DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION | 12 Months Ended |
Dec. 31, 2021shares | |
Entity Central Index Key | 0001847584 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2021 |
Document Fiscal Year Focus | 2021 |
Document Fiscal Period Focus | FY |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Auditor Firm ID | 1281 |
Auditor Location | Tel-Aviv, Israel |
Auditor Name | KOST FORER GABBAY & KASIERER |
Document Registration Statement | false |
Document Annual Report | true |
Document Transition Report | false |
Document Shell Company Report | false |
Entity File Number | 001-40490 |
Entity Incorporation, State or Country Code | L3 |
Entity Address, Address Line One | 1 Walter Moses St. |
Entity Address, City or Town | Tel Aviv |
Entity Address, Country | IL |
Entity Address, Postal Zip Code | 6789903 |
Title of 12(b) Security | Ordinary shares, no par value |
Trading Symbol | WKME |
Security Exchange Name | NASDAQ |
Entity Common Stock, Shares Outstanding | 83,754,006 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | Yes |
Entity Current Reporting Status | No |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | false |
Document Accounting Standard | U.S. GAAP |
Entity Shell Company | false |
Entity Registrant Name | WalkMe Ltd. |
Business Contact [Member] | |
Entity Address, Address Line One | General Counsel |
Entity Address, Address Line Two | 71 Stevenson Street, Floor 20 |
Entity Address, City or Town | San Francisco |
Entity Address, Country | CA |
Entity Address, Postal Zip Code | 94105 |
City Area Code | 855 |
Local Phone Number | 492-5563 |
Contact Personnel Name | Paul Bradley Shinn |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 276,889 | $ 62,328 |
Short-term deposits | 65,478 | 44,159 |
Trade receivables, net of allowances of $2,588 and $2,386 | 37,754 | 30,859 |
Prepaid expenses and other assets | 28,064 | 14,595 |
Short-term restricted deposits | 295 | 184 |
Total current assets | 408,480 | 152,125 |
NON-CURRENT ASSETS: | ||
Other assets | 36,412 | 19,565 |
Long-term restricted deposits | 544 | 2,488 |
Property and equipment, net | 10,885 | 8,629 |
Intangible assets, net | 1,815 | 0 |
Goodwill | 1,481 | 1,481 |
Total non-current assets | 51,137 | 32,163 |
TOTAL ASSETS | 459,617 | 184,288 |
CURRENT LIABILITIES: | ||
Trade payables | 6,592 | 5,513 |
Employees and payroll accruals | 34,648 | 19,695 |
Accrued expenses and other liabilities | 14,662 | 9,848 |
Deferred revenues | 86,024 | 57,467 |
Total current liabilities | 141,926 | 92,523 |
NON-CURRENT LIABILITIES: | ||
Deferred revenues | 1,288 | 1,478 |
Deferred tax liabilities, net | 4,795 | 3,101 |
Other liabilities | 2,097 | 2,308 |
Total non-current liabilities | 8,180 | 6,887 |
TOTAL LIABILITIES | 150,106 | 99,410 |
COMMITMENTS AND CONTINGENT LIABILITIES | ||
REDEEMABLE NON-CONTROLLING INTEREST | 23,901 | 8,647 |
CONVERTIBLE PREFERRED SHARES | ||
Of no par value - Authorized: 0 and 59,216,788 shares at December 31, 2021 and 2020 respectively; Issued and outstanding: 0 and 58,724,580 shares at December 31, 2021 and 2020, respectively | 0 | 300,490 |
SHAREHOLDERS’ EQUITY (DEFICIT): | ||
Ordinary shares of no par value - Authorized: 900,000,000 and 89,631,512 shares at December 31, 2021 and 2020, respectively; Issued and outstanding: 83,754,006 and 13,773,000 shares at December 31, 2021 and 2020, respectively | 0 | 0 |
Deferred shares of no par value – Authorized: 0 and 4,103,500 shares at December 31, 2021 and 2020, respectively; None issued and outstanding | 0 | 0 |
Additional paid-in capital | 610,193 | 21,524 |
Accumulated other comprehensive income | 455 | 131 |
Accumulated deficit | (325,038) | (245,914) |
Total shareholders’ equity (deficit) | 285,610 | (224,259) |
TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS’ EQUITY (DEFICIT) | $ 459,617 | $ 184,288 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICALS) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Trade receivables, net of allowances | $ 2,588 | $ 2,386 |
Temporary equity, no par value | $ 0 | $ 0 |
Temporary equity, shares authorized | 0 | 59,216,788 |
Temporary equity, shares issued | 0 | 58,724,580 |
Temporary equity, shares outstanding | 0 | 58,724,580 |
Common stock, no par value | $ 0 | $ 0 |
Common stock, shares authorized | 900,000,000 | 89,631,512 |
Common stock, shares issued | 83,754,006 | 13,773,000 |
Common stock, shares outstanding | 83,754,006 | 13,773,000 |
Deferred stock, no par value | $ 0 | $ 0 |
Deferred stock, shares authorized | 0 | 4,103,500 |
Deferred stock, shares issued | 0 | 0 |
Deferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | |||
Total revenues | $ 193,303 | $ 148,306 | $ 105,129 |
Cost of revenues | |||
Total cost of revenues | 46,657 | 39,158 | 30,676 |
Gross profit | 146,646 | 109,148 | 74,453 |
Research and development | 48,160 | 31,560 | 26,639 |
Sales and marketing | 127,719 | 87,208 | 75,004 |
General and administrative | 48,557 | 33,541 | 22,095 |
Total operating expenses | 224,436 | 152,309 | 123,738 |
Operating loss | (77,790) | (43,161) | (49,285) |
Financial expenses, net | (9) | (156) | 474 |
Loss before income taxes | (77,799) | (43,317) | (48,811) |
Income taxes | (2,494) | (1,708) | (1,307) |
Net loss | (80,293) | (45,025) | (50,118) |
Net loss attributable to non-controlling interest | (1,169) | (1,311) | (696) |
Adjustment attributable to non-controlling interest | 16,689 | 5,487 | 475 |
Deemed dividend to ordinary shareholders | 0 | 4,569 | 0 |
Net loss attributable to WalkMe Ltd. | $ (95,813) | $ (53,770) | $ (49,897) |
Net loss per share attributable to WalkMe Ltd. basic and diluted | $ (1.85) | $ (4.07) | $ (4.15) |
Weighted-average shares used in computing net loss per share attributable to ordinary shareholders, basic and diluted | 51,763,032 | 13,217,183 | 12,011,502 |
Subscription | |||
Revenues | |||
Total revenues | $ 175,328 | $ 130,303 | $ 94,769 |
Cost of revenues | |||
Total cost of revenues | 24,025 | 19,141 | 11,947 |
Professional services | |||
Revenues | |||
Total revenues | 17,975 | 18,003 | 10,360 |
Cost of revenues | |||
Total cost of revenues | $ 22,632 | $ 20,017 | $ 18,729 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (80,293) | $ (45,025) | $ (50,118) |
Other comprehensive income: | |||
Foreign currency translation adjustments | (546) | 205 | 51 |
Unrealized gain on cash flow hedge | 602 | 0 | 59 |
Other comprehensive income | 56 | 205 | 110 |
Comprehensive loss | (80,237) | (44,820) | (50,008) |
Less comprehensive loss attributable to redeemable non-controlling interest: | |||
Net loss attributable to redeemable non-controlling interest | (1,169) | (1,311) | (696) |
Foreign currency translation adjustments attributable to redeemable non-controlling interest | (266) | 100 | 25 |
Comprehensive loss attributable to redeemable non-controlling interest | (1,435) | (1,211) | (671) |
Comprehensive loss attributable to WalkMe Ltd. | $ (78,802) | $ (43,609) | $ (49,337) |
CONSOLIDATED STATEMENTS OF CONV
CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED SHARES AND SHAREHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Convertible Preferred Shares | Ordinary shares | Additional paid-in capital | Accumulated other comprehensive income | Accumulated deficit | Total |
Beginning balance , convertible preferred share at Dec. 31, 2018 | $ 179,895 | |||||
Beginning balance , convertible preferred share (shares) at Dec. 31, 2018 | 51,881,022 | |||||
Balance at Dec. 31, 2018 | $ 0 | $ 4,519 | $ (59) | $ (155,720) | $ (151,260) | |
Balance (shares) at Dec. 31, 2018 | 11,645,310 | |||||
Effect of adopting ASU 2014-09, Revenue from Contracts with Customers (Topic 606), net | 7,511 | 7,511 | ||||
Issuance of series E-2 preferred shares, net | $ 11,667 | |||||
Issuance of series E-2 preferred shares, net (shares) | 1,089,549 | |||||
Issuance of series E-3 preferred shares, net | $ 25,558 | |||||
Issuance of series E-3 preferred shares, net (shares) | 1,947,126 | |||||
Issuance of Series F convertible preferred shares, net | $ 44,875 | |||||
Issuance of Series F convertible preferred shares, net (shares) | 2,051,744 | |||||
Exercise of share options | $ 835,743 | 512 | 512 | |||
Share based compensation | 0 | 3,080 | 0 | 0 | 3,080 | |
Other comprehensive income | 0 | 0 | 85 | 0 | 85 | |
Net loss attributable to WalkMe Ltd. including adjustment to redeemable non-controlling interest | 0 | (475) | 0 | (49,422) | (49,897) | |
Ending balance, convertible preferred share at Dec. 31, 2019 | $ 261,995 | |||||
Ending balance, convertible preferred share (shares) at Dec. 31, 2019 | 56,969,441 | |||||
Balance at Dec. 31, 2019 | $ 0 | 7,636 | 26 | (197,631) | (189,969) | |
Balance (shares) at Dec. 31, 2019 | 12,481,053 | |||||
Issuance of Series F convertible preferred shares, net | $ 38,495 | |||||
Issuance of Series F convertible preferred shares, net (shares) | 1,755,139 | |||||
Exercise of share options | $ 0 | 789 | 0 | 0 | 789 | |
Exercise of share options (shares) | 1,291,947 | |||||
Share based compensation | $ 0 | 14,017 | 0 | 0 | 14,017 | |
Deemed dividend to ordinary shareholders | 0 | 4,569 | 0 | (4,569) | 0 | |
Other comprehensive income | 0 | 0 | 105 | 0 | 105 | |
Net loss attributable to WalkMe Ltd. including adjustment to redeemable non-controlling interest | 0 | (5,487) | 0 | (43,714) | (49,201) | |
Ending balance, convertible preferred share at Dec. 31, 2020 | $ 300,490 | $ 300,490 | ||||
Ending balance, convertible preferred share (shares) at Dec. 31, 2020 | 58,724,580 | 58,724,580 | ||||
Balance at Dec. 31, 2020 | $ 0 | 21,524 | 131 | (245,914) | $ (224,259) | |
Balance (shares) at Dec. 31, 2020 | 13,773,000 | |||||
Issuance of Series F convertible preferred shares, net | $ 10,000 | |||||
Issuance of Series F convertible preferred shares, net (shares) | 455,942 | |||||
Issuance of ordinary shares in connection with asset acquisition | 776 | 776 | ||||
Issuance of ordinary shares in connection with asset acquisition (shares) | 33,150 | |||||
Conversion of convertible preferred shares to ordinary shares upon initial public offering | $ (310,490) | |||||
Conversion of convertible preferred shares to ordinary shares upon initial public offering (shares) | (59,180,522) | |||||
Conversion of convertible preferred shares to ordinary shares upon initial public offering | $ 0 | 310,490 | 0 | 0 | 310,490 | |
Conversion of convertible preferred shares to ordinary shares upon initial public offering (shares) | 59,180,522 | |||||
Issuance of ordinary shares upon initial public offering, net of underwriting discounts and commissions and other issuance costs | $ 0 | 263,911 | 0 | 0 | 263,911 | |
Issuance of ordinary shares upon initial public offering, net of underwriting discounts and commissions and other issuance costs (shares) | 9,250,000 | |||||
Exercise of share options | $ 0 | 2,849 | 0 | 0 | 2,849 | |
Exercise of share options (shares) | 1,517,334 | |||||
Share based compensation | $ 0 | 27,332 | 0 | 0 | 27,332 | |
Other comprehensive income | 0 | 324 | 0 | 324 | ||
Net loss attributable to WalkMe Ltd. including adjustment to redeemable non-controlling interest | 0 | (16,689) | 0 | (79,124) | (95,813) | |
Ending balance, convertible preferred share at Dec. 31, 2021 | $ 0 | |||||
Ending balance, convertible preferred share (shares) at Dec. 31, 2021 | 0 | |||||
Balance at Dec. 31, 2021 | $ 0 | $ 610,193 | $ 455 | $ (325,038) | $ 285,610 | |
Balance (shares) at Dec. 31, 2021 | 83,754,006 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net loss | $ (80,293) | $ (45,025) | $ (50,118) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation | 27,332 | 14,017 | 3,080 |
Depreciation and amortization | 4,773 | 4,710 | 3,509 |
Increase in accrued interest on short-term and long-term deposits | (59) | (189) | (886) |
Decrease (increase) in trade receivables, net | (6,976) | 1,657 | (14,274) |
Increase in prepaid expenses and other assets | (29,763) | (6,981) | (13,918) |
Increase in trade payables | 906 | 4,450 | 336 |
Increase in employees and payroll accruals | 15,010 | 5,003 | 4,417 |
Increase (decrease) in accrued expenses and other liabilities | 4,574 | 7,941 | (1,563) |
Increase in deferred revenues | 28,577 | 5,220 | 20,139 |
Deferred taxes, net | 1,694 | 544 | 734 |
Net cash used in operating activities | (34,225) | (8,653) | (48,544) |
Cash flows from investing activities: | |||
Purchase of intangible assets | (1,338) | 0 | 0 |
Capitalization of software development costs | (3,912) | (1,530) | (2,015) |
Purchase of property and equipment | (2,642) | (822) | (2,463) |
Investment in short-term deposits | (66,260) | (44,000) | (14,535) |
Proceeds from short-term deposits | 45,003 | 0 | 23,814 |
Investment in restricted deposits | (1,298) | 0 | (1,818) |
Proceeds from restricted deposits | 2,924 | 623 | 539 |
Net cash used in investing activities | (27,523) | (45,729) | 3,522 |
Cash flows from financing activities: | |||
Proceeds from initial public offering, net of underwriting discounts and commissions and other issuance costs | 263,922 | 0 | 0 |
Proceeds from exercise of options | 2,867 | 789 | 512 |
Investment from redeemable non-controlling interest | 0 | 2,330 | 2,237 |
Issuance of preferred shares, net of issuance costs | 10,000 | 38,495 | 82,100 |
Net cash provided by financing activities | 276,789 | 41,614 | 84,849 |
Effect of foreign currency exchange rate changes on cash, cash equivalents, and restricted cash | (685) | 248 | 51 |
Increase (decrease) in cash, cash equivalents and restricted cash | 214,356 | (12,520) | 39,878 |
Cash, cash equivalents and restricted cash - beginning of year | 62,895 | 75,415 | 35,537 |
Cash, cash equivalents and restricted cash - end of year | 277,251 | 62,895 | 75,415 |
Supplemental disclosures of cash flow information: | |||
Cash paid for income taxes | 365 | 0 | 1,260 |
Supplemental disclosures of noncash investing and financing activities: | |||
Purchase of property and equipment, accrued but not paid | 180 | 191 | 0 |
Issuance of ordinary shares in connection with asset acquisition | 776 | 0 | 0 |
Conversion of convertible preferred shares | 310,490 | 0 | 0 |
Reconciliation of cash, cash equivalents and restricted cash within the consolidated balance sheets to the amounts shown in the consolidated statements of cash flows above: | |||
Cash and cash equivalents | 276,889 | 62,328 | 74,184 |
Restricted cash – included in short-term and long-term restricted deposits. | 362 | 567 | 1,231 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 277,251 | $ 62,895 | $ 75,415 |
GENERAL
GENERAL | 12 Months Ended |
Dec. 31, 2021 | |
General [Abstract] | |
GENERAL | NOTE 1:- GENERAL WalkMe Ltd. (The "Company") was incorporated under the laws of Israel and commenced its operations on October 26, 2011. The Company provides a cloud-based Digital Adoption Platform that enables organizations to better realize the value of their software investments. The Digital Adoption Platform drives the success of digital transformation initiatives by empowering the Company’s customers with critical business insights to increase software adoption and improve user experiences for their employees and customers. WalkMe Ltd has subsidiaries in the US, Australia, United Kingdom, Singapore, Canada and Japan. Together, WalkMe Ltd., and its subsidiaries, are referred to as the "Company". On June 16, 2021, the Company completed its initial public offering (“IPO”), in which the Company issued and sold 9,250,000 shares of its ordinary shares at an offering price of $31.00 per share. The Company received net proceeds of $263,911 after deducting underwriting discounts and commissions of $18,639, and other issuance costs of $4,200. Immediately prior to the closing of the IPO, all convertible preferred shares then outstanding automatically converted into 59,180,522 ordinary shares. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2:- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States ("U.S. GAAP") as set forth in the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC). a. Principles of consolidation: The consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries as well as the Japanese subsidiary in which the Company controls a majority stake. All intercompany accounts and transactions are eliminated. b. Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to income taxes, share-based compensation, deferred contract acquisition costs, capitalized software development costs, as well as in estimates used in applying the revenue recognition policy. The Company's management believes that the estimates, judgment and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. c. Foreign currency: The functional currency of the Company is the U.S. dollar, with the exception of its Japanese subsidiary, for which the Japanese Yen is the functional currency. Accordingly, monetary accounts maintained in currencies other than the U.S. dollar are re-measured into U.S. dollars in accordance with Accounting Standard Codification ("ASC") No. 830 "Foreign Currency Matters." All transaction gains and losses of the re-measured monetary balance sheet items are reflected in the consolidated statements of operations as financial income or expenses, as appropriate. The financial statements of the Japanese subsidiary are translated to U.S. dollars using the balance sheet date exchange rates for assets and liabilities, historical rates of exchange for equity, and average exchange rates in the period for revenues and expenses. The effects of foreign currency translation adjustments are included in shareholders’ equity (deficit) as a component of accumulated other comprehensive income (loss) in the accompanying consolidated balance sheets. d. Cash and cash equivalents: Cash equivalents are short-term, highly liquid investments that are readily convertible to cash with original maturities of three months or less, at the date acquired. As of December 31, 2021 and 2020, the Company’s cash and cash equivalents consisted of $59,770 and 38,824 of cash held in the Company’s checking accounts and $217,119 and 23,504 bank deposits with maturities of three months or less, respectively. e. Short-term bank deposits: Short-term bank deposits are deposits with maturities of more than three months and less than one year. As of December 31, 2021 and 2020, the Company’s bank deposits are denominated mainly in U.S. dollars and bears yearly interest at weighted average rates of 0.74% and 0.87%. Short-term bank deposits are presented at their cost, including accrued interest. f. Restricted deposits: These deposits are used as security for credit cards, rental of premises and hedging transactions credit line. The Company classifies as , deposits that are in favor of rent agreements, according to the lease agreements’ term. g. Fair value of financial instruments: The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value, and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: Level 1 Inputs: Level 2 Inputs: . Level 3 Inputs: A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Cash equivalents, short-term deposits, short-term restricted deposit, trade receivable, trade payable, employee and payroll accruals and accrued expenses are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date. The Company classifies derivative financial instruments within Level 2 because they are valued using inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively traded. As of December 31, 2021 the fair value of such derivative totaled to $602. There were no financial instruments measured at fair value as of December 31, 2020. h. Concentration of credit Risk: Financial instruments that potentially subject the Company to credit risk primarily consist of cash and cash equivalents, short-term deposits, restricted deposits and trade receivables. For cash and cash equivalents, the Company is exposed to credit risk in the event of default by the financial institutions to the extent of the amounts recorded on the accompanying consolidated balance sheets exceed federally insured limits. The Company places its cash and cash equivalents and short-term deposits with financial institutions with high-quality credit ratings and has not experienced any losses in such accounts. For trade receivable, the Company is exposed to credit risk in the event of non-payment by customers to the extent of the amounts recorded on the accompanying consolidated balance sheets. As of December 31, 2021 and 2020 and for the years ended on these dates, there were no customers represented balance greater than 10% and no customers represented greater amount than 10% of total revenue. i. Derivative Financial Instruments The Company enters into foreign currency forward and option contracts with financial institutions to protect against foreign exchange risks for the exposure to changes in the exchange rate of the New Israeli Shekel (“NIS”) against the U.S. dollar that are associated with forecasted future cash flows and certain current existing assets and liabilities for up to twelve months. The Company’s primary objective in entering into these contracts is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company’s derivative instruments expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the contract. The Company seeks to mitigate such risk by limiting its counterparties to major financial institutions. In addition, the potential risk of loss resulting from this type of credit risk is monitored on an ongoing basis. The Company does not use derivative instruments for trading or speculative purposes. The Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. Derivative instruments that hedge the exposure to variability in expected future cash flows that are designated as cash flow hedges, are recorded as either prepaid expenses and other assets or accrued expenses and other liabilities in the consolidated balance sheets. The Company records changes in the fair value of these derivatives in accumulated other comprehensive income (loss) in the consolidated balance sheets, until the forecasted transaction occurs. Upon occurrence, the Company reclassifies the related gain or loss on the derivative to the same financial statement line item in the consolidated statements of operations to which the derivative relates. As of December 31, 2021 the gross notional amount of the Company’s outstanding foreign currency contracts designated as hedging instruments was $32,797. There were no outstanding contracts as of December 31, 2020. j. Trade receivables: Trade receivables includes billed and unbilled receivables. Trade receivables are recorded at invoiced amounts and do not bear interest. The Company generally does not require collateral and provides for expected losses. The expectation of collectability is based on a review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. The Company regularly reviews the adequacy of its allowances by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of allowances. Trade receivables deemed uncollectible are charged against the allowance for doubtful accounts when identified. Unbilled trade receivables represent an unconditional right to consideration for the Company’s performance under the customer contract occurs before invoicing to the customer. As of December 31, 2021 and 2020, unbilled trade receivables of $5,477 and $6,265, respectively, was included in trade receivables on the Company’s consolidated balance sheets. k. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: % Software, computers and peripheral equipment 33 Office furniture and equipment 10-33 Capitalized development costs 33 Leasehold improvement By the shorter of remaining The long-lived assets of the Company are reviewed for impairment in accordance with ASC No. 360, "Property, Plant and Equipment" ("ASC No. 360"), whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. During the years ended December 31, 2021, and 2020 no impairment losses have been identified. l. Business combinations: The Company accountes for business combinations in accordance with ASC 805, "Business Combinations" (“ASC 805”). ASC 805 requires recognition of assets acquired, liabilities assumed, and any non-controlling interest at the acquisition date, measured at their fair values as of that date. Any excess of the fair value of net assets acquired over purchase price is allocated to goodwill and any subsequent changes in estimated contingencies are to be recorded in earnings. Acquisition related costs are expensed to the statement of operations in the period incurred. The Company accounts for a transaction as an asset acquisition when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, or otherwise does not meet the definition of a business. Asset acquisition-related direct costs are capitalized as part of the asset or assets acquired. m. Goodwill and intangible assets: Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill is not amortized, but rather the carrying amounts of these assets are assessed for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Goodwill impairment, if any, is determined by comparing the reporting unit fair value to its carrying value. An impairment loss is recognized in an amount equal to the excess of the reporting unit’s carrying value over its fair value, up to the amount of goodwill allocated to the reporting unit. There was no goodwill impairment for the years ended December 31, 2021 and 2020. Intangible assets are amortized on a straight-line basis over the estimated useful life of the respective asset. Each period the Company evaluates the estimated remaining useful lives of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. n. Severance pay: All of the Company's liability for severance pay is covered by the provisions of Section 14 of the Israeli Severance Pay Law ("Section 14"). Under Section 14 employees are entitled to monthly deposits, at a rate of 8.33% of their monthly salary, continued on their behalf to their insurance funds. Payments in accordance with Section 14 release the Company from any future severance payments in respect of those employees. As a result, the Company does not recognize any liability for severance pay due to these employees and the deposits under Section 14 are not recorded as an asset in the Company's consolidated balance sheets. Severance expense for the years ended December 31, 2021, 2020 and 2019 amounted to $3,490, $2,495 and $2,309 respectively. o. Contingencies: The Company accounts for its contingent liabilities in accordance with ASC 450, Contingencies ("ASC 450"). A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. With respect to legal matters, provisions are reviewed and adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. p. Revenue recognition: The Company recognizes revenue in accordance with ASC Topic 606, Revenue from contracts with customers (“ASC 606”) and determines revenue recognition through the following steps: 1. Identification of the contract, or contracts, with a customer; 2. Identification of the performance obligations in the contract; 3. Determination of the transaction price; 4. Allocation of the transaction price to the performance obligations in the contract; and 5. Recognition of revenue when, or as, the performance obligations are satisfied. The Company revenues are comprised from Software-as-a-Service (“SaaS”) subscriptions and professional services. The Company solution, which allow the customer to access its hosted platform over the contract period without taking possession of the platform, provided on a subscription basis, and recognized ratably over the contract period. Professional services revenues are recognized as services are performed. The Company recognizes revenue when its customer obtains control of promised services in an amount that reflects the consideration that the company expects to receive in exchange for those services. Subscription services and professional services arrangements are generally non-cancelable and do not allow refunds to customers. The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods or services to the customer, excluding taxes assessed by a governmental authority, that are collected by the Company from a customer. For arrangements with multiple performance obligations, which represent promises within an arrangement that are capable of being distinct, the Company allocates revenue to all distinct performance obligations based on their relative stand-alone selling price (“SSP”). The Company uses judgment in determining the SSP. If the SSP is not observable through standalone transactions, the Company estimates the SSP considering available information such as market segment, number of users, geographic factors, and internally approved pricing guidelines related to the performance obligation. The Company typically establish SSP range for its products and services, which is reassessed on a periodic basis or when facts and circumstances change. The Company applied the practical expedient in Topic 606 and did not evaluate contracts of one year or less for the existence of a significant financing component. q. Cost to obtain a contract: As part of its adoption of ASC 606 the Company capitalizes sales commissions and associated payroll taxes paid to sales personnel that are incremental to the acquisition of customer contracts. The provisions of ASC 606 codified and clarified the accounting guidance for contract acquisition costs. The new guidance resulted in the capitalization of additional contract acquisition costs, which are subsequently amortized over the period of benefit which is four years by taking into consideration the length of terms in its customer contracts including expected renewals and churn, life of the technology and other factors. Sales commissions for the renewal of a contract are not considered commensurate with the sales commissions paid for the acquisition of the initial contract given a substantive difference in commission rates in proportion to their respective contract values. We have applied the practical expedient in ASC 606 to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Company periodically reviews these deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. There were no impairment losses recorded during the years ended December 31, 2021 and 2020. The following table represents a rollforward of deferred contract acquisition costs: Year ended December 31, 2021 2020 2019 Beginning balance $ 29,729 $ 20,769 $ 9,051 Additions to deferred contract acquisition costs 41,396 17,160 15,732 Amortization of deferred contract acquisition costs (14,751 ) (8,200 ) (4,014 ) Ending balance $ 56,374 $ 29,729 $ 20,769 Deferred contract acquisition costs (to be recognized in next 12 months) $ 20,405 $ 10,712 $ 6,422 Deferred contract acquisition costs, non-current $ 35,969 $ 19,017 $ 14,347 r. Deferred revenues and remaining performance obligations: Deferred revenue primarily consists of billings or payments received in advance of revenue recognition and is recognized as the revenue recognition criteria are met. The Company recognized revenue of $53,570 and $50,569 for the years ended December 31, 2021 and 2020, respectively, that were included in the corresponding contract liability balance at the beginning of the period. Deferred revenue that is anticipated to be recognized during the succeeding 12-months period is recorded as current deferred revenue and the remaining portion is recorded as non-current deferred revenue. for disaggregation of revenue please refer to note 9. As of December 31, 2021, the total remaining non-cancellable performance obligations under the Company’s contracts with customers was approximately $316,200. Of this amount, the Company expects to recognize revenue of approximately $178,300, or 56%, over the next 12 months, with the remainder to be recognized thereafter. s. Software development costs: The Company capitalizes qualifying internal use software development costs related to its cloud platform. The costs consist of personnel costs (including related benefits and share-based compensation) that are incurred during the application development stage. Capitalization of costs begins when two criteria are met: (1) the preliminary project stage is completed, and (2) it is probable that the software will be completed and used for its intended function. Capitalization ceases when the software is substantially complete and ready for its intended use, including the completion of all significant testing. Costs related to preliminary project activities and post implementation operating activities are expensed as incurred. Capitalized costs are included in property and equipment, net. These costs are amortized over the estimated useful life of the software, which is three years, on a straight-line basis, which represents the manner in which the expected benefit will be derived. The amortization of costs related to the platform applications is included in cost of revenue in the consolidated statements of operations. For the years ended December 31, 2021, 2020 and 2019 the Company capitalized a total amount of $3,912, $1,530 and $2,015 respectively. t. Research and development: Research and development costs include personnel-related costs associated with the Company’s engineering, data science, product and design teams as well as consulting and professional fees, for third-party development resources, third-party licenses for software development tools and allocated overhead costs. Research and development are generally expensed as incurred. u. Advertising expenses: Advertising is expensed as incurred. Advertising expense amounted to $18,658, $13,148 and $15,639 for the years ended December 31, 2021, 2020 and 2019, respectively. v. Basic and diluted net loss per share: Basic and diluted net loss per share is computed based on the weighted-average number of shares of ordinary shares outstanding during each year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during the period, plus dilutive potential shares considered outstanding during the period, in accordance with ASC 260-10. Basic and diluted net loss per share of ordinary shares was the same for each period presented as the inclusion of all potential ordinary shares outstanding was anti-dilutive. w. Share-based compensation: The Company accounts for share-based compensation in accordance with ASC 718, "Compensation – Stock Compensation" ("ASC 718"), including share options and restricted share units (RSUs) granted to employees, directors, and non-employees, and share purchase rights granted under the Employee Share Purchase Plan (“ESPP”) to employees, based on the estimated fair value of the awards on the date of grant. The fair value of each share option granted is estimated using the Black-Scholes option-pricing model and for ESPP awards, the Company uses a Monte Carlo option-pricing model. The determination of the grant-date fair value using an option-pricing model is affected by the fair value of the Company’s ordinary share as well as a number of inputs, of which the most significant are the exercise price, volatility and the expected option term. The fair value of each RSU is based on the fair value of the Company’s ordinary shares on the date of grant. Share-based compensation is generally recognized on a straight-line basis over the requisite service period. Some of the awards granted are subject to certain performance criteria: accordingly compensation expense is recognized for such awards when it becomes probable that the related performance condition will be satisfied. Forfeitures are accounted for in the period in which they occur. x. Income taxes: The Company accounts for income taxes in accordance with ASC 740, "Income Taxes" ("ASC 740"). This standard prescribes the use of the liability method, whereby deferred tax asset and liability accounts balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value, and if it is more likely than not that some portion of the entire deferred tax asset will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740-10, "Income Taxes". Accounting guidance addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements, under which a Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. y. Recently adopted accounting pronouncements: As an “emerging growth company”, the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new standard requires capitalized costs to be amortized on a straight-line basis generally over the term of the arrangement, and the financial statement presentation for these capitalized costs would be the same as that of the fees related to the hosting arrangements. The Company adopted this guidance prospectively on January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements. z. Accounting pronouncements not yet adopted: In February 2016, the FASB issued ASU No. 2016-02, Leases, which would require lessees to put all leases on their balance sheets, whether operating or financing, while continuing to recognize the expenses on their income statements in a manner similar to current practice. The guidance states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. In June 2020, the FASB issued ASU No. 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, which defers the effective date of ASU 2016-02 for non-public entities to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The guidance will be effective for the Company beginning January 1, 2022, and interim periods in fiscal years beginning January 1, 2023. The Company is currently evaluating the effect that ASU 2016-02 will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning January 1, 2023, and interim periods therein. Early adoption is permitted. The Company is currently evaluating the effect that ASU 2016-13 will have on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing a variety of exceptions within the framework of ASC 740. These exceptions include the exception to the incremental approach for intraperiod tax allocation in the event of a loss from continuing operations and income or a gain from other items (such as other comprehensive income), and the exception to using general methodology for the interim period tax accounting for year-to-date losses that exceed anticipated losses. The guidance will be effective for the Company beginning January 1, 2022, and interim periods in fiscal years beginning January 1, 2023. Early adoption is permitted. The Company is currently evaluating the effect that ASU 2019-12 will have on its consolidated financial statements and related disclosures |
REDEEMABLE NON-CONTROLLING INTE
REDEEMABLE NON-CONTROLLING INTEREST | 12 Months Ended |
Dec. 31, 2021 | |
Redeemable Noncontrolling Interest, Equity, Redemption Value [Abstract] | |
REDEEMABLE NON-CONTROLLING INTEREST | NOTE 3:- REDEEMABLE NON-CONTROLLING INTEREST In January 2019, the Company entered into an agreement with Japan Cloud Computing, L.P. and M30 LLC (collectively, the “Investors”) to engage in the investment, organization, management, and operation of the Japanese subsidiary that is focused on the distribution of the Company’s products in Japan. As of December 31, 2021, the Company contributed an aggregate amount of approximately $4,750 in cash in exchange for 51% of the outstanding common stock of the Japanese subsidiary. As of December 31, 2021 and 2020, the Company controls a majority stake in the Japanese subsidiary and as a result, the Company consolidated the Japanese subsidiary and all intercompany accounts have been eliminated. The agreement with the minority investors of the Japanese subsidiary contains redemption features whereby the interest held by the minority investors are redeemable either (i) at the option of the minority investors or (ii) at the option of the Company, both beginning on the eighth anniversary of the initial capital contribution. Should the call or put option be exercised, the redemption value would be determined based on a prescribed formula derived from the discrete revenues of the Japanese subsidiary and the Company's revenues and may be settled, at the Company’s discretion, with Company shares, if the Company is public at that time, or cash. The balance of the redeemable non-controlling interest is reported at the greater of the initial carrying amount adjusted for the redeemable non-controlling interest’s share of earnings or losses and other comprehensive income or loss, or its estimated redemption value. The resulting changes in the estimated redemption amount (increases or decreases) are recorded with corresponding adjustments against retained earnings or, in the absence of retained earnings, additional paid-in-capital. Since the share redemption feature does not include a share cap these interests are presented on the consolidated balance sheets outside of permanent equity under the caption “Redeemable non-controlling interest”. The following table summarizes the activity in the redeemable non-controlling interests for the period indicated below: Year ended December 31, 2021 2020 2019 Balance, beginning of period $ 8,647 $ 2,041 $ - Investment by redeemable non-controlling interest - 2,330 2,237 Net loss attributable to redeemable non-controlling interest (1,169 ) (1,311 ) (696 ) Adjustment to redeemable non-controlling interest 16,689 5,487 475 Foreign currency translation (266 ) 100 25 Balance, end of period $ 23,901 $ 8,647 $ 2,041 |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 4:- PROPERTY AND EQUIPMENT, NET December 31, 2021 2020 Cost: Software, computers and peripheral equipment $ 6,388 $ 4,369 Office furniture and equipment 883 890 Capitalized development costs 13,795 9,883 Leasehold improvements 3,971 3,914 25,037 19,056 Accumulated depreciation 14,152 10,427 Depreciated cost $ 10,885 $ 8,629 Depreciation expenses were $4,478, $4,666 and $3,208 for the years ended December 31, 2021, 2020 and 2019 respectively. During 2021 and 2020, the Company recorded a reduction of $753 and $211 respectively, to the cost and accumulated depreciation of fully depreciated equipment and leasehold improvements no longer in use, following an assessment made by the Company. |
INTANGIBLE ASSETS, NET
INTANGIBLE ASSETS, NET | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 5:- INTANGIBLE ASSETS, NET Acquisition of developed technologies: On April 15, 2021, the Company acquired the technology of Snow White Labs Ltd. (“Zest”) for a total consideration of $808 consisted from the issuance of 33,150 Company’s ordinary shares with fair value of $776 and the remaining amount was allocated to direct acquisition costs. On October 4, 2021, the Company acquired the technology of Simpo Ltd. (“Simpo”) for a total consideration of $1,306 in cash. Both acquisitions were accounted as an asset acquisition in accordance with ASC 805 as substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset. The purchase price was allocated to the developed technology acquired with an estimated useful life of three years. December 31, 2021 2020 Acquired technology $ 3,004 $ 890 Accumulated amortization 1,189 890 Depreciated cost $ 1,815 $ - As of December 31, 2021, the weighted-average remaining useful life of the technology was 2.6 years. The Company recorded $299, $44 and $297 of amortization expense during the years ended December 31, 2021, 2020 and 2019, respectively. As of December 31, 2021, future amortization expense related to acquired technology was as follows: Year ended December 31, Future Amortization expenses 2022 $ 704 2023 704 2024 407 $ 1,815 |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | NOTE 6:- COMMITMENTS AND CONTINGENT LIABILITIES a. Lease commitments: The Company rent its facilities under various operating lease agreements, which expire on various dates, the latest of which is in 2025. The minimum rental payments under operating leases as of December 31, 2021, are as follows: Year ended December 31, Rental of Premises 2022 $ 5,621 2023 5,105 2024 3,107 2025 102 $ 13,935 Total rent expenses for the years ended December 31, 2021, 2020 and 2019 were $5,115, $10,684 and $5,899, respectively. The Decrease in the year ended December 31, 2021 is primarily due to a one-time expense related to the Company’s lease agreements in the U.S. b. Sublease: The U.S. subsidiary has entered into sub-lease agreements, including the same conditions as in the original lease agreement. Total sublease income for the years ended December 31, 2021, 2020 and 2019 were $676, $651 and $542, respectively. As of December 31, 2021, the expected rental income of the U.S. subsidiary is $174 through March 2022. c. Non-cancelable material commitments: The Company enters into non-cancelable purchase commitments with various parties for mainly hosting services, as well as software products and services in the normal course of business. As of December 31, 2021, the Company had outstanding non-cancelable purchase commitments as follows: Year ended December 31, Total commitments 2022 $ 12,931 2023 11,339 2024 1,807 2025 154 $ 26,231 d. Pledges and bank guarantees: As of December 31, 2021, The Company pledged bank deposits in the amount of $839 with respect of their office lease. As of December 31, 2021 The Company and its subsidiaries obtained bank guarantees in the amount of $2,189 in connection with their office lease agreements. e. Revolving Credit Facility: In August 2021, the Company entered into a loan and security agreement with Silicon Valley Bank (SVB) which provides for the Revolving Credit Facility. The Company may borrow, repay and re-borrow funds under the Revolving Credit Facility up to the amount of $50,000 for a period of three years. Interest on borrowings under the revolving credit facility accrues as the greater of the Prime Rate or 3.25%. Pursuant to the terms of the Revolving Credit Facility, the Company are also required to pay an yearly fixed fee of $20 for the availability of this facility. Upon utilization of this credit facility certain covenants may apply according to the Revolving Credit Facility agreement. The Revolving Credit Facility is secured by a fixed and floating first priority blanket lien on all assets of the company as well as a negative pledge on our intellectual property. As of December 31, 2021 this facility remained unutilized. |
CONVERTIBLE PREFERRED SHARES, S
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN | 12 Months Ended |
Dec. 31, 2021 | |
Convertible Preferred Shares, Shareholders' Deficit And Equity Incentive Plan [Abstract] | |
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' DEFICIT AND EQUITY INCENTIVE PLAN | NOTE 7:- CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS’ EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN a. Composition of share capital December 31, 2021 December 31, 2020 Authorized Issued and outstanding Authorized Issued and outstanding Number of shares no par value Ordinary shares 900,000,000 83,754,006 89,631,512 13,773,000 Preferred shares - - 3,745,298 3,745,298 Preferred shares B-1 - - 5,815,632 5,815,630 Preferred shares B-2 - - 788,738 788,738 Preferred shares C - - 10,389,120 10,389,120 Preferred shares D - - 11,500,000 11,497,425 Preferred shares E - - 10,731,000 10,730,904 Preferred shares E-1 - - 3,472,000 3,471,763 Preferred shares E-2 - - 4,700,000 4,669,496 Preferred shares E-3 - - 3,810,000 3,809,323 Preferred shares F - - 4,265,000 3,806,883 Deferred shares - - 4,103,500 - Total 900,000,000 83,754,006 152,951,800 72,497,580 b. Ordinary shares: Ordinary shares shall confer on their shareholders all rights in the Company, including the right to vote on any matter at any general meeting, with each ordinary share having voting power of one vote for one ordinary share, the right to receive notice of any General Meeting, the right to receive dividends and to participate in any distribution of surplus assets and funds in the Company. On March 4, 2021, the Company's shareholders approved the change of share capital from NIS 0.01 par value to no par-value. All references to ordinary and convertible preferred shares amounts and per share amounts have been retroactively restated to reflect the change in par value as if it had taken place as of the beginning of the earliest period presented. In connection with the IPO, the Company’s amended and restated articles of association became effective, which authorized the issuance of 900,000,000 ordinary shares, no par value each. c. Convertible preferred shares: In November 2019, the Company entered into a share purchase agreement with certain investors for a total consideration of $45,000. In addition to the initiall consideration, the share purchase agreement granted the Company the right to execute additional funding requests up to a total amount of $45,000 for a period of 24 months. As of December 31, 2020 the Company executed additional funding in the aggregate amount of $35,000 out of the available $45,000. On March 25, 2021 the Company executed an additional funding request in the total amount of $10,000, for which 455,942 preferred F shares of no par value each were issued. Upon completion of the IPO, all convertible preferred shares outstanding, totaling 59,180,522 shares, were automatically converted into an equivalent number of ordinary shares on a one-to-one basis and their carrying value of $310,490 was reclassified into shareholders’ equity. d. Share option plan: The Company’s equity incentive plans provide for granting share options, RSUs and restricted share awards to employees, consultants, officers and directors. Each option granted under the Plan expires no later than 10 years from the date of grant. Options and RSUs vest usually over four years of commencement of employment or services. Any option or RSU which are forfeited or not exercised before expiration, become available for future grants. As of December 31, 2021 and 2020, an aggregate of 7,857,017 and 143,337 ordinary shares of the Company, respectively are still available for future grants. Share options A summary of the Company's share option activity (except options to non-employee consultants) under the Plan is as follows: Number of options Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate Intrinsic value Balance as of December 31, 2020 10,378,813 $ 3.69 7.5 $ 66,024 Granted 6,017,685 $ 15.13 Forfeited (770,172 ) $ 10.31 Exercised (1,465,534 ) $ 1.93 $ 25,937 Balance as of December 31, 2021 14,160,792 $ 8.38 7.67 $ 159,366 Exercisable options at end of year 6,166,007 $ 3.06 5.96 $ 102,142 As of December 31, 2021, there was approximately $74,197 of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Company's share option plan. That cost is expected to be recognized over a weighted-average period of 3.67 years. The weighted-average grant date fair value of options granted during the years ended December 31, 2021, 2020 and 2019 was $13.31, $5.62 and $0.97, respectively. As of December 31,2021, there were no outstanding options granted to non-employees. During the year ended December 31, 2021, 50,000 options that were granted to non-employees were exercised. Under the provisions of ASC 718, the fair value of each option was estimated on the date of grant using the Black & Scholes option valuation model, using the assumptions noted in the following table: Year ended December 31, 2021 2020 2019 Expected volatility 60% 60% 60% - 65% Expected dividend yield - - - Expected term (in years) 5-6.55 6.08 5-6.08 Risk free interest 0.49%-1.06% 0.28%-1.45% 1.51%-2.39% Risk-free interest rates are based on the yield from U.S. Treasury zero-coupon bonds with a term equivalent to the expected term of the options. The expected volatility of the price of such shares is based on an analysis of reported data for a peer group of comparable publicly traded companies which were selected based upon industry similarities. The expected term of options granted represents the period of time that options granted are expected to be outstanding, and is determined based on the simplified method in accordance with ASC No. 718-10-S99-1 (SAB No. 110), as adequate historical experience is not available to provide a reasonable estimate. The dividend yield is based on the Company's historical and future expectation of dividends payouts. Historically, the Company has not paid cash dividends and has no foreseeable plans to pay cash dividends in the future. Restricted Share Units Number of RSUs Weighted-Average Grant Date Fair Value Per Share Balance as of December 31, 2020 - - Granted 2,532,873 $ 26.18 Forfeited (164,700 ) $ 25.72 Exercised (1,800 ) $ 27.34 Balance as of December 31, 2021 2,366,373 $ 26.22 As of December 31, 2021, there was approximately $57,244 of unrecognized share-based compensation expense related to unvested RSUs, which is being recognized over a weighted-average period of 3.7 years based on vesting under the award service conditions. e. Employee Share Purchase Plan In June 2021, the Company adopted the 2021 ESPP. Generally, all of the Company’s employees are eligible to participate if they are employed by the Company. The Company’s ESPP permits participants to purchase the Company’s ordinary shares through contributions in the form of payroll deductions or otherwise to the extent permitted by the Company, of up to 15% of their eligible compensation (as defined in the ESPP). Amounts contributed and accumulated by the participant will be used to purchase the Company’s ordinary shares at the end of each offering period. The purchase price of the shares will be 85% of the lower of the fair market value of the Company’s ordinary shares on the first trading day of the offering period or on the exercise date. As of December 31, 2021, a total of 1,824,988 shares were reserved for issuance under the ESPP. The Company estimated the fair value of ESPP purchase rights using a Monte-Carlo option pricing model with the following assumptions: Year ended December 31, 2021 Expected volatility 41 % Expected dividend yield - Expected term (in years) 0.57 Risk free interest 0.06 % As of December 31, 2021, there was $452 of unrecognized share-based compensation expense related to the ESPP that is expected to be recognized over an average vesting period of 0.2 years. f. Share-based compensation expense by award type was as follows: Year ended December 31 2021 2020 2019 Share options $ 21,359 $ 14,017 $ 3,080 RSUs 4,842 - - ESPP 1,131 - - $ 27,332 $ 14,017 $ 3,080 The share-based compensation expense by line item in the accompanying consolidated statements of operations is summarized as follows: Year ended December 31 2021 2020 2019 Cost of revenues $ 1,804 $ 201 $ 41 Research and development 3,863 1,596 282 Sales and marketing 8,205 1,105 427 General and administrative 13,460 11,115 2,330 $ 27,332 $ 14,017 $ 3,080 g. Third-party share transactions: During the years ended December 31, 2020 and 2019 the Company facilitated several secondary transactions, in which certain current employees and shareholders, sold a portion of their Ordinary Shares to other shareholders. The Company recorded share-based compensation expenses for the amount realized by the employees in excess of the estimated fair value of their respective shares. In addition, the Company recorded a deemed dividend for the amount paid to other shareholders, in excess of the estimated fair value of their respective shares. The total amount resulted in $8,536 and $1,935 of incremental share-based compensation expense for the years ended December 31, 2020 and 2019, respectively, and $4,569 of deemed dividend for the year ended December 31, 2020. |
TAXES ON INCOME
TAXES ON INCOME | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
TAXES ON INCOME | NOTE 8:- TAXES ON INCOME a. Ordinary taxable income in Israel is subject to a corporate tax rate of 23%. The Company applies various benefits allotted to it under the revised Investment Law as per Amendment 73, which includes a number of changes to the Investment Law regimes through regulations that have come into effect from January 1, 2017. Applicable benefits under the new regime include: Introduction of a benefit regime for “Preferred Technology Enterprises” (“PTE”), granting a 12% tax rate in central Israel on income deriving from Benefited Intangible Assets, subject to a number of conditions being fulfilled, including a minimal amount or ratio of annual R&D expenditure and R&D employees, as well as having at least 25% of annual income derived from exports to large markets. PTE is defined as an enterprise which meets the aforementioned conditions and for which total consolidated revenues of its parent company and all subsidiaries are less than NIS 10 billion. • A 12% capital gains tax rate on the sale of a preferred intangible asset to a foreign affiliated enterprise, provided that the asset was initially purchased from a foreign resident at an amount of NIS 200 million or more. • A withholding tax rate of 20% for dividends paid from PTE income (with an exemption from such withholding tax applying to dividends paid to an Israeli company) may be reduced to 4% on dividends paid to a foreign resident company, subject to certain conditions regarding percentage of foreign ownership of the distributing entity. The Company currently believes it is eligible for the PTE tax benefits. The Company’s subsidiaries are separately taxed under the local tax laws of the jurisdiction of incorporation of each entity. b. Loss before income taxes is comprised as follows: Year ended December 31 2021 2020 2019 Israel $ 68,924 $ 38,941 $ 48,392 Foreign 8,875 4,376 419 $ 77,799 $ 43,317 $ 48,811 c. Income taxes are comprised as follows: Year ended December 31 2021 2020 2019 Current: Israel $ 103 $ 153 $ 92 Foreign 697 1,011 481 Total current taxes 800 1,164 573 Deferred: Israel - - - Foreign 1,694 544 734 Total deferred taxes 1,694 544 734 Total income taxes $ 2,494 $ 1,708 $ 1,307 d. A reconciliation of the Company's theoretical income tax benefit to actual income tax expense is as follows: Year ended December 31 2021 2020 2019 Loss before income taxes $ 77,799 $ 43,317 $ 48,811 Statutory tax rate 23 % 23 % 23 % Theoretical income tax benefit $ (17,894 ) $ (9,963 ) $ (11,302 ) Preferred technology enterprise 7,582 4,284 5,323 Foreign rate differential (597 ) 213 119 Unrecognized tax benefits 3,159 1,272 437 Changes in valuation allowance 7,498 3,827 6,410 Share-based compensation 2,519 1,327 355 Non-deductible expenses 234 790 235 Other (7 ) (42 ) (270 ) Actual tax expense $ 2,494 $ 1,708 $ 1,307 e. The following table presents the significant components of the Company's deferred taxes: December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 36,373 $ 27,049 Research and development expenses 4,304 3,046 Accruals and reserves 2,541 2,454 Issuance costs 1,827 - Share-based compensation 1,576 163 Other deferred assets 636 878 Gross deferred tax assets 47,257 33,590 Valuation allowance (40,019 ) (29,780 ) Total deferred tax assets 7,238 3,810 Deferred tax liabilities: Deferred contract costs (11,687 ) (6,294 ) Other deferred tax liabilities (346 ) (617 ) Gross deferred tax liabilities (12,033 ) (6,911 ) Net deferred taxes $ (4,795 ) $ (3,101 ) A valuation allowance is provided when it is more likely than not that the deferred tax assets will not be realized. The Company has established a valuation allowance to offset certain deferred tax assets at December 31, 2021 and 2020 due to the uncertainty of realizing future tax benefits from its net operating loss carryforwards and other deferred tax assets. f. Net operating losses carry forward: As of December 31, 2021, the Company had approximately $248,447 in net operating loss carryforwards in Israel that can be carried forward indefinitely. As of December 31, 2021, the U.S. subsidiary had $21,707 of federal and $51,121 of state net operating loss carryforwards available to offset future taxable income. If not utilized, the state net operating loss carryforwards will expire in varying amounts between the years ended 2031 and 2041. Federal operating loss carryforwards can be carried forward indefinitely. g. Carryback U.S: h. Tax assessments The Company has net operating losses from prior tax periods which may be subjected to examination in future periods. As of December 31, 2021, the Company’s tax years until December 31, 2016 are subject to statute of limitation in Israel. As of that date, the U.S. subsidiary’s tax years until December 31, 2016 are subject to statute of limitation in the U.S. i. Unrecognized tax benefits Consistent with the provisions of ASC 740, Income Taxes, the Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The following table shows the changes in the gross amount of unrecognized tax benefits as of December 31, 2021 and 2020: Unrecognized Tax Benefits Balance – January 1, 2019 $ - Increases related to current years’ tax positions 437 Balance - December 31, 2019 437 Increases related to prior years’ tax positions 209 Increases related to current years’ tax positions 1,063 Balance - December 31, 2020 1,709 Increases related to prior years’ tax positions 175 Increases related to current years’ tax positions 2,984 Balance - December 31, 2021 $ 4,868 As of December 31, 2021, the total amount of gross unrecognized tax benefits that would favorably impact the Company’s effective tax rate, if recognized, was $2,097. The remaining amount of $2,771 would be offset by the reversal of related deferred tax assets which are subject to a full valuation allowance. The Company recognizes interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2021, the Company has accumulated $78 in both interest and penalties related to uncertain tax positions. Although the Company believes that it has adequately provided for any reasonably foreseeable outcomes related to tax audits and settlement, there is no assurance that the final tax outcome of its tax audits will not be different from that which is reflected in the Company’s income tax provisions. |
REPORTING SEGMENTS AND GEOGRAPH
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION | NOTE 9:- REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION a. Operating segments The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated regularly by the chief operating decision maker, which is the Company’s chief executive officer, in deciding how to make operating decisions, allocate resources and assess performance. The Company’s chief operating decision maker allocates resources and assesses performance at the consolidated level. b. Geographical information The following table summarizes revenue by region based on the shipping address of customers: Year ended December 31, 2021 2020 2019 United States 135,291 105,321 75,072 Rest of world 56,914 42,138 28,687 Israel 1,098 847 1,370 $ 193,303 $ 148,306 $ 105,129 Other than the United States, no other individual country accounted for 10% or more of total revenue for the years ended December 31, 2021, 2020 and 2019. The following table summarizes property and equipment, net by region: December 31, 2021 2020 Israel $ 8,829 $ 7,244 United States 1,778 1,283 Rest of world 278 102 Total property and equipment, net $ 10,885 $ 8,629 |
NET LOSS PER SHARE ATTRIBUTABLE
NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS | NOTE 10:- NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS The following table sets forth the computation of basic and diluted net loss per share attributable to ordinary shareholders for the periods presented: Year ende December 31, 2021 2020 2019 Numerator: Net loss $ (80,293 ) $ (45,025 ) $ (50,118 ) Net loss attributable to non-controlling interest (1,169 ) (1,311 ) (696 ) Adjustment attributable to non-controlling interest 16,689 5,487 475 Deemed dividend to ordinary shareholders - 4,569 - Net loss attributable to WalkMe Ltd. $ (95,813 ) $ (53,770 ) $ (49,897 ) Denominator: Weighted-average shares used in computing net loss per share attributable to ordinary shareholders, basic and diluted 51,763,032 13,217,183 12,011,502 Net loss per share attributable to ordinary shareholders, basic and diluted $ (1.85 ) $ (4.07 ) $ (4.15 ) The potential shares of ordinary shares that were excluded from the computation of diluted net loss per share attributable to ordinary shareholders for the periods presented because including them would have been anti-dilutive are as follows: Year ended December 31, 2021 2020 2019 Convertible preferred shares 26,972,186 58,724,580 56,969,441 RSU’s 732,157 - - Outstanding share options 14,143,816 10,428,813 7,566,875 Total 41,848,159 69,153,393 64,536,316 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of consolidation: | a. Principles of consolidation: The consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries as well as the Japanese subsidiary in which the Company controls a majority stake. All intercompany accounts and transactions are eliminated. |
Use of estimates: | b. Use of estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Significant items subject to such estimates and assumptions include, but are not limited to income taxes, share-based compensation, deferred contract acquisition costs, capitalized software development costs, as well as in estimates used in applying the revenue recognition policy. The Company's management believes that the estimates, judgment and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Foreign currency: | c. Foreign currency: The functional currency of the Company is the U.S. dollar, with the exception of its Japanese subsidiary, for which the Japanese Yen is the functional currency. Accordingly, monetary accounts maintained in currencies other than the U.S. dollar are re-measured into U.S. dollars in accordance with Accounting Standard Codification ("ASC") No. 830 "Foreign Currency Matters." All transaction gains and losses of the re-measured monetary balance sheet items are reflected in the consolidated statements of operations as financial income or expenses, as appropriate. The financial statements of the Japanese subsidiary are translated to U.S. dollars using the balance sheet date exchange rates for assets and liabilities, historical rates of exchange for equity, and average exchange rates in the period for revenues and expenses. The effects of foreign currency translation adjustments are included in shareholders’ equity (deficit) as a component of accumulated other comprehensive income (loss) in the accompanying consolidated balance sheets. |
Cash and cash equivalents: | d. Cash and cash equivalents: Cash equivalents are short-term, highly liquid investments that are readily convertible to cash with original maturities of three months or less, at the date acquired. As of December 31, 2021 and 2020, the Company’s cash and cash equivalents consisted of $59,770 and 38,824 of cash held in the Company’s checking accounts and $217,119 and 23,504 bank deposits with maturities of three months or less, respectively. |
Short-term bank deposits: | e. Short-term bank deposits: Short-term bank deposits are deposits with maturities of more than three months and less than one year. As of December 31, 2021 and 2020, the Company’s bank deposits are denominated mainly in U.S. dollars and bears yearly interest at weighted average rates of 0.74% and 0.87%. Short-term bank deposits are presented at their cost, including accrued interest. |
Restricted deposits: | f. Restricted deposits: These deposits are used as security for credit cards, rental of premises and hedging transactions credit line. The Company classifies as , deposits that are in favor of rent agreements, according to the lease agreements’ term. |
Fair value of financial instruments: | g. Fair value of financial instruments: The accounting guidance for fair value provides a framework for measuring fair value, clarifies the definition of fair value, and expands disclosures regarding fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The accounting guidance establishes a three-tiered hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value as follows: Level 1 Inputs: Level 2 Inputs: . Level 3 Inputs: A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Cash equivalents, short-term deposits, short-term restricted deposit, trade receivable, trade payable, employee and payroll accruals and accrued expenses are stated at their carrying value, which approximates fair value due to the short time to the expected receipt or payment date. The Company classifies derivative financial instruments within Level 2 because they are valued using inputs other than quoted prices which are directly or indirectly observable in the market, including readily-available pricing sources for the identical underlying security which may not be actively traded. As of December 31, 2021 the fair value of such derivative totaled to $602. There were no financial instruments measured at fair value as of December 31, 2020. |
Concentration of credit Risk: | h. Concentration of credit Risk: Financial instruments that potentially subject the Company to credit risk primarily consist of cash and cash equivalents, short-term deposits, restricted deposits and trade receivables. For cash and cash equivalents, the Company is exposed to credit risk in the event of default by the financial institutions to the extent of the amounts recorded on the accompanying consolidated balance sheets exceed federally insured limits. The Company places its cash and cash equivalents and short-term deposits with financial institutions with high-quality credit ratings and has not experienced any losses in such accounts. For trade receivable, the Company is exposed to credit risk in the event of non-payment by customers to the extent of the amounts recorded on the accompanying consolidated balance sheets. As of December 31, 2021 and 2020 and for the years ended on these dates, there were no customers represented balance greater than 10% and no customers represented greater amount than 10% of total revenue. |
Derivative Financial Instruments | i. Derivative Financial Instruments The Company enters into foreign currency forward and option contracts with financial institutions to protect against foreign exchange risks for the exposure to changes in the exchange rate of the New Israeli Shekel (“NIS”) against the U.S. dollar that are associated with forecasted future cash flows and certain current existing assets and liabilities for up to twelve months. The Company’s primary objective in entering into these contracts is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates. The Company’s derivative instruments expose the Company to credit risk to the extent that the counterparties may be unable to meet the terms of the contract. The Company seeks to mitigate such risk by limiting its counterparties to major financial institutions. In addition, the potential risk of loss resulting from this type of credit risk is monitored on an ongoing basis. The Company does not use derivative instruments for trading or speculative purposes. The Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. Derivative instruments that hedge the exposure to variability in expected future cash flows that are designated as cash flow hedges, are recorded as either prepaid expenses and other assets or accrued expenses and other liabilities in the consolidated balance sheets. The Company records changes in the fair value of these derivatives in accumulated other comprehensive income (loss) in the consolidated balance sheets, until the forecasted transaction occurs. Upon occurrence, the Company reclassifies the related gain or loss on the derivative to the same financial statement line item in the consolidated statements of operations to which the derivative relates. As of December 31, 2021 the gross notional amount of the Company’s outstanding foreign currency contracts designated as hedging instruments was $32,797. There were no outstanding contracts as of December 31, 2020. |
Trade receivables: | j. Trade receivables: Trade receivables includes billed and unbilled receivables. Trade receivables are recorded at invoiced amounts and do not bear interest. The Company generally does not require collateral and provides for expected losses. The expectation of collectability is based on a review of credit profiles of customers, contractual terms and conditions, current economic trends, and historical payment experience. The Company regularly reviews the adequacy of its allowances by considering the age of each outstanding invoice and the collection history of each customer to determine the appropriate amount of allowances. Trade receivables deemed uncollectible are charged against the allowance for doubtful accounts when identified. Unbilled trade receivables represent an unconditional right to consideration for the Company’s performance under the customer contract occurs before invoicing to the customer. As of December 31, 2021 and 2020, unbilled trade receivables of $5,477 and $6,265, respectively, was included in trade receivables on the Company’s consolidated balance sheets. |
Property and equipment: | k. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets, at the following annual rates: % Software, computers and peripheral equipment 33 Office furniture and equipment 10-33 Capitalized development costs 33 Leasehold improvement By the shorter of remaining The long-lived assets of the Company are reviewed for impairment in accordance with ASC No. 360, "Property, Plant and Equipment" ("ASC No. 360"), whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. During the years ended December 31, 2021, and 2020 no impairment losses have been identified. |
Business combinations: | l. Business combinations: The Company accountes for business combinations in accordance with ASC 805, "Business Combinations" (“ASC 805”). ASC 805 requires recognition of assets acquired, liabilities assumed, and any non-controlling interest at the acquisition date, measured at their fair values as of that date. Any excess of the fair value of net assets acquired over purchase price is allocated to goodwill and any subsequent changes in estimated contingencies are to be recorded in earnings. Acquisition related costs are expensed to the statement of operations in the period incurred. The Company accounts for a transaction as an asset acquisition when substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets, or otherwise does not meet the definition of a business. Asset acquisition-related direct costs are capitalized as part of the asset or assets acquired. |
Goodwill and intangible assets: | m. Goodwill and intangible assets: Goodwill represents the excess of the purchase price in a business combination over the fair value of net assets acquired. Goodwill is not amortized, but rather the carrying amounts of these assets are assessed for impairment at least annually or whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Goodwill impairment, if any, is determined by comparing the reporting unit fair value to its carrying value. An impairment loss is recognized in an amount equal to the excess of the reporting unit’s carrying value over its fair value, up to the amount of goodwill allocated to the reporting unit. There was no goodwill impairment for the years ended December 31, 2021 and 2020. Intangible assets are amortized on a straight-line basis over the estimated useful life of the respective asset. Each period the Company evaluates the estimated remaining useful lives of its intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. |
Severance pay: | n. Severance pay: All of the Company's liability for severance pay is covered by the provisions of Section 14 of the Israeli Severance Pay Law ("Section 14"). Under Section 14 employees are entitled to monthly deposits, at a rate of 8.33% of their monthly salary, continued on their behalf to their insurance funds. Payments in accordance with Section 14 release the Company from any future severance payments in respect of those employees. As a result, the Company does not recognize any liability for severance pay due to these employees and the deposits under Section 14 are not recorded as an asset in the Company's consolidated balance sheets. Severance expense for the years ended December 31, 2021, 2020 and 2019 amounted to $3,490, $2,495 and $2,309 respectively. |
Contingencies: | o. Contingencies: The Company accounts for its contingent liabilities in accordance with ASC 450, Contingencies ("ASC 450"). A provision is recorded when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. With respect to legal matters, provisions are reviewed and adjusted to reflect the impact of negotiations, estimated settlements, legal rulings, advice of legal counsel and other information and events pertaining to a particular matter. |
Revenue recognition: | p. Revenue recognition: The Company recognizes revenue in accordance with ASC Topic 606, Revenue from contracts with customers (“ASC 606”) and determines revenue recognition through the following steps: 1. Identification of the contract, or contracts, with a customer; 2. Identification of the performance obligations in the contract; 3. Determination of the transaction price; 4. Allocation of the transaction price to the performance obligations in the contract; and 5. Recognition of revenue when, or as, the performance obligations are satisfied. The Company revenues are comprised from Software-as-a-Service (“SaaS”) subscriptions and professional services. The Company solution, which allow the customer to access its hosted platform over the contract period without taking possession of the platform, provided on a subscription basis, and recognized ratably over the contract period. Professional services revenues are recognized as services are performed. The Company recognizes revenue when its customer obtains control of promised services in an amount that reflects the consideration that the company expects to receive in exchange for those services. Subscription services and professional services arrangements are generally non-cancelable and do not allow refunds to customers. The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring goods or services to the customer, excluding taxes assessed by a governmental authority, that are collected by the Company from a customer. For arrangements with multiple performance obligations, which represent promises within an arrangement that are capable of being distinct, the Company allocates revenue to all distinct performance obligations based on their relative stand-alone selling price (“SSP”). The Company uses judgment in determining the SSP. If the SSP is not observable through standalone transactions, the Company estimates the SSP considering available information such as market segment, number of users, geographic factors, and internally approved pricing guidelines related to the performance obligation. The Company typically establish SSP range for its products and services, which is reassessed on a periodic basis or when facts and circumstances change. The Company applied the practical expedient in Topic 606 and did not evaluate contracts of one year or less for the existence of a significant financing component. |
Cost to obtain a contract: | q. Cost to obtain a contract: As part of its adoption of ASC 606 the Company capitalizes sales commissions and associated payroll taxes paid to sales personnel that are incremental to the acquisition of customer contracts. The provisions of ASC 606 codified and clarified the accounting guidance for contract acquisition costs. The new guidance resulted in the capitalization of additional contract acquisition costs, which are subsequently amortized over the period of benefit which is four years by taking into consideration the length of terms in its customer contracts including expected renewals and churn, life of the technology and other factors. Sales commissions for the renewal of a contract are not considered commensurate with the sales commissions paid for the acquisition of the initial contract given a substantive difference in commission rates in proportion to their respective contract values. We have applied the practical expedient in ASC 606 to expense costs as incurred for costs to obtain a contract with a customer when the amortization period would have been one year or less. The Company periodically reviews these deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. There were no impairment losses recorded during the years ended December 31, 2021 and 2020. The following table represents a rollforward of deferred contract acquisition costs: Year ended December 31, 2021 2020 2019 Beginning balance $ 29,729 $ 20,769 $ 9,051 Additions to deferred contract acquisition costs 41,396 17,160 15,732 Amortization of deferred contract acquisition costs (14,751 ) (8,200 ) (4,014 ) Ending balance $ 56,374 $ 29,729 $ 20,769 Deferred contract acquisition costs (to be recognized in next 12 months) $ 20,405 $ 10,712 $ 6,422 Deferred contract acquisition costs, non-current $ 35,969 $ 19,017 $ 14,347 |
Deferred revenues and remaining performance obligations: | r. Deferred revenues and remaining performance obligations: Deferred revenue primarily consists of billings or payments received in advance of revenue recognition and is recognized as the revenue recognition criteria are met. The Company recognized revenue of $53,570 and $50,569 for the years ended December 31, 2021 and 2020, respectively, that were included in the corresponding contract liability balance at the beginning of the period. Deferred revenue that is anticipated to be recognized during the succeeding 12-months period is recorded as current deferred revenue and the remaining portion is recorded as non-current deferred revenue. for disaggregation of revenue please refer to note 9. As of December 31, 2021, the total remaining non-cancellable performance obligations under the Company’s contracts with customers was approximately $316,200. Of this amount, the Company expects to recognize revenue of approximately $178,300, or 56%, over the next 12 months, with the remainder to be recognized thereafter. |
Software development costs: | s. Software development costs: The Company capitalizes qualifying internal use software development costs related to its cloud platform. The costs consist of personnel costs (including related benefits and share-based compensation) that are incurred during the application development stage. Capitalization of costs begins when two criteria are met: (1) the preliminary project stage is completed, and (2) it is probable that the software will be completed and used for its intended function. Capitalization ceases when the software is substantially complete and ready for its intended use, including the completion of all significant testing. Costs related to preliminary project activities and post implementation operating activities are expensed as incurred. Capitalized costs are included in property and equipment, net. These costs are amortized over the estimated useful life of the software, which is three years, on a straight-line basis, which represents the manner in which the expected benefit will be derived. The amortization of costs related to the platform applications is included in cost of revenue in the consolidated statements of operations. For the years ended December 31, 2021, 2020 and 2019 the Company capitalized a total amount of $3,912, $1,530 and $2,015 respectively. |
Research and development: | t. Research and development: Research and development costs include personnel-related costs associated with the Company’s engineering, data science, product and design teams as well as consulting and professional fees, for third-party development resources, third-party licenses for software development tools and allocated overhead costs. Research and development are generally expensed as incurred. |
Advertising expenses: | u. Advertising expenses: Advertising is expensed as incurred. Advertising expense amounted to $18,658, $13,148 and $15,639 for the years ended December 31, 2021, 2020 and 2019, respectively. |
Basic and diluted net loss per share: | v. Basic and diluted net loss per share: Basic and diluted net loss per share is computed based on the weighted-average number of shares of ordinary shares outstanding during each year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during the period, plus dilutive potential shares considered outstanding during the period, in accordance with ASC 260-10. Basic and diluted net loss per share of ordinary shares was the same for each period presented as the inclusion of all potential ordinary shares outstanding was anti-dilutive. |
Share-based compensation: | w. Share-based compensation: The Company accounts for share-based compensation in accordance with ASC 718, "Compensation – Stock Compensation" ("ASC 718"), including share options and restricted share units (RSUs) granted to employees, directors, and non-employees, and share purchase rights granted under the Employee Share Purchase Plan (“ESPP”) to employees, based on the estimated fair value of the awards on the date of grant. The fair value of each share option granted is estimated using the Black-Scholes option-pricing model and for ESPP awards, the Company uses a Monte Carlo option-pricing model. The determination of the grant-date fair value using an option-pricing model is affected by the fair value of the Company’s ordinary share as well as a number of inputs, of which the most significant are the exercise price, volatility and the expected option term. The fair value of each RSU is based on the fair value of the Company’s ordinary shares on the date of grant. Share-based compensation is generally recognized on a straight-line basis over the requisite service period. Some of the awards granted are subject to certain performance criteria: accordingly compensation expense is recognized for such awards when it becomes probable that the related performance condition will be satisfied. Forfeitures are accounted for in the period in which they occur. |
Income taxes: | x. Income taxes: The Company accounts for income taxes in accordance with ASC 740, "Income Taxes" ("ASC 740"). This standard prescribes the use of the liability method, whereby deferred tax asset and liability accounts balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value, and if it is more likely than not that some portion of the entire deferred tax asset will not be realized. The Company accounts for uncertain tax positions in accordance with the provisions of ASC 740-10, "Income Taxes". Accounting guidance addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the consolidated financial statements, under which a Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. |
Recently adopted accounting pronouncements: | y. Recently adopted accounting pronouncements: As an “emerging growth company”, the Jumpstart Our Business Startups Act (“JOBS Act”) allows the Company to delay adoption of new or revised accounting pronouncements applicable to public companies until such pronouncements are made applicable to private companies. The Company has elected to use this extended transition period under the JOBS Act. The adoption dates discussed below reflect this election. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The new standard requires capitalized costs to be amortized on a straight-line basis generally over the term of the arrangement, and the financial statement presentation for these capitalized costs would be the same as that of the fees related to the hosting arrangements. The Company adopted this guidance prospectively on January 1, 2021, and the adoption did not have a material impact on its consolidated financial statements. |
Accounting pronouncements not yet adopted: | z. Accounting pronouncements not yet adopted: In February 2016, the FASB issued ASU No. 2016-02, Leases, which would require lessees to put all leases on their balance sheets, whether operating or financing, while continuing to recognize the expenses on their income statements in a manner similar to current practice. The guidance states that a lessee would recognize a lease liability for the obligation to make lease payments and a right-to-use asset for the right to use the underlying asset for the lease term. In June 2020, the FASB issued ASU No. 2020-05, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842): Effective Dates for Certain Entities, which defers the effective date of ASU 2016-02 for non-public entities to fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The guidance will be effective for the Company beginning January 1, 2022, and interim periods in fiscal years beginning January 1, 2023. The Company is currently evaluating the effect that ASU 2016-02 will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the existing incurred loss impairment model with an expected credit loss model and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. The guidance will be effective for the Company beginning January 1, 2023, and interim periods therein. Early adoption is permitted. The Company is currently evaluating the effect that ASU 2016-13 will have on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing a variety of exceptions within the framework of ASC 740. These exceptions include the exception to the incremental approach for intraperiod tax allocation in the event of a loss from continuing operations and income or a gain from other items (such as other comprehensive income), and the exception to using general methodology for the interim period tax accounting for year-to-date losses that exceed anticipated losses. The guidance will be effective for the Company beginning January 1, 2022, and interim periods in fiscal years beginning January 1, 2023. Early adoption is permitted. The Company is currently evaluating the effect that ASU 2019-12 will have on its consolidated financial statements and related disclosures |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of property and equipment depreciation rates | % Software, computers and peripheral equipment 33 Office furniture and equipment 10-33 Capitalized development costs 33 Leasehold improvement By the shorter of remaining |
Schedule of deferred contract acquisition costs | Year ended December 31, 2021 2020 2019 Beginning balance $ 29,729 $ 20,769 $ 9,051 Additions to deferred contract acquisition costs 41,396 17,160 15,732 Amortization of deferred contract acquisition costs (14,751 ) (8,200 ) (4,014 ) Ending balance $ 56,374 $ 29,729 $ 20,769 Deferred contract acquisition costs (to be recognized in next 12 months) $ 20,405 $ 10,712 $ 6,422 Deferred contract acquisition costs, non-current $ 35,969 $ 19,017 $ 14,347 |
REDEEMABLE NON-CONTROLLING IN_2
REDEEMABLE NON-CONTROLLING INTEREST (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Redeemable Noncontrolling Interest, Equity, Redemption Value [Abstract] | |
Schedule of redeemable non-controlling interests | Year ended December 31, 2021 2020 2019 Balance, beginning of period $ 8,647 $ 2,041 $ - Investment by redeemable non-controlling interest - 2,330 2,237 Net loss attributable to redeemable non-controlling interest (1,169 ) (1,311 ) (696 ) Adjustment to redeemable non-controlling interest 16,689 5,487 475 Foreign currency translation (266 ) 100 25 Balance, end of period $ 23,901 $ 8,647 $ 2,041 |
PROPERTY AND EQUIPMENT, NET (Ta
PROPERTY AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment, net | December 31, 2021 2020 Cost: Software, computers and peripheral equipment $ 6,388 $ 4,369 Office furniture and equipment 883 890 Capitalized development costs 13,795 9,883 Leasehold improvements 3,971 3,914 25,037 19,056 Accumulated depreciation 14,152 10,427 Depreciated cost $ 10,885 $ 8,629 |
INTANGIBLE ASSETS, NET (Tables)
INTANGIBLE ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of developed technology acquired with an estimated useful life | December 31, 2021 2020 Acquired technology $ 3,004 $ 890 Accumulated amortization 1,189 890 Depreciated cost $ 1,815 $ - |
Schedule of future amortization expense | Year ended December 31, Future Amortization expenses 2022 $ 704 2023 704 2024 407 $ 1,815 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of minimum rental payments under operating leases | Year ended December 31, Rental of Premises 2022 $ 5,621 2023 5,105 2024 3,107 2025 102 $ 13,935 |
Schedule of minimum payments under non-cancelable purchase commitments | Year ended December 31, Total commitments 2022 $ 12,931 2023 11,339 2024 1,807 2025 154 $ 26,231 |
CONVERTIBLE PREFERRED SHARES,_2
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of composition of share capital | December 31, 2021 December 31, 2020 Authorized Issued and outstanding Authorized Issued and outstanding Number of shares no par value Ordinary shares 900,000,000 83,754,006 89,631,512 13,773,000 Preferred shares - - 3,745,298 3,745,298 Preferred shares B-1 - - 5,815,632 5,815,630 Preferred shares B-2 - - 788,738 788,738 Preferred shares C - - 10,389,120 10,389,120 Preferred shares D - - 11,500,000 11,497,425 Preferred shares E - - 10,731,000 10,730,904 Preferred shares E-1 - - 3,472,000 3,471,763 Preferred shares E-2 - - 4,700,000 4,669,496 Preferred shares E-3 - - 3,810,000 3,809,323 Preferred shares F - - 4,265,000 3,806,883 Deferred shares - - 4,103,500 - Total 900,000,000 83,754,006 152,951,800 72,497,580 |
Schedule of share option activity | Number of options Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate Intrinsic value Balance as of December 31, 2020 10,378,813 $ 3.69 7.5 $ 66,024 Granted 6,017,685 $ 15.13 Forfeited (770,172 ) $ 10.31 Exercised (1,465,534 ) $ 1.93 $ 25,937 Balance as of December 31, 2021 14,160,792 $ 8.38 7.67 $ 159,366 Exercisable options at end of year 6,166,007 $ 3.06 5.96 $ 102,142 |
Schedule of share-based payment arrangement, restricted stock | Number of RSUs Weighted-Average Grant Date Fair Value Per Share Balance as of December 31, 2020 - - Granted 2,532,873 $ 26.18 Forfeited (164,700 ) $ 25.72 Exercised (1,800 ) $ 27.34 Balance as of December 31, 2021 2,366,373 $ 26.22 |
Schedule of share-based compensation expense by award type | Year ended December 31 2021 2020 2019 Share options $ 21,359 $ 14,017 $ 3,080 RSUs 4,842 - - ESPP 1,131 - - $ 27,332 $ 14,017 $ 3,080 |
Schedule of share-based compensation expense | Year ended December 31 2021 2020 2019 Cost of revenues $ 1,804 $ 201 $ 41 Research and development 3,863 1,596 282 Sales and marketing 8,205 1,105 427 General and administrative 13,460 11,115 2,330 $ 27,332 $ 14,017 $ 3,080 |
Share options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of black-Scholes assumptions used to value employee options | Year ended December 31, 2021 2020 2019 Expected volatility 60% 60% 60% - 65% Expected dividend yield - - - Expected term (in years) 5-6.55 6.08 5-6.08 Risk free interest 0.49%-1.06% 0.28%-1.45% 1.51%-2.39% |
Employee Share Purchase Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of black-Scholes assumptions used to value employee options | Year ended December 31, 2021 Expected volatility 41 % Expected dividend yield - Expected term (in years) 0.57 Risk free interest 0.06 % |
TAXES ON INCOME (Tables)
TAXES ON INCOME (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of income before taxes on income | Year ended December 31 2021 2020 2019 Israel $ 68,924 $ 38,941 $ 48,392 Foreign 8,875 4,376 419 $ 77,799 $ 43,317 $ 48,811 |
Schedule of provision for income taxes | Year ended December 31 2021 2020 2019 Current: Israel $ 103 $ 153 $ 92 Foreign 697 1,011 481 Total current taxes 800 1,164 573 Deferred: Israel - - - Foreign 1,694 544 734 Total deferred taxes 1,694 544 734 Total income taxes $ 2,494 $ 1,708 $ 1,307 |
Schedule of effective income tax rate reconciliation | Year ended December 31 2021 2020 2019 Loss before income taxes $ 77,799 $ 43,317 $ 48,811 Statutory tax rate 23 % 23 % 23 % Theoretical income tax benefit $ (17,894 ) $ (9,963 ) $ (11,302 ) Preferred technology enterprise 7,582 4,284 5,323 Foreign rate differential (597 ) 213 119 Unrecognized tax benefits 3,159 1,272 437 Changes in valuation allowance 7,498 3,827 6,410 Share-based compensation 2,519 1,327 355 Non-deductible expenses 234 790 235 Other (7 ) (42 ) (270 ) Actual tax expense $ 2,494 $ 1,708 $ 1,307 |
Schedule of deferred tax assets and liabilities | December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 36,373 $ 27,049 Research and development expenses 4,304 3,046 Accruals and reserves 2,541 2,454 Issuance costs 1,827 - Share-based compensation 1,576 163 Other deferred assets 636 878 Gross deferred tax assets 47,257 33,590 Valuation allowance (40,019 ) (29,780 ) Total deferred tax assets 7,238 3,810 Deferred tax liabilities: Deferred contract costs (11,687 ) (6,294 ) Other deferred tax liabilities (346 ) (617 ) Gross deferred tax liabilities (12,033 ) (6,911 ) Net deferred taxes $ (4,795 ) $ (3,101 ) |
Schedule of changes in gross amount of unrecognized tax benefits | Unrecognized Tax Benefits Balance – January 1, 2019 $ - Increases related to current years’ tax positions 437 Balance - December 31, 2019 437 Increases related to prior years’ tax positions 209 Increases related to current years’ tax positions 1,063 Balance - December 31, 2020 1,709 Increases related to prior years’ tax positions 175 Increases related to current years’ tax positions 2,984 Balance - December 31, 2021 $ 4,868 |
REPORTING SEGMENTS AND GEOGRA_2
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of revenue by region | Year ended December 31, 2021 2020 2019 United States 135,291 105,321 75,072 Rest of world 56,914 42,138 28,687 Israel 1,098 847 1,370 $ 193,303 $ 148,306 $ 105,129 |
Schedule of property and equipment, net by region | December 31, 2021 2020 Israel $ 8,829 $ 7,244 United States 1,778 1,283 Rest of world 278 102 Total property and equipment, net $ 10,885 $ 8,629 |
NET LOSS PER SHARE ATTRIBUTAB_2
NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net loss per share | Year ende December 31, 2021 2020 2019 Numerator: Net loss $ (80,293 ) $ (45,025 ) $ (50,118 ) Net loss attributable to non-controlling interest (1,169 ) (1,311 ) (696 ) Adjustment attributable to non-controlling interest 16,689 5,487 475 Deemed dividend to ordinary shareholders - 4,569 - Net loss attributable to WalkMe Ltd. $ (95,813 ) $ (53,770 ) $ (49,897 ) Denominator: Weighted-average shares used in computing net loss per share attributable to ordinary shareholders, basic and diluted 51,763,032 13,217,183 12,011,502 Net loss per share attributable to ordinary shareholders, basic and diluted $ (1.85 ) $ (4.07 ) $ (4.15 ) |
Schedule of antidilutive ordinary shares excluded from computation of earnings per share | Year ended December 31, 2021 2020 2019 Convertible preferred shares 26,972,186 58,724,580 56,969,441 RSU’s 732,157 - - Outstanding share options 14,143,816 10,428,813 7,566,875 Total 41,848,159 69,153,393 64,536,316 |
GENERAL (Detail Textuals)
GENERAL (Detail Textuals) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jun. 16, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | ||||
Amount of initial public offering | $ 263,922 | $ 0 | $ 0 | |
Initial public offering (“IPO”) [Member] | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued under initial public offering | 9,250,000 | |||
Amount of initial public offering | $ 263,911 | |||
Offering price | $ 31 | |||
Deducting underwriting discounts and commissions | $ 18,639 | |||
Other issuance costs | $ 4,200 | |||
Number of convertible preferred shares converted to ordinary shares | 59,180,522 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Software, computers and peripheral equipment | |
Property, Plant and Equipment [Line Items] | |
Depreciation annual rates | 0.33 |
Office furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Depreciation annual rates | 0.33 |
Office furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Depreciation annual rates | 0.10 |
Capitalized development costs | |
Property, Plant and Equipment [Line Items] | |
Depreciation annual rates | 0.33 |
Leasehold improvement | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | By the shorter of remaininglease term or estimated useful life |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Beginning balance | $ 29,729 | $ 20,769 | $ 9,051 |
Additions to deferred contract acquisition costs | 41,396 | 17,160 | 15,732 |
Amortization of deferred contract acquisition costs | (14,751) | (8,200) | (4,014) |
Ending balance | 56,374 | 29,729 | 20,769 |
Deferred contract acquisition costs (to be recognized in next 12 months) | 20,405 | 10,712 | 6,422 |
Deferred contract acquisition costs, non-current | $ 35,969 | $ 19,017 | $ 14,347 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Abstract] | |||
Cash held in checking accounts | $ 59,770 | $ 38,824 | |
Bank deposits with maturities | $ 217,119 | $ 23,504 | |
Short-term bank deposits weighted average rates | 0.74% | 0.87% | |
Fair value of derivative | $ 602 | ||
Concentration risk, customer | 10% | ||
Concentration risk, revenue | 10% | ||
Foreign currency contracts designated as hedging instruments | $ 32,797 | ||
Unbilled trade receivables | $ 5,477 | $ 6,265 | |
Percentage of monthly salary deposit to insurance funds | 8.33% | ||
Severance expense | $ 3,490 | 2,495 | $ 2,309 |
Recognize revenue, amount | 53,570 | 50,569 | |
Non-cancellable performance obligations | 316,200 | ||
Expected recognize revenue | $ 178,300 | ||
Percentage of performance obligation recognized in next 12 months | 56.00% | ||
Costs of development of software programs | $ 3,912 | 1,530 | 2,015 |
Advertising expenses | $ 18,658 | $ 13,148 | $ 15,639 |
REDEEMABLE NON-CONTROLLING IN_3
REDEEMABLE NON-CONTROLLING INTEREST (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Redeemable Noncontrolling Interest, Equity, Redemption Value [Abstract] | |||
Balance | $ 8,647 | $ 2,041 | $ 0 |
Investment by redeemable non-controlling interest | 0 | 2,330 | 2,237 |
Net loss attributable to redeemable non-controlling interest | (1,169) | (1,311) | (696) |
Adjustment to redeemable non-controlling interest | 16,689 | 5,487 | 475 |
Foreign currency translation | (266) | 100 | 25 |
Balance | $ 23,901 | $ 8,647 | $ 2,041 |
REDEEMABLE NON-CONTROLLING IN_4
REDEEMABLE NON-CONTROLLING INTEREST (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Redeemable Noncontrolling Interest [Line Items] | ||
Cash | $ 59,770 | $ 38,824 |
Japan Cloud Computing, L.P. and M30 LLC [Member] | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Payments to acquire redeemable noncontrolling interest | $ 4,750 | $ 4,750 |
Ownership percentage held by parent company | 51.00% | 51.00% |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 25,037 | $ 19,056 |
Accumulated depreciation | 14,152 | 10,427 |
Depreciated cost | 10,885 | 8,629 |
Software, computers and peripheral equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 6,388 | 4,369 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 883 | 890 |
Capitalized development costs | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 13,795 | 9,883 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 3,971 | $ 3,914 |
PROPERTY AND EQUIPMENT, NET (_2
PROPERTY AND EQUIPMENT, NET (Detail Textuals) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 4,478 | $ 4,666 | $ 3,208 |
Reduction in cost and accumulated depreciation of fully depreciated equipment and leasehold improvements no longer in use | $ 753 | $ 211 |
INTANGIBLE ASSETS, NET (Details
INTANGIBLE ASSETS, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Acquired technology | $ 3,004 | $ 890 |
Accumulated amortization | 1,189 | 890 |
Depreciated cost | $ 1,815 | $ 0 |
INTANGIBLE ASSETS, NET (Detai_2
INTANGIBLE ASSETS, NET (Details 1) $ in Thousands | Dec. 31, 2021USD ($) |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
2022 | $ 704 |
2023 | 704 |
2024 | 407 |
Total future amortization expense | $ 1,815 |
INTANGIBLE ASSETS, NET (Detail
INTANGIBLE ASSETS, NET (Detail Textuals) - USD ($) $ in Thousands | Oct. 04, 2021 | Apr. 15, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | |||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years 7 months 6 days | ||||
Amortization expense | $ 299 | $ 44 | $ 297 | ||
Snow White Labs Ltd [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Business Combination, Consideration Transferred | $ 808 | ||||
Ordinary shares and direct acquisition costs | 33,150 | ||||
Fair value of ordinary shares | $ 776 | ||||
Simpo Ltd [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Business Combination, Consideration Transferred | $ 1,306 |
COMMITMENTS AND CONTINGENT LI_3
COMMITMENTS AND CONTINGENT LIABILITIES (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 | $ 5,621 |
2023 | 5,105 |
2024 | 3,107 |
2025 | 102 |
Lessee, Operating Lease, Liability, to be Paid, Total | $ 13,935 |
COMMITMENTS AND CONTINGENT LI_4
COMMITMENTS AND CONTINGENT LIABILITIES (Details 1) $ in Thousands | Dec. 31, 2021USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2022 | $ 12,931 |
2023 | 11,339 |
2024 | 1,807 |
2025 | 154 |
Total outstanding non-cancelable purchase commitments | $ 26,231 |
COMMITMENTS AND CONTINGENT LI_5
COMMITMENTS AND CONTINGENT LIABILITIES (Detail Textuals) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Rent expenses | $ 5,115 | $ 10,684 | $ 5,899 | |
Sublease Income | 676 | $ 651 | $ 542 | |
Rental income | 174 | |||
Office rent agreement | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Pledged bank deposits | 839 | |||
Office lease agreement | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Bank guarantees related to lease agreements | $ 2,189 | |||
Loan and security agreement | Revolving Credit Facility | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Maximum amount of borrow, repay and re-borrow | $ 50,000 | |||
Expiration period | 3 years | |||
Interest on borrowings | Prime Rate or 3.25% | |||
Yearly fixed fee payment | $ 20 |
CONVERTIBLE PREFERRED SHARES,_3
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details) - shares | Dec. 31, 2021 | Mar. 25, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized | 900,000,000 | 89,631,512 | |
Common Stock, Shares, Issued | 83,754,006 | 13,773,000 | |
Common Stock, Shares, Outstanding | 83,754,006 | 13,773,000 | |
Convertible preferred shares authorized | 0 | 59,216,788 | |
Convertible preferred shares issued | 0 | 58,724,580 | |
Convertible preferred shares outstanding | 0 | 59,180,522 | 58,724,580 |
Deferred Stock Shares Authorized | 0 | 4,103,500 | |
Deferred Stock Shares Issued | 0 | 0 | |
Deferred Stock Shares Outstanding | 0 | 0 | |
Total Authorized | 900,000,000 | 152,951,800 | |
Total Issued | 83,754,006 | 72,497,580 | |
Total outstanding | 83,754,006 | 72,497,580 | |
Ordinary shares | |||
Class of Stock [Line Items] | |||
Common Stock, Shares Authorized | 900,000,000 | 89,631,512 | |
Common Stock, Shares, Issued | 83,754,006 | 13,773,000 | |
Common Stock, Shares, Outstanding | 83,754,006 | 13,773,000 | |
Preferred shares | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 3,745,298 | |
Convertible preferred shares issued | 0 | 3,745,298 | |
Convertible preferred shares outstanding | 0 | 3,745,298 | |
Preferred shares B-1 | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 5,815,632 | |
Convertible preferred shares issued | 0 | 5,815,630 | |
Convertible preferred shares outstanding | 0 | 5,815,630 | |
Preferred shares B-2 | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 788,738 | |
Convertible preferred shares issued | 0 | 788,738 | |
Convertible preferred shares outstanding | 0 | 788,738 | |
Preferred shares C | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 10,389,120 | |
Convertible preferred shares issued | 0 | 10,389,120 | |
Convertible preferred shares outstanding | 0 | 10,389,120 | |
Preferred shares D | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 11,500,000 | |
Convertible preferred shares issued | 0 | 11,497,425 | |
Convertible preferred shares outstanding | 0 | 11,497,425 | |
Preferred shares E | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 10,731,000 | |
Convertible preferred shares issued | 0 | 10,730,904 | |
Convertible preferred shares outstanding | 0 | 10,730,904 | |
Preferred shares E-1 | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 3,472,000 | |
Convertible preferred shares issued | 0 | 3,471,763 | |
Convertible preferred shares outstanding | 0 | 3,471,763 | |
Preferred shares E-2 | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 4,700,000 | |
Convertible preferred shares issued | 0 | 4,669,496 | |
Convertible preferred shares outstanding | 0 | 4,669,496 | |
Preferred shares E-3 | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 3,810,000 | |
Convertible preferred shares issued | 0 | 3,809,323 | |
Convertible preferred shares outstanding | 0 | 3,809,323 | |
Preferred shares F | |||
Class of Stock [Line Items] | |||
Convertible preferred shares authorized | 0 | 4,265,000 | |
Convertible preferred shares issued | 0 | 3,806,883 | |
Convertible preferred shares outstanding | 0 | 3,806,883 | |
Deferred shares | |||
Class of Stock [Line Items] | |||
Deferred Stock Shares Authorized | 0 | 4,103,500 | |
Deferred Stock Shares Issued | 0 | 0 | |
Deferred Stock Shares Outstanding | 0 | 0 |
CONVERTIBLE PREFERRED SHARES,_4
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 1) - Share option plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Number of options | ||
Beginning Balance | 10,378,813 | |
Granted | 6,017,685 | |
Forfeited | (770,172) | |
Exercised | (1,465,534) | |
Ending Balance | 14,160,792 | 10,378,813 |
Exercisable options | 6,166,007 | |
Weighted average exercise price | ||
Beginning Balance | $ 3.69 | |
Granted | 15.13 | |
Forfeited | 10.31 | |
Exercised | 1.93 | |
Ending Balance | 8.38 | $ 3.69 |
Exercisable options | $ 3.06 | |
Weighted average remaining contractual term (in years) | 7 years 8 months 1 day | 7 years 6 months |
Weighted average remaining contractual term (in years) - Exercisable options | 5 years 11 months 15 days | |
Aggregate Intrinsic value | ||
Balance | $ 159,366 | $ 66,024 |
Exercised | 25,937 | |
Aggregate Intrinsic value - Exercisable options | $ 102,142 |
CONVERTIBLE PREFERRED SHARES,_5
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 2) - Share option plan | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 60.00% | 60.00% | |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected term (in years) | 6 years 29 days | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 60.00% | ||
Expected term (in years) | 5 years | 5 years | |
Risk free interest | 0.49% | 0.28% | 1.51% |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 65.00% | ||
Expected term (in years) | 6 years 6 months 18 days | 6 years 29 days | |
Risk free interest | 1.06% | 1.45% | 2.39% |
CONVERTIBLE PREFERRED SHARES,_6
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 3) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Granted | $ 13.31 | $ 5.62 | $ 0.97 |
RSU’s | |||
Number of RSUs | |||
Opening balance | 0 | ||
Granted | 2,532,873 | ||
Forfeited | (164,700) | ||
Exercised | (1,800) | ||
Closing balance | 2,366,373 | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Opening balance | $ 0 | ||
Granted | 26.18 | ||
Forfeited | 25.72 | ||
Exercised | 27.34 | ||
Closing balance | $ 26.22 | $ 0 |
CONVERTIBLE PREFERRED SHARES,_7
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 4) - Employee Share Purchase Plan | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 41.00% |
Expected dividend yield | 0.00% |
Expected term (in years) | 6 months 25 days |
Risk free interest | 0.06% |
CONVERTIBLE PREFERRED SHARES,_8
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 5) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 27,332 | $ 14,017 | $ 3,080 |
Share options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 21,359 | 14,017 | 3,080 |
RSU’s | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 4,842 | 0 | 0 |
ESPP [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 1,131 | $ 0 | $ 0 |
CONVERTIBLE PREFERRED SHARES,_9
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Details 6) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 27,332 | $ 14,017 | $ 3,080 |
Share option plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 27,332 | 14,017 | 3,080 |
Cost of revenues | Share option plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 1,804 | 201 | 41 |
Research and development | Share option plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 3,863 | 1,596 | 282 |
Sales and marketing | Share option plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 8,205 | 1,105 | 427 |
General and administrative | Share option plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $ 13,460 | $ 11,115 | $ 2,330 |
CONVERTIBLE PREFERRED SHARES_10
CONVERTIBLE PREFERRED SHARES, SHAREHOLDERS' EQUITY (DEFICIT) AND EQUITY INCENTIVE PLAN (Detail Textuals) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Mar. 25, 2021USD ($)shares | Nov. 30, 2019USD ($) | Mar. 31, 2021 | Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / shares | Mar. 04, 2021₪ / shares | |
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Common stock, par value | ₪ / shares | ₪ 0.01 | ||||||
Common stock, shares authorized | 900,000,000 | 89,631,512 | |||||
Amount of initial public offering | $ | $ 263,922 | $ 0 | $ 0 | ||||
Amount of preferred stock liquidation preference | $ | $ 310,490 | ||||||
Convertible preferred shares issued | 0 | 58,724,580 | |||||
Convertible preferred shares outstanding | 59,180,522 | 0 | 58,724,580 | ||||
Preferred Stock, Convertible, Terms | an equivalent number of ordinary shares on a one-to-one | ||||||
Preferred stock, no par value | $ / shares | $ 0 | $ 0 | |||||
Number of ordinary shares available for grant | 7,857,017 | 143,337 | |||||
Expiration period of options granted | 10 years | ||||||
Vesting period of options | 4 years | ||||||
Unrecognized compensation cost | $ | $ 74,197 | ||||||
Period of weighted-average non-vested share-based compensation arrangements | 3 years 8 months 1 day | ||||||
Weighted-average grant date fair value of options granted | $ / shares | $ 13.31 | $ 5.62 | $ 0.97 | ||||
Exercise of options granted to non-employees | 50,000 | ||||||
Incremental share-based compensation expense | $ | $ 8,536 | $ 1,935 | |||||
Deemed dividend to ordinary shareholders | $ | $ 0 | $ 4,569 | $ 0 | ||||
Restricted Share Units | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Stock compensation expenses related to employees | $ | $ 57,244 | ||||||
Period of weighted-average non-vested share-based compensation arrangements | 3 years 8 months 12 days | ||||||
Weighted-average grant date fair value of options granted | $ / shares | $ 26.18 | ||||||
Employee Share Purchase Plan | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Unrecognized compensation cost | $ | $ 452 | ||||||
Period of weighted-average non-vested share-based compensation arrangements | 2 months 12 days | ||||||
Reserved for issuance of employee stock purchase plan | 1,824,988 | ||||||
Share purchase agreement | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Total amount of consideration of convertible preferred stock | $ | $ 45,000 | ||||||
Total amount of funding requests | $ | $ 35,000 | ||||||
Preferred shares F | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 3,806,883 | |||||
Convertible preferred shares outstanding | 0 | 3,806,883 | |||||
Preferred shares F | Share purchase agreement | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 455,942 | ||||||
Consideration of convertible preferred stock | $ | $ 10,000 | ||||||
Preferred shares E-3 | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 3,809,323 | |||||
Convertible preferred shares outstanding | 0 | 3,809,323 | |||||
Preferred shares E-2 | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 4,669,496 | |||||
Convertible preferred shares outstanding | 0 | 4,669,496 | |||||
Preferred shares E-1 | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 3,471,763 | |||||
Convertible preferred shares outstanding | 0 | 3,471,763 | |||||
Preferred shares E | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 10,730,904 | |||||
Convertible preferred shares outstanding | 0 | 10,730,904 | |||||
Preferred shares D | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 11,497,425 | |||||
Convertible preferred shares outstanding | 0 | 11,497,425 | |||||
Preferred shares C | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 10,389,120 | |||||
Convertible preferred shares outstanding | 0 | 10,389,120 | |||||
Preferred shares B-2 | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 788,738 | |||||
Convertible preferred shares outstanding | 0 | 788,738 | |||||
Preferred shares B-1 | |||||||
Convertible Preferred Shares Shareholders Deficit And Equity Incentive Plan [Line Items] | |||||||
Convertible preferred shares issued | 0 | 5,815,630 | |||||
Convertible preferred shares outstanding | 0 | 5,815,630 |
TAXES ON INCOME (Details)
TAXES ON INCOME (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Israel | $ 68,924 | $ 38,941 | $ 48,392 |
Foreign | 8,875 | 4,376 | 419 |
Loss before income taxes | $ 77,799 | $ 43,317 | $ 48,811 |
TAXES ON INCOME (Details 1)
TAXES ON INCOME (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | |||
Total current taxes | $ 800 | $ 1,164 | $ 573 |
Total deferred taxes | 1,694 | 544 | 734 |
Total income taxes | 2,494 | 1,708 | 1,307 |
Domestic | |||
Income Tax Disclosure [Line Items] | |||
Total current taxes | 103 | 153 | 92 |
Total deferred taxes | 0 | 0 | 0 |
Foreign | |||
Income Tax Disclosure [Line Items] | |||
Total current taxes | 697 | 1,011 | 481 |
Total deferred taxes | $ 1,694 | $ 544 | $ 734 |
TAXES ON INCOME (Details 2)
TAXES ON INCOME (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Loss before income taxes | $ 77,799 | $ 43,317 | $ 48,811 |
Statutory tax rate | 23.00% | 23.00% | 23.00% |
Theoretical income tax benefit | $ (17,894) | $ (9,963) | $ (11,302) |
Preferred technology enterprise | 7,582 | 4,284 | 5,323 |
Foreign rate differential | (597) | 213 | 119 |
Unrecognized tax benefits | 3,159 | 1,272 | 437 |
Changes in valuation allowance | 7,498 | 3,827 | 6,410 |
Share-based compensation | 2,519 | 1,327 | 355 |
Non-deductible expenses | 234 | 790 | 235 |
Other | (7) | (42) | (270) |
Actual tax expense | $ 2,494 | $ 1,708 | $ 1,307 |
TAXES ON INCOME (Details 3)
TAXES ON INCOME (Details 3) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 36,373 | $ 27,049 |
Research and development expenses | 4,304 | 3,046 |
Accruals and reserves | 2,541 | 2,454 |
Issuance costs | 1,827 | 0 |
Share-based compensation | 1,576 | 163 |
Other deferred assets | 636 | 878 |
Gross deferred tax assets | 47,257 | 33,590 |
Valuation allowance | (40,019) | (29,780) |
Total deferred tax assets | 7,238 | 3,810 |
Deferred tax liabilities: | ||
Deferred contract costs | (11,687) | (6,294) |
Other deferred tax liabilities | (346) | (617) |
Gross deferred tax liabilities | (12,033) | (6,911) |
Net deferred taxes | $ (4,795) | $ (3,101) |
TAXES ON INCOME (Details 4)
TAXES ON INCOME (Details 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Beginning balance | $ 1,709 | $ 437 | $ 0 |
Increases related to prior years’ tax positions | 175 | 209 | |
Increase related to current years’ tax positions | 2,984 | 1,063 | 437 |
Ending balance | $ 4,868 | $ 1,709 | $ 437 |
TAXES ON INCOME (Detail Textual
TAXES ON INCOME (Detail Textuals) $ in Thousands, ₪ in Millions | 12 Months Ended | ||||
Dec. 31, 2021ILS (₪) | Dec. 31, 2021USD ($) | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021USD ($) | |
Income Tax Disclosure [Line Items] | |||||
Israel corporate tax rate | 23.00% | 23.00% | 23.00% | 23.00% | |
Percentage of tax benefit recorded positions more likely to be realized | 50.00% | 50.00% | |||
Net operating loss carryforward in Israel | $ 248,447 | ||||
Amount of recognized tax benefits | $ 2,097 | ||||
Unrecognized tax benefits of interest and penalties | 78 | ||||
Amount offset by the reversal of related deferred tax assets | 2,771 | ||||
Domestic | |||||
Income Tax Disclosure [Line Items] | |||||
Operating Loss Carryforwards | 21,707 | ||||
Foreign | |||||
Income Tax Disclosure [Line Items] | |||||
Operating Loss Carryforwards | $ 51,121 | ||||
Preferred Technology Enterprises” (“PTE”) | Domestic | |||||
Income Tax Disclosure [Line Items] | |||||
Percentage of annual income derived from exports to large markets | 25.00% | 25.00% | |||
Threshold of consolidated revenue of PTE | ₪ | ₪ 10,000 | ||||
Capital gains tax rate on the sale of a preferred intangible asset | 12.00% | 12.00% | |||
Asset purchased from foreign resident | ₪ | ₪ 200 | ||||
Percentage of withholding tax rate of dividends paid | 20.00% | 20.00% | |||
Effective income tax rate | 12.00% | 12.00% |
REPORTING SEGMENTS AND GEOGRA_3
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION (Detail Textuals) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Term of concentration risk | Other than the United States, no other individual country accounted for 10% or more of total revenue |
REPORTING SEGMENTS AND GEOGRA_4
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue, Major Customer [Line Items] | |||
Revenues | $ 193,303 | $ 148,306 | $ 105,129 |
United States | |||
Revenue, Major Customer [Line Items] | |||
Revenues | 135,291 | 105,321 | 75,072 |
Rest of world | |||
Revenue, Major Customer [Line Items] | |||
Revenues | 56,914 | 42,138 | 28,687 |
Israel | |||
Revenue, Major Customer [Line Items] | |||
Revenues | $ 1,098 | $ 847 | $ 1,370 |
REPORTING SEGMENTS AND GEOGRA_5
REPORTING SEGMENTS AND GEOGRAPHIC INFORMATION (Details 1) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | $ 10,885 | $ 8,629 |
Israel | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | 8,829 | 7,244 |
United States | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | 1,778 | 1,283 |
Rest of world | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment, net | $ 278 | $ 102 |
NET LOSS PER SHARE ATTRIBUTAB_3
NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Numerator: | |||
Net loss | $ (80,293) | $ (45,025) | $ (50,118) |
Net loss attributable to non-controlling interest | (1,169) | (1,311) | (696) |
Adjustment attributable to non-controlling interest | 16,689 | 5,487 | 475 |
Deemed dividend to ordinary shareholders | 0 | 4,569 | 0 |
Net loss attributable to WalkMe Ltd. | $ (95,813) | $ (53,770) | $ (49,897) |
Denominator: | |||
Weighted-average shares used in computing net loss per share attributable to ordinary shareholders, basic and diluted | 51,763,032 | 13,217,183 | 12,011,502 |
Net loss per share attributable to ordinary shareholders, basic and diluted | $ (1.85) | $ (4.07) | $ (4.15) |
NET LOSS PER SHARE ATTRIBUTAB_4
NET LOSS PER SHARE ATTRIBUTABLE TO ORDINARY SHAREHOLDERS (Details 1) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 41,848,159 | 69,153,393 | 64,536,316 |
Convertible preferred shares | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 26,972,186 | 58,724,580 | 56,969,441 |
RSU’s | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 732,157 | 0 | 0 |
Outstanding share options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share amount | 14,143,816 | 10,428,813 | 7,566,875 |