Cover
Cover - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 14, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-40936 | ||
Entity Registrant Name | Informatica Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 61-1999534 | ||
Entity Address, Address Line One | 2100 Seaport Boulevard | ||
Entity Address, City or Town | Redwood City | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94063 | ||
City Area Code | 650 | ||
Local Phone Number | 385-5000 | ||
Title of 12(b) Security | Class A Common Stock, $0.01 par value per share | ||
Trading Symbol | INFA | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0.8 | ||
Documents Incorporated by Reference | Information required in response to Part III of Form 10-K (Items 10, 11, 12, 13 and 14) is hereby incorporated by reference from portions of the registrant’s Definitive Proxy Statement for the Annual Meeting of Stockholders to be held in 2024. The Definitive Proxy Statement will be filed by the registrant with the Securities and Exchange Commission no later than 120 days after the end of the registrant’s fiscal year ended December 31, 2023. | ||
Entity Central Index Key | 0001868778 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 251,030,617 | ||
Class B-1 Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 44,049,523 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | San Francisco, California |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 732,443 | $ 497,879 |
Short-term investments | 259,828 | 218,256 |
Accounts receivable, net of allowances of $4,414 and $4,608, respectively | 500,068 | 454,759 |
Contract assets, net | 79,864 | 95,221 |
Prepaid expenses and other current assets | 180,383 | 132,638 |
Total current assets | 1,752,586 | 1,398,753 |
Property and equipment, net | 149,266 | 160,574 |
Operating lease right-of-use-assets | 57,799 | 67,735 |
Goodwill | 2,361,643 | 2,337,036 |
Deferred tax assets | 15,237 | 13,076 |
Other assets | 178,377 | 165,733 |
Total assets | 5,202,082 | 4,970,899 |
Current liabilities: | ||
Accounts payable | 18,050 | 38,002 |
Accrued liabilities | 61,194 | 58,844 |
Accrued compensation and related expenses | 167,427 | 150,118 |
Current operating lease liabilities | 16,411 | 17,514 |
Current portion of long-term debt | 18,750 | 18,750 |
Income taxes payable | 4,305 | 3,758 |
Contract liabilities | 767,244 | 676,470 |
Total current liabilities | 1,053,381 | 963,456 |
Long-term operating lease liabilities | 46,003 | 55,178 |
Long-term contract liabilities | 19,482 | 23,007 |
Long-term debt, net | 1,805,960 | 1,821,760 |
Deferred tax liabilities | 22,425 | 18,604 |
Long-term income taxes payable | 37,679 | 30,601 |
Other liabilities | 4,554 | 3,932 |
Total liabilities | 2,989,484 | 2,916,538 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Additional paid-in-capital | 3,540,502 | 3,282,383 |
Accumulated other comprehensive loss | (22,370) | (47,671) |
Accumulated deficit | (1,308,484) | (1,183,189) |
Total stockholders’ equity | 2,212,598 | 2,054,361 |
Total liabilities and stockholders’ equity | 5,202,082 | 4,970,899 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock | 2,510 | 2,398 |
Class B-1 Common Stock | ||
Stockholders’ equity: | ||
Common stock | 440 | 440 |
Class B-2 Common Stock | ||
Stockholders’ equity: | ||
Common stock | 0 | 0 |
Customer relationships | ||
Current assets: | ||
Intangible assets, net | 669,781 | 794,898 |
Other intangible assets, net | ||
Current assets: | ||
Intangible assets, net | $ 17,393 | $ 33,094 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Accounts receivable, allowance | $ 4,414 | $ 4,608 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, shares, issued (in shares) | 250,874,000 | 239,749,000 |
Common stock, shares, outstanding (in shares) | 250,874,000 | 239,749,000 |
Class B-1 Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares, issued (in shares) | 44,050,000 | 44,050,000 |
Common stock, shares, outstanding (in shares) | 44,050,000 | 44,050,000 |
Class B-2 Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value per share (in dollars per share) | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares, issued (in shares) | 44,050,000 | 44,050,000 |
Common stock, shares, outstanding (in shares) | 44,050,000 | 44,050,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Revenues: | ||||
Total revenues | $ 1,595,160 | $ 1,505,118 | $ 1,444,055 | |
Amortization of acquired technology | 11,766 | 35,354 | 73,461 | |
Total cost of revenues | 338,295 | 343,503 | 331,999 | |
Gross profit | 1,256,865 | 1,161,615 | 1,112,056 | |
Operating expenses: | ||||
Research and development | 335,072 | 318,769 | 260,660 | |
Sales and marketing | 528,253 | 535,680 | 496,816 | |
General and administrative | 162,708 | 128,092 | 122,240 | |
Amortization of intangible assets | 137,514 | 153,471 | 172,434 | |
Restructuring | 59,755 | 0 | 0 | |
Total operating expenses | 1,223,302 | 1,136,012 | 1,052,150 | |
Income from operations | 33,563 | 25,603 | 59,906 | |
Interest income | 39,686 | 9,224 | 1,213 | |
Interest expense | (151,396) | (78,020) | (132,439) | |
Loss on debt refinancing | 0 | 0 | (30,882) | |
Other income, net | 975 | 8,996 | 26,312 | |
Loss before income taxes | (77,172) | (34,197) | (75,890) | |
Income tax expense | 48,111 | 19,478 | 24,039 | |
Net loss | $ (125,283) | $ (53,675) | $ (99,929) | |
Net loss per share attributable to Class A and Class B-1 common stockholders | ||||
Basic (in dollars per share) | [1] | $ (0.43) | $ (0.19) | $ (0.40) |
Diluted (in dollars per share) | [1] | $ (0.43) | $ (0.19) | $ (0.40) |
Weighted-average shares used in computing net loss per share: | ||||
Basic (in shares) | [1] | 288,581 | 281,129 | 250,418 |
Diluted (in shares) | [1] | 288,581 | 281,129 | 250,418 |
Software revenue | ||||
Revenues: | ||||
Total revenues | $ 1,006,791 | $ 867,560 | $ 776,941 | |
Cost of revenues: | 158,016 | 106,023 | 85,718 | |
Subscriptions | ||||
Revenues: | ||||
Total revenues | 1,003,484 | 857,163 | 747,672 | |
Cost of revenues: | 157,229 | 105,387 | 81,266 | |
Perpetual license | ||||
Revenues: | ||||
Total revenues | 3,307 | 10,397 | 29,269 | |
Cost of revenues: | 787 | 636 | 4,452 | |
Maintenance and professional services | ||||
Revenues: | ||||
Total revenues | 588,369 | 637,558 | 667,114 | |
Cost of revenues: | $ 168,513 | $ 202,126 | $ 172,820 | |
[1] Amounts for periods prior to the completion of our restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions described in Note 1 Organization and Description of Business in the Notes to our Consolidated Financial Statements. |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (125,283) | $ (53,675) | $ (99,929) |
Other comprehensive (loss) income, net of taxes: | |||
Change in foreign currency translation adjustments, net of tax (expense) benefit of $(55), $548 and $(165), respectively | 22,790 | (65,667) | (43,479) |
Available-for-sale debt securities: | |||
Change in unrealized gain (loss), net of tax (expense) benefit of $(37), $56 and $—, respectively | 115 | (171) | 0 |
Less: reclassification adjustment for loss included in net loss, net of tax benefit of $36, $— and $—, respectively | 108 | 0 | 0 |
Available-for-sale debt securities, net change | 223 | (171) | 0 |
Cash flow hedges: | |||
Change in unrealized gain, net of tax (expense) of $(483), $(1,113) and $(1,162), respectively | 1,479 | 3,379 | 3,776 |
Less: reclassification adjustment for loss (gain) included in net loss, net of tax benefit (expense) of $265, $(774) and $4,457, respectively | 809 | (2,363) | 13,559 |
Cash flow hedges, net change | 2,288 | 1,016 | 17,335 |
Total other comprehensive (loss) income, net of tax effect | 25,301 | (64,822) | (26,144) |
Total comprehensive loss, net of tax effect | $ (99,982) | $ (118,497) | $ (126,073) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Change in foreign currency translation adjustments, net of tax (expense) benefit | $ (55) | $ 548 | $ (165) |
Change in unrealized gain (loss), net of tax (expense) benefit | (37) | 56 | 0 |
Reclassification adjustment for amounts loss included in net loss, net of tax benefit | 36 | 0 | 0 |
Change in unrealized gain (loss), net of tax (expense) | (483) | (1,113) | (1,162) |
Reclassification adjustment for loss (gain) included in net loss, net of tax benefit (expense) | $ 265 | $ (774) | $ 4,457 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Class A Common Stock | Class B-1 Common Stock | Class B-2 Common Stock | Common Stock Class A Common Stock | Common Stock Class B-1 Common Stock | Common Stock Class B-2 Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | |||||
Beginning Balance (in shares) at Dec. 31, 2020 | [1] | 200,417,000 | 44,050,000 | 44,050,000 | |||||||||||
Beginning Balance at Dec. 31, 2020 | $ 1,166,587 | $ 2,004 | [1] | $ 440 | [1] | $ 0 | [1] | $ 2,145,254 | [1] | $ 43,295 | $ (1,024,406) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 44,113 | 44,113 | [1] | 0 | |||||||||||
Issuance of common stock upon initial public offering, net of underwriting discounts (in shares) | [1] | 33,350,000 | |||||||||||||
Issuance of common stock upon initial public offering, net of underwriting discounts | 903,766 | $ 334 | [1] | 903,432 | [1] | ||||||||||
Repurchase of shares (in shares) | [1] | (420,000) | |||||||||||||
Repurchase of shares | (9,318) | $ (4) | [1] | (4,159) | [1] | (5,155) | |||||||||
Payment for taxes related to net share settlement of equity awards | (2,825) | (2,825) | [1] | ||||||||||||
Issuance of shares under equity plans (in shares) | [1] | 842,000 | |||||||||||||
Issuance of shares under equity plans | 7,426 | $ 9 | [1] | 7,417 | [1] | ||||||||||
Net loss | (99,929) | (99,929) | |||||||||||||
Other comprehensive (loss) income | (26,144) | (26,144) | |||||||||||||
Ending Balance (in shares) at Dec. 31, 2021 | [1] | 234,189,000 | 44,050,000 | 44,050,000 | |||||||||||
Ending Balance at Dec. 31, 2021 | 1,983,676 | $ 2,343 | [1] | $ 440 | [1] | $ 0 | [1] | 3,093,232 | [1] | 17,151 | (1,129,490) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 136,469 | 136,469 | [1] | ||||||||||||
Issuance of shares under employee stock purchase plan (in shares) | [1] | 1,925,000 | |||||||||||||
Issuance of shares under employee stock purchase plan | 32,790 | $ 19 | [1] | 32,771 | [1] | ||||||||||
Payments for dividends related to Class B-2 shares | (24) | (24) | |||||||||||||
Issuance of shares under equity plans (in shares) | [1] | 3,635,000 | |||||||||||||
Issuance of shares under equity plans | 19,947 | $ 36 | [1] | 19,911 | [1] | ||||||||||
Net loss | (53,675) | (53,675) | |||||||||||||
Other comprehensive (loss) income | (64,822) | (64,822) | |||||||||||||
Ending Balance (in shares) at Dec. 31, 2022 | 239,749,000 | 44,050,000 | 44,050,000 | 239,749,000 | [1] | 44,050,000 | [1] | 44,050,000 | [1] | ||||||
Ending Balance at Dec. 31, 2022 | 2,054,361 | $ 2,398 | [1] | $ 440 | [1] | $ 0 | [1] | 3,282,383 | [1] | (47,671) | (1,183,189) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 218,099 | 218,099 | [1] | ||||||||||||
Issuance of shares under employee stock purchase plan (in shares) | [1] | 1,947,000 | |||||||||||||
Issuance of shares under employee stock purchase plan | 28,229 | $ 19 | [1] | 28,210 | [1] | ||||||||||
Shares withheld related to net share settlement of equity awards (in shares) | (2,250,000) | ||||||||||||||
Payment for taxes related to net share settlement of equity awards | (44,876) | $ (22) | (44,854) | ||||||||||||
Payments for dividends related to Class B-2 shares | (12) | (12) | |||||||||||||
Issuance of shares under equity plans (in shares) | [1] | 11,428,000 | |||||||||||||
Issuance of shares under equity plans | 56,779 | $ 115 | [1] | 56,664 | [1] | ||||||||||
Net loss | (125,283) | (125,283) | |||||||||||||
Other comprehensive (loss) income | 25,301 | 25,301 | |||||||||||||
Ending Balance (in shares) at Dec. 31, 2023 | 250,874,000 | 44,050,000 | 44,050,000 | 250,874,000 | [1] | 44,050,000 | [1] | 44,050,000 | [1] | ||||||
Ending Balance at Dec. 31, 2023 | $ 2,212,598 | $ 2,510 | [1] | $ 440 | [1] | $ 0 | [1] | $ 3,540,502 | [1] | $ (22,370) | $ (1,308,484) | ||||
[1] Amounts for periods prior to the completion of our restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions described in Note 1 Organization and Description of Business in the Notes to our Consolidated Financial Statements. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities: | |||
Net loss | $ (125,283) | $ (53,675) | $ (99,929) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 17,513 | 21,208 | 24,942 |
Non-cash operating lease costs | 16,325 | 16,268 | 15,329 |
Stock-based compensation | 218,099 | 135,862 | 45,017 |
Deferred income taxes | 991 | (85,579) | (18,929) |
Amortization of intangible assets and acquired technology | 149,280 | 188,825 | 245,895 |
Amortization of debt issuance costs | 3,457 | 3,607 | 5,380 |
Amortization of investment discount, net of premium | (4,422) | (1,002) | 0 |
Loss on debt refinancing | 0 | 0 | 30,882 |
Unrealized gain on remeasurement of debt | 0 | 0 | (29,711) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (38,301) | (17,249) | (26,350) |
Prepaid expenses and other assets | 1,891 | (25,511) | (64,177) |
Accounts payable and accrued liabilities | (20,758) | (50,697) | 36,799 |
Income taxes payable | (35,218) | 12,127 | (19,766) |
Contract liabilities | 82,773 | 55,873 | 83,301 |
Net cash provided by operating activities | 266,347 | 200,057 | 228,683 |
Investing activities: | |||
Purchases of property and equipment | (6,543) | (5,465) | (10,817) |
Purchases of investments | (328,473) | (290,040) | (90,357) |
Maturities of investments | 252,107 | 109,548 | 68,761 |
Sales of investments | 39,510 | 0 | 0 |
Business acquisitions, net of cash acquired | (12,476) | 0 | 0 |
Net cash used in investing activities | (55,875) | (185,957) | (32,413) |
Financing activities: | |||
Proceeds from issuance of common stock upon initial public offering, net of underwriting discounts and offering costs | 0 | 0 | 905,852 |
Proceeds from issuance of common stock under employee stock purchase plan | 28,229 | 32,790 | 0 |
Payments of offering costs | 0 | (2,085) | 0 |
Payments for dividends related to Class B-2 shares | (12) | (24) | 0 |
Payments for share repurchases | 0 | 0 | (9,318) |
Payment of debt | (18,752) | (14,063) | (1,373,592) |
Payment of debt issuance costs | 0 | 0 | (25,545) |
Proceeds from issuance of debt | 0 | 0 | 441,318 |
Payments for taxes related to net share settlement of equity awards | (44,876) | 0 | (2,825) |
Payment of contingent consideration | 0 | 0 | (10,705) |
Net activity from derivatives with an other-than-insignificant financing element | 0 | 2,236 | (18,978) |
Proceeds from issuance of shares under equity plans | 56,779 | 19,947 | 7,426 |
Net cash provided by / (used in) financing activities | 21,368 | 38,801 | (86,367) |
Effect of foreign exchange rate changes on cash, cash equivalents, and restricted cash | 2,724 | (13,118) | (28) |
Net increase in cash, cash equivalents, and restricted cash | 234,564 | 39,783 | 109,875 |
Cash, cash equivalents, and restricted cash at beginning of period | 497,879 | 458,096 | 348,221 |
Cash, cash equivalents, and restricted cash at end of period | 732,443 | 497,879 | 458,096 |
Supplemental disclosures: | |||
Cash paid for interest | 147,340 | 84,563 | 103,243 |
Cash paid for income taxes, net of refunds | 82,342 | 92,930 | 65,260 |
Non-cash investing and financing activities: | |||
Purchases of property and equipment recorded in accounts payable and accrued liabilities | 1,624 | 1,390 | 693 |
Deferred offering costs payable or accrued but not paid | $ 0 | $ 0 | $ 2,086 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Note 1. Organization and Description of Business Informatica Inc. (the “Company”) was incorporated as a Delaware corporation on June 4, 2021. The Company was formed as part of a series of restructuring transactions, which collectively had the net effect of reorganizing the corporate structure of Ithacalux Topco S.C.A. (“Ithacalux”), resulting in Informatica Inc. being the top-tier entity in that corporate structure rather than Ithacalux, a Luxembourg société en commandite par actions. On September 30, 2021, the Company completed these restructuring transactions, resulting in the Company becoming the owner of Ithacalux and its property, assets, debts and obligation. As Informatica Inc. did not have any previous operations, Ithacalux is viewed as the predecessor to Informatica Inc. and its consolidated subsidiaries. Accordingly, these consolidated financial statements include certain historical consolidated financial and other data for Ithacalux for periods prior to the completion of the business combination. Unless the context otherwise requires, references to “Informatica” and the “Company” mean Informatica Inc. and its consolidated subsidiaries for all periods presented. As a result of the restructuring transactions, the shareholders of Ithacalux contributed their interests in Ithacalux to Informatica in exchange for an aggregate of 288,867,682 shares of Informatica’s common stock. 200,768,636 shares of Informatica’s common stock was designated Class A common stock, and 44,049,523 shares of the common stock was designated Class B-1 common stock, with an equal number (44,049,523 shares of the common stock) designated Class B-2 common stock. The number of shares of Class A common stock and Class B-1 and Class B-2 common stock issued was determined in accordance with the applicable provisions of the contribution agreement. Amounts for periods presented prior to the completion of the restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions. On October 29, 2021, the Company completed its initial public offering (the “IPO”), in which the Company issued and sold 29,000,000 shares of its Class A common stock at $29.00 per share. On November 10, 2021, the Company issued and sold an additional 4,350,000 shares of Class A common stock in connection with a full exercise of the underwriters’ option to purchase additional shares granted in the IPO. The Company generated a total of $967.2 million in gross proceeds, inclusive of the underwriter’s exercise of their option to purchase additional shares in the offering, and net proceeds of $915.7 million, after underwriting discounts and commissions of $51.5 million. The Company also incurred offering costs of $11.9 million in relation to the IPO. The Company delivers data management products powered by an artificial intelligence ("AI") management platform that connects, manages, and unifies data across multi-vendor, multi-cloud, hybrid systems at enterprise scale. The platform enables the Company’s customers to accurately track and understand their data, allowing them to create 360-degree customer experiences, automate data operations across enterprise-wide business processes, and pursue holistic data-driven digital strategies by guiding workload migrations to the cloud. The Company’s platform includes a suite of interoperable data management products that leverage the shared services and metadata of the underlying platform, including products for Data Catalog, Data Integration, API & Application Integration, Data Quality and Observability, Master Data Management, Customer and Business 360 Applications, Governance and Privacy, and Data Marketplace. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 2. Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements include those of the Company and its subsidiaries, after elimination of all intercompany accounts and transactions. The Company has prepared the accompanying consolidated financial statements in accordance with U.S generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). Segment Reporting The Company manages, monitors and reports its operating results and financial position as a single operating segment. The Company’s chief operating decision-maker (“CODM”) is its Chief Executive Officer who makes operating decisions, assesses financial performance and allocates resources based on consolidated financial information. As such, the Company has determined that it operates in one reportable segment. Long-lived assets, comprising property and equipment, net and operating lease right-of-use assets, by geographic area were as follows (in thousands): December 31, 2023 December 31, 2022 United States $ 148,569 $ 159,263 India 17,676 23,901 Ireland 24,723 25,510 Other 16,097 19,635 Total $ 207,065 $ 228,309 Use of Estimates The Company’s consolidated financial statements are prepared in accordance with GAAP, which require management to make certain estimates, judgments, and assumptions in determination of performance obligations and standalone selling price used in revenue recognition, the realizability of deferred tax assets, uncertain tax positions, and stock-based compensation. Management believes the estimates, judgments, and assumptions upon which it relies are reasonable based on information available at the time that these estimates, judgments, and assumptions are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the periods presented. Any material differences between these estimates and actual results will impact the Company’s consolidated financial statements. The Company assesses these estimates on a regular basis, however actual results could differ from estimates due to risks and uncertainties. Revenue Recognition The Company derives its revenue from sales of 1) cloud subscription, representing access to the Company’s software via Company-hosted cloud applications, 2) self-managed subscription license, representing a term license to self-managed software, 3) self-managed subscription support and other, 4) on-premises perpetual software licenses, and 5) maintenance and professional services, consisting of maintenance on perpetual software licenses, and professional services. The Company recognizes revenue net of applicable sales taxes, financing charges it has absorbed, and amounts retained by its partners (including resellers and distributors), if any. The Company does not act as an agent in any of its revenue arrangements. Revenue is recognized and recorded in accordance with ASC 606, Revenue From Contracts with Customers (“ASC 606”), which generally requires the Company to recognize revenue when it satisfies performance obligations under the terms of its contracts, and control of its products is transferred to its customers in an amount that reflects the consideration the Company expects to receive from its customers and partners in exchange for those products. This process involves identifying the customer contract, determining the performance obligations in the contract, determining the transaction price, allocating the transaction price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. Performance obligations contained in a contract are identified based on the goods or services that will be transferred to the customer that are both (i) capable of being distinct, because the customer can benefit from the goods or services either on their own or together with other resources that are readily available from third parties or from the Company, and (ii) distinct in the context of the contract, and the transfer of the goods or services is separate from other promises in the contract. To the extent a contract includes multiple promised goods or services, the Company applies its judgment to determine whether the promised goods or services are capable of being distinct, and distinct in the context of the contract. The Company’s cloud subscription services include cloud functionalities and, for most products, also a secure agent that is installed on a customer’s premises. The secure agent performs tasks and enables secure communication behind a customer’s firewall with the cloud functionalities. For these products, customers are not able to use either the cloud functionalities or secure agent for their intended purpose on their own without use of the other component. The cloud functionalities and secure agent are accounted for together as a single performance obligation because the Company has concluded that the cloud functionalities and secure agent are highly interdependent and interrelated based on the significant two-way dependency between the components. Performance Obligation When Performance Obligation is Typically Satisfied Subscription: Cloud subscription Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Self-managed subscription license Point in Time: Upon the later of when the software license is made available or the contractual term commences Self-managed subscription support and other Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Perpetual license Point in Time: When the software license is made available Maintenance Over Time: Ratably over the contractual term Professional Services Over Time: As services are provided Software revenue Software revenue is comprised of 1) cloud subscription, 2) self-managed subscription license, 3) self-managed subscription support and other, and 4) perpetual license Cloud subscription and related support offerings consist of revenue from customers and partners contracted to use the related services during a subscription period typically ranging from one Cloud subscription revenues include revenues from cloud services offerings, which deliver applications and infrastructure technologies via cloud-based deployment models for which the Company develops functionality, provides unspecified updates and enhancements, hosts, manages, upgrades, and support, and that customers access by entering into a subscription agreement with the Company for a stated period. Certain arrangements for the Company’s cloud subscription offerings provide for a maximum number of Informatica Processing Units (“IPUs”) that are pre-purchased at the beginning of the arrangement to be consumed over the subscription term, with consumption measured either monthly or annually. For arrangements where consumption is measured annually, additional fees are charged for IPUs consumed above the annual maximum, if the customer’s usage requires it. The transaction price for cloud subscription with consumption-based pricing is determined based on the pre-purchased amount and, for arrangements where consumption is measured annually, an estimate of additional fees that the Company is entitled to. The Company constrains its estimate based on factors that could lead to a probable significant reversal of cumulative revenue recognized. Revenues from the Company’s cloud subscription with consumption-based pricing are recognized over time on a ratable basis over the applicable period beginning on the date that the service is made available to the customer or on the date the contractual term commences, if later. Self-managed subscription license revenue primarily consists of revenue from customers and partners contracted to use software during a subscription term with terms typically ranging from one Self-managed subscription support and other revenues are generated primarily through the sale of license support contracts sold together with the self-managed subscription license purchased by the customer. Self-managed subscription license support contracts provide customers with rights to unspecified software product upgrades, maintenance releases and patches released during the term of the support period and include internet access to technical content, as well as internet and telephone access to technical support personnel. The Company's self-managed subscription licenses have significant standalone functionalities and capabilities. Accordingly, these self-managed subscription licenses are distinct from the support services as the customer can benefit from the software without the services and the services are separately identifiable within the contract. Perpetual license revenue consists of revenue from customers and partners for sales of perpetual software licenses, are generally billed upfront along with the associated maintenance. The maintenance associated with perpetual licenses is classified within maintenance and professional services. Maintenance and Professional Services Maintenance and professional services are comprised of maintenance, consulting, and education services. Maintenance contracts, which consist of ongoing support and software updates, if and when available, under perpetual software license arrangements, are typically one year in duration. Perpetual software licenses have significant standalone functionalities and capabilities. Accordingly, these perpetual software licenses are distinct from the support services as the customer can benefit from the software without the services and the services are separately identifiable within the contract. Maintenance contracts are generally billed annually in advance. Consulting services are primarily related to configuration, installation, and implementation of the Company’s products, and are generally performed on a time-and-materials basis, with revenue recorded as the services are rendered. Revenue for fixed fee contracts is generally recognized as services are performed, applying input methods to estimate progress to completion. If uncertainty exists about the Company’s ability to complete the project, its ability to collect the amounts due, or in the case of fixed-fee consulting arrangements, its ability to estimate the remaining costs to be incurred to complete the project, revenue is deferred until the uncertainty is resolved. Consulting services are generally either billed in advance or monthly as services are rendered. Consulting services, if included as part of the software arrangement, generally do not entail significant modification or customization of the software and hence, such services are not considered essential to the functionality of the software. Contracts with multiple performance obligations Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative SSP basis and revenue is recognized when (or as) the Company satisfies each performance obligation by transferring control of the promised goods or services to the customer. The determination of SSP requires judgment and is established for performance obligations that are routinely sold separately, such as support and maintenance on the Company’s core offerings. In connection with its cloud subscription, self-managed subscription licenses, and perpetual licenses, the Company is unable to establish SSP based on observable prices given the products are sold for a broad range of amounts (that is, the price is highly variable), and a representative SSP is not discernible from past transactions or other observable evidence. As a result, the SSP for cloud subscription offerings, self-managed subscription licenses, and perpetual licenses, included in a contract with multiple performance obligations, is determined by applying a residual approach whereby all other performance obligations within a contract are first allocated a portion of the transaction price based upon their respective SSPs, with any residual amount of transaction price allocated to cloud subscription, self-managed subscription licenses, and perpetual licenses. Returns and Material Rights The Company’s agreements do not permit returns, and historically the Company has not had any significant returns or refunds; therefore, the Company has not established a sales return allowance. Some contracts offer price discounts on future purchases. The Company evaluates these options to determine whether they provide a material right to the customer, representing a separate performance obligation. In circumstances involving a material right, revenue is allocated to these rights and deferred; subsequently the revenue is recognized when those future goods or services are transferred, or when the option expires. Generally, such discount mechanisms have not resulted in material rights. Contract balances The timing of revenue recognition, billings, and cash collections results in contract assets (both billed accounts receivable, where the Company has an unconditional right to contract consideration subject only to the passage of time, and unbilled receivables), and contract liabilities (deferred revenue) on the Company’s accompanying consolidated balance sheets. Accounts receivable The timing of revenue recognition may differ from the timing of invoicing customers. Accounts receivables as reported on the accompanying consolidated balance sheets, includes the unconditional amounts owed from customers comprising amounts invoiced, net of an allowance for credit loss. A receivable is recognized in the period products are delivered or services are provided, or when the right to payment is unconditional. Payment terms on invoiced amounts are typically between 30 and 60 days, therefore the contracts do not include a significant financing component. Also, they typically do not involve a significant amount of variable consideration as they represent stated prices. Contract Assets Contract assets represent reported revenues attributable to performance obligations that have been satisfied, but such amounts remain unbilled due to certain remaining conditions under the contract not yet being met. Contract assets are primarily driven by sales of self-managed subscription licenses typically with one Contract Liabilities Contract liabilities consist of deferred revenue and represent cash payments received or due in advance of fulfilling performance obligations. In arrangements whereby the Company has an obligation to transfer goods or services to the customer and fees are invoiced or amounts are received ahead of revenue being recognized under non-cancelable contracts, deferred revenue is recorded. Contract liabilities will be recognized as revenue in future periods. As of December 31, 2023 and December 31, 2022, contract liabilities were $786.7 million and $699.5 million, respectively. The current portion of contract liabilities represents the amounts that are expected to be recognized as revenue within one year of the consolidated balance sheet date. Contract liabilities were approximately $786.7 million as of December 31, 2023, of which the Company expects to recognize $767.2 million over the next 12 months, and the remainder thereafter. The amount of revenues recognized during the years ended December 31, 2023 and 2022 that were included in the opening contract liabilities balance was approximately $674.9 million and $606.2 million, respectively. Remaining Performance Obligations from Customer Contracts Remaining performance obligations represent contracted revenues that have not yet been recognized (including contract liabilities) and amounts that will be invoiced and recognized as revenues in future periods. The volumes and amounts of customer contracts that the Company records and total revenues that it recognizes are impacted by a variety of seasonal factors. In each year, the amounts and volumes of contracting activity and associated revenues are typically highest in its fourth fiscal quarter and lowest in the first fiscal quarter. These seasonal impacts influence how the Company's remaining performance obligations change over time, and, combined with foreign exchange rate fluctuations and other factors, influence the amount of remaining performance obligations that the Company reports at a point in time. As of December 31, 2023, the Company’s remaining performance obligations were $1.6 billion, which does not include customer deposit liabilities. The Company expects to recognize approximately 66% of its remaining performance obligations at December 31, 2023, as revenues over the next twelve months and the remainder over the next two to three years. Costs to obtain a contract Costs to obtain a contract include sales commissions earned as well as payroll taxes and other costs associated with and directly attributable to the contract obtained. These costs are considered incremental and recoverable costs of obtaining a contract, and therefore, are capitalized when certain customer contracts are signed. These costs are recorded as deferred commission expense in Prepaid expenses and other current assets and Other assets in the consolidated balance sheets. Sales commissions paid for renewals of customer contracts are not commensurate with the commissions paid for the acquisition of the initial contract given the substantive difference in commission rates between initial contract and renewal contracts. Accordingly, costs to obtain a contract paid upon the initial acquisition of the contract are amortized over the estimated period of benefit of five years, which may exceed the term of the initial contract. The Company determines the estimated period of benefit based on the duration of relationships with its customers, which includes the expected renewals of customer contracts, customer retention data, its technology development lifecycle, and other factors. The Company amortizes these commissions consistent with the pattern of satisfaction of the performance obligation to which the asset relates. Costs to obtain a contract paid upon multi-year renewal are amortized over the renewal contract term. Amortization expense is included in Sales and Marketing expenses in the consolidated statements of operations. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the estimated period of benefit would have been one year or less. Goodwill The Company tests goodwill for impairment annually during the fourth quarter of each year and whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable in accordance with ASC 350, Intangibles—Goodwill and Other . The Company has one operating segment and reporting unit, and therefore goodwill is tested for impairment at the entity level. Goodwill impairment is recognized when the quantitative assessment results in the carrying value of the reporting unit exceeding its estimated fair value, in which case an impairment charge is recorded to goodwill to the extent the carrying value exceeds the estimated fair value, limited to the amount of goodwill. The Company did not recognize any impairment of goodwill during the years ended December 31, 2023, 2022 and 2021. Impairment of Definite-lived Intangible Assets and other Long-lived Assets The Company evaluates long-lived assets, which includes intangible assets and tangible assets, for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of an asset to the future undiscounted cash flows attributable to that asset. The Company measures any amount of impairment based on the difference between the carrying value and the estimated fair value of the impaired asset. There were no material impairments of long-lived assets during the years ended December 31, 2023, 2022 and 2021. Stock-based Compensation The Company accounts for stock-based compensation in accordance with the provisions of ASC 718, Stock Compensation . The Company measures and recognizes compensation expense for all stock-based awards, including stock options, restricted stock units ("RSUs") granted to employees and directors, performance stock units ("PSUs"), including PSUs subject to certain market condition(s), and stock purchase rights granted under the Company's 2021 Employee Stock Purchase Plan ("ESPP") to employees, based on the estimated fair value of the awards on the date of grant. The fair value of RSUs or PSUs which are subject to a service condition or service and performance condition based on vesting is determined by the closing price of the Company's common stock on the date of grant. The Company uses the Black-Scholes Merton model to value stock options with service and/or performance condition(s), and purchase rights granted under the ESPP. Stock Options and PSUs with service and market conditions are valued using the Monte Carlo model. Both models require the input of certain assumptions on the grant date, including fair value of the underlying stock and exercise price, expected term, volatility over an expected term, risk-free interest rate for an expected term, and dividend yield. Compensation expense is recognized for service-based options and RSUs on a straight-line basis over the vesting period. Compensation expense for options and PSUs containing performance conditions is based on the estimated number of the performance-based stock options/units expected to vest, using the graded vesting attribution method. Compensation expense for options and PSUs containing market conditions is based on the estimated number of the stock options and PSUs expected to vest on attainment of the market condition(s), using the graded vesting attribution method. The probability of satisfying a market condition is considered in the estimation of the grant-date fair value for options and PSUs and the compensation cost is not reversed if the market condition(s) is (are) not achieved, provided the requisite service has been provided. Compensation expense is recognized for shares issued pursuant to the ESPP on a straight-line basis over the offering period. The Company recognizes forfeitures as they occur, and cash flows related to excess tax benefits are presented as an operating activity in the accompanying consolidated statements of cash flows. Prior to the IPO, the fair value of the common stock underlying the options had historically been determined by the Company’s Compensation Committee of the board of directors (the "Compensation Committee") given the absence of a public trading market. The Compensation Committee determined the fair value of the common stock by considering a number of objective and subjective factors, including: (i) third-party valuations of common stock; (ii) the lack of marketability of the common stock; (iii) the Company's actual operating and financial results; (iv) the Company’s current business conditions and projections; and (v) the likelihood of various potential liquidity events, such as an initial public offering or sale of the Company, given prevailing market conditions. After the IPO, the fair value of the common stock was determined based on the Company’s closing stock price as quoted on the New York Stock Exchange on the grant date. Net Loss Per Share Attributable to Class A and Class B-1 Common Stockholders The Company utilizes the treasury method when calculating basic and diluted net loss per share. The rights of the holders of Class A common stock and Class B-1 common stock are identical in all respects, except that Class B-1 common stock will not vote on the election or removal of directors. The holders of Class B-2 common stock have no participating rights (voting or otherwise), except for the right to vote on the election or removal of directors and will be entitled to a nominal annual dividend of CAD $15,000 in the aggregate. As Class B-2 common stock have no participating economic rights, the Company is not required to use the two-class method. Basic net loss per share is computed using the weighted average number of shares outstanding for the period, excluding unvested service and performance-based stock options and awards. Diluted net loss per share is computed using the weighted average shares outstanding for the period plus dilutive potential shares, including unvested stock options and awards using the treasury stock method. Cash, Cash Equivalents and Investments The Company considers highly liquid investment securities with maturities of 90 days or less at the date of purchase to be cash equivalents. Investments not considered cash equivalents with maturities of greater than 90 days but less than one year from the consolidated balance sheet date are classified as short-term investments. Investments with maturities greater than one year from the consolidated balance sheet date are classified as long-term investments. The Company’s cash equivalents and investments include time deposits, money market funds, and debt securities. The Company's debt securities consist primarily of commercial paper, corporate debt securities, U.S. government securities, U.S. government agency securities, and non-U.S. government securities. The Company's debt securities are classified as available-for-sale and are reported at fair value, with unrealized gains and losses, net of tax, reported as a separate component of accumulated other comprehensive income (loss) in stockholders' equity. Realized gains or losses and permanent declines in value, if any, on available-for-sale debt securities are reported in other income (expense), net as incurred. The Company recognizes realized gains and losses upon sales of the investment and reclassifies unrealized gains and losses out of accumulated other comprehensive income (loss) into earnings using the specific identification method. Purchase premiums and discounts are amortized or accreted using the effective interest method over the life of the related security and such amortization and accretion are included in interest income in the consolidated statements of operations. For available-for-sale debt securities in an unrealized loss position, the Company determines whether a credit loss exists. In this assessment, among other factors, the Company considers the extent to which the fair value is less than the amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security. If factors indicate a credit loss exists, an allowance for credit loss is recorded to other income (expense), net, limited by the amount that the fair value is less than the amortized cost basis. The amount of fair value change relating to all other factors will be recognized in other comprehensive income (loss). Fair Value of Financial Instruments The fair value of the Company’s cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximate their respective carrying amounts due to their short-term maturity. Concentrations of Credit Risk and Credit Evaluations Financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash and cash equivalents, investments, derivatives and trade receivables. The Company’s cash and cash equivalents are generally held with large, diverse financial institutions worldwide to reduce the amount of exposure to any single financial institution. The majority of cash equivalents consists of money market funds that primarily invest in U.S. government securities. The Company's investments consist of time deposits and available for sale debt securities. Management believes that the financial institutions that hold the Company’s time deposits and the issuers of debt securities are financially sound and, accordingly, are subject to minimal credit risk. The Company’s derivative contracts are transacted with various financial institutions with high credit ratings. The Company evaluates its counterparties associated with the Company’s foreign exchange forward contracts at least quarterly. Since all of these counterparties are large credit-worthy commercial banking institutions, the Company does not consider counterparty non-performance to be a material risk. The Company may enter into master netting arrangements to mitigate credit risk in derivative transactions by permitting net settlement of transactions with the same counterparty. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. The Company makes judgments as to its ability to collect outstanding receivables and provide allowances for the portion of receivables when collection becomes doubtful. Further, the Company maintains an allowance for expected credit losses. It estimates expected credit trends for the allowance for credit losses for receivables and contract assets based upon its assessment of various factors, including historical experience, the age of the receivable balances, credit rating of its customers, current economic conditions, and other factors that may affect its ability to collect from customers. Expected credit losses are recorded as general and administrative expense. No customer accounted for more than 10% of revenue in the years ended December 31, 2023, 2022 and 2021. As of December 31, 2023 and December 31, 2022, no customer accounted for more than 10% of the accounts receivable balance. Allowance for Credit Losses The Company estimates the overall collectability of accounts receivable and other contract assets and provides an allowance for credit losses for those considered uncollectible. The Company makes estimates of expected credit losses by specifically analyzing its accounts receivable and other contract assets based on historical experience, customer concentrations, customer credit-worthiness, the age of the receivable, current economic trends, and changes in its customer payment terms. Accounts receivable deemed uncollectible are charged against the allowance for credit losses when identified. The Company records the expected credit losses in general and administrative expense. On December 31, 2023 and 2022, the Company’s allowance for credit losses were $4.4 million and $4.6 million, respectively. The table below details the activity of the allowance, for the years ended December 31, 2023, 2022 and 2021 (in thousands): Beginning Balance Increase/(decrease) in Provision for Expected Credit Loss Write-offs, Net of Recoveries Revaluation (i) Ending Balance December 31, 2021 $ 4,557 183 (39) (57) $ 4,644 December 31, 2022 $ 4,644 207 (176) (67) $ 4,608 December 31, 2023 $ 4,608 (121) (166) 93 $ 4,414 (i) The amounts represent revaluations on balances denominated in foreign currencies. Income Taxes The Company uses the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes . Under this method, income tax expense or benefit is recognized for the amount of taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. The measurement of current and deferred tax assets and liabilities is based on provisions of currently enacted tax laws. The effects of future changes in tax laws or rates are not contemplated. A two-step approach is applied pursuant to ASC 740 in the recognition and measurement of uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The Company recognizes interes |
Cash, Cash Equivalents, and Inv
Cash, Cash Equivalents, and Investments | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Cash, Cash Equivalents, and Investments | Note 3. Cash, Cash Equivalents, and Investments The following table summarizes the Company’s cash, cash equivalents, and short-term investments as of December 31, 2023 and December 31, 2022 (in thousands). December 31, 2023 2022 Cash $ 185,498 $ 165,599 Cash equivalents: Time deposits 72,302 51,192 Money market funds 474,643 273,098 Commercial paper — 7,990 Total cash equivalents 546,945 332,280 Total cash and cash equivalents $ 732,443 497,879 Short-term investments: Time deposits 153,550 125,281 Commercial paper 73,767 27,708 Corporate debt securities 3,964 21,724 U.S. government and U.S. government agency securities 28,547 39,597 Non-U.S. government and agency securities — 3,946 Total short-term investments 259,828 218,256 Total cash, cash equivalents and investments $ 992,271 $ 716,135 _____________ See Note 5. Fair Value Measurements of the Notes to Consolidated Financial Statements of this Report for further information regarding the fair value of the Company’s financial instruments. |
Available-For-Sale Debt Securit
Available-For-Sale Debt Securities | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Available-For-Sale Debt Securities | Note 4. Available-For-Sale Debt Securities The following table summarizes the Company’s available-for-sale debt securities as of December 31, 2023 (in thousands). December 31, 2023 Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government securities $ 18,596 $ 5 $ — $ 18,601 U.S. government agency securities 9,949 — (3) 9,946 Corporate debt securities 3,963 1 — 3,964 Commercial paper 73,701 76 (10) 73,767 Total $ 106,209 $ 82 $ (13) $ 106,278 The following table summarizes the Company’s available-for-sale debt securities as of December 31, 2022 (in thousands). December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency securities $ 39,634 $ 5 $ (42) $ 39,597 Non-U.S. government securities 3,964 — (18) 3,946 Corporate debt securities 21,850 — (126) 21,724 Commercial paper 35,745 — (47) 35,698 Total $ 101,193 $ 5 $ (233) $ 100,965 There were approximately $0.1 million realized losses related to available-for-sale debt securities for the year ended December 31, 2023. As of December 31, 2023, the fair value of the Company's available-for-sale debt securities with contractual maturity of one year or less from the consolidated balance sheet date was $106.3 million. As of December 31, 2023, the gross unrealized losses that have been in a continuous unrealized loss position for less than 12 months were less than $0.1 million, which were related to $40.2 million of available-for-sale debt securities. There were no gross unrealized losses that have been in a continuous unrealized loss position for more than 12 months. The Company did not recognize any credit losses related to the Company’s debt securities during the year ended December 31, 2023. Unrealized losses related to available-for-sale debt securities are due to interest rate fluctuations as opposed to credit quality. The Company does not intend to sell these investments. In addition, it is more likely than not that the Company will not be required to sell them before recovery of the amortized cost basis, which may be at maturity. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 5. Fair Value Measurements The Company uses a three-level fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based on whether the inputs to those valuation techniques are observable or unobservable. The three levels of fair value hierarchy are set forth below. The Company’s assessment of the hierarchy level of the assets or liabilities measured at fair value is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair values of the assets or liabilities. The Company does not have any assets or liabilities classified as Level 3. Fair Value Measurement of Financial Assets and Liabilities on a Recurring Basis The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December 31, 2023 and indicates the fair value hierarchy of the valuation (in thousands): Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Time deposits (i) $ 225,852 $ 225,852 $ — $ — Money market funds (ii) 474,643 474,643 — — Commercial paper (iii) 73,767 — 73,767 — Corporate debt securities (iii) 3,964 — 3,964 — U.S. government and U.S. government agency securities (iii) 28,547 — 28,547 — Total cash equivalents and investments 806,773 700,495 106,278 — Foreign currency derivatives (iv) 486 — 486 — Total assets $ 807,259 $ 700,495 $ 106,764 $ — Liabilities: Foreign currency derivatives (v) $ 44 $ — $ 44 $ — Total liabilities $ 44 $ — $ 44 $ — __________ (i) Included in cash equivalents and short-term investments on the consolidated balance sheets. (ii) Included in cash equivalents on the consolidated balance sheets. (iii) Included in short-term investments on the consolidated balance sheets. (iv) Included in prepaid expenses and other current assets on the consolidated balance sheets. (v) Included in accrued liabilities on the consolidated balance sheets. As of December 31, 2023, 87% and 13% of the Company’s total financial assets subject to fair value measurement are classified as Level 1 and Level 2, respectively. The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation (in thousands): Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Time deposits (i) $ 176,473 $ 176,473 $ — $ — Money market funds (ii) 273,098 273,098 — — Commercial paper (i) 35,698 — 35,698 — Corporate debt securities (iii) 21,724 — 21,724 — U.S. government and U.S. government agency securities (iii) 39,597 — 39,597 — Non-U.S. government securities (iii) 3,946 — 3,946 — Total cash equivalents and investments 550,536 449,571 100,965 — Foreign currency derivatives (iv) 88 — 88 — Total assets $ 550,624 $ 449,571 $ 101,053 $ — Liabilities: Foreign currency derivatives (v) $ 3,343 $ — $ 3,343 $ — Total liabilities $ 3,343 $ — $ 3,343 $ — (i) Included in cash equivalents and short-term investments on the consolidated balance sheets. (ii) Included in cash equivalents on the consolidated balance sheets. (iii) Included in short-term investments on the consolidated balance sheets. (iv) Included in prepaid expenses and other current assets on the consolidated balance sheets. (v) Included in accrued liabilities on the consolidated balance sheets. As of December 31, 2022, 82% and 18% of the Company’s total financial assets subject to fair value measurement are classified as Level 1 and Level 2, respectively. Money Market Funds, Time Deposits, and Available-For-Sale Debt Securities The Company uses a market approach for determining the fair value of all its Level 1 and Level 2 money market funds, time deposits, and available-for-sale debt securities. To value its money market funds, the Company values the funds at $1 stable net asset value, which is the market pricing convention for identical assets that the Company has the ability to access. The Company's available-for-sale debt securities consist of commercial paper, corporate debt securities, U.S. government, U.S. government agency securities and non-U.S. government securities. The Company measures the fair values of these assets with the help of pricing services that either provides quoted market prices in active markets for identical or similar securities or use observable inputs for their pricing without applying significant adjustments. Foreign Currency and Hedging Instruments Level 2 inputs for the derivative valuations are limited to quoted prices for similar assets or liabilities in active markets (specifically foreign currency rates and futures contracts). The Company records its derivative assets and liabilities on a gross basis in the consolidated balance sheet and uses mid-market pricing as a practical expedient for fair value measurements. Key inputs for foreign currency derivatives are the spot rates, forward rates, interest rates, and credit derivative market rates. The spot rate for each foreign currency is the same spot rate used for all balance sheet translations at the measurement date and is sourced from the Federal Reserve Bulletin. The following values are interpolated from commonly quoted intervals: forward points and the SOFR used to discount and determine the fair value of assets and liabilities. The Company discounts derivative liabilities to reflect the Company’s own potential non-performance risk to lenders and has used the spread over SOFR on its most recent corporate borrowing rate. The counterparties associated with the Company’s foreign currency forward contracts are large credit-worthy financial institutions. The foreign currency derivatives transacted with these entities are relatively short in duration, therefore, the Company does not consider counterparty concentration and non-performance to be material risks at this time. Both the Company and the counterparties are expected to perform under the contractual terms of the instruments. There were no transfers between Level 1, Level 2 and Level 3 categories during the years ended December 31, 2023 and 2022. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 6. Property and Equipment The following table summarizes the cost of property and equipment and related accumulated depreciation at December 31, 2023 and 2022 (in thousands, except years): Estimated December 31, 2023 2022 Land N/A $ 40,512 $ 40,512 Buildings 25 years 118,134 118,134 Site improvements 15 years 2,569 2,567 Building improvements 10-15 years 35,417 34,706 Total land and buildings 196,632 195,919 Computer, equipment, and software 1-5 years 103,747 105,230 Furniture and fixtures 3-5 years 16,612 16,851 Leasehold improvements 1-10 years 53,432 52,612 Total property and equipment 370,423 370,612 Less: Accumulated depreciation and amortization (221,157) (210,038) Total property and equipment, net $ 149,266 $ 160,574 Depreciation and amortization expense were $17.5 million, $21.2 million, and $24.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 7. Goodwill and Intangible Assets Goodwill The following table presents the changes in the carrying amount of the goodwill as of December 31, 2023 and 2022 (in thousands): December 31, 2023 2022 Beginning balance $ 2,337,036 $ 2,380,752 Goodwill from acquisition 6,754 — Foreign currency translation adjustment 17,853 (43,716) Ending balance $ 2,361,643 $ 2,337,036 Goodwill represents the excess of consideration paid over the estimated fair value of net tangible and identifiable intangible assets acquired in business combinations. During the year ended December 31, 2023, the Company recorded an addition to goodwill of $6.8 million from the acquisition of Privitar Limited, a data management access and privacy software provider that supports critical, high-growth use cases around cloud analytics, governance, data mesh, and data marketplace. Intangible Assets The carrying amounts of the intangible assets other than goodwill as of December 31, 2023 and 2022 are as follows (in thousands, except years): Weighted Average December 31, 2023 December 31, 2022 Cost Accumulated Amortization Net Cost Accumulated Net Acquired developed and core technology 6 $ 880,758 $ (871,085) $ 9,673 $ 876,949 $ (859,319) $ 17,630 Other intangible assets: Customer relationships 15 2,159,179 (1,489,398) 669,781 2,154,735 (1,359,837) 794,898 Trade names and trademark 7 81,651 (73,931) 7,720 81,442 (65,978) 15,464 Total other intangible assets 2,240,830 (1,563,329) 677,501 2,236,177 (1,425,815) 810,362 Total intangible assets, net 3,121,588 (2,434,414) 687,174 3,113,126 (2,285,134) 827,992 The Company amortizes its intangible assets over their remaining estimated useful life using cash flow projections, revenue projections, or the straight-line method. Total amortization expense related to intangible assets was $149.3 million, $188.8 million and $245.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. The allocation of the amortization of intangible assets for the periods indicated below is as follows (in thousands): Year ended 2023 2022 2021 Cost of revenues $ 11,766 $ 35,354 $ 73,461 Operating expenses 137,514 153,471 172,434 Total amortization of intangible assets $ 149,280 $ 188,825 $ 245,895 Certain intangible assets are recorded in foreign currencies; and therefore, the gross carrying amount and accumulated amortization are subject to foreign currency translation adjustments. As of December 31, 2023, the amortization expense related to identifiable intangible assets in future periods is expected to be as follows (in thousands): Years ending December 31, Customer Relationships Intangible Asset Other Intangible Assets Total Intangible Assets 2024 $ 114,416 $ 11,661 $ 126,077 2025 99,899 2,132 102,031 2026 86,856 1,432 88,288 2027 75,369 690 76,059 2028 65,484 535 66,019 Thereafter 227,757 943 228,700 Total expected amortization expense $ 669,781 $ 17,393 $ 687,174 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Note 8. Accrued Liabilities Accrued liabilities as of December 31, 2023 and 2022 consisted of the following (in thousands): Year ended 2023 2022 Accrued taxes $ 25,902 $ 22,741 Derivative liabilities 44 3,343 Other 35,248 32,760 Accrued Liabilities $ 61,194 $ 58,844 |
Borrowings
Borrowings | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 9. Borrowings Long-term debt consists of the following (in thousands): Year ended 2023 2022 Dollar term loan $ 1,842,188 $ 1,860,938 Less: Discount on term loan (6,441) (7,529) Less: Debt issuance costs (11,037) (12,899) Total debt, net of discount and debt issuance costs 1,824,710 1,840,510 Less: Current portion of long-term debt (18,750) (18,750) Long-term debt $ 1,805,960 $ 1,821,760 As of December 31, 2023 and 2022 the aggregate fair value of the Company’s dollar term loan, based on Level 2 inputs related to fair market value, were $1,848.3 million and $1,830.2 million, respectively. Credit Facilities The Company has a credit agreement with JPMorgan Chase Bank, N.A., as agent, for a syndicate of lenders (the “Credit Agreement”). Under the Credit Agreement, the Company borrowed $1.9 billion of dollar term loans (the “Term Facility”) and obtained $250.0 million of commitments under a revolving credit facility (the “Revolving Facility” and, together with the Term Facility, the “Credit Facilities”). The Term Facility matures on October 29, 2028 and is repayable in quarterly installments of 0.25% of the initial principal amount thereof, with the remaining amount due at maturity. The Revolving Facility matures on October 29, 2026. The Company may prepay all or part of the Credit Facilities at any time. Subject to certain exceptions and limitations, the Company is required to prepay the Term Facility with the net proceeds of certain occurrences, such as the incurrences of indebtedness not permitted to be incurred under the Credit Agreement, credit sale and leaseback transactions and asset sales. The agreement also requires mandatory prepayments of the Term Facility with excess cash flow as specified in the terms of the Credit Agreement. On June 13, 2023, the Company entered into Amendment No. 1 (the “Amendment”) to the Credit Agreement. The Amendment replaced the LIBOR interest rate benchmark with the Secured Overnight Financing Rate (“SOFR”) benchmark effective July 1, 2023. Other than the foregoing, the material terms of the Credit Agreement remain unchanged. The Company elected to apply an optional expedient pursuant to ASC 848, Reference Rate Reform, according to which the Company accounted for the Amendment as a continuation of the existing contract. Effective July 1, 2023, the borrowings under the Term Facility bear interest, at the Company’s option, either at (i) Term SOFR 1 with a credit adjustment of 0.11448% to 0.71513% depending on the interest period selected (“Adjusted Term SOFR”) plus 2.75% or (ii) the base rate plus 1.75%. The base rate is defined as the highest of (a) the Federal Funds Rate plus one half of 1%, (b) the rate of interest in effect for such day as published by the Wall Street Journal as the “prime rate,” and (c) Adjusted Term SOFR Rate for a one-month interest period plus 1.00%; provided that the base rate shall not be less than 1.00% per annum. Term SOFR is subject to a “floor” of 0% per annum. The Term Facility was issued with 0.125% of original issue discount. Effective July 1, 2023, the Revolving Facility accrues interest at a per annum rate based on either, at the Company’s election, (i) Term SOFR plus the applicable margin for Term SOFR loans ranging between 2.50% and 2.00% based on the Company’s total net first lien leverage ratio or (ii) the base rate plus an applicable margin ranging between 1.50% and 1.00% based on the Company’s total net first lien leverage ratio. No amounts were outstanding under the Revolving Facility as of December 31, 2023 and December 31, 2022. There were $1.6 million and $1.7 million of utilized letters of credit under the Revolving Facility at December 31, 2023 and December 31, 2022, respectively. The Company guarantees the obligations under the Credit Agreement. All obligations under the Credit Agreement are secured by a perfected lien or security interest in substantially all of the Company’s and the guarantors’ tangible and intangible assets. The Credit Agreement also provides for a borrowing facility of $15.0 million, which is available on a same day basis and a letter of credit facility of $30.0 million. The Credit Agreement also includes an uncommitted incremental facility subject to compliance with certain leverage tests and borrowing limits. Accrued interest is payable (i) quarterly in arrears with respect to base rate loans, (ii) at the end of each interest rate period (or at each three-month interval in the case of loans with interest periods greater than 3 months) with respect to Term SOFR loans, (iii) the date of any repayment or prepayment, and (iv) at maturity (whether by acceleration or otherwise). The Company is also obligated to pay other customary closing fees, arrangement fees, administrative fees, commitment fees, and letter of credit fees. Under the Credit Agreement, a commitment fee is payable on the daily unutilized amount under the Revolving Facility at a per annum rate ranging from 0.35% to 0.25% depending on the Company’s total net first lien leverage ratio. The Credit Agreement requires that, as of the last day of any fiscal quarter if on such date the aggregate principal amount of all (a) revolving loans, (b) swingline loans, and (c) letter of credit obligations (in excess of $15 million) exceed 35% of the revolving loan commitments, the total net first lien leverage ratio cannot exceed 6.25 to 1.00. The occurrence of an event of default could result in the acceleration of the obligations under the Credit Agreement. Under certain circumstances, a default interest rate equal to 2.00% above the then-applicable interest rate will apply during the existence of an event of default under the Credit Agreement. The Company was in compliance with all covenants under the Credit Agreement as of December 31, 2023. The Credit Agreement, among other things, limits the ability of the Company and its restricted subsidiaries to incur or guarantee additional indebtedness; pay dividends or make distributions or redeem or repurchase capital stock; prepay, redeem or repurchase certain subordinated debt; make certain loans or investments; create liens; merge or consolidate with another company or transfer or sell assets; enter into restrictions affecting the ability of certain restricted subsidiaries to make distributions, loans or advances to the Company or its restricted subsidiaries; and engage in transactions with affiliates. These covenants are subject to a number of important limitations and exceptions, which are described in the Credit Agreement. Future minimum principal payments Future minimum principal payments on the Term Facility as of December 31, 2023 are as follows (in thousands): 2024 $ 18,750 2025 18,750 2026 18,750 2027 18,750 2028 1,767,188 Total $ 1,842,188 |
Disaggregation of Revenue and C
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract | Note 10. Disaggregation of Revenue and Capitalized Costs to Obtain a Contract The following table presents the disaggregation of revenue by revenue type, consistent with how the Company evaluates its financial performance, for the years ended December 31, 2023, 2022 and 2021 (in thousands): Year Ended December 31, 2023 2022 2021 Revenues: Cloud subscription $ 499,922 $ 359,380 $ 260,527 Self-managed subscription license 298,048 294,671 314,671 Self-managed subscription support and other 205,514 203,112 172,474 Subscription revenues 1,003,484 857,163 747,672 Perpetual license 3,307 10,397 29,269 Software revenue 1,006,791 867,560 776,941 Maintenance 495,968 519,996 558,470 Professional services 92,401 117,562 108,644 Maintenance and professional services revenue 588,369 637,558 667,114 Total revenues $ 1,595,160 $ 1,505,118 $ 1,444,055 Revenue by geographic location for the years ended December 31, 2023, 2022 and 2021 (in thousands): Year Ended December 31, 2023 2022 2021 North America $ 1,082,022 $ 1,032,978 $ 961,860 EMEA 354,610 314,978 325,583 Asia Pacific 123,751 124,156 122,770 Latin America 34,777 33,006 33,842 Total revenues $ 1,595,160 $ 1,505,118 $ 1,444,055 In 2023, 2022 and 2021, the Company’s revenue from customers in the United States was $1,014.8 million, $979.1 million and $907.8 million, respectively. Revenue from customers in all foreign countries during those periods was $580.4 million, $526.0 million and $536.3 million, respectively. No foreign country represented 10% or more of the Company’s total revenue for the three years ended December 31, 2023, 2022 and 2021, respectively. Costs to obtain a contract Costs to obtain contracts consist of sales commissions and related payroll taxes (together “deferred commissions”). The changes in the capitalized costs to obtain a contract for the years ended December 31, 2023 and 2022 (in thousands): Ending balance as of December 31, 2021 $ 177,460 Additions 103,298 Commissions amortized (60,235) Revaluation (2,719) Ending balance as of December 31, 2022 $ 217,804 Additions, net 93,135 Commissions amortized (74,634) Revaluation 1,686 Ending balance as of December 31, 2023 $ 237,991 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Note 11. Leases The Company leases certain office facilities under various operating leases, which expire at various dates through 2035 and require the Company to pay operating costs, including property taxes, insurance, and maintenance. The Company’s leases have remaining lease terms of up to 11 years, some of which include options to extend the lease for up to 8 years. Additionally, some lease contracts include termination options. The Company’s lease agreements do not contain any residual value guarantees, material variable payment provisions or material restrictive covenants. Total operating lease expense was $20.2 million, $19.9 million, and $21.3 million, excluding short term lease costs, variable lease costs, and sublease income each of which were immaterial for the years ended December 31, 2023, 2022 and 2021, respectively, and is recorded under operating expenses. Total cash paid for amounts included in the measurement of operating lease liabilities was $20.1 million and $21.6 million, for the years ended December 31, 2023 and 2022, respectively. Operating lease liabilities arising from obtaining additional operating right-of-use assets were $5.4 million and $13.9 million, at December 31, 2023 and 2022, respectively. The weighted-average remaining lease term and weighted-average discount rate for operating lease liabilities as of December 31, 2023 were 6.27 years and 5.01%, respectively. Maturities of operating lease liabilities as of December 31, 2023 are presented in the table below (in thousands): Year ending December 31, 2024 $ 19,371 2025 13,791 2026 9,747 2027 7,154 2028 5,356 Thereafter 16,447 Total operating lease payments $ 71,866 Less: imputed interest (9,452) Present value of operating lease liabilities $ 62,414 Other income, net |
Leases | Note 11. Leases The Company leases certain office facilities under various operating leases, which expire at various dates through 2035 and require the Company to pay operating costs, including property taxes, insurance, and maintenance. The Company’s leases have remaining lease terms of up to 11 years, some of which include options to extend the lease for up to 8 years. Additionally, some lease contracts include termination options. The Company’s lease agreements do not contain any residual value guarantees, material variable payment provisions or material restrictive covenants. Total operating lease expense was $20.2 million, $19.9 million, and $21.3 million, excluding short term lease costs, variable lease costs, and sublease income each of which were immaterial for the years ended December 31, 2023, 2022 and 2021, respectively, and is recorded under operating expenses. Total cash paid for amounts included in the measurement of operating lease liabilities was $20.1 million and $21.6 million, for the years ended December 31, 2023 and 2022, respectively. Operating lease liabilities arising from obtaining additional operating right-of-use assets were $5.4 million and $13.9 million, at December 31, 2023 and 2022, respectively. The weighted-average remaining lease term and weighted-average discount rate for operating lease liabilities as of December 31, 2023 were 6.27 years and 5.01%, respectively. Maturities of operating lease liabilities as of December 31, 2023 are presented in the table below (in thousands): Year ending December 31, 2024 $ 19,371 2025 13,791 2026 9,747 2027 7,154 2028 5,356 Thereafter 16,447 Total operating lease payments $ 71,866 Less: imputed interest (9,452) Present value of operating lease liabilities $ 62,414 Other income, net |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Note 12. Restructuring On January 10, 2023, the Company announced a plan to reduce its workforce by approximately 450 employees, representing approximately 7% of the Company’s global workforce, and a closure of an office in Israel (the “January Plan”). The January Plan was intended to better align the Company’s global workforce and cost base with its cloud-only, consumption-driven ("CoCd") strategy and current business needs. As of December 31, 2023, the Company recorded $28.2 million of restructuring expenses, including $1.1 million related to the right-of-use assets impairment charge for the office closure. These costs were substantially paid as of December 31, 2023. On November 1, 2023, the Company announced a plan to reduce its workforce by approximately 500 employees, representing approximately 10% of the Company’s current global workforce, and reduce its global real estate footprint (the “November Plan”). The November Plan was intended to further streamline the Company’s cost structure as a direct result of the CoCd strategy announced in January of this year. In relation to the November Plan, the Company recorded $31.6 million of restructuring expenses, including $0.4 million related to the right-of-use assets impairment charge for the reduction in office space. Of this amount, $15.2 million was paid as of December 31, 2023, and the Company expects to pay the remainder in 2024. The following table sets forth a summary of personnel related restructuring activities since January 1, 2023 through December 31, 2023 (in thousands): Balance as of January 1, 2023 $ — Total charges 54,713 Cash payments (41,205) Balance as of December 31, 2023 $ 13,508 (i) (i) The balance at December 31, 2023 is recorded in accrued compensation and related expense and in accrued liabilities in the consolidated balance sheets. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Note 13. Derivative Financial Instruments The Company’s earnings and cash flows are subject to market risks as a result of foreign currency exchange rate and interest rate fluctuations. The Company uses derivative financial instruments to manage its exposure to foreign currency exchange rate and interest rate fluctuations which is inherent to its ongoing business operations. The Company and its subsidiaries do not enter into derivative contracts for speculative purposes. Foreign Exchange Forward Contracts The Company enters into foreign exchange forward contracts in an attempt to reduce the impact of foreign currency exchange rate fluctuations and designates these contracts as cash flow hedges at inception. The objective is to reduce the volatility of forecasted cash flows and expenses caused by movements in foreign currency exchange rates, in particular the Indian rupee. The Company is currently using foreign exchange forward contracts to hedge the anticipated foreign currency expenses of its subsidiary in India. The Company recognizes in earnings amounts related to its designated cash flow hedges accumulated in other comprehensive income during the same period in which the corresponding underlying hedged transaction affects earnings. As of December 31, 2023, a net unrealized gain of approximately $0.2 million accumulated in other comprehensive income (loss) is expected to be reclassified into earnings within the next twelve months. The Company has forecasted the amount of its anticipated foreign currency expenses based on its historical performance and projected financial plan. As of December 31, 2023 and 2022, the remaining open foreign exchange contracts, carried at fair value, are hedging Indian rupee expenses and have a maturity of approximately twelve months or less. These foreign exchange contracts mature monthly as the foreign currency denominated expenses are paid and any gain or loss is offset against operating expense. Once the hedged item is recognized, the cash flow hedge is de-designated and subsequent changes in value are recognized in other income (expense), net, to offset changes in the value of the resulting non-functional currency monetary assets or liabilities. The notional amounts of these foreign exchange forward contracts in U.S. dollar equivalents were to buy $109.6 million and $100.3 million of Indian rupees as of December 31, 2023 and 2022, respectively. Interest Rate Swaps During the year ended December 31, 2022, the Company had two interest rate swap agreements to offset the variability of cash flows associated with the floating rate interest payments related to the Term Facilities. See Note 9. Borrowings for further discussion of the credit facilities. These swaps were designated as cash flow hedges of floating rate interest payments. Both interest rate swaps matured as of December 31, 2022. Balance Sheet Hedges Balance Sheet hedges consist of cash flow hedge contracts that have been de-designated and non-designated balance sheet hedges. These foreign exchange contracts are carried at fair value and either did not or no longer qualify for hedge accounting treatment and are not designated as hedging instruments. Changes in the value of the foreign exchange contracts are recognized in other income (expense), net and offset the foreign currency gain or loss on the underlying net monetary assets or liabilities. The notional amounts of foreign currency purchase contracts open in U.S. dollar equivalents were to buy $12.2 million and $10.4 million of Indian rupees at December 31, 2023 and 2022, respectively. There were no open foreign currency contracts to sell at December 31, 2023 and 2022. The following table reflects the fair value amounts for designated and non-designated hedging instruments at December 31, 2023 and 2022 (in thousands): December 31, 2023 December 31, 2022 Fair Value Derivative Assets (i) Fair Value Derivative Liabilities (ii) Fair Value Derivative Assets (i) Fair Value Derivative Liabilities (ii) Designated hedging instruments Foreign currency forward contracts $ 340 $ 44 $ 88 $ 2,827 Non-designated hedging instruments Foreign currency forward contracts 146 — — 516 Total fair value of hedging instruments $ 486 $ 44 $ 88 $ 3,343 (i) Included in prepaid expenses and other current assets on the consolidated balance sheets. (ii) Included in accrued liabilities on the consolidated balance sheets. The Company presents its derivative assets and derivative liabilities at gross fair values in the consolidated balance sheets. However, under the master netting agreements with the respective counterparties of the foreign exchange contracts, subject to applicable requirements, the Company is allowed to net settle transactions of the same currency with a single net amount payable by one party to the other. The derivatives held by the Company are not subject to any credit contingent features negotiated with its counterparties. The Company is not required to pledge nor is entitled to receive cash collateral related to the above contracts. As of December 31, 2023 and 2022, there were no derivative assets or liabilities that were net settled under the master netting agreements. The Company evaluates prospectively as well as retrospectively the effectiveness of its hedge programs using statistical analysis. The before-tax effects of derivative instruments designated as cash flow hedges on the accumulated other comprehensive income and consolidated statements of operations for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Amount of gain recognized in other comprehensive income (loss) (i) $ 1,962 $ 4,492 $ 4,938 Amount of (loss) gain related to foreign exchange forward contracts reclassified from accumulated other comprehensive income (loss) into income (ii) $ (1,074) $ (1,421) $ 3,307 Amount of gain (loss) related to interest rate swaps reclassified from accumulated other comprehensive loss into income as interest expense $ — $ 4,558 $ (21,323) (i) The before-tax gain (loss) of $1,962 , $(5,513) and $2,482 related to foreign exchange forward contracts were recognized in other comprehensive income (loss) during the years ended December 31, 2023, 2022 and 2021, respectively. The before-tax gain (loss) of $—, $10,005 and $2,456 related to interest rate swaps were recognized in other comprehensive income (loss) during the years ended December 31, 2023, 2022 and 2021 respectively. (ii) The before-tax gain (loss) of $(208) , $(316) and $629 were included in cost of service revenues on the consolidated statements of operations for the years ended December 31, 2023, 2022 and 2021, respectively. The before tax gain (loss) of $(866), $(1,105) and $2,678 were included in operating expenses, primarily research and development expense on the consolidated statements of operations for the years ended December 31, 2023, 2022 and 2021, respectively. The before-tax gain (loss) recognized in other income (expense), net for non-designated foreign currency forward contracts and interest rate swaps for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 (Loss) gain recognized in other income (expense), net (i) $ (34) $ 5,493 $ (183) _____________ (i) (Loss) gain recognized in other income (expense), net includes the debt component of restructured interest rate swap treated as a hybrid instrument. Both of the restructured and non-designated interest rate swaps matured in December 2022. See Note 5. Fair Value Measurements, Note 16. Accumulated Other Comprehensive (Loss) Income, and Note 19. Commitments and Contingencies in the Notes to Consolidated Financial Statements of this Report for a further discussion. |
Stockholders Equity
Stockholders Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders Equity | Note 14. Stockholders Equity Common and Preferred Stock The Amended and Restated Certificate of Incorporation filed in October 2021 authorized the issuance of a total of 2,000,000,000 shares of Class A common stock, $0.01 par value per share, 200,000,000 shares of Class B-1 common stock, $0.01 par value per share, 200,000,000 shares of Class B-2 common stock, $0.00001 par value per share, and 200,000,000 shares of preferred stock, $0.01 par value per share. There was no preferred stock issued and outstanding as of December 31, 2023 and December 31, 2022. The rights of the holders of Class A common stock and Class B-1 common stock are identical in all respects, except that Class B-1 common stock will not vote on the election or removal of directors. The holders of Class B-2 common stock have no participating rights (voting or otherwise), except for the right to vote on the election or removal of directors and will be entitled to a nominal annual dividend of CAD$15,000 in the aggregate. Equity Incentive Plans The Company’s equity incentive plans are administered by the Compensation Committee. The Company adopted the 2015 Equity Incentive Plan (the “2015 Plan”) and most recently amended and restated the 2015 Plan in October 2021. Under the 2015 Plan, the Company issued equity awards in the form of options to acquire shares of the Company. The options are not intended to qualify as incentive stock options within the meaning of Section 422 of the Internal Revenue Code. The term of the options granted under this plan is ten years with a vesting requirement of continued employment through the applicable vesting date, and in certain cases attainment of performance criteria (“performance-based options”). In connection with the adoption of the 2021 Plan (as defined below), the 2015 Plan was terminated with respect to future awards. The 2015 Plan continues to govern awards that were granted prior to the effectiveness of the 2021 Plan. In October 2021, the Company’s Compensation Committee adopted, and its stockholders approved, the 2021 Equity Incentive Plan (the "2021 Plan"), which became effective in connection with the IPO. As of December 31, 2023, a total of approximately 61.0 million shares of the Company’s Class A common stock has been reserved for issuance under the 2021 Plan. In addition, the shares reserved for issuance under the 2021 Plan includes any shares subject to awards granted under the 2015 Plan that, after the date the 2015 Plan was terminated, are cancelled, expire or otherwise terminate without having been exercised in full, are tendered to or withheld by the Company for payment of an exercise price or for tax withholding obligations, or are forfeited to or repurchased by the Company due to failure to vest (provided that the maximum number of shares that may be added to the 2021 Plan pursuant to this provision is 26,288,211 shares). Option Awards Prior to the IPO, the Company had issued options subject to service based vesting ("Service-based Options") under the 2015 Plan. In addition, the Company issued different types of performance-based options under the 2015 plan, for which vesting is subject to the achievement of one or more performance events, such as achievement of certain levels of Multiple on Invested Capital ("MOIC"), exit events, including a change in control or partial sale, or initial public offering, and market liquidity vesting criteria in connection with achieving a certain per share price in any one or more exit events (the "MOIC/Performance Options"). At the achievement of one or more exit events, the Company will recognize compensation expense in proportion to the requisite service period already completed. Upon the effectiveness of the IPO, an underlying performance-based vesting condition of the MOIC/Performance Options was deemed satisfied, and therefore, the Company recognized cumulative stock-based compensation expense of $15.7 million as of the date of IPO. The remaining expense will be recognized over the remaining estimated derived service period unless the market liquidity vesting criteria are achieved earlier. The following table summarizes the option award activity for the years ended December 31, 2023 and 2022 (in thousands, except share price, fair value and term): Number of Options Weighted-Average Exercise Price Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Total Service-based Performance-based Outstanding at December 31, 2021 25,884 17,768 8,116 $ 16.53 7.36 $ 529,265 Exercised (1,665) (1,329) (336) $ 12.19 $ 12,718 Forfeited or expired (1,399) (935) (464) $ 17.01 Outstanding at December 31, 2022 22,820 15,504 7,316 $ 16.83 6.34 $ 51,157 Exercised (4,178) (3,138) (1,040) $ 13.59 $ 38,013 Forfeited or expired (1,638) (1,088) (550) $ 20.51 Outstanding at December 31, 2023 17,004 11,278 5,726 $ 17.27 5.59 $ 189,134 The fair value of options vested during the years ended December 31, 2023 and 2022 was $22.9 million and $32.3 million, respectively. As of December 31, 2023, the number of options vested and exercisable was 13.1 million with a weighted average exercise price of $17.0 and aggregate intrinsic value of $149.0 million. The weighted average remaining contractual terms for options vested and exercisable as of December 31, 2023 and 2022 were 5.45 years and 5.94 years, respectively. Aggregate intrinsic value represents the difference between the exercise price of the options and the estimated fair value of the Company’s common stock. As of December 31, 2023, there were a total of approximately 3.9 million unvested options with a weighted-average grant date fair value of $10.05 per share. As of December 31, 2022, there were a total of approximately 8.2 million unvested options with a weighted-average grant date fair value of $8.47 per share. As of December 31, 2023, total unrecognized stock-based compensation expense related to unvested options was $7.7 million and is expected to be recognized over the remaining weighted-average vesting period of 3.04 years. Restricted Stock Units ("RSUs") and Performance Stock Units ("PSUs") The Company issues RSUs to employees and directors under the 2021 Plan. RSUs vest upon the satisfaction of a service-based vesting condition only. The service-based condition for the majority of the employee awards is generally satisfied pro-rata over two The Company also issues PSUs to employees under the 2021 Plan. PSUs that are granted are subject to vesting based on certain performance metrics or on attainment of specified stock prices, measured over the performance period. The PSU awards granted to employees under the 2021 Plan typically vest over 3 years and are subject to forfeiture in whole if employment terminates, or in whole or in part, if specified vesting conditions are not satisfied in each case prior to vesting. PSUs are not considered issued or outstanding common stock until they vest. The following table summarizes RSU and PSU activity and related information during the year ended December 31, 2023 under the 2021 Plan (in thousands, except share price): Number of Shares Weighted-Average Grant Date Fair Value Unvested and outstanding as of December 31, 2021 7,570 $ 33.02 Granted 12,795 18.89 Vested (1,998) 31.43 Forfeited (1,021) 30.02 Unvested and outstanding as of December 31, 2022 17,346 $ 22.95 Granted 13,710 19.03 Vested (7,251) 21.79 Forfeited (2,742) 22.70 Unvested and outstanding as of December 31, 2023 21,063 $ 20.81 As of December 31, 2023, the total unrecognized stock-based compensation expense related to the RSUs and PSUs outstanding was $374.7 million and is expected to be recognized over the remaining weighted-average vesting period of 1.96 years. Beginning in May 2023, the Company began funding withholding taxes in certain jurisdictions due upon the vesting of employee RSUs by net share settlement, rather than its previous approach of selling shares of the Company’s Class A common stock. The amount of withholding taxes related to net share settlement of RSUs is reflected as (i) a reduction to additional paid-in-capital, and (ii) cash outflows under financing activities when the payments are made. The shares withheld by the Company as a result of the net share settlement of RSUs are not considered issued and outstanding, and do not impact the calculation of basic net income (loss) per share attributable to common stockholders. Employee Stock Purchase Plan ("ESPP") In October 2021, the Company’s Compensation Committee approved the ESPP, which became effective in connection with the IPO. The ESPP authorizes the issuance of shares of Class A common stock pursuant to purchase rights granted to employees. As of December 31, 2023, a total of 11.1 million shares of the Company’s Class A common stock has been reserved for issuance under the ESPP. Under the ESPP, eligible employees are able to acquire shares of Class A common stock by accumulating funds through payroll deductions. Offering periods are generally twelve months long and begin on March 1 and September 1 of each year. The purchase price for shares of the Company's Class A common stock purchased under the ESPP is 85% of the lesser of the fair market value of the Company's Class A common stock on (i) the first trading day of the applicable offering period and (ii) the last trading day of each purchase period in the applicable offering period. The ESPP also includes a reset provision for the purchase price if the stock price on the purchase date is less than the stock price on the first date of the offering period. As of December 31, 2023, the total unrecognized stock-based compensation expense related to the ESPP was $2.3 million and is expected to be recognized over the remaining offering periods. Summary of Assumptions for ESPP Expected term - Expected term represents the term from the first day of the offering period to the purchase dates within each offering period. Expected volatility - As we do not have sufficient trading history of our common stock, we estimate the volatility of our common stock on the first day of the offering period based on the weighted-average historical stock price volatility of comparable publicly-traded companies over a period equal to the expected term. Risk-free interest rate - Risk-free rate is estimated based upon the implied yield on the U.S. Treasury zero-coupon issued with maturities that are consistent with the expected term. Expected dividend yiel d - Based on Company’s continued assumption that there will not be any dividend payouts, the expected dividend yield is zero. Fair value of underlying common stock - The fair value of the Company's common stock is determined by the closing price of its common stock on the primary stock exchange on which the common stock is traded on the first day of the offering period. The following table summarizes the weighted-average assumptions used in estimating the fair value of the ESPP for the offering periods during the years ended December 31, 2023 and 2022 using the Black-Scholes pricing model: Year ended 2023 2022 ESPP: Expected term (in years) 0.5 - 1.0 0.5 - 1.0 Expected volatility 36.2% - 48.5% 34.8% - 45.2% Risk-free interest rate 5.1% - 5.5% 0.6% - 3.5% Expected dividend rate —% —% Fair value of common stock $17.06 - $21.14 $20.05 - $21.55 Share Repurchases There were no repurchases during the years ended December 31, 2023 and 2022. During the year ended December 31, 2021, the Company repurchased 0.4 million shares for $9.3 million. All repurchases were completed under the terms of the 2015 Plan prior to the IPO. Stock Compensation The stock-based compensation for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenues $ 33,803 $ 20,763 $ 5,528 Research and development 63,018 40,045 11,114 Sales and marketing 61,494 39,175 12,889 General and administrative 59,784 35,879 15,486 Total stock-based compensation $ 218,099 $ 135,862 $ 45,017 |
Employee 401(K) Plan
Employee 401(K) Plan | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee 401(K) Plan | Note 15. Employee 401(K) Plan The Company’s employee savings and retirement plan (the “Plan”) is qualified under Section 401 of the Internal Revenue Code. The Plan is available to all regular employees on the Company’s U.S. payroll and provides employees with tax deferred salary deductions and alternative investment options. Employees may contribute up to 50% of their salary, up to the statutory prescribed annual limit. The Company matches 50% of the contribution made by an employee, up to a maximum of $6,000 per calendar year. For employees hired prior to January 1, 2017, contributions made by the Company vest 100% upon contribution. For employees hired after January 1, 2017, contributions made by the Company vest on a graded vesting schedule over four years. The Company contributed $9.3 million, $10.5 million, and $9.6 million for the years ended December 31, 2023, 2022 and 2021, respectively. In addition, the Plan provides for discretionary contributions at the discretion of the board of directors. No discretionary contributions have been made by the Company to date. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | Note 16. Accumulated Other Comprehensive (Loss) Income The following table summarizes the changes in accumulated balances for each component of other comprehensive (loss) income for the year ended December 31, 2023, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Net Unrealized (Loss) Gain on Available-for-sale Debt Securities Foreign Currency Total Cash Flow Hedges Total Beginning balance as of December 31, 2022 $ (45,435) $ (171) $ (2,065) $ (2,065) $ (47,671) Other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) 22,790 115 1,479 1,479 24,384 Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 — 108 809 (i) 809 917 Total other comprehensive (loss) income, net of tax effect (ii) 22,790 223 2,288 2,288 25,301 Ending balance as of December 31, 2023 $ (22,645) $ 52 $ 223 $ 223 $ (22,370) (i) The before-tax loss of $(208) and $(866) were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive (loss) income was included in income tax provision on the consolidated statements of operations. The following table summarizes the changes in accumulated balances for each component of other comprehensive income (loss) for the year ended December 31, 2022, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Net Unrealized (Loss) on Available-for-sale Debt Securities Foreign Interest Total Cash Total Beginning balance as of December 31, 2021 $ 20,232 $ — $ 1,018 $ (4,099) $ (3,081) $ 17,151 Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications, net of tax benefit (expense) of $548, $56, $1,359 and $(2,472) (65,667) (171) (4,154) 7,533 3,379 (62,459) Net (gain) loss reclassified from accumulated other comprehensive income (loss), net of tax benefit (expense) of $—, $—, $350 and $(1,124) — — 1,071 (i) (3,434) (ii) (2,363) (2,363) Total other comprehensive income (loss), net of tax effect (iii) (65,667) (171) (3,083) 4,099 1,016 (64,822) Ending balance as of December 31, 2022 $ (45,435) $ (171) $ (2,065) $ — $ (2,065) $ (47,671) (i) The before-tax loss of $(316) and $(1,105) were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The before-tax gain of $4,558 was included in interest expense on the consolidated statements of operations. (iii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive income was included in income tax provision on the consolidated statements of operations. The following table summarizes the changes in accumulated balances for each component of other comprehensive income (loss) for the year ended December 31, 2021, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Foreign Interest Total Cash Total Beginning balance as of December 31, 2020 $ 63,711 $ 1,643 $ (22,059) $ (20,416) $ 43,295 Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications, net of tax (expense) of $(165), $(618) and $(544) (43,479) 1,864 1,912 3,776 (39,703) Net (gain) loss reclassified from accumulated other comprehensive income (loss), net of tax (expense) benefit of $—, $(818) and $5,275 — (2,489) (i) 16,048 (ii) 13,559 13,559 Total other comprehensive income (loss), net of tax effect (iii) (43,479) (625) 17,960 17,335 (26,144) Ending balance as of December 31, 2021 $ 20,232 $ 1,018 $ (4,099) $ (3,081) $ 17,151 (i) The before-tax gain of $629 and $2,678 were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The before-tax loss of $(21,323) was included in interest expense on the consolidated statements of operations. (iii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive income was included in income tax provision on the consolidated statements of operations. See Note 5. Fair Value Measurements , Note 13. Derivative Financial Instruments and Note 19. Commitments and Contingencies of the Notes to Consolidated Financial Statements of this Report for a further discussion. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 17. Income Taxes The provision for income taxes consists of the following for the periods indicated (in thousands): Year Ended December 31, 2023 2022 2021 Current tax provision: U.S. federal $ 14,160 $ 73,974 $ 12,419 U.S. state 8,839 15,175 9,748 Non-U.S. 24,878 16,394 23,564 Total current tax provision 47,877 105,543 45,731 Deferred tax expense (benefit): U.S. federal 6,046 (68,194) (8,699) U.S. state (1,846) (15,589) (7,429) Non-U.S. (3,966) (2,282) (5,564) Total deferred tax expense (benefit) 234 (86,065) (21,692) Total provision for income taxes $ 48,111 $ 19,478 $ 24,039 The components of income (loss) before income taxes attributable to the U.S. and non-U.S. operations are as follows (in thousands): Year Ended December 31, 2023 2022 2021 U.S. $ (183,324) $ (49,957) $ (120,874) Non-U.S. 106,152 15,760 44,984 Loss before income taxes $ (77,172) $ (34,197) $ (75,890) The reconciliation between the expected provision for income taxes at the U.S.statutory tax rate of 21% and the total provision for income taxes is as follows: Year Ended December 31, 2023 2022 2021 Income tax benefit computed at statutory tax rate $ (16,206) $ (7,177) $ (15,912) State taxes, net of federal benefit (2,124) 327 750 Foreign earnings taxed at different rates (2,554) 4,115 2,950 Stock-based compensation 17,788 9,504 1,729 Return to provision true-up (12,768) 1,794 114 Research and development tax credits (8,076) (3,574) (3,067) Deferred distribution taxes 3,276 906 2,209 Foreign Inclusions (2,075) 15,691 3,144 Withholding taxes 4,272 4,354 5,729 IRS audit settlement — — (4,990) Valuation allowance 65,749 (6,214) 30,768 Other 829 (248) 615 Total income tax provision $ 48,111 $ 19,478 $ 24,039 The Company’s effective tax rate was (62)% for the year ended December 31, 2023. The effective tax rate differed from the U.S. statutory rate of 21%, primarily due to changes in the valuation allowance, and to a lesser extent, from foreign income inclusion under global intangible low-taxed income ("GILTI") and non-deductible stock-based compensation. The Company’s effective tax rate was (57)% for the year ended December 31, 2022. The effective tax rate differed from the U.S. statutory rate of 21%, primarily due to foreign income inclusion under global intangible low-taxed income ("GILTI"), non-deductible stock-based compensation, and change in valuation allowance. The Company’s effective tax rate was (32)% for the year ended December 31, 2021. The effective tax rate differed from the U.S. statutory rate of 21%, primarily due to establishment of a valuation allowance on its disallowed interest expense deferred tax asset and withholding taxes, partially offset by a benefit from the IRS audit settlement in 2021. Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): As of December 31, 2023 2022 Deferred tax assets: Net operating loss carry forwards $ 44,231 $ 17,118 Tax credit carry forwards 32,497 28,790 Reserves and accrued costs not currently deductible 18,128 14,465 Deferred revenue 92,738 92,789 Unrealized gains or losses 3,011 4,091 Disallowed interest expense 69,431 64,754 Stock-based compensation 16,598 15,796 Lease liability 11,586 10,446 R&D capitalization 95,452 57,751 Depreciable assets 2,513 1,262 Other 2,666 195 Gross deferred tax assets 388,851 307,457 Valuation allowance (221,880) (124,794) Net deferred tax assets 166,971 182,663 Deferred tax liabilities: Deferred distribution tax (13,700) (10,423) Intangible assets (107,023) (129,426) Deferred commissions (41,935) (39,784) Right of use assets (11,501) (8,558) Total deferred tax liabilities (174,159) (188,191) Net deferred tax liabilities $ (7,188) $ (5,528) ASC 740, Income Taxes, provides for the recognition of deferred tax assets if realization of such assets is more likely than not. In assessing the need for a valuation allowance on its deferred tax assets as of December 31, 2023, the Company considered all available evidence both positive and negative, including potential for prudent and feasible tax planning strategies. As a result of this analysis for the year ended December 31, 2023, management has recorded a valuation allowance against the U.S. and Ireland's net deferred tax assets, and operating loss carryforwards in certain non-U.S. jurisdictions. A reconciliation of the beginning and ending amount of valuation allowances is as follows (in thousands): Valuation allowance on deferred tax assets: Balance at (Charged) Balance at Year ended December 31, 2021 $ (83,851) $ (44,257) $ (128,108) Year ended December 31, 2022 $ (128,108) $ 3,314 $ (124,794) Year ended December 31, 2023 $ (124,794) $ (97,086) $ (221,880) As of December 31, 2023, the Company had U.S. federal and state net operating loss carry forwards of approximately $12.1 million and $3.2 million, respectively, and U.S. federal foreign tax credit carry forwards of $1.9 million. In addition, the Company has California research and development tax credit carry forwards of approximately $56.3 million that do not expire. The utilization of the Company’s U.S. net operating losses is subject to various limitations under Section 382. The Company does not anticipate any expiration of the U.S. net operating loss carry forwards prior to their utilization. As of December 31, 2023, the Company’s non-U.S. subsidiaries had combined net operating loss carry forwards of $218.0 million that can be carried forward indefinitely. The Company provides for taxes on the undistributed earnings of certain non-U.S. subsidiaries which would be subject to withholding taxes if distributed. Additional U.S. or foreign income tax liabilities may arise upon reversal of certain other outside basis differences in our foreign subsidiaries, although the calculation of such additional taxes is not practicable. Deferred distribution taxes were $13.7 million and $10.4 million for the years ended December 31, 2023 and 2022, respectively. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): December 31, 2023 2022 2021 Beginning balance $ 51,880 $ 43,044 $ 65,843 Additions for tax positions of prior years 8,143 7,187 237 Reductions for tax positions of prior years (376) (1,569) (2,087) Additions based on tax positions related to the current year 6,824 3,813 4,432 Reductions due to lapse of statute of limitations (10,341) (595) (480) Reductions due to settlements — — (24,901) Ending balance $ 56,130 $ 51,880 $ 43,044 The unrecognized tax benefits, if recognized, would impact the income tax provision by $30.7 million, $25.5 million and $23.2 million as of December 31, 2023, 2022 and 2021, respectively. The Company has elected to include interest and penalties as a component of income tax expense. Accrued interest and penalties as of December 31, 2023, 2022 and 2021 were approximately $6.9 million, $5.2 million and $3.7 million, respectively. As of December 31, 2023, the gross unrecognized tax benefit was approximately $56.1 million. It is reasonably possible that an additional reduction of up to $10.0 million of unrecognized tax benefits may occur within the next 12 months due to statute of limitation lapse, a portion of which would impact our effective tax rate. The actual amount could vary significantly depending on the ultimate timing and nature of any settlements. The Company files U.S. federal income tax returns as well as income tax returns in various states and foreign jurisdictions. As of December 31, 2023, tax years 2019 - 2023 remain subject to examination in the major tax jurisdictions where the Company operates. In addition, the Company has been informed by certain state and foreign taxing authorities that it was selected for examination. U.S. federal, state and foreign jurisdictions have three to six open tax years at any point in time. The field work for certain state and foreign audits has commenced and are at various stages of completion as of December 31, 2023. Although the outcome of any tax examination is uncertain, the Company believes that it has adequately provided in its financial statements for any additional taxes that it may be required to pay as a result of these examinations. The Company regularly assesses the likelihood of outcomes resulting from these examinations to determine the adequacy of its provision for income taxes and believes its current unrecognized tax benefit to be reasonable. If tax payments ultimately prove to be unnecessary, the recognition of previously unrecognized tax benefit would result in tax benefits in the period that the Company had determined unrecognized tax benefits were no longer necessary. However, if an ultimate tax assessment exceeds its estimate of tax liabilities, an additional tax provision might be required. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 18. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share (in thousands): Year Ended December 31, 2023 2022 2021 Net loss $ (125,283) $ (53,675) $ (99,929) Weighted average shares in computing net loss per share (i) Basic and Diluted 288,581 281,129 250,418 Net loss per share attributable to Class A and B-1 common stockholders Basic and Diluted $ (0.43) $ (0.19) $ (0.40) The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been anti-dilutive (in thousands): Year Ended December 31, 2023 2022 2021 Stock options outstanding (i) 3,373 4,138 5,009 RSUs 2,567 247 — PSUs 619 76 — ESPP 140 90 — (i) Amounts for periods prior to the completion of our restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions described in Note 1 Organization and Description of Business in the Notes to our Consolidated Financial Statements. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 19. Commitments and Contingencies Long-Term Purchase Obligations As of December 31, 2023, the Company had long-term purchase obligations of approximately $148.2 million, primarily related to multi-year contracts with third party vendors for cloud services related to its subscription services and software as a service commitments. The expected payments under these commitments total approximately $83.3 million and $64.9 million over the next 1 year and 1-3 years, respectively. Warranties The Company generally provides product warranties. These are not separate performance obligations and are outside the scope of ASC 606. To date, the Company's product warranty expense and obligations have not been material. The Company’s customer agreements generally include certain provisions for indemnifying the customer against losses, expenses, liabilities, and damages that may be awarded against the customer in the event the Company’s product is found to infringe upon a patent, copyright, trademark, or other proprietary right of a third party. The agreements generally limit the scope of and remedies for such indemnification obligations in a variety of industry-standard respects, including but not limited to certain time and scope limitations and a right to replace an infringing product with a non-infringing product. The Company believes its internal development processes and other policies and practices limit its exposure related to these indemnification provisions. In addition, the Company requires its employees to sign a proprietary information and inventions agreement, which assigns the rights to its employees’ development work to the Company. To date, the Company has not had to reimburse any of its customers for any losses related to these indemnification provisions, and no material claims against the Company are outstanding as of December 31, 2023 and 2022. The Company cannot determine the maximum amount of potential future payments, if any, related to such indemnification provisions due to the limited and infrequent history of prior indemnification claims. As permitted under Delaware law, the Company has agreements whereby the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was serving, at the Company’s request, in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has director and officer insurance coverage that reduces the Company’s exposure and enables the Company to recover a portion of any future amounts paid. The Company believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is minimal. The Company accrues for loss contingencies when available information indicates that it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. Litigation The Company is a party to various legal proceedings and claims arising from the normal course of its business activities, including proceedings and claims related to employment and intellectual property related matters. The Company reviews the status of each matter and records a provision for a liability when it is considered both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed quarterly and adjusted as additional information becomes available. If both of the criteria are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may be incurred. If there is a reasonable possibility that a material loss may be incurred, the Company discloses the estimate of the possible loss, range of loss, or a statement that such an estimate cannot be made. Litigation is subject to inherent uncertainties. Were an unfavorable outcome to occur, there exists the possibility of a material adverse impact on the Company’s financial position and results of operation for the period in which the unfavorable outcome occurred, and potentially in future periods. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net loss | $ (125,283) | $ (53,675) | $ (99,929) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Dec. 31, 2023 shares | Dec. 31, 2023 shares | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
John Schweitzer [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On December 7, 2023, John Schweitzer, the Company’s Executive Vice President and Chief Revenue Officer, adopted a written plan for the purchase or sale of securities of the Company intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (the “Schweitzer trading arrangement”). The duration of the Schweitzer trading arrangement is until December 31, 2024 or earlier if all transactions under the Rule 10b5-1 trading arrangement are completed and provides for the potential purchase or sale of an aggregate of approximately 809,744 shares of the Company’s common stock. | |
Name | John Schweitzer | |
Title | Executive Vice President and Chief Revenue Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | December 7, 2023 | |
Arrangement Duration | 390 days | |
Aggregate Available | 809,744 | 809,744 |
Mark Pellowski [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On December 7, 2023, Mark Pellowski, the Company’s Chief Accounting Officer, adopted a written plan for the purchase or sale of securities of the Company intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (the “Pellowski trading arrangement”). The duration of the Pellowski trading arrangement is until January 31, 2025 or earlier if all transactions under the Rule 10b5-1 trading arrangement are completed and provides for the potential purchase or sale of an aggregate of approximately 129,713 shares of the Company’s common stock. | |
Name | Mark Pellowski | |
Title | Chief Accounting Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | December 7, 2023 | |
Arrangement Duration | 421 days | |
Aggregate Available | 129,713 | 129,713 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Consolidation | The accompanying consolidated financial statements include those of the Company and its subsidiaries, after elimination of all intercompany accounts and transactions. The Company has prepared the accompanying consolidated financial statements in accordance with U.S generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). |
Segment Reporting | The Company manages, monitors and reports its operating results and financial position as a single operating segment. The Company’s chief operating decision-maker (“CODM”) is its Chief Executive Officer who makes operating decisions, assesses financial performance and allocates resources based on consolidated financial information. As such, the Company has determined that it operates in one reportable segment. |
Use of Estimates | The Company’s consolidated financial statements are prepared in accordance with GAAP, which require management to make certain estimates, judgments, and assumptions in determination of performance obligations and standalone selling price used in revenue recognition, the realizability of deferred tax assets, uncertain tax positions, and stock-based compensation. Management believes the estimates, judgments, and assumptions upon which it relies are reasonable based on information available at the time that these estimates, judgments, and assumptions are made. These estimates, judgments, and assumptions can affect the reported amounts of assets and liabilities as of the date of the consolidated financial statements as well as the reported amounts of revenues and expenses during the periods presented. Any material differences between these estimates and actual results will impact the Company’s consolidated financial statements. The Company assesses these estimates on a regular basis, however actual results could differ from estimates due to risks and uncertainties. |
Revenue Recognition, Contract Assets & Liabilities, Remaining Performance Obligations from Customer Contracts, and Costs to Obtain a Contract | Revenue Recognition The Company derives its revenue from sales of 1) cloud subscription, representing access to the Company’s software via Company-hosted cloud applications, 2) self-managed subscription license, representing a term license to self-managed software, 3) self-managed subscription support and other, 4) on-premises perpetual software licenses, and 5) maintenance and professional services, consisting of maintenance on perpetual software licenses, and professional services. The Company recognizes revenue net of applicable sales taxes, financing charges it has absorbed, and amounts retained by its partners (including resellers and distributors), if any. The Company does not act as an agent in any of its revenue arrangements. Revenue is recognized and recorded in accordance with ASC 606, Revenue From Contracts with Customers (“ASC 606”), which generally requires the Company to recognize revenue when it satisfies performance obligations under the terms of its contracts, and control of its products is transferred to its customers in an amount that reflects the consideration the Company expects to receive from its customers and partners in exchange for those products. This process involves identifying the customer contract, determining the performance obligations in the contract, determining the transaction price, allocating the transaction price to the distinct performance obligations in the contract, and recognizing revenue when the performance obligations have been satisfied. Performance obligations contained in a contract are identified based on the goods or services that will be transferred to the customer that are both (i) capable of being distinct, because the customer can benefit from the goods or services either on their own or together with other resources that are readily available from third parties or from the Company, and (ii) distinct in the context of the contract, and the transfer of the goods or services is separate from other promises in the contract. To the extent a contract includes multiple promised goods or services, the Company applies its judgment to determine whether the promised goods or services are capable of being distinct, and distinct in the context of the contract. The Company’s cloud subscription services include cloud functionalities and, for most products, also a secure agent that is installed on a customer’s premises. The secure agent performs tasks and enables secure communication behind a customer’s firewall with the cloud functionalities. For these products, customers are not able to use either the cloud functionalities or secure agent for their intended purpose on their own without use of the other component. The cloud functionalities and secure agent are accounted for together as a single performance obligation because the Company has concluded that the cloud functionalities and secure agent are highly interdependent and interrelated based on the significant two-way dependency between the components. Performance Obligation When Performance Obligation is Typically Satisfied Subscription: Cloud subscription Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Self-managed subscription license Point in Time: Upon the later of when the software license is made available or the contractual term commences Self-managed subscription support and other Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Perpetual license Point in Time: When the software license is made available Maintenance Over Time: Ratably over the contractual term Professional Services Over Time: As services are provided Software revenue Software revenue is comprised of 1) cloud subscription, 2) self-managed subscription license, 3) self-managed subscription support and other, and 4) perpetual license Cloud subscription and related support offerings consist of revenue from customers and partners contracted to use the related services during a subscription period typically ranging from one Cloud subscription revenues include revenues from cloud services offerings, which deliver applications and infrastructure technologies via cloud-based deployment models for which the Company develops functionality, provides unspecified updates and enhancements, hosts, manages, upgrades, and support, and that customers access by entering into a subscription agreement with the Company for a stated period. Certain arrangements for the Company’s cloud subscription offerings provide for a maximum number of Informatica Processing Units (“IPUs”) that are pre-purchased at the beginning of the arrangement to be consumed over the subscription term, with consumption measured either monthly or annually. For arrangements where consumption is measured annually, additional fees are charged for IPUs consumed above the annual maximum, if the customer’s usage requires it. The transaction price for cloud subscription with consumption-based pricing is determined based on the pre-purchased amount and, for arrangements where consumption is measured annually, an estimate of additional fees that the Company is entitled to. The Company constrains its estimate based on factors that could lead to a probable significant reversal of cumulative revenue recognized. Revenues from the Company’s cloud subscription with consumption-based pricing are recognized over time on a ratable basis over the applicable period beginning on the date that the service is made available to the customer or on the date the contractual term commences, if later. Self-managed subscription license revenue primarily consists of revenue from customers and partners contracted to use software during a subscription term with terms typically ranging from one Self-managed subscription support and other revenues are generated primarily through the sale of license support contracts sold together with the self-managed subscription license purchased by the customer. Self-managed subscription license support contracts provide customers with rights to unspecified software product upgrades, maintenance releases and patches released during the term of the support period and include internet access to technical content, as well as internet and telephone access to technical support personnel. The Company's self-managed subscription licenses have significant standalone functionalities and capabilities. Accordingly, these self-managed subscription licenses are distinct from the support services as the customer can benefit from the software without the services and the services are separately identifiable within the contract. Perpetual license revenue consists of revenue from customers and partners for sales of perpetual software licenses, are generally billed upfront along with the associated maintenance. The maintenance associated with perpetual licenses is classified within maintenance and professional services. Maintenance and Professional Services Maintenance and professional services are comprised of maintenance, consulting, and education services. Maintenance contracts, which consist of ongoing support and software updates, if and when available, under perpetual software license arrangements, are typically one year in duration. Perpetual software licenses have significant standalone functionalities and capabilities. Accordingly, these perpetual software licenses are distinct from the support services as the customer can benefit from the software without the services and the services are separately identifiable within the contract. Maintenance contracts are generally billed annually in advance. Consulting services are primarily related to configuration, installation, and implementation of the Company’s products, and are generally performed on a time-and-materials basis, with revenue recorded as the services are rendered. Revenue for fixed fee contracts is generally recognized as services are performed, applying input methods to estimate progress to completion. If uncertainty exists about the Company’s ability to complete the project, its ability to collect the amounts due, or in the case of fixed-fee consulting arrangements, its ability to estimate the remaining costs to be incurred to complete the project, revenue is deferred until the uncertainty is resolved. Consulting services are generally either billed in advance or monthly as services are rendered. Consulting services, if included as part of the software arrangement, generally do not entail significant modification or customization of the software and hence, such services are not considered essential to the functionality of the software. Contracts with multiple performance obligations Some of the Company’s contracts with customers contain multiple performance obligations. For these contracts, the Company accounts for individual performance obligations separately if they are distinct. The transaction price is allocated to the separate performance obligations on a relative SSP basis and revenue is recognized when (or as) the Company satisfies each performance obligation by transferring control of the promised goods or services to the customer. The determination of SSP requires judgment and is established for performance obligations that are routinely sold separately, such as support and maintenance on the Company’s core offerings. In connection with its cloud subscription, self-managed subscription licenses, and perpetual licenses, the Company is unable to establish SSP based on observable prices given the products are sold for a broad range of amounts (that is, the price is highly variable), and a representative SSP is not discernible from past transactions or other observable evidence. As a result, the SSP for cloud subscription offerings, self-managed subscription licenses, and perpetual licenses, included in a contract with multiple performance obligations, is determined by applying a residual approach whereby all other performance obligations within a contract are first allocated a portion of the transaction price based upon their respective SSPs, with any residual amount of transaction price allocated to cloud subscription, self-managed subscription licenses, and perpetual licenses. Returns and Material Rights The Company’s agreements do not permit returns, and historically the Company has not had any significant returns or refunds; therefore, the Company has not established a sales return allowance. Some contracts offer price discounts on future purchases. The Company evaluates these options to determine whether they provide a material right to the customer, representing a separate performance obligation. In circumstances involving a material right, revenue is allocated to these rights and deferred; subsequently the revenue is recognized when those future goods or services are transferred, or when the option expires. Generally, such discount mechanisms have not resulted in material rights. Contract balances The timing of revenue recognition, billings, and cash collections results in contract assets (both billed accounts receivable, where the Company has an unconditional right to contract consideration subject only to the passage of time, and unbilled receivables), and contract liabilities (deferred revenue) on the Company’s accompanying consolidated balance sheets. one Contract liabilities consist of deferred revenue and represent cash payments received or due in advance of fulfilling performance obligations. In arrangements whereby the Company has an obligation to transfer goods or services to the customer and fees are invoiced or amounts are received ahead of revenue being recognized under non-cancelable contracts, deferred revenue is recorded. Contract liabilities will be recognized as revenue in future periods. As of December 31, 2023 and December 31, 2022, contract liabilities were $786.7 million and $699.5 million, respectively. Costs to obtain a contract include sales commissions earned as well as payroll taxes and other costs associated with and directly attributable to the contract obtained. These costs are considered incremental and recoverable costs of obtaining a contract, and therefore, are capitalized when certain customer contracts are signed. These costs are recorded as deferred commission expense in Prepaid expenses and other current assets and Other assets in the consolidated balance sheets. Sales commissions paid for renewals of customer contracts are not commensurate with the commissions paid for the acquisition of the initial contract given the substantive difference in commission rates between initial contract and renewal contracts. Accordingly, costs to obtain a contract paid upon the initial acquisition of the contract are amortized over the estimated period of benefit of five years, which may exceed the term of the initial contract. The Company determines the estimated period of benefit based on the duration of relationships with its customers, which includes the expected renewals of customer contracts, customer retention data, its technology development lifecycle, and other factors. The Company amortizes these commissions consistent with the pattern of satisfaction of the performance obligation to which the asset relates. Costs to obtain a contract paid upon multi-year renewal are amortized over the renewal contract term. Amortization expense is included in Sales and Marketing expenses in the consolidated statements of operations. The Company applies a practical expedient to expense costs as incurred for costs to obtain a contract with a customer when the estimated period of benefit would have been one year or less. |
Accounts receivable | The timing of revenue recognition may differ from the timing of invoicing customers. Accounts receivables as reported on the accompanying consolidated balance sheets, includes the unconditional amounts owed from customers comprising amounts invoiced, net of an allowance for credit loss. A receivable is recognized in the period products are delivered or services are provided, or when the right to payment is unconditional. Payment terms on invoiced amounts are typically between 30 and 60 days, therefore the contracts do not include a significant financing component. Also, they typically do not involve a significant amount of variable consideration as they represent stated prices. |
Goodwill | The Company tests goodwill for impairment annually during the fourth quarter of each year and whenever events or changes in circumstances indicate that the carrying value of the asset may not be recoverable in accordance with ASC 350, Intangibles—Goodwill and Other . The Company has one operating segment and reporting unit, and therefore goodwill is tested for impairment at the entity level. |
Impairment or Definite-lived Intangible Assets and other Long-lived Assets | The Company evaluates long-lived assets, which includes intangible assets and tangible assets, for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of an asset to the future undiscounted cash flows attributable to that asset. The Company measures any amount of impairment based on the difference between the carrying value and the estimated fair value of the impaired asset. |
Stock-based Compensation | The Company accounts for stock-based compensation in accordance with the provisions of ASC 718, Stock Compensation . The Company measures and recognizes compensation expense for all stock-based awards, including stock options, restricted stock units ("RSUs") granted to employees and directors, performance stock units ("PSUs"), including PSUs subject to certain market condition(s), and stock purchase rights granted under the Company's 2021 Employee Stock Purchase Plan ("ESPP") to employees, based on the estimated fair value of the awards on the date of grant. The fair value of RSUs or PSUs which are subject to a service condition or service and performance condition based on vesting is determined by the closing price of the Company's common stock on the date of grant. The Company uses the Black-Scholes Merton model to value stock options with service and/or performance condition(s), and purchase rights granted under the ESPP. Stock Options and PSUs with service and market conditions are valued using the Monte Carlo model. Both models require the input of certain assumptions on the grant date, including fair value of the underlying stock and exercise price, expected term, volatility over an expected term, risk-free interest rate for an expected term, and dividend yield. Compensation expense is recognized for service-based options and RSUs on a straight-line basis over the vesting period. Compensation expense for options and PSUs containing performance conditions is based on the estimated number of the performance-based stock options/units expected to vest, using the graded vesting attribution method. Compensation expense for options and PSUs containing market conditions is based on the estimated number of the stock options and PSUs expected to vest on attainment of the market condition(s), using the graded vesting attribution method. The probability of satisfying a market condition is considered in the estimation of the grant-date fair value for options and PSUs and the compensation cost is not reversed if the market condition(s) is (are) not achieved, provided the requisite service has been provided. Compensation expense is recognized for shares issued pursuant to the ESPP on a straight-line basis over the offering period. The Company recognizes forfeitures as they occur, and cash flows related to excess tax benefits are presented as an operating activity in the accompanying consolidated statements of cash flows. Prior to the IPO, the fair value of the common stock underlying the options had historically been determined by the Company’s Compensation Committee of the board of directors (the "Compensation Committee") given the absence of a public trading market. The Compensation Committee determined the fair value of the common stock by considering a number of objective and subjective factors, including: (i) third-party valuations of common stock; (ii) the lack of marketability of the common stock; (iii) the Company's actual operating and financial results; (iv) the Company’s current business conditions and projections; and (v) the likelihood of various potential liquidity events, such as an initial public offering or sale of the Company, given prevailing market conditions. After the IPO, the fair value of the common stock was determined based on the Company’s closing stock price as quoted on the New York Stock Exchange on the grant date. |
Net Loss Per Share Attributable to Class A and Class B-1 Common Stockholders | The Company utilizes the treasury method when calculating basic and diluted net loss per share. The rights of the holders of Class A common stock and Class B-1 common stock are identical in all respects, except that Class B-1 common stock will not vote on the election or removal of directors. The holders of Class B-2 common stock have no participating rights (voting or otherwise), except for the right to vote on the election or removal of directors and will be entitled to a nominal annual dividend of CAD $15,000 in the aggregate. As Class B-2 common stock have no participating economic rights, the Company is not required to use the two-class method. Basic net loss per share is computed using the weighted average number of shares outstanding for the period, excluding unvested service and performance-based stock options and awards. Diluted net loss per share is computed using the weighted average shares outstanding for the period plus dilutive potential shares, including unvested stock options and awards using the treasury stock method. |
Cash, Cash Equivalents and Investments | The Company considers highly liquid investment securities with maturities of 90 days or less at the date of purchase to be cash equivalents. Investments not considered cash equivalents with maturities of greater than 90 days but less than one year from the consolidated balance sheet date are classified as short-term investments. Investments with maturities greater than one year from the consolidated balance sheet date are classified as long-term investments. The Company’s cash equivalents and investments include time deposits, money market funds, and debt securities. The Company's debt securities consist primarily of commercial paper, corporate debt securities, U.S. government securities, U.S. government agency securities, and non-U.S. government securities. The Company's debt securities are classified as available-for-sale and are reported at fair value, with unrealized gains and losses, net of tax, reported as a separate component of accumulated other comprehensive income (loss) in stockholders' equity. Realized gains or losses and permanent declines in value, if any, on available-for-sale debt securities are reported in other income (expense), net as incurred. The Company recognizes realized gains and losses upon sales of the investment and reclassifies unrealized gains and losses out of accumulated other comprehensive income (loss) into earnings using the specific identification method. Purchase premiums and discounts are amortized or accreted using the effective interest method over the life of the related security and such amortization and accretion are included in interest income in the consolidated statements of operations. For available-for-sale debt securities in an unrealized loss position, the Company determines whether a credit loss exists. In this assessment, among other factors, the Company considers the extent to which the fair value is less than the amortized cost, any changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security. If factors indicate a credit loss exists, an allowance for credit loss is recorded to other income (expense), net, limited by the amount that the fair value is less than the amortized cost basis. The amount of fair value change relating to all other factors will be recognized in other comprehensive income (loss). |
Fair Value of Financial Instruments | The fair value of the Company’s cash, cash equivalents, short-term investments, accounts receivable, and accounts payable approximate their respective carrying amounts due to their short-term maturity. Level 1 and Level 2 money market funds, time deposits, and available-for-sale debt securities. To value its money market funds, the Company values the funds at $1 stable net asset value, which is the market pricing convention for identical assets that the Company has the ability to access. The Company's available-for-sale debt securities consist of commercial paper, corporate debt securities, U.S. government, U.S. government agency securities and non-U.S. government securities. The Company measures the fair values of these assets with the help of pricing services that either provides quoted market prices in active markets for identical or similar securities or use observable inputs for their pricing without applying significant adjustments. Level 2 inputs for the derivative valuations are limited to quoted prices for similar assets or liabilities in active markets (specifically foreign currency rates and futures contracts). The Company records its derivative assets and liabilities on a gross basis in the consolidated balance sheet and uses mid-market pricing as a practical expedient for fair value measurements. Key inputs for foreign currency derivatives are the spot rates, forward rates, interest rates, and credit derivative market rates. The spot rate for each foreign currency is the same spot rate used for all balance sheet translations at the measurement date and is sourced from the Federal Reserve Bulletin. The following values are interpolated from commonly quoted intervals: forward points and the SOFR used to discount and determine the fair value of assets and liabilities. The Company discounts derivative liabilities to reflect the Company’s own potential non-performance risk to lenders and has used the spread over SOFR on its most recent corporate borrowing rate. The counterparties associated with the Company’s foreign currency forward contracts are large credit-worthy financial institutions. The foreign currency derivatives transacted with these entities are relatively short in duration, therefore, the Company does not consider counterparty concentration and non-performance to be material risks at this time. Both the Company and the counterparties are expected to perform under the contractual terms of the instruments. |
Concentration of Credit Risk and Credit Evaluations | Financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash and cash equivalents, investments, derivatives and trade receivables. The Company’s cash and cash equivalents are generally held with large, diverse financial institutions worldwide to reduce the amount of exposure to any single financial institution. The majority of cash equivalents consists of money market funds that primarily invest in U.S. government securities. The Company's investments consist of time deposits and available for sale debt securities. Management believes that the financial institutions that hold the Company’s time deposits and the issuers of debt securities are financially sound and, accordingly, are subject to minimal credit risk. The Company’s derivative contracts are transacted with various financial institutions with high credit ratings. The Company evaluates its counterparties associated with the Company’s foreign exchange forward contracts at least quarterly. Since all of these counterparties are large credit-worthy commercial banking institutions, the Company does not consider counterparty non-performance to be a material risk. The Company may enter into master netting arrangements to mitigate credit risk in derivative transactions by permitting net settlement of transactions with the same counterparty. |
Allowance for Credit Losses | The Company estimates the overall collectability of accounts receivable and other contract assets and provides an allowance for credit losses for those considered uncollectible. The Company makes estimates of expected credit losses by specifically analyzing its accounts receivable and other contract assets based on historical experience, customer concentrations, customer credit-worthiness, the age of the receivable, current economic trends, and changes in its customer payment terms. Accounts receivable deemed uncollectible are charged against the allowance for credit losses when identified. The Company records the expected credit losses in general and administrative expense. |
Income Taxes | The Company uses the liability method of accounting for income taxes in accordance with ASC 740, Income Taxes . Under this method, income tax expense or benefit is recognized for the amount of taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns. The measurement of current and deferred tax assets and liabilities is based on provisions of currently enacted tax laws. The effects of future changes in tax laws or rates are not contemplated. A two-step approach is applied pursuant to ASC 740 in the recognition and measurement of uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. The Company recognizes interest and penalties related to uncertain tax positions in its income tax provision line of its consolidated statements of operations. The Company evaluates the realization of deferred tax assets based on all available evidence, including projected results of operations and the scheduled reversal of temporary differences. The Company establishes a valuation allowance to reduce deferred tax assets when it is more likely than not that they will not be realized. |
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. Building, building improvements and site improvements are amortized over the estimated useful life of 25 years, 10-15 years and 15 years, respectively. Leasehold improvements are amortized over the shorter of the lease term or the estimated useful life of the asset, which range from one one |
Debt Issuance Costs | Debt issuance costs are initially deferred and amortized to interest expense using the effective interest method over the expected term of the related debt. Unamortized debt issuance costs related to the dollar term loan facilities are considered long-term and presented as a direct reduction to Long-term debt, net in the consolidated balance sheets. Unamortized debt issuance costs related to the revolving facility are also considered long-term and are included in other assets in the consolidated balance sheets. |
Advertising Expenses | Advertising costs are expensed as incurred. |
Foreign Currency Translation | The Company translates the assets and liabilities of its non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of each period. Revenue and expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these translations are recognized in cumulative translation adjustments included in accumulated other comprehensive income (loss), a component of consolidated stockholders’ equity. Gains or losses related to the remeasurement of certain foreign currency denominated assets and liabilities into their functional currency are recorded in net income (loss), unless such assets or liabilities are designated by management to be of a long-term investment nature, in which case such gains or losses are recorded in consolidated accumulated other comprehensive income (loss), a component of consolidated stockholders’ equity. |
Restructuring | Restructuring charges primarily consist of severance, facilities, transition and other related costs. Severance costs generally include severance payments, notice-period payments, outplacement services, health insurance coverage, and relocation costs. Facilities costs generally include rent, variable lease operating expenses, impairment of right of use assets and lease termination costs. Transition and other related costs primarily consist of legal costs and consulting charges associated with business process improvements and strategy. One-time employee severance costs are recognized at the time of communication to employees, unless future service is required, in which case the costs are recognized ratably over the future service period. Other transactions related costs are recognized as incurred. Restructuring charges are recognized as an operating expense within the consolidated statements of operations and related liabilities are recorded within accrued compensation and related expenses, accounts payable and in accrued liabilities on the consolidated balance sheets. The Company periodically evaluates and, if necessary, adjusts its estimates based on currently available information. |
Leases | The Company amortizes its right-of-use assets, as operating lease expense on a straight-line basis over the lease term and classifies both the lease amortization and imputed interest as rent expense. Additionally, taxes, insurance and maintenance are excluded from minimum lease payments and are included in the determination of lease cost when it is probable that the expense has been incurred and the amount can be reasonably estimated. The Company determines if an arrangement is or contains a lease at contract inception. In certain of its lease arrangements, primarily those related to data center arrangements , judgment is required in determining if a contract contains a lease. For these arrangements, there is judgment in evaluating if the arrangement involves an identified asset that is physically distinct or whether the Company has the right to substantially all of the capacity of an identified asset that is not physically distinct. In arrangements that involve an identified asset, there is also judgment in evaluating if the Company has the right to direct the use of that asset. The Company did not have any material finance leases for any periods presented. Operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company generally uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments, because the implicit rate of the lease is generally not known. Right-of-use assets related to its operating lease liabilities are measured at lease inception based on the initial measurement of the lease liability, plus any prepaid lease payments and less any lease incentives. The lease terms that are used in determining its operating lease liabilities at lease inception include options to extend or terminate the leases when it is reasonably certain that the Company will exercise such options. The Company does not separate non-lease components from lease components for all leases. The Company does not recognize right-of-use assets and lease liabilities for short-term leases, which generally have a lease term of 12 months or less and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company recognizes the lease payments for short-term leases on a straight-line basis over the lease term. In addition, the Company subleases certain of its unoccupied facilities to third parties. Any impairment to the associated right-of-use assets, leasehold improvements, or other assets as a result of a sublease is recognized in the period when a decision to sublease is made and is recorded in the consolidated statements of operations. The Company recognizes sublease income on a straight-line basis over the sublease term. |
Leases | The Company amortizes its right-of-use assets, as operating lease expense on a straight-line basis over the lease term and classifies both the lease amortization and imputed interest as rent expense. Additionally, taxes, insurance and maintenance are excluded from minimum lease payments and are included in the determination of lease cost when it is probable that the expense has been incurred and the amount can be reasonably estimated. The Company determines if an arrangement is or contains a lease at contract inception. In certain of its lease arrangements, primarily those related to data center arrangements , judgment is required in determining if a contract contains a lease. For these arrangements, there is judgment in evaluating if the arrangement involves an identified asset that is physically distinct or whether the Company has the right to substantially all of the capacity of an identified asset that is not physically distinct. In arrangements that involve an identified asset, there is also judgment in evaluating if the Company has the right to direct the use of that asset. The Company did not have any material finance leases for any periods presented. Operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Company generally uses its incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future payments, because the implicit rate of the lease is generally not known. Right-of-use assets related to its operating lease liabilities are measured at lease inception based on the initial measurement of the lease liability, plus any prepaid lease payments and less any lease incentives. The lease terms that are used in determining its operating lease liabilities at lease inception include options to extend or terminate the leases when it is reasonably certain that the Company will exercise such options. The Company does not separate non-lease components from lease components for all leases. The Company does not recognize right-of-use assets and lease liabilities for short-term leases, which generally have a lease term of 12 months or less and do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. The Company recognizes the lease payments for short-term leases on a straight-line basis over the lease term. In addition, the Company subleases certain of its unoccupied facilities to third parties. Any impairment to the associated right-of-use assets, leasehold improvements, or other assets as a result of a sublease is recognized in the period when a decision to sublease is made and is recorded in the consolidated statements of operations. The Company recognizes sublease income on a straight-line basis over the sublease term. |
Derivative Financial Instruments | The Company enters into foreign exchange forward contracts in an attempt to reduce the impact of foreign currency exchange rate fluctuations on forecasted cash flows and expenses and designates these contracts as cash flow hedges at inception. The Company is currently using foreign exchange forward contracts to hedge the anticipated foreign currency expenses of its subsidiary in India denominated in Indian rupee. The Company recognizes in earnings amounts related to its designated cash flow hedges accumulated in other comprehensive income during the same period in which the corresponding underlying hedged transaction affects earnings. Balance sheet hedges consist of cash flow hedge contracts that have been de-designated and non-designated balance sheet hedges. These foreign exchange contracts are carried at fair value and do not otherwise qualify for hedge accounting treatment and, therefore, are not designated as hedging instruments. Changes in the value of the foreign exchange contracts are recognized in other income (expense), net and offset the foreign currency gain or loss on the underlying net monetary assets or liabilities. The Company recognizes derivative assets and derivative liabilities at gross fair values in its consolidated balance sheets. The Company evaluates prospectively, as well as retrospectively, the effectiveness of its hedge programs using statistical analysis. The Company presents its derivative assets and derivative liabilities at gross fair values in the consolidated balance sheets. However, under the master netting agreements with the respective counterparties of the foreign exchange contracts, subject to applicable requirements, the Company is allowed to net settle transactions of the same currency with a single net amount payable by one party to the other. The derivatives held by the Company are not subject to any credit contingent features negotiated with its counterparties. The Company is not required to pledge nor is entitled to receive cash collateral related to the above contracts. As of December 31, 2023 and 2022, there were no derivative assets or liabilities that were net settled under the master netting agreements. The Company evaluates prospectively as well as retrospectively the effectiveness of its hedge programs using statistical analysis. |
Recent Accounting Pronouncements Not Yet Adopted | In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09. |
Commitments and Contingencies | Warranties The Company generally provides product warranties. These are not separate performance obligations and are outside the scope of ASC 606. To date, the Company's product warranty expense and obligations have not been material. The Company’s customer agreements generally include certain provisions for indemnifying the customer against losses, expenses, liabilities, and damages that may be awarded against the customer in the event the Company’s product is found to infringe upon a patent, copyright, trademark, or other proprietary right of a third party. The agreements generally limit the scope of and remedies for such indemnification obligations in a variety of industry-standard respects, including but not limited to certain time and scope limitations and a right to replace an infringing product with a non-infringing product. The Company believes its internal development processes and other policies and practices limit its exposure related to these indemnification provisions. In addition, the Company requires its employees to sign a proprietary information and inventions agreement, which assigns the rights to its employees’ development work to the Company. To date, the Company has not had to reimburse any of its customers for any losses related to these indemnification provisions, and no material claims against the Company are outstanding as of December 31, 2023 and 2022. The Company cannot determine the maximum amount of potential future payments, if any, related to such indemnification provisions due to the limited and infrequent history of prior indemnification claims. As permitted under Delaware law, the Company has agreements whereby the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is, or was serving, at the Company’s request, in such capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has director and officer insurance coverage that reduces the Company’s exposure and enables the Company to recover a portion of any future amounts paid. The Company believes the estimated fair value of these indemnification agreements in excess of applicable insurance coverage is minimal. The Company accrues for loss contingencies when available information indicates that it is probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. Litigation The Company is a party to various legal proceedings and claims arising from the normal course of its business activities, including proceedings and claims related to employment and intellectual property related matters. The Company reviews the status of each matter and records a provision for a liability when it is considered both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These provisions are reviewed quarterly and adjusted as additional information becomes available. If both of the criteria are not met, the Company assesses whether there is at least a reasonable possibility that a loss, or additional losses, may be incurred. If there is a reasonable possibility that a material loss may be incurred, the Company discloses the estimate of the possible loss, range of loss, or a statement that such an estimate cannot be made. Litigation is subject to inherent uncertainties. Were an unfavorable outcome to occur, there exists the possibility of a material adverse impact on the Company’s financial position and results of operation for the period in which the unfavorable outcome occurred, and potentially in future periods. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Long-lived Assets by Geographic Areas | Long-lived assets, comprising property and equipment, net and operating lease right-of-use assets, by geographic area were as follows (in thousands): December 31, 2023 December 31, 2022 United States $ 148,569 $ 159,263 India 17,676 23,901 Ireland 24,723 25,510 Other 16,097 19,635 Total $ 207,065 $ 228,309 |
Schedule of Revenue, Performance Obligation, Timing of Satisfaction | Performance Obligation When Performance Obligation is Typically Satisfied Subscription: Cloud subscription Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Self-managed subscription license Point in Time: Upon the later of when the software license is made available or the contractual term commences Self-managed subscription support and other Over Time: Ratably over the contractual term; commencing upon the later of when access to the service is made available or the contractual term commences Perpetual license Point in Time: When the software license is made available Maintenance Over Time: Ratably over the contractual term Professional Services Over Time: As services are provided |
Schedule of Accounts Receivable, Allowance for Credit Loss | The table below details the activity of the allowance, for the years ended December 31, 2023, 2022 and 2021 (in thousands): Beginning Balance Increase/(decrease) in Provision for Expected Credit Loss Write-offs, Net of Recoveries Revaluation (i) Ending Balance December 31, 2021 $ 4,557 183 (39) (57) $ 4,644 December 31, 2022 $ 4,644 207 (176) (67) $ 4,608 December 31, 2023 $ 4,608 (121) (166) 93 $ 4,414 (i) The amounts represent revaluations on balances denominated in foreign currencies. |
Cash, Cash Equivalents, and I_2
Cash, Cash Equivalents, and Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash, Cash Equivalents and Investments | The following table summarizes the Company’s cash, cash equivalents, and short-term investments as of December 31, 2023 and December 31, 2022 (in thousands). December 31, 2023 2022 Cash $ 185,498 $ 165,599 Cash equivalents: Time deposits 72,302 51,192 Money market funds 474,643 273,098 Commercial paper — 7,990 Total cash equivalents 546,945 332,280 Total cash and cash equivalents $ 732,443 497,879 Short-term investments: Time deposits 153,550 125,281 Commercial paper 73,767 27,708 Corporate debt securities 3,964 21,724 U.S. government and U.S. government agency securities 28,547 39,597 Non-U.S. government and agency securities — 3,946 Total short-term investments 259,828 218,256 Total cash, cash equivalents and investments $ 992,271 $ 716,135 |
Available-For-Sale Debt Secur_2
Available-For-Sale Debt Securities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Debt Securities, Available-for-Sale | The following table summarizes the Company’s available-for-sale debt securities as of December 31, 2023 (in thousands). December 31, 2023 Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government securities $ 18,596 $ 5 $ — $ 18,601 U.S. government agency securities 9,949 — (3) 9,946 Corporate debt securities 3,963 1 — 3,964 Commercial paper 73,701 76 (10) 73,767 Total $ 106,209 $ 82 $ (13) $ 106,278 The following table summarizes the Company’s available-for-sale debt securities as of December 31, 2022 (in thousands). December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value U.S. government agency securities $ 39,634 $ 5 $ (42) $ 39,597 Non-U.S. government securities 3,964 — (18) 3,946 Corporate debt securities 21,850 — (126) 21,724 Commercial paper 35,745 — (47) 35,698 Total $ 101,193 $ 5 $ (233) $ 100,965 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December 31, 2023 and indicates the fair value hierarchy of the valuation (in thousands): Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Time deposits (i) $ 225,852 $ 225,852 $ — $ — Money market funds (ii) 474,643 474,643 — — Commercial paper (iii) 73,767 — 73,767 — Corporate debt securities (iii) 3,964 — 3,964 — U.S. government and U.S. government agency securities (iii) 28,547 — 28,547 — Total cash equivalents and investments 806,773 700,495 106,278 — Foreign currency derivatives (iv) 486 — 486 — Total assets $ 807,259 $ 700,495 $ 106,764 $ — Liabilities: Foreign currency derivatives (v) $ 44 $ — $ 44 $ — Total liabilities $ 44 $ — $ 44 $ — __________ (i) Included in cash equivalents and short-term investments on the consolidated balance sheets. (ii) Included in cash equivalents on the consolidated balance sheets. (iii) Included in short-term investments on the consolidated balance sheets. (iv) Included in prepaid expenses and other current assets on the consolidated balance sheets. (v) Included in accrued liabilities on the consolidated balance sheets. The following table presents information about the Company’s financial assets and financial liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation (in thousands): Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Time deposits (i) $ 176,473 $ 176,473 $ — $ — Money market funds (ii) 273,098 273,098 — — Commercial paper (i) 35,698 — 35,698 — Corporate debt securities (iii) 21,724 — 21,724 — U.S. government and U.S. government agency securities (iii) 39,597 — 39,597 — Non-U.S. government securities (iii) 3,946 — 3,946 — Total cash equivalents and investments 550,536 449,571 100,965 — Foreign currency derivatives (iv) 88 — 88 — Total assets $ 550,624 $ 449,571 $ 101,053 $ — Liabilities: Foreign currency derivatives (v) $ 3,343 $ — $ 3,343 $ — Total liabilities $ 3,343 $ — $ 3,343 $ — (i) Included in cash equivalents and short-term investments on the consolidated balance sheets. (ii) Included in cash equivalents on the consolidated balance sheets. (iii) Included in short-term investments on the consolidated balance sheets. (iv) Included in prepaid expenses and other current assets on the consolidated balance sheets. (v) Included in accrued liabilities on the consolidated balance sheets. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | The following table summarizes the cost of property and equipment and related accumulated depreciation at December 31, 2023 and 2022 (in thousands, except years): Estimated December 31, 2023 2022 Land N/A $ 40,512 $ 40,512 Buildings 25 years 118,134 118,134 Site improvements 15 years 2,569 2,567 Building improvements 10-15 years 35,417 34,706 Total land and buildings 196,632 195,919 Computer, equipment, and software 1-5 years 103,747 105,230 Furniture and fixtures 3-5 years 16,612 16,851 Leasehold improvements 1-10 years 53,432 52,612 Total property and equipment 370,423 370,612 Less: Accumulated depreciation and amortization (221,157) (210,038) Total property and equipment, net $ 149,266 $ 160,574 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table presents the changes in the carrying amount of the goodwill as of December 31, 2023 and 2022 (in thousands): December 31, 2023 2022 Beginning balance $ 2,337,036 $ 2,380,752 Goodwill from acquisition 6,754 — Foreign currency translation adjustment 17,853 (43,716) Ending balance $ 2,361,643 $ 2,337,036 |
Schedule of Finite-Lived Intangible Assets | The carrying amounts of the intangible assets other than goodwill as of December 31, 2023 and 2022 are as follows (in thousands, except years): Weighted Average December 31, 2023 December 31, 2022 Cost Accumulated Amortization Net Cost Accumulated Net Acquired developed and core technology 6 $ 880,758 $ (871,085) $ 9,673 $ 876,949 $ (859,319) $ 17,630 Other intangible assets: Customer relationships 15 2,159,179 (1,489,398) 669,781 2,154,735 (1,359,837) 794,898 Trade names and trademark 7 81,651 (73,931) 7,720 81,442 (65,978) 15,464 Total other intangible assets 2,240,830 (1,563,329) 677,501 2,236,177 (1,425,815) 810,362 Total intangible assets, net 3,121,588 (2,434,414) 687,174 3,113,126 (2,285,134) 827,992 |
Schedule of Indefinite-Lived Intangible Assets | The carrying amounts of the intangible assets other than goodwill as of December 31, 2023 and 2022 are as follows (in thousands, except years): Weighted Average December 31, 2023 December 31, 2022 Cost Accumulated Amortization Net Cost Accumulated Net Acquired developed and core technology 6 $ 880,758 $ (871,085) $ 9,673 $ 876,949 $ (859,319) $ 17,630 Other intangible assets: Customer relationships 15 2,159,179 (1,489,398) 669,781 2,154,735 (1,359,837) 794,898 Trade names and trademark 7 81,651 (73,931) 7,720 81,442 (65,978) 15,464 Total other intangible assets 2,240,830 (1,563,329) 677,501 2,236,177 (1,425,815) 810,362 Total intangible assets, net 3,121,588 (2,434,414) 687,174 3,113,126 (2,285,134) 827,992 |
Schedule of Finite-Lived Intangible Assets, Allocation of Amortization Expense | The allocation of the amortization of intangible assets for the periods indicated below is as follows (in thousands): Year ended 2023 2022 2021 Cost of revenues $ 11,766 $ 35,354 $ 73,461 Operating expenses 137,514 153,471 172,434 Total amortization of intangible assets $ 149,280 $ 188,825 $ 245,895 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of December 31, 2023, the amortization expense related to identifiable intangible assets in future periods is expected to be as follows (in thousands): Years ending December 31, Customer Relationships Intangible Asset Other Intangible Assets Total Intangible Assets 2024 $ 114,416 $ 11,661 $ 126,077 2025 99,899 2,132 102,031 2026 86,856 1,432 88,288 2027 75,369 690 76,059 2028 65,484 535 66,019 Thereafter 227,757 943 228,700 Total expected amortization expense $ 669,781 $ 17,393 $ 687,174 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Other Current Liabilities | Accrued liabilities as of December 31, 2023 and 2022 consisted of the following (in thousands): Year ended 2023 2022 Accrued taxes $ 25,902 $ 22,741 Derivative liabilities 44 3,343 Other 35,248 32,760 Accrued Liabilities $ 61,194 $ 58,844 |
Borrowings (Tables)
Borrowings (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Long-term debt consists of the following (in thousands): Year ended 2023 2022 Dollar term loan $ 1,842,188 $ 1,860,938 Less: Discount on term loan (6,441) (7,529) Less: Debt issuance costs (11,037) (12,899) Total debt, net of discount and debt issuance costs 1,824,710 1,840,510 Less: Current portion of long-term debt (18,750) (18,750) Long-term debt $ 1,805,960 $ 1,821,760 |
Schedule of Maturities of Long-term Debt | Future minimum principal payments on the Term Facility as of December 31, 2023 are as follows (in thousands): 2024 $ 18,750 2025 18,750 2026 18,750 2027 18,750 2028 1,767,188 Total $ 1,842,188 |
Disaggregation of Revenue and_2
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents the disaggregation of revenue by revenue type, consistent with how the Company evaluates its financial performance, for the years ended December 31, 2023, 2022 and 2021 (in thousands): Year Ended December 31, 2023 2022 2021 Revenues: Cloud subscription $ 499,922 $ 359,380 $ 260,527 Self-managed subscription license 298,048 294,671 314,671 Self-managed subscription support and other 205,514 203,112 172,474 Subscription revenues 1,003,484 857,163 747,672 Perpetual license 3,307 10,397 29,269 Software revenue 1,006,791 867,560 776,941 Maintenance 495,968 519,996 558,470 Professional services 92,401 117,562 108,644 Maintenance and professional services revenue 588,369 637,558 667,114 Total revenues $ 1,595,160 $ 1,505,118 $ 1,444,055 Revenue by geographic location for the years ended December 31, 2023, 2022 and 2021 (in thousands): Year Ended December 31, 2023 2022 2021 North America $ 1,082,022 $ 1,032,978 $ 961,860 EMEA 354,610 314,978 325,583 Asia Pacific 123,751 124,156 122,770 Latin America 34,777 33,006 33,842 Total revenues $ 1,595,160 $ 1,505,118 $ 1,444,055 |
Schedule of Capitalized Contract Cost | The changes in the capitalized costs to obtain a contract for the years ended December 31, 2023 and 2022 (in thousands): Ending balance as of December 31, 2021 $ 177,460 Additions 103,298 Commissions amortized (60,235) Revaluation (2,719) Ending balance as of December 31, 2022 $ 217,804 Additions, net 93,135 Commissions amortized (74,634) Revaluation 1,686 Ending balance as of December 31, 2023 $ 237,991 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lessee, Operating Lease, Liability, Maturity | Maturities of operating lease liabilities as of December 31, 2023 are presented in the table below (in thousands): Year ending December 31, 2024 $ 19,371 2025 13,791 2026 9,747 2027 7,154 2028 5,356 Thereafter 16,447 Total operating lease payments $ 71,866 Less: imputed interest (9,452) Present value of operating lease liabilities $ 62,414 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserve by Type of Cost | The following table sets forth a summary of personnel related restructuring activities since January 1, 2023 through December 31, 2023 (in thousands): Balance as of January 1, 2023 $ — Total charges 54,713 Cash payments (41,205) Balance as of December 31, 2023 $ 13,508 (i) (i) The balance at December 31, 2023 is recorded in accrued compensation and related expense and in accrued liabilities in the consolidated balance sheets. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table reflects the fair value amounts for designated and non-designated hedging instruments at December 31, 2023 and 2022 (in thousands): December 31, 2023 December 31, 2022 Fair Value Derivative Assets (i) Fair Value Derivative Liabilities (ii) Fair Value Derivative Assets (i) Fair Value Derivative Liabilities (ii) Designated hedging instruments Foreign currency forward contracts $ 340 $ 44 $ 88 $ 2,827 Non-designated hedging instruments Foreign currency forward contracts 146 — — 516 Total fair value of hedging instruments $ 486 $ 44 $ 88 $ 3,343 (i) Included in prepaid expenses and other current assets on the consolidated balance sheets. (ii) Included in accrued liabilities on the consolidated balance sheets. |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) | The before-tax effects of derivative instruments designated as cash flow hedges on the accumulated other comprehensive income and consolidated statements of operations for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Amount of gain recognized in other comprehensive income (loss) (i) $ 1,962 $ 4,492 $ 4,938 Amount of (loss) gain related to foreign exchange forward contracts reclassified from accumulated other comprehensive income (loss) into income (ii) $ (1,074) $ (1,421) $ 3,307 Amount of gain (loss) related to interest rate swaps reclassified from accumulated other comprehensive loss into income as interest expense $ — $ 4,558 $ (21,323) (i) The before-tax gain (loss) of $1,962 , $(5,513) and $2,482 related to foreign exchange forward contracts were recognized in other comprehensive income (loss) during the years ended December 31, 2023, 2022 and 2021, respectively. The before-tax gain (loss) of $—, $10,005 and $2,456 related to interest rate swaps were recognized in other comprehensive income (loss) during the years ended December 31, 2023, 2022 and 2021 respectively. (ii) The before-tax gain (loss) of $(208) , $(316) and $629 were included in cost of service revenues on the consolidated statements of operations for the years ended December 31, 2023, 2022 and 2021, respectively. The before tax gain (loss) of $(866), $(1,105) and $2,678 were included in operating expenses, primarily research and development expense on the consolidated statements of operations for the years ended December 31, 2023, 2022 and 2021, respectively. |
Schedule of Derivative Instruments, Gain (Loss) | The before-tax gain (loss) recognized in other income (expense), net for non-designated foreign currency forward contracts and interest rate swaps for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 (Loss) gain recognized in other income (expense), net (i) $ (34) $ 5,493 $ (183) _____________ (i) |
Stockholders Equity (Tables)
Stockholders Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Share-based Payment Arrangement, Option, Activity | The following table summarizes the option award activity for the years ended December 31, 2023 and 2022 (in thousands, except share price, fair value and term): Number of Options Weighted-Average Exercise Price Weighted-Average Grant Date Fair Value Weighted-Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) Total Service-based Performance-based Outstanding at December 31, 2021 25,884 17,768 8,116 $ 16.53 7.36 $ 529,265 Exercised (1,665) (1,329) (336) $ 12.19 $ 12,718 Forfeited or expired (1,399) (935) (464) $ 17.01 Outstanding at December 31, 2022 22,820 15,504 7,316 $ 16.83 6.34 $ 51,157 Exercised (4,178) (3,138) (1,040) $ 13.59 $ 38,013 Forfeited or expired (1,638) (1,088) (550) $ 20.51 Outstanding at December 31, 2023 17,004 11,278 5,726 $ 17.27 5.59 $ 189,134 |
Schedule of Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity | The following table summarizes RSU and PSU activity and related information during the year ended December 31, 2023 under the 2021 Plan (in thousands, except share price): Number of Shares Weighted-Average Grant Date Fair Value Unvested and outstanding as of December 31, 2021 7,570 $ 33.02 Granted 12,795 18.89 Vested (1,998) 31.43 Forfeited (1,021) 30.02 Unvested and outstanding as of December 31, 2022 17,346 $ 22.95 Granted 13,710 19.03 Vested (7,251) 21.79 Forfeited (2,742) 22.70 Unvested and outstanding as of December 31, 2023 21,063 $ 20.81 |
Schedule of Share-based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions | The following table summarizes the weighted-average assumptions used in estimating the fair value of the ESPP for the offering periods during the years ended December 31, 2023 and 2022 using the Black-Scholes pricing model: Year ended 2023 2022 ESPP: Expected term (in years) 0.5 - 1.0 0.5 - 1.0 Expected volatility 36.2% - 48.5% 34.8% - 45.2% Risk-free interest rate 5.1% - 5.5% 0.6% - 3.5% Expected dividend rate —% —% Fair value of common stock $17.06 - $21.14 $20.05 - $21.55 |
Schedule of Share-based Payment Arrangement, Expensed and Capitalized, Amount | The stock-based compensation for the periods indicated below are as follows (in thousands): Year Ended December 31, 2023 2022 2021 Cost of revenues $ 33,803 $ 20,763 $ 5,528 Research and development 63,018 40,045 11,114 Sales and marketing 61,494 39,175 12,889 General and administrative 59,784 35,879 15,486 Total stock-based compensation $ 218,099 $ 135,862 $ 45,017 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in accumulated balances for each component of other comprehensive (loss) income for the year ended December 31, 2023, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Net Unrealized (Loss) Gain on Available-for-sale Debt Securities Foreign Currency Total Cash Flow Hedges Total Beginning balance as of December 31, 2022 $ (45,435) $ (171) $ (2,065) $ (2,065) $ (47,671) Other comprehensive (loss) income: Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) 22,790 115 1,479 1,479 24,384 Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 — 108 809 (i) 809 917 Total other comprehensive (loss) income, net of tax effect (ii) 22,790 223 2,288 2,288 25,301 Ending balance as of December 31, 2023 $ (22,645) $ 52 $ 223 $ 223 $ (22,370) (i) The before-tax loss of $(208) and $(866) were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive (loss) income was included in income tax provision on the consolidated statements of operations. The following table summarizes the changes in accumulated balances for each component of other comprehensive income (loss) for the year ended December 31, 2022, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Net Unrealized (Loss) on Available-for-sale Debt Securities Foreign Interest Total Cash Total Beginning balance as of December 31, 2021 $ 20,232 $ — $ 1,018 $ (4,099) $ (3,081) $ 17,151 Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications, net of tax benefit (expense) of $548, $56, $1,359 and $(2,472) (65,667) (171) (4,154) 7,533 3,379 (62,459) Net (gain) loss reclassified from accumulated other comprehensive income (loss), net of tax benefit (expense) of $—, $—, $350 and $(1,124) — — 1,071 (i) (3,434) (ii) (2,363) (2,363) Total other comprehensive income (loss), net of tax effect (iii) (65,667) (171) (3,083) 4,099 1,016 (64,822) Ending balance as of December 31, 2022 $ (45,435) $ (171) $ (2,065) $ — $ (2,065) $ (47,671) (i) The before-tax loss of $(316) and $(1,105) were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The before-tax gain of $4,558 was included in interest expense on the consolidated statements of operations. (iii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive income was included in income tax provision on the consolidated statements of operations. The following table summarizes the changes in accumulated balances for each component of other comprehensive income (loss) for the year ended December 31, 2021, net of taxes (in thousands): Net Unrealized Gain (Loss) on Cumulative Foreign Interest Total Cash Total Beginning balance as of December 31, 2020 $ 63,711 $ 1,643 $ (22,059) $ (20,416) $ 43,295 Other comprehensive income (loss): Other comprehensive income (loss) before reclassifications, net of tax (expense) of $(165), $(618) and $(544) (43,479) 1,864 1,912 3,776 (39,703) Net (gain) loss reclassified from accumulated other comprehensive income (loss), net of tax (expense) benefit of $—, $(818) and $5,275 — (2,489) (i) 16,048 (ii) 13,559 13,559 Total other comprehensive income (loss), net of tax effect (iii) (43,479) (625) 17,960 17,335 (26,144) Ending balance as of December 31, 2021 $ 20,232 $ 1,018 $ (4,099) $ (3,081) $ 17,151 (i) The before-tax gain of $629 and $2,678 were included in cost of service revenues and operating expenses, primarily research and development expense, respectively, on the consolidated statements of operations. (ii) The before-tax loss of $(21,323) was included in interest expense on the consolidated statements of operations. (iii) The tax benefit (expense) related to the net gain (loss) reclassified from accumulated other comprehensive income was included in income tax provision on the consolidated statements of operations. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes consists of the following for the periods indicated (in thousands): Year Ended December 31, 2023 2022 2021 Current tax provision: U.S. federal $ 14,160 $ 73,974 $ 12,419 U.S. state 8,839 15,175 9,748 Non-U.S. 24,878 16,394 23,564 Total current tax provision 47,877 105,543 45,731 Deferred tax expense (benefit): U.S. federal 6,046 (68,194) (8,699) U.S. state (1,846) (15,589) (7,429) Non-U.S. (3,966) (2,282) (5,564) Total deferred tax expense (benefit) 234 (86,065) (21,692) Total provision for income taxes $ 48,111 $ 19,478 $ 24,039 |
Schedule of Income before Income Tax, Domestic and Foreign | The components of income (loss) before income taxes attributable to the U.S. and non-U.S. operations are as follows (in thousands): Year Ended December 31, 2023 2022 2021 U.S. $ (183,324) $ (49,957) $ (120,874) Non-U.S. 106,152 15,760 44,984 Loss before income taxes $ (77,172) $ (34,197) $ (75,890) |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation between the expected provision for income taxes at the U.S.statutory tax rate of 21% and the total provision for income taxes is as follows: Year Ended December 31, 2023 2022 2021 Income tax benefit computed at statutory tax rate $ (16,206) $ (7,177) $ (15,912) State taxes, net of federal benefit (2,124) 327 750 Foreign earnings taxed at different rates (2,554) 4,115 2,950 Stock-based compensation 17,788 9,504 1,729 Return to provision true-up (12,768) 1,794 114 Research and development tax credits (8,076) (3,574) (3,067) Deferred distribution taxes 3,276 906 2,209 Foreign Inclusions (2,075) 15,691 3,144 Withholding taxes 4,272 4,354 5,729 IRS audit settlement — — (4,990) Valuation allowance 65,749 (6,214) 30,768 Other 829 (248) 615 Total income tax provision $ 48,111 $ 19,478 $ 24,039 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows (in thousands): As of December 31, 2023 2022 Deferred tax assets: Net operating loss carry forwards $ 44,231 $ 17,118 Tax credit carry forwards 32,497 28,790 Reserves and accrued costs not currently deductible 18,128 14,465 Deferred revenue 92,738 92,789 Unrealized gains or losses 3,011 4,091 Disallowed interest expense 69,431 64,754 Stock-based compensation 16,598 15,796 Lease liability 11,586 10,446 R&D capitalization 95,452 57,751 Depreciable assets 2,513 1,262 Other 2,666 195 Gross deferred tax assets 388,851 307,457 Valuation allowance (221,880) (124,794) Net deferred tax assets 166,971 182,663 Deferred tax liabilities: Deferred distribution tax (13,700) (10,423) Intangible assets (107,023) (129,426) Deferred commissions (41,935) (39,784) Right of use assets (11,501) (8,558) Total deferred tax liabilities (174,159) (188,191) Net deferred tax liabilities $ (7,188) $ (5,528) |
Schedule of Valuation Allowance | A reconciliation of the beginning and ending amount of valuation allowances is as follows (in thousands): Valuation allowance on deferred tax assets: Balance at (Charged) Balance at Year ended December 31, 2021 $ (83,851) $ (44,257) $ (128,108) Year ended December 31, 2022 $ (128,108) $ 3,314 $ (124,794) Year ended December 31, 2023 $ (124,794) $ (97,086) $ (221,880) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): December 31, 2023 2022 2021 Beginning balance $ 51,880 $ 43,044 $ 65,843 Additions for tax positions of prior years 8,143 7,187 237 Reductions for tax positions of prior years (376) (1,569) (2,087) Additions based on tax positions related to the current year 6,824 3,813 4,432 Reductions due to lapse of statute of limitations (10,341) (595) (480) Reductions due to settlements — — (24,901) Ending balance $ 56,130 $ 51,880 $ 43,044 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share (in thousands): Year Ended December 31, 2023 2022 2021 Net loss $ (125,283) $ (53,675) $ (99,929) Weighted average shares in computing net loss per share (i) Basic and Diluted 288,581 281,129 250,418 Net loss per share attributable to Class A and B-1 common stockholders Basic and Diluted $ (0.43) $ (0.19) $ (0.40) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities were excluded from the computation of diluted net loss per share calculations for the periods presented because the impact of including them would have been anti-dilutive (in thousands): Year Ended December 31, 2023 2022 2021 Stock options outstanding (i) 3,373 4,138 5,009 RSUs 2,567 247 — PSUs 619 76 — ESPP 140 90 — (i) Amounts for periods prior to the completion of our restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions described in Note 1 Organization and Description of Business in the Notes to our Consolidated Financial Statements. |
Organization and Description _2
Organization and Description of Business (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Nov. 10, 2021 | Oct. 29, 2021 | Sep. 30, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsidiary or Equity Method Investee [Line Items] | ||||||
Stock issued during period, shares, new issues (in shares) | 288,867,682 | |||||
Payments of offering costs | $ 0 | $ 2,085 | $ 0 | |||
IPO | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Sale of stock, gross proceeds on transaction | $ 967,200 | |||||
Sale of stock, consideration received on transaction | 915,700 | |||||
Payments of underwriting discounts and commissions | 51,500 | |||||
Payments of offering costs | $ 11,900 | |||||
Class A Common Stock | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Stock issued during period, shares, new issues (in shares) | 200,768,636 | |||||
Class A Common Stock | IPO | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Sale of stock, number of shares issued in transaction (in shares) | 29,000,000 | |||||
Sale of stock, price per share (in dollars per share) | $ 29 | |||||
Class A Common Stock | Over-Allotment Option | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Sale of stock, number of shares issued in transaction (in shares) | 4,350,000 | |||||
Class B-1 Common Stock | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Stock issued during period, shares, new issues (in shares) | 44,049,523 | |||||
Class B-2 Common Stock | ||||||
Subsidiary or Equity Method Investee [Line Items] | ||||||
Stock issued during period, shares, new issues (in shares) | 44,049,523 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2023 CAD ($) | |
Revenue from External Customer [Line Items] | ||||
Number of reportable segments | segment | 1 | |||
Contract liabilities | $ 786,700,000 | $ 699,500,000 | ||
Contract liabilities | 767,244,000 | 676,470,000 | ||
Contract liabilities, revenue recognized | 674,900,000 | 606,200,000 | ||
Revenue, remaining performance obligation, amount | $ 1,600,000,000 | |||
Capitalized contract cost, amortization period | 5 years | 5 years | ||
Number of operating segments | segment | 1 | |||
Goodwill, impairment loss | $ 0 | 0 | $ 0 | |
Impairment of long-lived assets | 0 | 0 | 0 | |
Accounts receivable, allowance | 4,414,000 | 4,608,000 | ||
Advertising expense | $ 9,900,000 | $ 13,700,000 | $ 16,700,000 | |
Buildings | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 25 years | 25 years | ||
Site improvements | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 15 years | 15 years | ||
Class B-2 Common Stock | ||||
Revenue from External Customer [Line Items] | ||||
Common stock, nominal annual dividend | $ 15 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | ||||
Revenue from External Customer [Line Items] | ||||
Revenue, remaining performance obligation, percentage | 66% | 66% | ||
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months | 12 months | ||
Minimum | ||||
Revenue from External Customer [Line Items] | ||||
Accounts receivable, payment terms | 30 days | |||
Subscription license term | 1 year | |||
Minimum | Building improvements | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 10 years | 10 years | ||
Minimum | Leasehold improvements | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 1 year | 1 year | ||
Minimum | Computer, equipment, and software | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 1 year | 1 year | ||
Minimum | Furniture and fixtures | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 3 years | 3 years | ||
Maximum | ||||
Revenue from External Customer [Line Items] | ||||
Accounts receivable, payment terms | 60 days | |||
Subscription license term | 3 years | |||
Maximum | Building improvements | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 15 years | 15 years | ||
Maximum | Leasehold improvements | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 10 years | 10 years | ||
Maximum | Computer, equipment, and software | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | 5 years | ||
Maximum | Furniture and fixtures | ||||
Revenue from External Customer [Line Items] | ||||
Property, plant and equipment, useful life | 5 years | 5 years | ||
Cloud and subscription support | Minimum | ||||
Revenue from External Customer [Line Items] | ||||
Subscription license term | 1 year | |||
Cloud and subscription support | Maximum | ||||
Revenue from External Customer [Line Items] | ||||
Subscription license term | 3 years | |||
Self-managed subscription license | Minimum | ||||
Revenue from External Customer [Line Items] | ||||
Subscription license term | 1 year | |||
Self-managed subscription license | Maximum | ||||
Revenue from External Customer [Line Items] | ||||
Subscription license term | 3 years |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Long-lived Assets by Geographic Areas (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 207,065 | $ 228,309 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 148,569 | 159,263 |
India | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 17,676 | 23,901 |
Ireland | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 24,723 | 25,510 |
Other | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 16,097 | $ 19,635 |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Accounts Receivable, Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Beginning Balance | $ 4,608 | $ 4,644 | $ 4,557 |
Increase/(decrease) in Provision for Expected Credit Loss | (121) | 207 | 183 |
Write-offs, Net of Recoveries | (166) | (176) | (39) |
Revaluation | 93 | (67) | (57) |
Ending Balance | $ 4,414 | $ 4,608 | $ 4,644 |
Cash, Cash Equivalents, and I_3
Cash, Cash Equivalents, and Investments - Schedule of Cash, Cash Equivalents, and Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Cash and Cash Equivalents [Line Items] | ||
Cash | $ 185,498 | $ 165,599 |
Cash equivalents: | ||
Time deposits | 72,302 | 51,192 |
Money market funds | 474,643 | 273,098 |
Commercial paper | 0 | 7,990 |
Total cash equivalents | 546,945 | 332,280 |
Total cash and cash equivalents | 732,443 | 497,879 |
Short-term investments: | ||
Short-term investments: | 259,828 | 218,256 |
Total cash, cash equivalents and investments | 992,271 | 716,135 |
Time deposits | ||
Short-term investments: | ||
Short-term investments: | 153,550 | 125,281 |
Commercial paper | ||
Short-term investments: | ||
Short-term investments: | 73,767 | 27,708 |
Corporate debt securities | ||
Short-term investments: | ||
Short-term investments: | 3,964 | 21,724 |
U.S. government and U.S. government agency securities | ||
Short-term investments: | ||
Short-term investments: | 28,547 | 39,597 |
Non-U.S. government and agency securities | ||
Short-term investments: | ||
Short-term investments: | $ 0 | $ 3,946 |
Available-For-Sale Debt Secur_3
Available-For-Sale Debt Securities - Schedule of Debt Securities, Available-for-Sale (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | $ 106,209 | $ 101,193 |
Unrealized Gains | 82 | 5 |
Unrealized Losses | (13) | (233) |
Fair Value | 106,278 | 100,965 |
U.S. government securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 18,596 | |
Unrealized Gains | 5 | |
Unrealized Losses | 0 | |
Fair Value | 18,601 | |
U.S. government agency securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 9,949 | 39,634 |
Unrealized Gains | 0 | 5 |
Unrealized Losses | (3) | (42) |
Fair Value | 9,946 | 39,597 |
Non-U.S. government securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 3,964 | |
Unrealized Gains | 0 | |
Unrealized Losses | (18) | |
Fair Value | 3,946 | |
Corporate debt securities | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 3,963 | 21,850 |
Unrealized Gains | 1 | 0 |
Unrealized Losses | 0 | (126) |
Fair Value | 3,964 | 21,724 |
Commercial paper | ||
Debt Securities, Available-for-Sale [Line Items] | ||
Amortized Cost | 73,701 | 35,745 |
Unrealized Gains | 76 | 0 |
Unrealized Losses | (10) | (47) |
Fair Value | $ 73,767 | $ 35,698 |
Available-For-Sale Debt Secur_4
Available-For-Sale Debt Securities - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | ||
Realized losses related to available-for-sale debt securities | $ 100,000 | |
Fair value of available-for-sale debt securities | 106,300,000 | |
Gross unrealized losses | 13,000 | $ 233,000 |
Available-for-sale debt securities in a continuous unrealized loss position for less than 12 months | 40,200,000 | |
Available-for-sale debt securities in a continuous unrealized loss position for more than 12 months | 0 | |
Credit losses | $ 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Liabilities: | ||
Net asset value | $ 1 | |
Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 806,773 | $ 550,536 |
Total assets | 807,259 | 550,624 |
Liabilities: | ||
Total liabilities | 44 | 3,343 |
Fair Value, Recurring | Foreign currency derivative | ||
Assets: | ||
Derivative assets | 486 | 88 |
Liabilities: | ||
Derivative liabilities | 44 | 3,343 |
Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 700,495 | 449,571 |
Total assets | 700,495 | 449,571 |
Liabilities: | ||
Total liabilities | $ 0 | $ 0 |
Percentage of total assets | 87% | 82% |
Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | Foreign currency derivative | ||
Assets: | ||
Derivative assets | $ 0 | $ 0 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 106,278 | 100,965 |
Total assets | 106,764 | 101,053 |
Liabilities: | ||
Total liabilities | $ 44 | $ 3,343 |
Percentage of total assets | 13% | 18% |
Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | Foreign currency derivative | ||
Assets: | ||
Derivative assets | $ 486 | $ 88 |
Liabilities: | ||
Derivative liabilities | 44 | 3,343 |
Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Total liabilities | 0 | 0 |
Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | Foreign currency derivative | ||
Assets: | ||
Derivative assets | 0 | 0 |
Liabilities: | ||
Derivative liabilities | 0 | 0 |
Time deposits | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 225,852 | 176,473 |
Time deposits | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 225,852 | 176,473 |
Time deposits | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Time deposits | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Money market funds | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 474,643 | 273,098 |
Money market funds | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 474,643 | 273,098 |
Money market funds | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Money market funds | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Commercial paper | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 73,767 | 35,698 |
Commercial paper | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Commercial paper | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 73,767 | 35,698 |
Commercial paper | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Corporate debt securities | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 3,964 | 21,724 |
Corporate debt securities | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
Corporate debt securities | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 3,964 | 21,724 |
Corporate debt securities | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
U.S. government and U.S. government agency securities | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 28,547 | 39,597 |
U.S. government and U.S. government agency securities | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 0 | 0 |
U.S. government and U.S. government agency securities | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 28,547 | 39,597 |
U.S. government and U.S. government agency securities | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | $ 0 | 0 |
Non-U.S. government securities | Fair Value, Recurring | ||
Assets: | ||
Total cash equivalents and investments | 3,946 | |
Non-U.S. government securities | Fair Value, Recurring | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Total cash equivalents and investments | 0 | |
Non-U.S. government securities | Fair Value, Recurring | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Total cash equivalents and investments | 3,946 | |
Non-U.S. government securities | Fair Value, Recurring | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Total cash equivalents and investments | $ 0 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property, Plan and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 370,423 | $ 370,612 |
Less: Accumulated depreciation and amortization | (221,157) | (210,038) |
Total property and equipment, net | 149,266 | 160,574 |
Total land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 196,632 | 195,919 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 40,512 | 40,512 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 25 years | |
Total property and equipment | $ 118,134 | 118,134 |
Site improvements | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 15 years | |
Total property and equipment | $ 2,569 | 2,567 |
Building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 35,417 | 34,706 |
Building improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 10 years | |
Building improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 15 years | |
Computer, equipment, and software | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 103,747 | 105,230 |
Computer, equipment, and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 1 year | |
Computer, equipment, and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 16,612 | 16,851 |
Furniture and fixtures | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 3 years | |
Furniture and fixtures | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 53,432 | $ 52,612 |
Leasehold improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 1 year | |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 10 years |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization | $ 17,513 | $ 21,208 | $ 24,942 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 2,337,036 | $ 2,380,752 |
Goodwill from acquisition | 6,754 | 0 |
Foreign currency translation adjustment | 17,853 | (43,716) |
Goodwill, ending balance | $ 2,361,643 | $ 2,337,036 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Increase (decrease) in goodwill | $ 6,800 | ||
Amortization of intangible assets and acquired technology | $ 149,280 | $ 188,825 | $ 245,895 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 3,121,588 | $ 3,113,126 |
Accumulated Amortization | (2,434,414) | (2,285,134) |
Net | $ 687,174 | 827,992 |
Acquired developed and core technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (Years) | 6 years | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 880,758 | 876,949 |
Accumulated Amortization | (871,085) | (859,319) |
Net | 9,673 | 17,630 |
Total other intangible assets | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | 2,240,830 | 2,236,177 |
Accumulated Amortization | (1,563,329) | (1,425,815) |
Net | $ 677,501 | 810,362 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (Years) | 15 years | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 2,159,179 | 2,154,735 |
Accumulated Amortization | (1,489,398) | (1,359,837) |
Net | $ 669,781 | 794,898 |
Trade names and trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (Years) | 7 years | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 81,651 | 81,442 |
Accumulated Amortization | (73,931) | (65,978) |
Net | $ 7,720 | $ 15,464 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets, Allocation of Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Total amortization of intangible assets | $ 149,280 | $ 188,825 | $ 245,895 |
Cost of revenues | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total amortization of intangible assets | 11,766 | 35,354 | 73,461 |
Operating expenses | |||
Finite-Lived Intangible Assets [Line Items] | |||
Total amortization of intangible assets | $ 137,514 | $ 153,471 | $ 172,434 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
2024 | $ 126,077 | |
2025 | 102,031 | |
2026 | 88,288 | |
2027 | 76,059 | |
2028 | 66,019 | |
Thereafter | 228,700 | |
Net | 687,174 | $ 827,992 |
Customer Relationships Intangible Asset | ||
Finite-Lived Intangible Assets [Line Items] | ||
2024 | 114,416 | |
2025 | 99,899 | |
2026 | 86,856 | |
2027 | 75,369 | |
2028 | 65,484 | |
Thereafter | 227,757 | |
Net | 669,781 | |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
2024 | 11,661 | |
2025 | 2,132 | |
2026 | 1,432 | |
2027 | 690 | |
2028 | 535 | |
Thereafter | 943 | |
Net | $ 17,393 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued taxes | $ 25,902 | $ 22,741 |
Derivative liabilities | 44 | 3,343 |
Other | 35,248 | 32,760 |
Accrued liabilities | $ 61,194 | $ 58,844 |
Borrowings - Schedule of Debt (
Borrowings - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Dollar term loan | $ 1,842,188 | |
Less: Discount on term loan | (6,441) | $ (7,529) |
Less: Debt issuance costs | (11,037) | (12,899) |
Total debt, net of discount and debt issuance costs | 1,824,710 | 1,840,510 |
Less: Current portion of long-term debt | (18,750) | (18,750) |
Long-term debt, net | 1,805,960 | 1,821,760 |
Dollar term loan | Medium-term Notes | ||
Debt Instrument [Line Items] | ||
Dollar term loan | $ 1,842,188 | $ 1,860,938 |
Borrowings - Narrative (Details
Borrowings - Narrative (Details) - USD ($) | 12 Months Ended | ||
Jul. 01, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | |||
Long-term debt | $ 1,824,710,000 | $ 1,840,510,000 | |
SOFR | Minimum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.11448% | ||
SOFR | Maximum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.71513% | ||
Fed Funds Effective Rate Overnight Index Swap Rate | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.50% | ||
Medium-term Notes | |||
Debt Instrument [Line Items] | |||
Long-term debt, fair value | $ 1,848,300,000 | 1,830,200,000 | |
Debt instrument, quarterly installment, percentage of original principal amount | 0.25% | ||
Debt instrument, original issue discount percentage | 0.00125% | ||
Medium-term Notes | SOFR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1% | ||
Medium-term Notes | SOFR | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0% | ||
Medium-term Notes | Base Rate | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.75% | ||
Medium-term Notes | Base Rate | Minimum | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1% | ||
Line of Credit | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 250,000,000 | ||
Long-term debt | 0 | 0 | |
Debt instrument, covenant, maximum net leverage ratio, aggregate principal amount of letter of credit obligations (more than) | $ 15,000,000 | ||
Debt instrument, covenant, maximum net leverage ratio, percent of principal in excess of revolving loan commitments | 35% | ||
Debt instrument, covenant, maximum net leverage | 6.25 | ||
Debt instrument, debt default, principal, additional interest rate | 2% | ||
Line of Credit | Letter of Credit | |||
Debt Instrument [Line Items] | |||
Long-term debt | $ 1,600,000 | $ 1,700,000 | |
Line of credit facility, maximum borrowing capacity | 30,000,000 | ||
Line of Credit | Bridge Loan | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 15,000,000 | ||
Line of Credit | Minimum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.25% | ||
Line of Credit | Maximum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, unused capacity, commitment fee percentage | 0.35% | ||
Line of Credit | SOFR | Minimum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.0002% | ||
Line of Credit | SOFR | Maximum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.00025% | ||
Line of Credit | Base Rate | Minimum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.0001% | ||
Line of Credit | Base Rate | Maximum | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 0.00015% | ||
Dollar Term Loan | Medium-term Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 1,900,000,000 | ||
Dollar Term Loan | Medium-term Notes | SOFR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2.75% |
Borrowings - Contractual Obliga
Borrowings - Contractual Obligation, Fiscal Year Maturity (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2024 | $ 18,750 |
2025 | 18,750 |
2026 | 18,750 |
2027 | 18,750 |
2028 | 1,767,188 |
Total | $ 1,842,188 |
Disaggregation of Revenue and_3
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract - Disaggregation of Revenue by Type (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 1,595,160 | $ 1,505,118 | $ 1,444,055 |
Software revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 1,006,791 | 867,560 | 776,941 |
Subscription | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 1,003,484 | 857,163 | 747,672 |
Cloud subscription | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 499,922 | 359,380 | 260,527 |
Self-managed subscription license | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 298,048 | 294,671 | 314,671 |
Self-managed subscription support and other | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 205,514 | 203,112 | 172,474 |
Perpetual license | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 3,307 | 10,397 | 29,269 |
Maintenance and professional services | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 588,369 | 637,558 | 667,114 |
Maintenance | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 495,968 | 519,996 | 558,470 |
Professional services | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 92,401 | $ 117,562 | $ 108,644 |
Disaggregation of Revenue and_4
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract - Revenue by Geographic Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 1,595,160 | $ 1,505,118 | $ 1,444,055 |
North America | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 1,082,022 | 1,032,978 | 961,860 |
EMEA | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 354,610 | 314,978 | 325,583 |
Asia Pacific | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 123,751 | 124,156 | 122,770 |
Latin America | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 34,777 | $ 33,006 | $ 33,842 |
Disaggregation of Revenue and_5
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 1,595,160 | $ 1,505,118 | $ 1,444,055 |
Capitalized contract cost, net, current | $ 237,991 | 217,804 | 177,460 |
Capitalized contract costs, expected expense recognition over next twelve months (as a percent) | 33% | ||
United States | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 1,014,800 | 979,100 | 907,800 |
Rest of the World | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 580,400 | $ 526,000 | $ 536,300 |
Disaggregation of Revenue and_6
Disaggregation of Revenue and Capitalized Costs to Obtain a Contract - Capitalized Contract Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Capitalized Contract Costs [Roll Forward] | ||
Beginning balance | $ 217,804 | $ 177,460 |
Additions, net | 93,135 | 103,298 |
Commissions amortized | (74,634) | (60,235) |
Revaluation | 1,686 | (2,719) |
Ending balance | $ 237,991 | $ 217,804 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Lessee, Lease, Description [Line Items] | |||
Operating lease, expense | $ 20.2 | $ 19.9 | $ 21.3 |
Operating lease, payments | 20.1 | 21.6 | |
Right-of-use asset obtained in exchange for operating lease liability | $ 5.4 | 13.9 | |
Operating lease, weighted average remaining lease term | 6 years 3 months 7 days | ||
Operating lease, weighted average discount rate, percent | 5.01% | ||
Operating lease, lease income | $ 4.5 | $ 4.5 | $ 4.5 |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other income, net | Other income, net | Other income, net |
Maximum | |||
Lessee, Lease, Description [Line Items] | |||
Lessee, operating lease, remaining lease term | 11 years | ||
Lessee, operating lease, extension period | 8 years |
Leases - Lessee, Operating Leas
Leases - Lessee, Operating Lease, Liability, Maturity (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Leases [Abstract] | |
2024 | $ 19,371 |
2025 | 13,791 |
2026 | 9,747 |
2027 | 7,154 |
2028 | 5,356 |
Thereafter | 16,447 |
Total operating lease payments | 71,866 |
Less: imputed interest | (9,452) |
Present value of operating lease liabilities | $ 62,414 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Nov. 01, 2023 USD ($) employee | Jan. 10, 2023 employee | Dec. 31, 2023 USD ($) | |
Restructuring and Related Activities [Abstract] | |||
Restructuring and related cost, number of positions eliminated | employee | 500 | 450 | |
Restructuring and related cost, number of positions eliminated, period percent | 10% | 7% | |
Restructuring expenses, including expenses related to the right-of-use asset impairment charge for office closure | $ 31,600 | $ 28,200 | |
Impairment of right-of-use assets | $ 400 | 1,100 | |
Payments for restructuring | $ 15,200 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Reserve by Type of Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Total charges | $ 59,755 | $ 0 | $ 0 |
Cash payments | (15,200) | ||
Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring reserve, beginning balance | 0 | ||
Total charges | 54,713 | ||
Cash payments | (41,205) | ||
Restructuring reserve, ending balance | $ 13,508 | $ 0 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) $ in Millions | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) derivative_instrument |
Derivative [Line Items] | ||
Foreign currency cash flow hedge gain (loss) to be reclassified during next 12 months | $ 0.2 | |
Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Derivative, notional amount | 109.6 | $ 100.3 |
Interest Rate Swaps | ||
Derivative [Line Items] | ||
Derivative, number of instruments held | derivative_instrument | 2 | |
Foreign currency derivative | Long | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 12.2 | $ 10.4 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Schedule of Derivative Instruments in Statement of Financial Position, Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Fair Value Derivative Assets | $ 486 | $ 88 |
Accrued Liabilities and Other Liabilities | ||
Derivative [Line Items] | ||
Fair Value Derivative Liabilities | 44 | 3,343 |
Designated hedging instruments | Foreign currency forward contracts | Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Fair Value Derivative Assets | 340 | 88 |
Designated hedging instruments | Foreign currency forward contracts | Accrued Liabilities and Other Liabilities | ||
Derivative [Line Items] | ||
Fair Value Derivative Liabilities | 44 | 2,827 |
Non-designated hedging instruments | Foreign currency forward contracts | Prepaid Expenses and Other Current Assets | ||
Derivative [Line Items] | ||
Fair Value Derivative Assets | 146 | 0 |
Non-designated hedging instruments | Foreign currency forward contracts | Accrued Liabilities and Other Liabilities | ||
Derivative [Line Items] | ||
Fair Value Derivative Liabilities | $ 0 | $ 516 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cost of revenues | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in other income (expense), net | $ (208) | $ (316) | $ 629 |
Operating expenses | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in other income (expense), net | (866) | (1,105) | 2,678 |
Foreign currency forward contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain recognized in other comprehensive income (loss) | 1,962 | (5,513) | 2,482 |
Interest Rate Swaps | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain recognized in other comprehensive income (loss) | 0 | 10,005 | 2,456 |
Designated hedging instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain recognized in other comprehensive income (loss) | 1,962 | 4,492 | 4,938 |
Designated hedging instruments | Foreign currency forward contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | (1,074) | (1,421) | 3,307 |
Designated hedging instruments | Interest Rate Swaps | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other comprehensive income (loss), cash flow hedge, gain (loss), reclassification, before tax | $ 0 | $ 4,558 | $ (21,323) |
Derivative Financial Instrume_6
Derivative Financial Instruments - Derivative Instruments, Gain (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Non-designated hedging instruments | Other Income (Expense), Net | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
(Loss) Gain recognized in other income (expense), net | $ (34) | $ 5,493 | $ (183) |
Stockholders Equity - Narrative
Stockholders Equity - Narrative (Details) $ / shares in Units, $ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Oct. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2023 CAD ($) shares | |
Class of Stock [Line Items] | |||||
Preferred stock, shares issued (in shares) | 0 | 0 | 0 | ||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | ||
Total stock-based compensation | $ | $ 218,099 | $ 135,862 | $ 45,017 | ||
Fair value of options vested | $ | $ 22,900 | $ 32,300 | |||
Number of options vested and exercisable (in shares) | 13,100,000 | 13,100,000 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 17 | ||||
Options vested and exercisable, aggregate intrinsic value | $ | $ 149,000 | ||||
Options vested and exercisable, weighted average remaining contractual term | 5 years 5 months 12 days | 5 years 11 months 8 days | |||
Number of unvested options (in shares) | 3,900,000 | 8,200,000 | 3,900,000 | ||
Nonvested options, weighted average exercise price (in dollars per share) | $ / shares | $ 10.05 | $ 8.47 | |||
Stock repurchased during period, value | $ | $ 9,318 | ||||
Class A Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares, issued (in shares) | 2,000,000,000 | 250,874,000 | 239,749,000 | 250,874,000 | |
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Class B-1 Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares, issued (in shares) | 200,000,000 | 44,050,000 | 44,050,000 | 44,050,000 | |
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Class B-2 Common Stock | |||||
Class of Stock [Line Items] | |||||
Common stock, shares, issued (in shares) | 200,000,000 | 44,050,000 | 44,050,000 | 44,050,000 | |
Common stock, par value per share (in dollars per share) | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||
Common stock, nominal annual dividend | $ | $ 15 | ||||
Preferred Stock | |||||
Class of Stock [Line Items] | |||||
Preferred stock, shares issued (in shares) | 200,000,000 | ||||
Preferred stock, par or stated value per share (in dollars per share) | $ / shares | $ 0.01 | ||||
2015 Stock Plan | |||||
Class of Stock [Line Items] | |||||
Share-based compensation arrangement by share-based payment award, expiration period | 10 years | ||||
Stock repurchased during period, shares (in shares) | 0 | 0 | 400,000 | ||
Stock repurchased during period, value | $ | $ 9,300 | ||||
2021 Stock Plan | |||||
Class of Stock [Line Items] | |||||
Common stock, capital shares reserved for future issuance (in shares) | 61,000,000 | 61,000,000 | |||
Common stock, capital shares reserved for future issuance, maximum shares that may be added due to provision from previous plans (in shares) | 26,288,211 | ||||
MOIC Options | |||||
Class of Stock [Line Items] | |||||
Total stock-based compensation | $ | $ 15,700 | ||||
Service Based | |||||
Class of Stock [Line Items] | |||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 7,700 | ||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 3 years 14 days | ||||
RSUs | Minimum | |||||
Class of Stock [Line Items] | |||||
Award vesting period | 2 years | ||||
RSUs | Maximum | |||||
Class of Stock [Line Items] | |||||
Award vesting period | 4 years | ||||
PSUs | |||||
Class of Stock [Line Items] | |||||
Award vesting period | 3 years | ||||
Restricted Stock Units And Performance Stock Units | |||||
Class of Stock [Line Items] | |||||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 374,700 | ||||
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition | 1 year 11 months 15 days | ||||
ESPP | |||||
Class of Stock [Line Items] | |||||
Common stock, capital shares reserved for future issuance (in shares) | 11,100,000 | 11,100,000 | |||
Share-based payment arrangement, nonvested award, cost not yet recognized, amount | $ | $ 2,300 | ||||
Share-based compensation arrangement by share-based payment award, consecutive offering period | 12 months | ||||
Share-based compensation arrangement by share-based payment award, percentage of market price, purchase date | 85% |
Stockholders Equity - Share-bas
Stockholders Equity - Share-based Payment Arrangement, Option, Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Options | |||
Beginning balance (in shares) | 22,820 | 25,884 | |
Exercised (in shares) | (4,178) | (1,665) | |
Forfeited or expired (in shares) | (1,638) | (1,399) | |
Ending balance (in shares) | 17,004 | 22,820 | 25,884 |
Weighted-Average Exercise Price | |||
Beginning balance (in dollars per share) | $ 16.83 | $ 16.53 | |
Exercised (in dollars per share) | 13.59 | 12.19 | |
Forfeited or expired (in dollars per share) | 20.51 | 17.01 | |
Ending balance (in dollars per share) | $ 17.27 | $ 16.83 | $ 16.53 |
Weighted- Average Remaining Contractual Term (in years) | 5 years 7 months 2 days | 6 years 4 months 2 days | 7 years 4 months 9 days |
Aggregate Intrinsic Value | |||
Outstanding | $ 189,134 | $ 51,157 | $ 529,265 |
Exercised | $ 38,013 | $ 12,718 | |
Service Based | |||
Number of Options | |||
Beginning balance (in shares) | 15,504 | 17,768 | |
Exercised (in shares) | (3,138) | (1,329) | |
Forfeited or expired (in shares) | (1,088) | (935) | |
Ending balance (in shares) | 11,278 | 15,504 | 17,768 |
Performance Based | |||
Number of Options | |||
Beginning balance (in shares) | 7,316 | 8,116 | |
Exercised (in shares) | (1,040) | (336) | |
Forfeited or expired (in shares) | (550) | (464) | |
Ending balance (in shares) | 5,726 | 7,316 | 8,116 |
Stockholders Equity - Share-b_2
Stockholders Equity - Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Number of Shares | ||
Unvested and outstanding, beginning balance (in shares) | 17,346 | 7,570 |
Granted (in shares) | 13,710 | 12,795 |
Vested (in shares) | (7,251) | (1,998) |
Forfeited (in shares) | (2,742) | (1,021) |
Unvested and outstanding, ending balance (in shares) | 21,063 | 17,346 |
Weighted-Average Grant Date Fair Value | ||
Unvested and outstanding, beginning balance (in dollars per share) | $ 22.95 | $ 33.02 |
Granted (in dollars per share) | 19.03 | 18.89 |
Vested (in dollars per share) | 21.79 | 31.43 |
Forfeited (in dollars per share) | 22.70 | 30.02 |
Unvested and outstanding, ending balance (in dollars per share) | $ 20.81 | $ 22.95 |
Stockholders Equity - Summary o
Stockholders Equity - Summary of Valuation Assumptions (Details) - ESPP - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility, minimum | 36.20% | 34.80% |
Expected volatility, maximum | 48.50% | 45.20% |
Risk-free interest rate, minimum | 5.10% | 0.60% |
Risk-free interest rate, maximum | 5.50% | 3.50% |
Expected dividend rate | 0% | 0% |
Fair value of common stock (in dollars per share) | $ 21.55 | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 6 months | 6 months |
Fair value of common stock (in dollars per share) | $ 17.06 | $ 20.05 |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (in years) | 1 year | 1 year |
Fair value of common stock (in dollars per share) | $ 21.14 |
Stockholders Equity - Share-b_3
Stockholders Equity - Share-based Payment Arrangement, Expensed and Capitalized, Amount (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | |||
Total stock-based compensation | $ 218,099 | $ 135,862 | $ 45,017 |
Cost of revenues | |||
Class of Stock [Line Items] | |||
Total stock-based compensation | 33,803 | 20,763 | 5,528 |
Research and development | |||
Class of Stock [Line Items] | |||
Total stock-based compensation | 63,018 | 40,045 | 11,114 |
Sales and marketing | |||
Class of Stock [Line Items] | |||
Total stock-based compensation | 61,494 | 39,175 | 12,889 |
General and administrative | |||
Class of Stock [Line Items] | |||
Total stock-based compensation | $ 59,784 | $ 35,879 | $ 15,486 |
Employee 401(K) Plan (Details)
Employee 401(K) Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, maximum annual contributions per employee, percent | 50% | ||
Defined contribution plan, employer matching contribution, percent of match | 50% | ||
Defined contribution plan, employer matching contribution, annual match amount | $ 6,000 | ||
Defined contribution plan, employers matching contribution, annual vesting percentage | 100% | ||
Defined contribution plan, employers matching contribution, vesting period for employees hired after January 1, 2017 | 4 years | ||
Defined contribution plan, cost | $ 9,300,000 | $ 10,500,000 | $ 9,600,000 |
Defined contribution plan, employer discretionary contribution amount | $ 0 | $ 0 | $ 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 2,054,361 | $ 1,983,676 | $ 1,166,587 |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 24,384 | (62,459) | (39,703) |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | 917 | (2,363) | 13,559 |
Total other comprehensive (loss) income, net of tax effect | 25,301 | (64,822) | (26,144) |
Ending Balance | 2,212,598 | 2,054,361 | 1,983,676 |
Total | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (47,671) | 17,151 | 43,295 |
Other comprehensive income (loss): | |||
Total other comprehensive (loss) income, net of tax effect | 25,301 | (64,822) | (26,144) |
Ending Balance | (22,370) | (47,671) | 17,151 |
Accumulated Foreign Currency Adjustment Attributable to Parent | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (45,435) | 20,232 | 63,711 |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 22,790 | (65,667) | (43,479) |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | 0 | 0 | 0 |
Total other comprehensive (loss) income, net of tax effect | 22,790 | (65,667) | (43,479) |
Ending Balance | (22,645) | (45,435) | 20,232 |
Other comprehensive (loss) income, tax | (55) | 548 | (165) |
Reclassification from AOCI, tax | 0 | 0 | 0 |
Accumulated Foreign Currency Adjustment Attributable to Parent | Cash Flow Hedging | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (2,065) | 1,018 | 1,643 |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 1,479 | (4,154) | 1,864 |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | 809 | 1,071 | (2,489) |
Total other comprehensive (loss) income, net of tax effect | 2,288 | (3,083) | (625) |
Ending Balance | 223 | (2,065) | 1,018 |
Other comprehensive (loss) income, tax | (483) | 1,359 | (618) |
Reclassification from AOCI, tax | 265 | 350 | (818) |
Accumulated Foreign Currency Adjustment Attributable to Parent | Cash Flow Hedging | Cost of revenues | |||
Other comprehensive income (loss): | |||
Reclassification from AOCI, current period, before tax, attributable to parent | (208) | (316) | 629 |
Accumulated Foreign Currency Adjustment Attributable to Parent | Cash Flow Hedging | Research and development | |||
Other comprehensive income (loss): | |||
Reclassification from AOCI, current period, before tax, attributable to parent | (866) | (1,105) | 2,678 |
Net Unrealized (Loss) Gain on Available-for-sale Debt Securities | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (171) | 0 | |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 115 | (171) | |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | 108 | 0 | |
Total other comprehensive (loss) income, net of tax effect | 223 | (171) | |
Ending Balance | 52 | (171) | 0 |
Other comprehensive (loss) income, tax | (37) | 56 | |
Reclassification from AOCI, tax | 36 | 0 | |
Total Cash Flow Hedges | Cash Flow Hedging | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (2,065) | (3,081) | (20,416) |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 1,479 | 3,379 | 3,776 |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | 809 | (2,363) | 13,559 |
Total other comprehensive (loss) income, net of tax effect | 2,288 | 1,016 | 17,335 |
Ending Balance | 223 | (2,065) | (3,081) |
Total Cash Flow Hedges | Cash Flow Hedging | Interest Rate Swaps | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 0 | (4,099) | (22,059) |
Other comprehensive income (loss): | |||
Other comprehensive (loss) income before reclassifications, net of tax (expense) of $(55), $(37) and $(483) | 7,533 | 1,912 | |
Net loss reclassified from accumulated other comprehensive (loss) income, net of tax benefit of $—, $36 and $265 | (3,434) | 16,048 | |
Total other comprehensive (loss) income, net of tax effect | 4,099 | 17,960 | |
Ending Balance | 0 | (4,099) | |
Other comprehensive (loss) income, tax | (2,472) | (544) | |
Reclassification from AOCI, tax | (1,124) | 5,275 | |
Reclassification from AOCI, current period, before tax, attributable to parent | $ 4,558 | $ (21,323) |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current tax provision: | |||
U.S. federal | $ 14,160 | $ 73,974 | $ 12,419 |
U.S. state | 8,839 | 15,175 | 9,748 |
Non-U.S. | 24,878 | 16,394 | 23,564 |
Total current tax provision | 47,877 | 105,543 | 45,731 |
Deferred tax expense (benefit): | |||
U.S. federal | 6,046 | (68,194) | (8,699) |
U.S. state | (1,846) | (15,589) | (7,429) |
Non-U.S. | (3,966) | (2,282) | (5,564) |
Total deferred tax expense (benefit) | 234 | (86,065) | (21,692) |
Total provision for income taxes | $ 48,111 | $ 19,478 | $ 24,039 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (183,324) | $ (49,957) | $ (120,874) |
Non-U.S. | 106,152 | 15,760 | 44,984 |
Loss before income taxes | $ (77,172) | $ (34,197) | $ (75,890) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit computed at statutory tax rate | $ (16,206) | $ (7,177) | $ (15,912) |
State taxes, net of federal benefit | (2,124) | 327 | 750 |
Foreign earnings taxed at different rates | (2,554) | 4,115 | 2,950 |
Stock-based compensation | 17,788 | 9,504 | 1,729 |
Return to provision true-up | (12,768) | 1,794 | 114 |
Research and development tax credits | (8,076) | (3,574) | (3,067) |
Deferred distribution taxes | 3,276 | 906 | 2,209 |
Foreign Inclusions | (2,075) | 15,691 | 3,144 |
Withholding taxes | 4,272 | 4,354 | 5,729 |
IRS audit settlement | 0 | 0 | (4,990) |
Valuation allowance | 65,749 | (6,214) | 30,768 |
Other | 829 | (248) | 615 |
Total provision for income taxes | $ 48,111 | $ 19,478 | $ 24,039 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||||
Effective income tax rate reconciliation, percent | (62.00%) | (57.00%) | (32.00%) | |
Deferred tax liabilities, deferred distribution tax | $ 13,700 | $ 10,423 | ||
Unrecognized tax benefits that would impact the income tax provision | 30,700 | 25,500 | $ 23,200 | |
Accrued interest and penalties | 6,900 | 5,200 | 3,700 | |
Gross unrecognized tax benefit | 56,130 | $ 51,880 | $ 43,044 | $ 65,843 |
Decrease in unrecognized tax benefit is reasonably possible | 10,000 | |||
Subsidiaries | Rest of the World | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 218,000 | |||
Research Tax Credit Carryforward | ||||
Operating Loss Carryforwards [Line Items] | ||||
Tax credit carryforward, amount | 56,300 | |||
Domestic Tax Authority | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 12,100 | |||
Tax credit carryforward, amount | 1,900 | |||
State and Local Jurisdiction | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | $ 3,200 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||||
Net operating loss carry forwards | $ 44,231 | $ 17,118 | ||
Tax credit carry forwards | 32,497 | 28,790 | ||
Reserves and accrued costs not currently deductible | 18,128 | 14,465 | ||
Deferred revenue | 92,738 | 92,789 | ||
Unrealized gains or losses | 3,011 | 4,091 | ||
Disallowed interest expense | 69,431 | 64,754 | ||
Stock-based compensation | 16,598 | 15,796 | ||
Lease liability | 11,586 | 10,446 | ||
R&D capitalization | 95,452 | 57,751 | ||
Depreciable assets | 2,513 | 1,262 | ||
Other | 2,666 | 195 | ||
Gross deferred tax assets | 388,851 | 307,457 | ||
Valuation allowance | (221,880) | (124,794) | $ (128,108) | $ (83,851) |
Net deferred tax assets | 166,971 | 182,663 | ||
Deferred tax liabilities: | ||||
Deferred distribution tax | (13,700) | (10,423) | ||
Intangible assets | (107,023) | (129,426) | ||
Deferred commissions | (41,935) | (39,784) | ||
Right of use assets | (11,501) | (8,558) | ||
Total deferred tax liabilities | (174,159) | (188,191) | ||
Net deferred tax liabilities | $ (7,188) | $ (5,528) |
Income Taxes - Schedule of Valu
Income Taxes - Schedule of Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Deferred Tax Assets, Valuation Allowance [Roll Forward] | |||
Balance at Beginning of Period | $ (124,794) | $ (128,108) | $ (83,851) |
(Charged) Credited to Expenses / Other | (97,086) | 3,314 | (44,257) |
Balance at Ending of Period | $ (221,880) | $ (124,794) | $ (128,108) |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 51,880 | $ 43,044 | $ 65,843 |
Additions for tax positions of prior years | 8,143 | 7,187 | 237 |
Reductions for tax positions of prior years | (376) | (1,569) | (2,087) |
Additions based on tax positions related to the current year | 6,824 | 3,813 | 4,432 |
Reductions due to lapse of statute of limitations | (10,341) | (595) | (480) |
Reductions due to settlements | 0 | 0 | (24,901) |
Ending balance | $ 56,130 | $ 51,880 | $ 43,044 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Net Loss Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Earnings Per Share [Abstract] | ||||
Net loss | $ (125,283) | $ (53,675) | $ (99,929) | |
Weighted average shares in computing net loss per share | ||||
Basic (in shares) | [1] | 288,581 | 281,129 | 250,418 |
Diluted (in shares) | [1] | 288,581 | 281,129 | 250,418 |
Net loss per share attributable to Class A and B-1 common stockholders | ||||
Basic (in dollars per share) | [1] | $ (0.43) | $ (0.19) | $ (0.40) |
Diluted (in dollars per share) | [1] | $ (0.43) | $ (0.19) | $ (0.40) |
[1] Amounts for periods prior to the completion of our restructuring transactions on September 30, 2021 have been retrospectively adjusted to give effect to the restructuring transactions described in Note 1 Organization and Description of Business in the Notes to our Consolidated Financial Statements. |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Dilutive Securities (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options outstanding (in shares) | 3,373 | 4,138 | 5,009 |
RSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options outstanding (in shares) | 2,567 | 247 | 0 |
PSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options outstanding (in shares) | 619 | 76 | 0 |
ESPP | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Stock options outstanding (in shares) | 140 | 90 | 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Purchase obligation | $ 148.2 |
Purchase obligation, to be paid, year one | 83.3 |
Purchase obligation, to be paid, year two and three | $ 64.9 |