt expense recognized in the condensed consolidated statements of operations was $0.4 million and $1.2 million during the three and nine months ended September 30, 2020, respectively, and $0.1 million and $0.3 million during the three and nine months ended September 30, 2019, respectively. |
Other Non-Operating (Income) Expense | Other Non-Operating (Income) Expense Other non-operating (income) expense, net consists primarily of interest income, net foreign currency exchange (gains) losses, gain on sale of private company investments, net realized gains and losses related to investments, and other. The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Interest Income $ (141 ) $ (801 ) $ (620 ) $ (2,515 ) Foreign currency (gains) losses, net (151 ) 68 193 390 Gain on sale of a private company investment — — (1,001 ) (1,001 ) Other (income) expense, net 149 (154 ) 151 (315 ) Other non-operating income, net $ (143 ) $ (887 ) $ (1,277 ) $ (3,441 ) In January 2017, the Company sold a private company investment that was accounted for using the cost method of accounting. The Company recognized an initial gain upon sale and was additionally entitled to receive contingent consideration to be received over three years following the close of the transaction. In each of the nine months ended September 30, 2020 and 2019, the Company received cash of $1.0 million, representing its share of the respective second and final installments of the earn-out payment, each of which was recognized as a gain on sale of a private company investment. |
Accounting Pronouncements Recently Adopted and Not Yet Adopted | Accounting Pronouncements Recently Adopted Credit Losses : In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses ("ASU 2016-13"). ASU 2016-13 replaces the incurred loss impairment methodology in the current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. For trade receivables and other financial instruments, the Company will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. ASU 2016-13 is effective for public companies with fiscal years beginning after December 15, 2019, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to retained earnings as of the effective date. The Company adopted ASU 2016-13, including applicable amendments in other ASUs issued subsequent to ASU 2016-13, with no material impact upon adoption. Accounting Pronouncements Not Yet Adopted Income Taxes : In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. ASU 2019-12 also improves consistent application and simplifies other areas of Topic 740 by clarifying and amending existing guidance. Early adoption is permitted, provided that the Company reflects any adjustments as of the beginning of the annual period that includes the interim period for which such early adoption occurs. Additionally, the Company must adopt all the amendments in the same period if early adoption is elected. ASU 2019-12 is effective for public companies with fiscal years beginning after December 15, 2020, unless early adopted. The Company is currently evaluating the impact of this new standard on its condensed consolidated financial statements. Reference Rate Reform : In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . ASU 2020-04 is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. This guidance is effective beginning on March 12, 2020, and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company does not expect this update will have a material impact on its condensed consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Disaggregated Revenue by Sales Channel | Revenue by sales channel was as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Self-serve revenue $ 68,001 $ 61,348 $ 196,506 $ 179,038 Enterprise revenue 27,428 17,969 78,129 44,059 Revenue $ 95,429 $ 79,317 $ 274,635 $ 223,097 |
Components of Other Non-Operating (Income) Expense Recognized in Condensed Consolidated Financial Statements | The components of other non-operating (income) expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Interest Income $ (141 ) $ (801 ) $ (620 ) $ (2,515 ) Foreign currency (gains) losses, net (151 ) 68 193 390 Gain on sale of a private company investment — — (1,001 ) (1,001 ) Other (income) expense, net 149 (154 ) 151 (315 ) Other non-operating income, net $ (143 ) $ (887 ) $ (1,277 ) $ (3,441 ) |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents [Abstract] | |
Summary of Reconciliation of the Cash, Cash Equivalents, and Restricted Cash | As of September 30, 2020 and December 31, 2019, the following table provides a reconciliation of the amount of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets to the total of the same such amounts shown in the condensed consolidated statements of cash flows: (in thousands) September 30, 2020 December 31, 2019 Cash and cash equivalents $ 206,334 $ 131,035 Restricted cash included in prepaid expenses and other current assets 337 578 Restricted cash included in other assets 47 70 Total cash, cash equivalents and restricted cash $ 206,718 $ 131,683 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | As of September 30, 2020 and December 31, 2019, property and equipment consisted of the following: (in thousands) September 30, 2020 December 31, 2019 Computer equipment $ 15,846 $ 23,155 Leasehold improvements 54,079 55,224 Furniture, fixtures, and other assets 11,225 11,411 Gross property and equipment 81,150 89,790 Less: Accumulated depreciation (58,640 ) (54,718 ) Property and equipment, net $ 22,510 $ 35,072 |
Acquisitions, Intangible Asse_2
Acquisitions, Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Acquisitions Intangible Assets And Goodwill [Abstract] | |
Schedule of Intangible Assets, net | As of September 30, 2020 and December 31, 2019, capitalized internal-use software consisted of the following: (in thousands) September 30, 2020 December 31, 2019 Gross capitalized internal-use software $ 68,699 $ 61,130 Less: Accumulated amortization (38,897 ) (27,974 ) Capitalized internal use software, net $ 29,802 $ 33,156 As of September 30, 2020 and December 31, 2019, intangible assets, net consisted of the following: September 30, 2020 December 31, 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 25,685 $ (13,380 ) $ 12,305 $ 25,594 $ (9,712 ) $ 15,882 Trade name 2,766 (1,141 ) $ 1,625 2,711 (763 ) 1,948 Developed technology 28,049 (18,282 ) $ 9,767 27,547 (12,227 ) 15,320 Acquisition intangible assets, net $ 56,500 $ (32,803 ) $ 23,697 $ 55,852 $ (22,702 ) $ 33,150 |
Summary of Future Amortization Expense | As of September 30, 2020, future amortization expense by year is expected to be as follows (in thousands): (in thousands) Capitalized internal-use software, net Acquisition intangible assets, net Remainder of 2020 $ 3,262 $ 2,799 2021 10,754 10,070 2022 6,767 5,056 2023 1,404 1,917 2024 — 1,667 Thereafter — 2,188 Total amortization expense $ 22,187 $ 23,697 |
Schedule of Carrying Amount of Goodwill, Net | The changes in the carrying amount of goodwill were as follows (in thousands): Balance as of December 31, 2019 $ 462,927 Foreign currency translation 2,675 Balance as of September 30, 2020 $ 465,602 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Stock Option Activity | The following is a summary of stock option activity for the current year period: Stock Options Number of Shares Weighted Average Exercise Price Aggregate Intrinsic Value (in thousands) Weighted Average Remaining Contractual Term (in years) Outstanding at December 31, 2019 15,812,928 $ 14.67 $ 50,994 7.4 Granted 2,595,800 $ 21.47 Exercised (2,743,310 ) $ 13.67 Forfeited (211,076 ) $ 14.24 Expired (26,327 ) $ 14.60 Outstanding, vested and expected to vest at September 30, 2020 15,428,015 $ 15.99 $ 94,945 7.1 Vested and exercisable at September 30, 2020 9,950,434 $ 15.29 $ 67,821 6.3 |
Summary of Estimated Fair Value of Stock Options Granted Using Weighted-average Assumptions | The Company used the Black-Scholes-Merton option pricing model to estimate the fair value of stock options granted using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected life (in years) 5.6 6.0 5.8 5.9 Risk-free interest rate 0.4% 1.5% 1.2% 2.3% Volatility 52% 45% 48% 46% Dividend yield —% —% —% —% Fair value of common stock $24.10 $18.37 $21.47 $13.95 |
Summary of Estimated Fair Value of ESPP Purchase Rights Granted Using Weighted-average Assumptions | The Company used Black-Scholes-Merton option pricing model to estimate the fair value of ESPP purchase rights granted using the following weighted-average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 Expected life (in years) n/a n/a 1.3 1.2 Risk-free interest rate n/a n/a 0.2% 2.3% Volatility n/a n/a 58% 43% Dividend yield n/a n/a —% —% Fair value of common stock n/a n/a $19.81 $16.98 |
Summary of Stock-based Compensation Expense Recognized in Financial Statements | Stock-based compensation expense recognized in the condensed consolidated financial statements is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Cost of revenue $ 1,222 $ 718 $ 3,229 $ 2,805 Research and development 8,322 5,468 22,275 15,863 Sales and marketing 5,912 2,918 15,096 8,714 General and administrative 6,150 5,678 17,979 17,665 Stock-based compensation expense, net of amounts capitalized 21,606 14,782 58,579 45,047 Capitalized stock-based compensation expense 206 858 1,692 2,889 Stock-based compensation expense $ 21,812 $ 15,640 $ 60,271 $ 47,936 |
Summary of Unamortized Stock-based Compensation | As of September 30, 2020, unamortized stock-based compensation was as follows: Unrecognized stock-based compensation (in thousands) Weighted average vesting period (in years) Restricted stock units (service-based) $ 118,953 2.5 Restricted stock units (performance-based) (1) 1,604 0.9 Stock options 40,471 2.3 Restricted stock awards 1,875 1.1 ESPP 2,577 1.2 Total unrecognized stock-based compensation $ 165,480 (1) Unrecognized stock-based compensation expense pertains to performance-based restricted stock units (“Performance RSUs”) that were granted between second quarter of 2015 through the date of the Company’s initial public offering (“IPO”). Such performance RSUs vest upon the satisfaction of both a service condition and a Performance Vesting Condition, both of which must be met in order for the awards to vest and issue. The Performance Vesting Condition was met upon the occurrence of the Company’s IPO. The remaining unamortized stock-based compensation is recognized on an accelerated basis over the remaining weighted-average requisite service period as employee services are provided. |
Restricted Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | The following is a summary of restricted stock units for the current year period: Restricted Stock Units Number of Shares Weighted Average Grant-Date Fair Value Weighted Average Remaining Contractual Term (in years) Unvested at December 31, 2019 6,975,994 $ 14.72 2.2 Granted 4,798,269 $ 19.32 Vested (3,134,198 ) $ 14.78 Forfeited/cancelled (760,154 ) $ 16.11 Unvested at September 30, 2020 7,879,911 $ 17.36 2.3 |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Summary of Restricted Stock Units and Restricted Stock Awards | The following is a summary of restricted stock awards for the current year period: Restricted Stock Awards Number of Shares Weighted Average Grant-Date Fair Value Weighted Average Remaining Contractual Term (in years) Unvested at December 31, 2019 299,798 $ 18.30 2.3 Vested (124,916 ) Unvested at September 30, 2020 174,882 $ 18.30 1.1 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Schedule of Operating Lease Costs | The Company’s operating lease costs were as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2020 2019 2020 2019 Operating lease cost (gross lease expense) $ 3,301 $ 3,228 $ 10,179 $ 9,295 Variable lease costs $ 1,365 $ 1,519 $ 4,382 $ 4,956 Sublease income (including reimbursed expenses) $ 1,357 $ 1,913 $ 3,936 $ 5,579 |
Schedule of Maturities of Operating Lease Liabilities and Sublease Income | As of September 30, 2020, maturities of operating lease liabilities and sublease income, by year are as follows: (in thousands) Operating Lease Payments Sublease Income Remainder of 2020 $ 3,493 $ 1,076 2021 14,151 4,087 2022 14,015 1,481 2023 13,516 1,101 2024 13,245 — Thereafter 55,724 — Gross lease payments (income) $ 114,144 $ 7,745 Less: Imputed interest 29,290 Less: Tenant improvement receivables 423 Total operating lease liabilities $ 84,431 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Non-Cancellable Purchase Commitments | The Company enters into commitments under non-cancellable purchase orders for the procurement of goods and services in the ordinary course of business. As of September 30, 2020, expected payments under such commitments are as follows (in thousands): Remainder of 2020 $ 3,187 2021 8,472 2022 7,401 2023 5,275 2024 2,115 Thereafter — Total purchase commitments $ 26,450 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Carrying Values of Debt | As of September 30, 2020 and December 31, 2019 the carrying values of debt were as follows: September 30, 2020 December 31, 2019 Issuance date Maturity date Amount (in thousands) Effective Interest Rate Amount (in thousands) Effective Interest Rate 2018 Refinancing Facility Agreement October 2018 October 2025 $ 215,600 3.9% - 5.4% $ 217,250 5.3% - 6.3% Less: Unamortized issuance discount and issuance costs, net 1,509 1,734 Less: Debt, current 1,900 1,900 Debt, non-current $ 212,191 $ 213,616 |
Schedule of Future Minimum Payment Obligations of Principal Amounts Due | Principal and interest payments are due quarterly. As of September 30, 2020, future minimum payment obligations of principal amounts due by year under the 2018 Credit Facility were as follows, (in thousands): Remainder of 2020 $ 550 2021 2,200 2022 2,200 2023 2,200 2024 2,200 Thereafter 206,250 Total principal outstanding $ 215,600 |
Geographical Information (Table
Geographical Information (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Percentage of Revenue by Geographic Area | The following table sets forth the percentage of revenue by geographic area: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 United States 65 % 65 % 65 % 64 % Rest of world 35 % 35 % 35 % 36 % |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended September 30, Nine Months Ended September 30, (in thousands, except per share amounts) 2020 2019 2020 2019 Numerator: Net loss $ (26,119 ) $ (16,310 ) $ (73,293 ) $ (52,565 ) Denominator: Weighted-average shares outstanding - basic and diluted 141,034 133,417 138,907 130,434 Net loss per common share - basic and diluted: $ (0.19 ) $ (0.12 ) $ (0.53 ) $ (0.40 ) |
Company Overview and Basis of_2
Company Overview and Basis of Presentation - Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2020Segment | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Number of operating segment | 1 |
Company Overview and Basis of_3
Company Overview and Basis of Presentation - Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||
Related party expenses | $ 0.7 | $ 0.6 | $ 2.7 | $ 1.4 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Summary of Disaggregated Revenue by Sales Channel (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 95,429 | $ 79,317 | $ 274,635 | $ 223,097 |
Self-serve Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 68,001 | 61,348 | 196,506 | 179,038 |
Enterprise Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | $ 27,428 | $ 17,969 | $ 78,129 | $ 44,059 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Accounting Policies [Abstract] | ||||
Deferred revenue, revenue recognized | $ 70,300 | $ 55,400 | $ 133,900 | $ 95,300 |
Bad debt expense | $ 400 | $ 100 | $ 1,156 | 309 |
Sale of private company investment, period of contingent consideration to be received | 3 years | |||
Earn-out payment received | $ 1,000 | $ 1,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Additional Information (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-10-01 $ in Millions | Sep. 30, 2020USD ($) |
Summary Of Significant Accounting Policies [Line Items] | |
Revenue, unsatisfied performance obligation | $ 183.3 |
Performance obligation, expected timing of satisfaction, period | 12 months |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Components of Other Non-Operating (Income) Expense Recognized in Condensed Consolidated Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Nonoperating Income Expense [Abstract] | ||||
Interest Income | $ (141) | $ (801) | $ (620) | $ (2,515) |
Foreign currency (gains) losses, net | (151) | 68 | 193 | 390 |
Gain on sale of a private company investment | 0 | 0 | (1,001) | (1,001) |
Other (income) expense, net | 149 | (154) | 151 | (315) |
Other non-operating income, net | $ (143) | $ (887) | $ (1,277) | $ (3,441) |
Cash and Cash Equivalents - Sum
Cash and Cash Equivalents - Summary of Reconciliation of the Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Cash And Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 206,334 | $ 131,035 | ||
Restricted cash included in prepaid expenses and other current assets | $ 337 | $ 578 | ||
Restricted Cash, Current, Asset, Statement of Financial Position [Extensible List] | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | ||
Restricted cash included in other assets | $ 47 | $ 70 | ||
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent | ||
Total cash, cash equivalents and restricted cash | $ 206,718 | $ 131,683 | $ 116,806 | $ 154,371 |
Cash and Cash Equivalents - Add
Cash and Cash Equivalents - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Dec. 31, 2019 |
Cash And Cash Equivalents [Abstract] | ||
Cash in transit for credit and debit card transactions | $ 3 | $ 1.6 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Millions | Sep. 30, 2020USD ($) |
Fair Value Disclosures [Abstract] | |
Fair value of debt | $ 215.1 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 81,150 | $ 89,790 |
Less: Accumulated depreciation | (58,640) | (54,718) |
Property and equipment, net | 22,510 | 35,072 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 15,846 | 23,155 |
Leasehold Improvements | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 54,079 | 55,224 |
Furniture, Fixtures, and Other Assets | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 11,225 | $ 11,411 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 3.9 | $ 4.3 | $ 12.5 | $ 13.1 |
Acquisitions, Intangible Asse_3
Acquisitions, Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 03, 2019 | Apr. 01, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Cash consideration | $ 0 | $ 114,603 | ||||||
Goodwill | $ 465,602 | 465,602 | $ 462,927 | |||||
Amortization expense related to capitalized internal-use software | 3,700 | $ 4,100 | 10,900 | 11,500 | ||||
Amortization expense | 3,070 | 2,521 | 9,796 | $ 5,715 | ||||
Capitalized internal-use software, net | 29,802 | 29,802 | $ 33,156 | |||||
Capitalized Internal-Use Software Net in Development Phase | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Capitalized internal-use software, net | $ 7,600 | $ 7,600 | ||||||
GetFeedback, Inc | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Closing date of acquisition | Sep. 3, 2019 | |||||||
Percentage of outstanding shares acquired | 100.00% | |||||||
Business combination, consideration paid in common stock | 376,333 | |||||||
Business combination, fair value of common stock | $ 16.24 | |||||||
Cash consideration | $ 61,500 | |||||||
Net cash acquired | 700 | |||||||
Business combination, total purchase consideration | 68,300 | |||||||
Business combination, net tangible liabilities | 3,300 | |||||||
Goodwill | 53,900 | |||||||
GetFeedback, Inc | General and Administrative Expenses | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Acquisition-related incremental expenses | $ 700 | |||||||
GetFeedback, Inc | Customer Relationships and Developed Technology | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Business combination, fair value identifiable intangible assets | $ 17,700 | |||||||
Usabilla Holding B.V. | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Closing date of acquisition | Apr. 1, 2019 | |||||||
Percentage of outstanding shares acquired | 100.00% | |||||||
Business combination, consideration paid in common stock | 1,644,413 | |||||||
Business combination, fair value of common stock | $ 18.30 | |||||||
Cash consideration | $ 53,100 | |||||||
Net cash acquired | 1,100 | |||||||
Business combination, total purchase consideration | 84,300 | |||||||
Business combination, net tangible liabilities | 2,900 | |||||||
Goodwill | $ 72,100 | |||||||
Usabilla Holding B.V. | General and Administrative Expenses | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Acquisition-related incremental expenses | $ 1,000 | |||||||
Usabilla Holding B.V. | Certain Employees of Acquired Company | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Business acquisition, additional consideration granted | 299,798 | |||||||
Requisite service period | 3 years | |||||||
Usabilla Holding B.V. | Developed Technology | ||||||||
Acquisitions Intangible Assets And Goodwill [Line Items] | ||||||||
Business combination, fair value identifiable intangible assets | $ 15,100 |
Acquisitions, Intangible Asse_4
Acquisitions, Intangible Assets and Goodwill - Schedule of Capitalized Internal-Use Software (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Capitalized Computer Software Net [Abstract] | ||
Gross capitalized internal-use software | $ 68,699 | $ 61,130 |
Less: Accumulated amortization | (38,897) | (27,974) |
Capitalized internal use software, net | $ 29,802 | $ 33,156 |
Acquisitions, Intangible Asse_5
Acquisitions, Intangible Assets and Goodwill - Schedule of Intangible Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | $ 56,500 | $ 55,852 |
Acquisition intangible assets, net, Accumulated Amortization | (32,803) | (22,702) |
Acquisition intangible assets, net, Net Carrying Amount | 23,697 | 33,150 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 25,685 | 25,594 |
Acquisition intangible assets, net, Accumulated Amortization | (13,380) | (9,712) |
Acquisition intangible assets, net, Net Carrying Amount | 12,305 | 15,882 |
Trade Name | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 2,766 | 2,711 |
Acquisition intangible assets, net, Accumulated Amortization | (1,141) | (763) |
Acquisition intangible assets, net, Net Carrying Amount | 1,625 | 1,948 |
Developed Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Gross Carrying Amount | 28,049 | 27,547 |
Acquisition intangible assets, net, Accumulated Amortization | (18,282) | (12,227) |
Acquisition intangible assets, net, Net Carrying Amount | $ 9,767 | $ 15,320 |
Acquisitions, Intangible Asse_6
Acquisitions, Intangible Assets and Goodwill - Summary of Future Amortization Expense (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets [Line Items] | ||
Acquisition intangible assets, net, Net Carrying Amount | $ 23,697 | $ 33,150 |
Capitalized Internal-Use Software, Net | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2020 | 3,262 | |
2021 | 10,754 | |
2022 | 6,767 | |
2023 | 1,404 | |
2024 | 0 | |
Thereafter | 0 | |
Acquisition intangible assets, net, Net Carrying Amount | 22,187 | |
Acquisition Intangible Assets, Net | ||
Finite Lived Intangible Assets [Line Items] | ||
Remainder of 2020 | 2,799 | |
2021 | 10,070 | |
2022 | 5,056 | |
2023 | 1,917 | |
2024 | 1,667 | |
Thereafter | 2,188 | |
Acquisition intangible assets, net, Net Carrying Amount | $ 23,697 |
Acquisitions, Intangible Asse_7
Acquisitions, Intangible Assets and Goodwill - Schedule of Carrying Amount of Goodwill, Net (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Beginning balance | $ 462,927 |
Foreign currency translation | 2,675 |
Ending Balance | $ 465,602 |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2020USD ($)offering_period$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 05, 2018shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Fair value assumptions, method used | Black-Scholes-Merton option pricing model | ||
Proceeds under the plan | $ | $ 3,082 | $ 2,662 | |
2018 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Offering period | 24 months | ||
Number of offering periods | offering_period | 4 | ||
Length of purchase period | 6 months | ||
Employee share purchase price percentage | 85.00% | ||
Initial offering period start date | Sep. 25, 2018 | ||
Initial offering period end date | Nov. 22, 2020 | ||
Time-Based Awards | Equity Incentive Plans | New Hires | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Time-Based Awards | Equity Incentive Plans | Existing Employees | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Maximum | Equity Incentive Plans | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expiration period | 10 years | ||
Maximum | 2018 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Annual increases in number of shares available for issuance | 12,500,000 | ||
Percentage of outstanding shares | 5.00% | ||
Maximum | 2018 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Annual increases in number of shares available for issuance | 5,346,888 | ||
Percentage of outstanding shares | 1.00% | ||
Common Stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares purchased by employees | 268,000 | 261,000 | |
Common Stock | 2018 Equity Incentive Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares available for grant | 14,340,569 | ||
Common Stock | 2018 Employee Stock Purchase Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of shares purchased by employees | 267,757 | 260,991 | |
Weighted average purchase price | $ / shares | $ 11.51 | $ 10.20 | |
Proceeds under the plan | $ | $ 3,100 | $ 2,700 | |
Number of shares available for issuance | 4,518,860 |
Employee Benefit Plans - Summar
Employee Benefit Plans - Summary of Restricted Stock Units (Details) - Restricted Stock Units - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Number of Shares | ||
Unvested, Beginning balance | 6,975,994 | |
Granted | 4,798,269 | |
Vested | (3,134,198) | |
Forfeited/cancelled | (760,154) | |
Unvested, Ending balance | 7,879,911 | 6,975,994 |
Weighted Average Grant-Date Fair Value | ||
Unvested, Beginning balance | $ 14.72 | |
Granted | 19.32 | |
Vested | 14.78 | |
Forfeited/cancelled | 16.11 | |
Unvested, Ending balance | $ 17.36 | $ 14.72 |
Weighted Average Remaining Contractual Term (in years) | ||
Unvested, Weighted Average Remaining Contractual Term | 2 years 3 months 18 days | 2 years 2 months 12 days |
Employee Benefit Plans - Summ_2
Employee Benefit Plans - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Number of Shares | ||
Outstanding, vested and expected to vest, Beginning balance | shares | 15,812,928 | |
Granted | shares | 2,595,800 | |
Exercised | shares | (2,743,310) | |
Forfeited | shares | (211,076) | |
Expired | shares | (26,327) | |
Outstanding, vested and expected to vest, Ending balance | shares | 15,428,015 | 15,812,928 |
Vested and exercisable at September 30, 2020 | shares | 9,950,434 | |
Weighted Average Exercise Price | ||
Outstanding, vested and expected to vest, Beginning balance | $ / shares | $ 14.67 | |
Granted | $ / shares | 21.47 | |
Exercised | $ / shares | 13.67 | |
Forfeited | $ / shares | 14.24 | |
Expired | $ / shares | 14.60 | |
Outstanding, vested and expected to vest, Ending balance | $ / shares | 15.99 | $ 14.67 |
Vested and exercisable at September 30, 2020 | $ / shares | $ 15.29 | |
Additional Disclosures | ||
Outstanding, vested and expected to vest, Aggregate Intrinsic Value, Beginning balance | $ | $ 94,945 | $ 50,994 |
Vested and exercisable at September 30, 2020 | $ | $ 67,821 | |
Outstanding, vested and expected to vest, Weighted Average Remaining Contractual Term | 7 years 1 month 6 days | 7 years 4 months 24 days |
Vested and exercisable, Weighted Average Remaining Contractual Term | 6 years 3 months 18 days |
Employee Benefit Plans - Summ_3
Employee Benefit Plans - Summary of Restricted Stock Awards (Details) - Restricted Stock Awards - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2020 | Dec. 31, 2019 | |
Number of Shares | ||
Unvested, Beginning balance | 299,798 | |
Vested | (124,916) | |
Unvested, Ending balance | 174,882 | 299,798 |
Weighted Average Grant-Date Fair Value | ||
Unvested, Beginning balance | $ 18.30 | |
Unvested, Ending balance | $ 18.30 | $ 18.30 |
Weighted Average Remaining Contractual Term (in years) | ||
Unvested, Weighted Average Remaining Contractual Term | 1 year 1 month 6 days | 2 years 3 months 18 days |
Employee Benefit Plans - Summ_4
Employee Benefit Plans - Summary of Estimated Fair Value of Stock Options Granted Using Weighted-average Assumptions (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Compensation Related Costs [Abstract] | ||||
Expected life (in years) | 5 years 7 months 6 days | 6 years | 5 years 9 months 18 days | 5 years 10 months 24 days |
Risk-free interest rate | 0.40% | 1.50% | 1.20% | 2.30% |
Volatility | 52.00% | 45.00% | 48.00% | 46.00% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Fair value of common stock | $ 24.10 | $ 18.37 | $ 21.47 | $ 13.95 |
Employee Benefit Plans - Summ_5
Employee Benefit Plans - Summary of Estimated Fair Value of ESPP Purchase Rights Granted Using Weighted-average Assumptions (Details) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 5 years 7 months 6 days | 6 years | 5 years 9 months 18 days | 5 years 10 months 24 days |
Risk-free interest rate | 0.40% | 1.50% | 1.20% | 2.30% |
Volatility | 52.00% | 45.00% | 48.00% | 46.00% |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
2018 Employee Stock Purchase Plan | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Expected life (in years) | 0 years | 0 years | 1 year 3 months 18 days | 1 year 2 months 12 days |
Risk-free interest rate | 0.00% | 0.20% | 2.30% | |
Volatility | 0.00% | 58.00% | 43.00% | |
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Fair value of common stock | $ 19.81 | $ 16.98 |
Employee Benefit Plans - Summ_6
Employee Benefit Plans - Summary of Stock-based Compensation Expense Recognized in Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | $ 21,606 | $ 14,782 | $ 58,579 | $ 45,047 |
Capitalized stock-based compensation expense | 206 | 858 | 1,692 | 2,889 |
Stock-based compensation expense | 21,812 | 15,640 | 60,271 | 47,936 |
Cost of revenue | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | 1,222 | 718 | 3,229 | 2,805 |
Research and development | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | 8,322 | 5,468 | 22,275 | 15,863 |
Sales and marketing | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | 5,912 | 2,918 | 15,096 | 8,714 |
General and administrative | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of amounts capitalized | $ 6,150 | $ 5,678 | $ 17,979 | $ 17,665 |
Employee Benefit Plans - Unamor
Employee Benefit Plans - Unamortized Stock-based Compensation (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 165,480 |
Restricted Stock Units (Service-Based) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 118,953 |
Weighted average vesting period (in years) | 2 years 6 months |
Restricted Stock Units (Performance-Based) | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 1,604 |
Weighted average vesting period (in years) | 10 months 24 days |
Stock Options | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 40,471 |
Weighted average vesting period (in years) | 2 years 3 months 18 days |
Restricted Stock Awards | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 1,875 |
Weighted average vesting period (in years) | 1 year 1 month 6 days |
ESPP | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized stock-based compensation (in thousands) | $ 2,577 |
Weighted average vesting period (in years) | 1 year 2 months 12 days |
Employee Benefit Plans - 401(k)
Employee Benefit Plans - 401(k) Plan - Additional Information (Details) - United States - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | ||||
Matching contribution of deferrals for eligible employees | 25.00% | |||
Matching contribution compensation expense | $ 1.1 | $ 0.7 | $ 3.3 | $ 2.3 |
Leases - Additional Information
Leases - Additional Information (Details) | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating lease expiration year | 2028 | |
Operating lease, Weighted average remaining operating lease term | 7 years 10 months 24 days | 8 years 4 months 24 days |
Operating lease, weighted average discount rate, percent | 7.50% | 7.40% |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease cost (gross lease expense) | $ 3,301 | $ 3,228 | $ 10,179 | $ 9,295 |
Variable lease costs | 1,365 | 1,519 | 4,382 | 4,956 |
Sublease income (including reimbursed expenses) | $ 1,357 | $ 1,913 | $ 3,936 | $ 5,579 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Lease Liabilities and Sublease Income (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Operating Leases Payments | |
Remainder of 2020 | $ 3,493 |
2021 | 14,151 |
2022 | 14,015 |
2023 | 13,516 |
2024 | 13,245 |
Thereafter | 55,724 |
Gross lease payments (income) | 114,144 |
Less: Imputed interest | 29,290 |
Less: Tenant improvement receivables | 423 |
Total operating lease liabilities | 84,431 |
Sublease Income | |
Remainder of 2020 | 1,076 |
2021 | 4,087 |
2022 | 1,481 |
2023 | 1,101 |
2024 | 0 |
Thereafter | 0 |
Gross lease payments (income) | $ 7,745 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Non-Cancellable Purchase Commitments (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Unrecorded Unconditional Purchase Obligation, Fiscal Year Maturity [Abstract] | |
Remainder of 2020 | $ 3,187 |
2021 | 8,472 |
2022 | 7,401 |
2023 | 5,275 |
2024 | 2,115 |
Thereafter | 0 |
Total purchase commitments | $ 26,450 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) $ in Millions | Sep. 30, 2020USD ($) |
San Mateo Facility | |
Other Commitments [Line Items] | |
Standby letter of credit issued | $ 5 |
Debt - Schedule of Carrying Val
Debt - Schedule of Carrying Values of Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Total debt | $ 215,600 | |
Less: Unamortized issuance discount and issuance costs, net | 1,509 | $ 1,734 |
Debt, current | 1,900 | 1,900 |
Debt, non-current | $ 212,191 | 213,616 |
2018 Refinancing Facility Agreement | ||
Debt Instrument [Line Items] | ||
Issuance date | Oct. 31, 2018 | |
Maturity date | Oct. 10, 2025 | |
Total debt | $ 215,600 | $ 217,250 |
2018 Refinancing Facility Agreement | Minimum | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 3.90% | 5.30% |
2018 Refinancing Facility Agreement | Maximum | ||
Debt Instrument [Line Items] | ||
Effective Interest Rate | 5.40% | 6.30% |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Oct. 31, 2018 | Sep. 30, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Unamortized issuance discount and issuance costs | $ 1,509,000 | $ 1,734,000 | |
Prepaid Expenses and Other Current Assets | |||
Debt Instrument [Line Items] | |||
Unamortized issuance discount and issuance costs | 400,000 | 400,000 | |
Other Assets | |||
Debt Instrument [Line Items] | |||
Unamortized issuance discount and issuance costs | $ 800,000 | $ 1,000,000 | |
2018 Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, due date | Oct. 10, 2025 | ||
Line of credit facility, remaining borrowing capacity | $ 70,000,000 | ||
2018 Credit Facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 220,000,000 | ||
Debt instrument, quarterly principal payments | $ 550,000 | ||
Debt instrument, due date | Oct. 10, 2025 | ||
2018 Credit Facility | Domestic Line of Credit | |||
Debt Instrument [Line Items] | |||
Credit facility, maximum borrowing capacity | $ 75,000,000 | ||
Debt instrument, due date | Oct. 10, 2023 | ||
2018 Credit Facility | Alternate Base Rate | Term Loan | |||
Debt Instrument [Line Items] | |||
Applicable margin | 2.75% | ||
2018 Credit Facility | Alternate Base Rate | Domestic Line of Credit | Minimum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 0.75% | ||
2018 Credit Facility | Alternate Base Rate | Domestic Line of Credit | Maximum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 1.50% | ||
2018 Credit Facility | Eurocurrency Rate | Term Loan | |||
Debt Instrument [Line Items] | |||
Applicable margin | 3.75% | ||
2018 Credit Facility | Eurocurrency Rate | Domestic Line of Credit | Minimum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 1.75% | ||
2018 Credit Facility | Eurocurrency Rate | Domestic Line of Credit | Maximum | |||
Debt Instrument [Line Items] | |||
Applicable margin | 2.50% |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Payment Obligations of Principal Amounts Due (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2020 | $ 550 |
2021 | 2,200 |
2022 | 2,200 |
2023 | 2,200 |
2024 | 2,200 |
Thereafter | 206,250 |
Total principal outstanding | $ 215,600 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax provision (benefit) | $ 1,289 | $ (1,320) | $ 1,274 | $ (1,802) |
Cumulative reduction to deferred tax assets related to net operating losses offset by valuation allowance | $ 9,000 | $ 9,000 |
Geographical Information - Sche
Geographical Information - Schedule of Percentage of Revenue by Geographic Area (Details) - Geographic Concentration Risk - Revenue | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
United States | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Percentage of revenue by geographic area | 65.00% | 65.00% | 65.00% | 64.00% |
Rest of World | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Percentage of revenue by geographic area | 35.00% | 35.00% | 35.00% | 36.00% |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Numerator: | ||||
Net loss | $ (26,119) | $ (16,310) | $ (73,293) | $ (52,565) |
Denominator: | ||||
Weighted-average shares outstanding - basic and diluted | 141,034 | 133,417 | 138,907 | 130,434 |
Net loss per common share - basic and diluted: | $ (0.19) | $ (0.12) | $ (0.53) | $ (0.40) |
Net Loss Per Share - Additional
Net Loss Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of net loss per share | 24 | 24.4 | 24 | 24.4 |