Gitlab Inc
For the period ended Jul 31, 2024. Filed Sep 4, 2024.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jul 31, 2024 · Filed Sep 4, 2024
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-04-30; filed 2024-06-04.
0001628280-24-026458
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2024-07-31; filed 2024-09-04.
0001628280-24-039196
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 130 previous paragraphs and 137 current paragraphs.
91 unchanged; 33 reworded; 12 added; 5 removed; 1 previous and 1 current paragraphs rearranged.
Tables are not compared: 16 previous and 16 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (12)
Current report
Provision for (Benefit from) Income Taxes
Current report
Sales and marketing expenses increased by $5.7 million, to $97.8 millionfor the three months ended July 31, 2024 from $92.1 millionfor the three months ended July 31, 2023, primarily due to an increase of $4.4 million in personnel-related expenses, driven by an increase in our average sales and marketing headcount. The remaining change was mainly due to an increase of $1.1 million in hosting costsin thethree months ended July 31, 2024.
Current report
Sales and marketing expenses increased by $11.5 million, to $190.2 million forthesix months ended July 31, 2024 from $178.7 millionfor thesix months ended July 31, 2023, primarily due to an increase of $12.0 million in personnel-related expenses, including an increase of $2.2 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense”below), partially offset by expense attributed to our variable interest entity, JiHu.
Current report
Research and development expenses increased by$16.0 million, to $115.4 million forthesix months ended July 31, 2024 from $99.4 millionfor thesix months ended July 31, 2023, primarily due to an increase of $16.0 million in personnel-related expenses, driven by an increase in our average research and development headcount and an increase of $4.3 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense” below). The remaining change was mainly due to $1.2 million in hosting costs for internal usage, partially offset by a decrease of $1.7 million in restructuring costs.
Current report
Research and development expenses attributed to our variable interest entity, JiHu, were$0.6 millionand$0.7 million for the three months ended July 31, 2024 and 2023, respectively, and $0.4 million and $2.7 million for thesix months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Current report
General and administrative expenses increased by $5.3 million, to $43.2 million for the three months ended July 31, 2024 from $37.8 million for the three months ended July 31, 2023, primarily driven by an increase of $3.8 million attributable to the fair value remeasurement of acquisition related contingent consideration. The remaining change was primarily due to an increase of $0.6 million in personnel-related expenses, mainly attributable to an increase in our average general and administrative headcount, an increase of $0.5 million in software and consulting expenses, and an increase of $0.3 million in charitable donation of common stock.
Current report
General and administrative expenses attributed to our variable interest entity, JiHu, was $0.9 million and $1.4 million for the three months ended July 31, 2024 and 2023, respectively, and$1.7 million and immaterial for thesix months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to ourcondensed consolidated financial statements for additional details.
Current report
Stock-based compensation expense increased by $12.5 million, to $91.2 million for thesix months ended July 31, 2024 from $78.7 million for thesix months ended July 31, 2023, primarily due to an increase of $23.6 million of expense from RSUs, offset by a decrease of $6.4 million for grant modifications, and a decrease of $5.1 million related to our ESPP.
Current report
Provision for (Benefit from) Income Taxes
Current report
Our effective tax rate increased by approximately 44.2% for the six months ended July 31, 2024 as compared tothesix months ended July 31, 2023, representing an increased tax benefit. The increase in tax benefit was primarily due to the tax effects of the BAPA negotiations between the United States and Dutch taxing authorities, and the Company's foreign and domestic operations.
Current report
Recently Issued Accounting Pronouncements
Current report
Aside from the new accounting pronouncements already discussed in our Annual Report on Form 10-K for the fiscal year ended January 31, 2024, there were no additional pronouncements issued or effective during the period that would materially affect our condensed consolidated financial statements.
Removed paragraphs (5)
Previous report
Provision for Income Taxes
Previous report
Sales and marketing expenses increased by $5.9 million, to $92.4 millionfor the three months ended April 30, 2024 from $86.5 millionfor the three months ended April 30, 2023, primarily due to an increase of $7.6 million in personnel-related expenses, driven by an increase of $3.6 million in stock-based compensation expenses (as discussed in the section titled“Stock-Based Compensation Expense”below). The remaining change was mainly due to an increase of $1.6 million in marketing spend, an increase of $1.6 million in hosting expenses, and an increase of $0.9 million in software and consulting expenses, partially offset by a decrease of $3.5 million from expenses related to an in-person sales kick-off event in thethree months ended April 30, 2023 and a decrease of $2.8 million in restructuring costs.
Previous report
Research and development expenses attributed to our variable interest entity, JiHu, were$0.2 million gain and$2.0 million for the three months ended April 30, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Previous report
General and administrative expenses attributed to our variable interest entity, JiHu, were $0.8 million and a $1.4 million gain for the three months ended April 30, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to ourcondensed consolidated financial statements for additional details.
Previous report
Provision for Income Taxes
Reworded paragraphs (33)
Previous wording
GitLab is available to any team, regardless of the size, scope, and complexity of their deployment. As a result, we have more than 30 million registered users, and more than 50% of the Fortune 100 companies are GitLab customers. For purposes of determining the number of our active customers, we look at our customers with more than $5,000 of Annual Recurring Revenue, or ARR, in a given period, who we refer to as our Base Customers. For purposes of determining our Base Customers, a single organization with separate subsidiaries, segments, or divisions that use The DevSecOps Platform is considered a single customer.
Current wording
GitLab is available to any team, regardless of the size, scope, and complexity of their deployment. As a result, we have more than 40 million registered users, and more than 50% of the Fortune 100 companies are GitLab customers. For purposes of determining the number of our active customers, we look at our customers with more than $5,000 of Annual Recurring Revenue, or ARR, in a given period, who we refer to as our Base Customers. For purposes of determining our Base Customers, a single organization with separate subsidiaries, segments, or divisions that use The DevSecOps Platform is considered a single customer.
Previous wording
We believe we have built a highly differentiated platform that gives us an advantage over our competitors by empowering business, development, security, operations, and IT teams to collaborate in a single application across the entire DevSecOps lifecycle. Our technology leadership is an outcome of various factors, including our strong community, network of contributors, and continued enhancement of The DevSecOps Platform by developing new features and expanding the functionality of existing features with speed and consistency. We have had a history of releasing enhancements to The DevSecOps Platform every month and, as of April 30, 2024, had done so for the last 151 months. We intend to continue releasing new software at a monthly cadence.
Current wording
We believe we have built a highly differentiated platform that gives us an advantage over our competitors by empowering business, development, security, operations, and IT teams to collaborate in a single application across the entire DevSecOps lifecycle. Our technology leadership is an outcome of various factors, including our strong community, network of contributors, and continued enhancement of The DevSecOps Platform by developing new features and expanding the functionality of existing features with speed and consistency. We have had a history of releasing enhancements to The DevSecOps Platform every month and, as of July 31, 2024, had done so for the last 154 months. We intend to continue releasing new software on a monthly cadence.
Previous wording
Our future growth depends in large part on our ability to acquire new customers. This, in turn, relies on our ability to reach teams and organizations through our marketing and sales efforts. To this end, we are making investments in our sales and marketing efforts to expand our reach and differentiate The DevSecOps Platform from competitive products and services. We believe that eventually the vast majority of organizations will switch to a DevSecOps platform and embrace a single application approach, creating a substantial opportunity to continue to grow our customer base. As a result, our Base Customers increased to 8,976 as of April 30, 2024 from 7,406 as of April 30, 2023, an increase of 21%, our $100,000
Current wording
Our future growth depends in large part on our ability to acquire new customers. This, in turn, relies on our ability to reach teams and organizations through our marketing and sales efforts. To this end, we are making investments in our sales and marketing efforts to expand our reach and differentiate The DevSecOps Platform from competitive products and services. We believe that eventually the vast majority of organizations will switch to a DevSecOps platform and embrace a single application approach, creating a substantial opportunity to continue to grow our customer base. As a result, our Base Customers increased to 9,314 as of July 31, 2024 from 7,815 as of July 31, 2023, an increase of 19%, our $100,000 ARR customers increased to 1,076 as of July 31, 2024 from 810 as of July 31, 2023, an increase of 33%. See the section entitled “—Key Business Metrics—Dollar-Based Net Retention Rate and ARR” below for information about how we define ARR.
Previous wording
Our operating results and growth prospects will depend in part on our ability to attract new customers. While we believe we have a significant market opportunity that The DevSecOps Platform addresses, we will need to continue to invest in sales and marketing, research and development, and customer support to further grow our customer base, both in the United States and internationally. We believe that our estimated 30 million registered users, which includes users of our free tier offering, provides a base of potential new customers. We intend to continue to add headcount to our global sales and marketing team to acquire new customers and to increase sales to existing customers.
Current wording
Our operating results and growth prospects will depend in part on our ability to attract new customers. While we believe we have a significant market opportunity that The DevSecOps Platform addresses, we will need to continue to invest in sales and marketing, research and development, and customer support to further grow our customer base, both in the United States and internationally. We believe that we have more than 40 million registered users, which includes users of our free tier offering, provides a base of potential new customers. We intend to continue to add headcount to our global sales and marketing team to acquire new customers and to increase sales to existing customers.
Previous wording
We employ a “land and expand” business strategy that focuses on efficiently acquiring new customers and growing our relationships with existing customers over time. We believe that as our customers realize the benefits of a single application approach, they will increase the use of The DevSecOps Platform, enhancing our ability to expand revenue generation within our existing customers over time. As a result of our approach, as of April 30, 2024 and 2023, our Dollar-Based Net Retention Rate was 129% and above 130%, respectively. See the section entitled “—Key Business Metrics—Dollar-Based Net Retention Rate and ARR” below for information about how we define Dollar-Based Net Retention Rate.
Current wording
We employ a “land and expand” business strategy that focuses on efficiently acquiring new customers and growing our relationships with existing customers over time. We believe that as our customers realize the benefits of a single application approach, they will increase the use of The DevSecOps Platform, enhancing our ability to expand revenue generation within our existing customers over time. As a result of our approach, as of July 31, 2024 and 2023, our Dollar-Based Net Retention Rate was 126% and 129%, respectively. See the section entitled “—Key Business Metrics—Dollar-Based Net Retention Rateand ARR” below for information about how we define Dollar-Based Net Retention Rate.
Previous wording
Cost of revenue for self-managed and SaaS subscriptions consists primarily of allocated cloud-hosting costs paid to third-party service providers, personnel-related costs associated with our customer support personnel, including contractors, and allocated overhead. Personnel-related expenses consist of salaries, benefits, bonuses, and stock-based compensation. We expect our cost of revenue for self-managed and SaaS subscriptions to increase in absolute dollars as our self-managed and SaaS subscription revenue increases. As our SaaS offering makes up an increasing percentage of our total revenue, we expect to see increased associated cloud-related costs, such as hosting and managing costs, which may adversely impact our gross margins.
Current wording
Cost of revenue for self-managed and SaaS subscriptions consists primarily of allocated cloud-hosting costs paid to third-party service providers, personnel-related costs associated with our customer support personnel, including contractors, third-party payment processing fees, and allocated overhead. Personnel-related expenses consist of salaries, benefits, bonuses, and stock-based compensation. We expect our cost of revenue for self-managed and SaaS subscriptions to increase in absolute dollars as our self-managed and SaaS subscription revenue increases. As our SaaS offering makes up an increasing percentage of our total revenue, we expect to see increased associated cloud-related costs, such as hosting and managing costs, which may adversely impact our gross margins.
Previous wording
Cost of self-managed license and other revenue consists primarily of contractor and personnel-related costs, including stock-based compensation expenses, associated with the professional services team and customer support team, and allocated overhead. We expect our cost of revenue for self-managed license and other to increase in absolute dollars as our self-managed and other revenue increases.
Current wording
Cost of self-managed license and other revenue consists primarily of contractor and personnel-related costs, including stock-based compensation expense, associated with the professional services team and customer support team, and allocated overhead. We expect our cost of revenue for self-managed license and other to increase in absolute dollars as our self-managed and other revenue increases.
Previous wording
Provision for income taxes consists primarily of income taxes in the foreign and state jurisdictions in which we conduct business. We maintain a full valuation allowance against our deferred tax assets in certain jurisdictions because we have concluded that it is not more likely than not that the deferred tax assets will be realized.
Current wording
Provision for (benefit from) income taxes consists primarily of income taxes in the foreign and state jurisdictions in which we conduct business. We maintain a full valuation allowance against our deferred tax assets in certain jurisdictions because we have concluded that it is not more likely than not that the deferred tax assets will be realized.
Previous wording
Comparison of the Three Months Ended April 30, 2024 and 2023
Current wording
Comparison of the Three and Six Months Ended July 31, 2024 and 2023
Previous wording
Revenue increased $42.3 million, or 33%, to $169.2 million for the three months ended April 30, 2024 from $126.9 million for the three months ended April 30, 2023. The increase was primarily due to the ongoing demand for The DevSecOps Platform, including adding new customers, the expansion within our existing paid customers, and an increase in our number of customers with $100,000 or greater in ARR. As of April 30, 2024 and 2023, our expansion is reflected by our Dollar-Based Net Retention Rate being 129% and above 130%, respectively. We had 1,025 customers with ARR over $100,000 as of April 30, 2024, increasing from 760 customers with ARR over $100,000 as of April 30, 2023.
Current wording
Revenue increased $43.0 million, or 31%, to $182.6 million for the three months ended July 31, 2024 from $139.6 million for the three months ended July 31, 2023. Revenue increased $85.3 million, or 32%, to $351.8 million for the six months ended July 31, 2024 from $266.5 million for the six months ended July 31, 2023. The increase in both thethree and six months ended July 31, 2024 was primarily due to the ongoing demand for The DevSecOps Platform, including adding new customers, the expansion within our existing paid customers, and an increase in our number of customers with $100,000 or greater in ARR. As of July 31, 2024 and 2023, our expansion is reflected by our Dollar-Based Net Retention Rate being 126% and 129%, respectively. We had 1,076 customers with ARR over $100,000 as of July 31, 2024, increasing from 810 customers with ARR over $100,000 as of July 31, 2023.
Previous wording
Revenue attributed to our variable interest entity, JiHu, was $1.6 million and $1.5 million forthe three months ended April 30, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Current wording
Revenue attributed to our variable interest entity, JiHu, was $1.8 million and $1.6 million forthe three months ended July 31, 2024 and 2023, respectively, and$3.4 million and$3.1 million for thesix months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Previous wording
Cost of revenue increased by $4.8 million, to $18.8 million for the three months ended April 30, 2024 from $13.9 million for the three months ended April 30, 2023, primarily due to an increase of $1.7 million in personnel-related expenses, driven by an increase in our average customer support and professional services headcount and an increase of $0.4 million in stock-based compensation expenses (as discussed in the section titled“Stock-Based Compensation Expense”below). The remaining change was primarily attributable to $1.7 million in third-party hosting expenses for increased SaaS and cloud usage, an increase of $0.8 million in software and consulting expenses to support our growth, and an increase of $0.6 million in the amortization of intangible assets, partially offset by a decrease of $0.4 million from restructuring costs. Gross margin remained at 89% for the three months ended April 30, 2024 compared to the three months ended April 30, 2023.
Current wording
Cost of revenue increased by $6.7 million, to $21.4 million for the three months ended July 31, 2024 from $14.7 million for the three months ended July 31, 2023, primarily due to an increase of $2.4 million in third party hosting costs for increased SaaS and cloud usage and $2.0 million in personnel-related expenses, driven by an increase in our average customer support and professional services headcount and an increase of $0.4 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense”below). The remaining change was primarily attributable to an increase of $1.8 million in the amortization of intangible assets, partially offset by a decrease of $0.2 million in software and consulting expenses. Gross margin decreased by 1% to 88% for the three months ended July 31, 2024 from 89% for the three months ended July 31, 2023.
Previous wording
Cost of revenue attributed to our variable interest entity, JiHu, was $0.5 million for the three months ended April 30, 2024 and 2023. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Current wording
Cost of revenue attributed to our variable interest entity, JiHu, was $0.5 million and $0.6 million for the three months ended July 31, 2024 and 2023, respectively, and$1.0 million and$1.1 million for thesix months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Previous wording
Sales and marketing expenses attributed to our variable interest entity, JiHu, were $1.6 million and $2.1 millionfor the three months ended April 30, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to ourcondensed consolidated financial statements for additional details.
Current wording
Sales and marketing expenses attributed to our variable interest entity, JiHu, were $1.4 million and $2.0 millionfor the three months ended July 31, 2024 and 2023, respectively, and $3.0 million and $4.0 million for thesix months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to ourcondensed consolidated financial statements for additional details.
Previous wording
Research and development expenses increased by $3.8 million, to$54.1 million for the three months ended April 30, 2024 from$50.4 million for the three months ended April 30, 2023, primarily due to an increase of $5.1 million in personnel-related expenses, driven by an increase in our average research and development headcount and an increase of$0.6 million in stock-based compensation expenses (as discussed in the section titled“Stock-Based Compensation Expense” below). The remaining change was mainly due to an increase of $0.3 million in hosting costs for internal usage, partially offset by a decrease of $2.1 million in restructuring costs.
Current wording
Research and development expenses increased by $12.3 million, to$61.3 million for the three months ended July 31, 2024 from$49.0 million for the three months ended July 31, 2023, primarily due to an increase of $10.9 million in personnel-related expenses, driven by an increase in our average research and development headcount and an increase of$3.6 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense” below). The remaining change was mainly due to an increase of $0.9 million in hosting costs for internal usage and an increase of $0.4 million in restructuring costs.
Previous wording
General and administrative expenses increased by $23.2 million, to $57.5 million for the three months ended April 30, 2024 from $34.2 million for the three months ended April 30, 2023, primarily driven by $15.4 million expense related to our in-person company-wide event. The remaining change was primarily due to an increase of $6.0 million in personnel-related expenses, mainly attributable to an increase in our average general and administrative headcount and an increase of $5.2 million in stock-based compensation expenses (as discussed in the section titled“Stock-Based Compensation Expense” below), and an increase of $0.7 million in software and consulting expenses, partially offset by a decrease of $1.3 million in restructuring costs.
Current wording
General and administrative expenses increased by$28.6 million, to$100.7 million for thesix months ended July 31, 2024 from$72.1 million for thesix months ended July 31, 2023, primarily driven by $14.5 million expense related to our in-person company-wide event. The remaining change was primarily due to an increase of $6.6 million in personnel-related expenses, mainly attributable to an increase in our average general and administrative headcount and an increase of$5.2 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense” below), an increase of $3.8 million attributable to the fair value remeasurement of acquisition related contingent consideration, an increase of $1.2 million in software and consulting expenses, and an increase of $0.6 million in charitable donation of common stock.
Previous wording
Stock-based compensation expense increased by $9.9 million, to $42.3 million for the three months ended April 30, 2024 from $32.3 million for the three months ended April 30, 2023, primarily due to an increase of $12.2 million of expense from RSUs, offset by a decrease of $1.9 million related to our ESPP and a decrease of $1.3 million in stock options.
Current wording
Stock-based compensation expense increased by $2.6 million, to $49.0 million for the three months ended July 31, 2024 from $46.4 million for the three months ended July 31, 2023, primarily due to an increase of $11.4 million of expense from RSUs, offset by a decrease of $5.0 million for grant modifications, a decrease of $3.2 million related to our ESPP and a decrease of $1.3 million related to stock options.
Previous wording
Stock-based compensation expense attributed to our variable interest entity, JiHu, was a $0.3 million gain and $2.5 million gain for the three months ended April 30, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Current wording
Stock-based compensation expense attributed to our variable interest entity, JiHu, was $0.1 million and $0.2 million for the three months ended July 31, 2024 and 2023, respectively, and a $0.2 million gainand $2.7 million gain for the six months ended July 31, 2024 and 2023, respectively. See “Note 11. Joint Venture and Equity Method Investment” to our condensed consolidated financial statements for additional details.
Previous wording
For the three months ended April 30, 2024 compared to the three months ended April 30, 2023, interest income increased primarily due to income earned from our cash equivalents and short-term investments as a result of investing the proceeds from our initial public offering, or IPO, into marketable securities as well as higher interest rates during the three months ended April 30, 2024 compared to the three months ended April 30, 2023.
Current wording
For the three and six months ended July 31, 2024 compared to the three and six months ended July 31, 2023, interest income increased primarily due to income earned from our cash equivalents and short-term investments as a result of investing the proceeds from our initial public offering, or IPO, into marketable securities as well as higher interest rates during the three and six months ended July 31, 2024 compared to the three and six months ended July 31, 2023.
Previous wording
We recorded an impairment charge of $8.9 million in other income (expense), net in the condensed consolidated statement of operations during the year ended January 31, 2024 which reduced the equity method investment value to zero as of January 31, 2024. As a result there is no loss from equity method investment for the three months ended April 30, 2024.
Current wording
We recorded an impairment charge of $8.9 million in other income (expense), net in the condensed consolidated statement of operations during the year ended January 31, 2024 which reduced the equity method investment value to zero as of January 31, 2024. As a result there is no loss from equity method investment for the three and six months ended July 31, 2024.
Previous wording
Our effective tax rate decreased by approximately 27.2% for the three months ended April 30, 2024 as compared tothe three months ended April 30, 2023. The higher tax expense was primarily due to the tax effects of the BAPA between the United States and Dutch taxing authorities, and the Company's foreign and domestic operations.
Current wording
Our effective tax rate increased by approximately 153.9% for the three months ended July 31, 2024 as compared tothe three months ended July 31, 2023. A tax benefit is expressed as a positive rate because of our pretax loss. The increase in tax benefit was primarily due to the tax effects of the BAPA negotiations between the United States and Dutch taxing authorities, and the Company's foreign and domestic operations.
Previous wording
Our effective tax rate for the three months ended April 30, 2024 was higher than the U.S. federal statutory tax rate of 21%, primarily due to the additional tax liabilities relating to the anticipated BAPA, an increase in valuation allowance associated with tax attributes generated during the year, and non-deductible expenses.
Current wording
Our effective tax rate for the three and six months ended July 31, 2024 was higher than the U.S. federal statutory tax rate of 21%, primarily due to the tax effects of the BAPA negotiations between the United States and Dutch taxing authorities, and the Company’s foreign and domestic operations.
Previous wording
We have been in BAPA negotiations between the IRS and the DTA relating to our transfer pricing arrangements between the United States and the Netherlands. In the year ended January 31, 2024, we for the first time discussed with the IRS and DTA a framework to finalize its transfer pricing arrangements for the proposed BAPA period consisting of tax years ending December 31, 2018 through January 31, 2026. The proposed agreements between us, the IRS and the DTA are not yet final; in anticipation of the agreements,$254.9 million of net tax liability was recorded in the year ended January 31, 2024, and an additional$8.7 million of net tax liability was recorded for the three months ended April 30, 2024. These amounts represent the unrecognized tax benefit relating to the BAPA. The unrecognized tax benefit represents our best estimate of the tax liability associated with the proposed agreements and their related effects.
Current wording
We have been in BAPA negotiations between the IRS and the DTA relating to our transfer pricing arrangements between the United States and the Netherlands. In the year ended January 31, 2024, we for the first time discussed with the IRS and DTA a framework to finalize its transfer pricing arrangements for the proposed BAPA period consisting of tax years ending December 31, 2018 through January 31, 2026. The proposed agreements between us, the IRS and the DTA are not yet final; in anticipation of the agreements,$254.9 million of net tax liability was recorded in the year ended January 31, 2024, and a net reduction of$38.1 million of tax liability was recorded for the six months ended July 31, 2024 based on on-going BAPA negotiations. An increase of $8.6 million was recorded in the net liability in the three months ended April 30, 2024, and a decrease of $46.7 million was recorded in the net liability in thethree months ended July 31, 2024. These amounts represent the unrecognized tax benefit relating to the BAPA. The unrecognized tax benefit represents our best estimate of the tax liability associated with the proposed agreements and their related effects.
Previous wording
As of April 30, 2024, our U.S. federal 2018 through 2022 tax years were open and subject to potential examination in one or more jurisdictions. In addition, in the United States, any net operating losses or credits that were generated in prior years but not yet fully utilized in a year that is closed under the statute of limitations may also be subject to examination. We are currently under examination in the Netherlands for the tax years ended December 31, 2015 and 2016. We expect negotiations to continue to the middle of fiscal year 2025. We believe that we have adequately reserved for the outcome of this audit. We regularly assess the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of our provision for income taxes. We continue to monitor the progress of ongoing discussions with tax authorities and the effect, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions.
Current wording
As of July 31, 2024, our U.S. federal 2018 through 2022 tax years were open and subject to potential examination in one or more jurisdictions. In addition, in the United States, any net operating losses or credits that were generated in prior years but not yet fully utilized in a year that is closed under the statute of limitations may also be subject to examination. We are currently under examination in the Netherlands for the tax years ended December 31, 2015 and 2016. We expect negotiations to continue through the end of fiscal year 2025. We believe that we have adequately reserved for the outcome of this audit. We regularly assess the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of our provision for income taxes. We continue to monitor the progress of ongoing discussions with tax authorities and the effect, if any, of the expected expiration of the statute of limitations in various taxing jurisdictions.
Previous wording
As of April 30, 2024, unrecognized tax benefits were$398.3 million, of which$210.3 million would affect the effective tax rate if recognized. We have classified approximately$209.7 million of unrecognized tax benefit as current tax liability due to anticipated timing of the settlement with the Internal Revenue Service and Dutch taxing authorities and their associated payments, which are expected to be made within the next 12 months. We are unable to reasonably estimate the timing of remaining long-term payments or the amount by which the liability will increase or decrease.
Current wording
As of July 31, 2024, unrecognized tax benefits were$349.9 million, of which$160.1 million would affect the effective tax rate if recognized. We have classified approximately$159.5 million of unrecognized tax benefit as current tax liability due to anticipated timing of the settlement with the Internal Revenue Service and Dutch taxing authorities and their associated payments, which are expected to be made within the next 12 months. We are unable to reasonably estimate the timing of remaining long-term payments or the amount by which the liability will increase or decrease.
Previous wording
It is our policy to classify accrued interest and penalties related to unrecognized tax benefits in provision for income taxes. Accrued interest and penalties were $56.7 million as of April 30, 2024 and $52.1 million as of January 31, 2024, respectively.
Current wording
It is our policy to classify accrued interest and penalties related to unrecognized tax benefits in provision for income taxes. Accrued interest and penalties were$55.4 million as of July 31, 2024 and $52.1 million as of January 31, 2024, respectively.
Previous wording
Cash provided by operating activities during the three months ended April 30, 2024 was $38.1 million, primarily consisting of our net loss of $54.9 million, adjusted for non-cash items of $54.4 million (mainly attributable to stock-based compensation expense of $42.3 million and amortization of deferred contract acquisition costs, net of $11.1 million), and net cash inflows of $38.6 million provided by changes in our operating assets and liabilities. The main drivers of the changes in operating assets and liabilities were the decrease in accounts receivable of $31.1 million, the decrease in prepaid expenses and other current assets of $10.4 million and the increase in accrued expenses and other liabilities of $19.6 million, partially offset by the increase in deferred contract acquisition costs of $8.5 million, the decrease in deferred revenue of $4.4 million and the decrease in accrued compensation and related expenses of $13.2 million.
Current wording
Cash provided by operating activities during thesix months ended July 31, 2024 was $49.8 million, primarily consisting of our net loss of $42.6 million, adjusted for non-cash items of $119.8 million (mainly attributable to stock-based compensation expense of $91.2 million and amortization of deferred contract acquisition costs, net of $22.9 million), and net cash outflows of $27.4 million provided by changes in our operating assets and liabilities. The main drivers of the changes in operating assets and liabilities were the decrease in deferred contract acquisition costs of $21.0 million, the decrease in accrued expenses and other liabilities of $21.6 million, the decrease in accrued compensation and related expenses of $6.9 million, and the decrease in other non-current liabilities of $8.1 million, partially offset by the decrease in prepaid expenses and other current assets of $13.3 million, and the increase in deferred revenue of $14.8 million.
Previous wording
Cash used in operating activities during the three months ended April 30, 2023 was $11.0 million, primarily consisting of our net loss of $52.9 million, adjusted for non-cash items of $44.3 million (mainly attributable to stock-based compensation expense of $32.3 million), and net cash outflows of $2.3 million used by changes in our operating assets and liabilities. The main drivers of the changes in operating assets and liabilities were the decrease in accrued compensation and related expenses of $5.1 million and the decrease in deferred contract acquisition costs of $8.5 million, partially offset by the decrease in accounts receivable of $4.8 million and the increase in deferred revenue of $8.4 million.
Current wording
Cash provided by operating activities during the six months ended July 31, 2023 was $16.1 million, primarily consisting of our net loss of $104.1 million, adjusted for non-cash items of $102.3 million (mainly attributable to stock-based compensation expense of $78.7 million), and net cash inflows of $17.9 million provided by changes in our operating assets and liabilities. The main drivers of the changes in operating assets and liabilities were the decrease in accounts receivable of $25.3 million, the increase in accrued compensation and related expenses of $2.6 million, and the increase in deferred revenue of $11.2 million, partially offset by the increase in deferred contract acquisition costs of $18.1 million.
Previous wording
Cash provided by investing activities during the three months ended April 30, 2024 was $89.4 million, primarily consisting of $110.3 million in proceeds from maturities, net of purchases of short-term investments, partially offset by a $20.2 million payment for a business combination, net of cash acquired, and $0.7 million in purchases of property and equipment.
Current wording
Cash provided by investing activities during thesix months ended July 31, 2024 was $84.2 million, primarily consisting of $112.8 million in proceeds from maturities, net of purchases of short-term investments, partially offset by a $20.2 million payment for a business combination, net of cash acquired, a $7.3 million payment for an asset acquisition, and $1.6 million in purchases of property and equipment.
Previous wording
Cash provided by investing activities during the three months ended April 30, 2023 was $24.4 million, primarily consisting of $24.6 million in proceeds from maturities, net of purchases of short-term investments, and partially offset by $0.3 million in purchases of property and equipment.
Current wording
Cash used in investing activities during the six months ended July 31, 2023 was $65.0 million, primarily consisting of $62.0 million in purchases of short-term investments, net of proceeds from maturities, $2.5 million outflow as a result of an escrow payment related to a prior business combination, and $0.5 million in purchases of property and equipment.
Previous wording
Cash provided by financing activities during the three months ended April 30, 2024 was $5.1 million, attributable to proceeds from the issuance of common stock upon stock options exercises.
Current wording
Cash provided by financing activities during thesix months ended July 31, 2024 was $18.0 million, attributable to $10.1 million proceeds from the issuance of common stock upon stock options exercises, and $7.9 million of proceeds from the issuance of common stock under the ESPP.
Previous wording
Cash provided by financing activities during the three months ended April 30, 2023 was $7.5 million, attributable to proceeds from the issuance of common stock upon stock options exercises.
Current wording
Cash provided by financing activities during the six months ended July 31, 2023 was $25.5 million, attributable to $17.8 million of proceeds from the issuance of common stock upon stock options exercises, and $7.8 million of proceeds from the issuance of common stock under the ESPP.
Previous wording
Adjusted free cash flow is a non-GAAP financial measure that we calculate as net cash provided by (used in) operating activities less cash used for purchases of property and equipment and any non-recurring income tax payments related to the BAPA. We believe that adjusted free cash flow is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our operations that, after the investments in property and equipment and any non-recurring income tax payments related to the BAPA, can be used for strategic initiatives, including investing in our business, and strengthening our financial position. One limitation of adjusted free cash flow is that it does not reflect our future contractual commitments. Additionally, adjusted free cash flow does not represent the total increase or decrease in our cash balance for a given period.
Current wording
Adjusted free cash flow is a non-GAAP financial measure that we calculate as net cash provided by operating activities less cash used for purchases of property and equipment, plus any non-recurring income tax payments related to the BAPA. We believe that adjusted free cash flow is a useful indicator of liquidity that provides information to management and investors about the amount of cash generated from our operations that, after the investments in property and equipment and any non-recurring income tax payments related to the BAPA, can be used for strategic initiatives, including investing in our business, and strengthening our financial position. One limitation of adjusted free cash flow is that it does not reflect our future contractual commitments. Additionally, adjusted free cash flow does not represent the total increase or decrease in our cash balance for a given period.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
Cost of revenue increased by $11.5 million, to $40.1 million for the six months ended July 31, 2024 from $28.6 millionfor thesix months ended July 31, 2023, primarily due to an increase of $4.1 million in third-party hosting costs for increased SaaS and cloud usage and an increase of $3.7 million in personnel-related expenses, driven by an increase in our average customer support and professional services headcount and an increase of $0.8 million in stock-based compensation expense (as discussed in the section titled“Stock-Based Compensation Expense”below). The remaining change was primarily attributable to an increase of $2.4 million in the amortization of intangible assets, and $0.6 million in software and consulting expenses. Gross margin remained at 89% for the six months ended July 31, 2024 compared to thesix months ended July 31, 2023.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
ARR customers increased to 1,025 as of April 30, 2024 from 760 as of April 30, 2023, an increase of 35%. See the section entitled “—Key Business Metrics—Dollar-Based Net Retention Rate and ARR” below for information about how we define ARR.