SEC Filing | Zoom Video Communications, Inc.

View:

zm-20200731

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________________________________

FORM 10-Q

___________________________________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2020


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number 001-38865

___________________________________________________________________

Zoom Video Communications, Inc.

(Exact name of registrant as specified in its Charter)

___________________________________________________________________


Delaware			61-1648780
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

55 Almaden Boulevard, 6th Floor

San Jose, California 95113

(Address of principal executive offices and Zip Code)

(888) 799-9666

(Registrant’s telephone number, including area code)

___________________________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.001 par value per share

The Nasdaq Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 21, 2020, the number of shares of the registrant’s Class A common stock outstanding was 194,757,207 and the number of shares of the registrant’s Class B common stock outstanding was 89,663,773.

Table of Contents

Zoom Video Communications, Inc.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended July 31, 2020

TABLE OF CONTENTS


		Page
	PART I – Financial Information	4

Item 1.	Financial Statements (Unaudited)	4
	Condensed Consolidated Balance Sheets as of July 31, 2020 and January 31, 2020	4
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended July 31, 2020 and 2019	5
	Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended July 31, 2020 and 2019	6
	Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit) for the Three and Six Months Ended July 31, 2020 and 2019	7
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended July 31, 2020 and 2019	10
	Notes to Condensed Consolidated Financial Statements	12
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	36
Item 4.	Controls and Procedures	37

	PART II – Other Information	38

Item 1.	Legal Proceedings	38
Item 1A	Risk Factors	38
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 3.	Defaults Upon Senior Securities	67
Item 4.	Mine Safety Disclosures	67
Item 5.	Other Information	67
Item 6.	Exhibits	68
	Signatures	70

Table of Contents

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or the negative of these words or other similar terms or expressions. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about: our future financial performance, including our revenue, cost of revenue, gross profit, margins, and operating expenses; market trends; trends in our key business metrics; the sufficiency of our cash and cash equivalents, investments, and cash provided by sales of our products and services to meet our efforts to enhance the security and privacy of our platform; our efforts to enhance the security and privacy of our platform; the potential impacts of the COVID-19 pandemic and related public health measures on our business, the business of our customers, suppliers and channel partners, and the economy; our liquidity needs; our ability to become the ubiquitous platform for communications; our ability to attract new customers and retain existing customers; our ability to successfully expand into our existing markets and into new markets; our ability to effectively manage our growth and future expenses; and the impact of recent accounting pronouncements on our unaudited condensed consolidated financial statements.

You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors described in the section titled “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q. While we believe that such information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. These statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments.

You should read this Quarterly Report on Form 10-Q and the documents that we reference in this Quarterly Report on Form 10-Q and have filed with the Securities and Exchange Commission as exhibits to this Quarterly Report on Form 10-Q with the understanding that our actual future results, levels of activity, performance, and events and circumstances may be materially different from what we expect.

Table of Contents

PART I—Financial Information

Item 1. FINANCIAL STATEMENTS

ZOOM VIDEO COMMUNICATIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

(unaudited)


	As of
	July 31, 2020		January 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	748,944	$	283,134
Marketable securities	732,995		572,060
Accounts receivable, net of allowances of $26,161 and $7,634 as of July 31, 2020 and January 31, 2020, respectively	295,330		120,435
Deferred contract acquisition costs, current	111,545		44,885
Prepaid expenses and other current assets	343,288		75,008
Total current assets	2,232,102		1,095,522
Deferred contract acquisition costs, noncurrent	152,595		46,245
Property and equipment, net	91,291		57,138
Operating lease right-of-use assets	65,295		68,608
Goodwill	24,340		—
Other assets, noncurrent	59,318		22,332
Total assets	$	2,624,941	$	1,289,845
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	12,615	$	1,596
Accrued expenses and other current liabilities	560,188		122,692
Deferred revenue, current	714,523		209,542
Total current liabilities	1,287,326		333,830
Deferred revenue, noncurrent	28,090		20,994
Operating lease liabilities, noncurrent	63,105		64,792
Other liabilities, noncurrent	47,608		36,286
Total liabilities	1,426,129		455,902
Commitments and contingencies (Note 7)

Stockholders’ equity:
Preferred stock, $0.001 par value per share, 200,000,000 shares authorized as of July 31, 2020 and January 31, 2020; zero shares issued and outstanding as of July 31, 2020 and January 31, 2020	—		—
Common stock, $0.001 par value per share, 2,000,000,000 Class A shares authorized as of July 31, 2020 and January 31, 2020; 194,145,480 and 123,391,114 shares issued and outstanding as of July 31, 2020 and January 31, 2020, respectively; 300,000,000 Class B shares authorized as of July 31, 2020 and January 31, 2020; 90,197,239 and 155,336,747 shares issued and outstanding as of July 31, 2020 and January 31, 2020, respectively	283		277
Additional paid-in capital	982,541		832,705
Accumulated other comprehensive income	2,772		809
Retained earnings	213,216		152
Total stockholders’ equity	1,198,812		833,943
Total liabilities and stockholders’ equity	$	2,624,941	$	1,289,845

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended July 31,						Six Months Ended July 31,
	2020		2019		2020		2019
Revenue	$	663,520	$	145,826	$	991,687	$	267,814
Cost of revenue	192,271		27,900		295,978		52,004
Gross profit	471,249		117,926		695,709		215,810
Operating expenses:
Research and development	42,734		15,054		69,123		28,837
Sales and marketing	159,173		79,652		280,729		143,693
General and administrative	81,238		20,955		134,368		39,458
Total operating expenses	283,145		115,661		484,220		211,988
Income from operations	188,104		2,265		211,489		3,822
Interest income and other, net	2,081		4,492		7,871		5,465

Net income before provision for income taxes	190,185		6,757		219,360		9,287
Provision for income taxes	4,196		1,216		6,296		1,532
Net income	185,989		5,541		213,064		7,755
Undistributed earnings attributable to participating securities	(247)		(20)		(305)		(2,794)
Net income attributable to common stockholders	$	185,742	$	5,521	$	212,759	$	4,961
Net income per share attributable to common stockholders:
Basic	$	0.66	$	0.02	$	0.76	$	0.03
Diluted	$	0.63	$	0.02	$	0.72	$	0.02
Weighted-average shares used in computing net income per share attributable to common stockholders:
Basic	282,850,805		271,813,141		281,394,901		192,130,510
Diluted	297,162,309		292,185,665		296,408,229		215,774,619

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(unaudited)


	Three Months Ended July 31,						Six Months Ended July 31,
	2020		2019		2020		2019
Net income	$	185,989	$	5,541	$	213,064	$	7,755
Other comprehensive income (loss):
Unrealized gain (loss) on available-for-sale marketable securities, net of tax	885		(76)		1,963		67
Comprehensive income	$	186,874	$	5,465	$	215,027	$	7,822

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(in thousands, except share data)

(unaudited)


	Three Months Ended July 31, 2020
	Convertible Preferred Stock				Common Stock						Additional Paid-In Capital		Accumulated Other Comprehensive Income		Retained Earnings	Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balance as of April 30, 2020	—	$	—	281,992,011	$	280	$	872,237	$	1,887	$	27,227	$	901,631
Issuance of common stock upon exercise of stock options	—	—		1,597,761	2		7,954		—		—		7,956
Issuance of common stock upon release of restricted stock units	—	—		147,023	—		—		—		—		—
Charitable donation of common stock	—	—		—	—		22,312		—		—		22,312
Issuance of common stock for employee stock purchase plan	—	—		605,924	1		20,759		—		—		20,760
Stock-based compensation expense	—	—		—	—		59,279		—		—		59,279
Other comprehensive income	—	—		—	—		—		885		—		885
Net income	—	—		—	—		—		—		185,989		185,989
Balance as of July 31, 2020	—	$	—	284,342,719	$	283	$	982,541	$	2,772	$	213,216	$	1,198,812


	Three Months Ended July 31, 2019
	Convertible Preferred Stock				Common Stock						Additional Paid-In Capital		Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit	Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balance as of April 30, 2019	—	$	—	272,336,862	$	271	$	742,388	$	8	$	(22,939)	$	719,728
Issuance of common stock upon exercise of stock options	—	—		649,305	1		420		—		—		421
Issuance of common stock reserved for charitable donation	—	—		500,000	—		—		—		—		—
Stock-based compensation expense	—	—		—	—		18,182		—		—		18,182
Other comprehensive loss	—	—		—	—		—		(76)		—		(76)
Net income	—	—		—	—		—		—		5,541		5,541
Balance as of July 31, 2019	—	$	—	273,486,167	$	272	$	760,990	$	(68)	$	(17,398)	$	743,796

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT)

(in thousands, except share data)

(unaudited)


	Six Months Ended July 31, 2020
	Convertible Preferred Stock				Common Stock						Additional Paid-In Capital		Accumulated Other Comprehensive Income		Retained Earnings	Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balance as of January 31, 2020	—	$	—	278,731,143	$	277	$	832,705	$	809	$	152	$	833,943
Issuance of common stock upon exercise of stock options	—	—		4,830,752	5		17,676		—		—		17,681
Issuance of common stock upon release of restricted stock units	—	—		174,900	—		—		—		—		—
Charitable donation of common stock	—	—		—	—		23,312		—		—		23,312
Issuance of common stock for employee stock purchase plan	—	—		605,924	1		20,759		—		—		20,760
Stock-based compensation expense	—	—		—	—		88,089		—		—		88,089
Other comprehensive income	—	—		—	—		—		1,963		—		1,963
Net income	—	—		—	—		—		—		213,064		213,064
Balance as of July 31, 2020	—	$	—	284,342,719	$	283	$	982,541	$	2,772	$	213,216	$	1,198,812

Table of Contents


	Six Months Ended July 31, 2019
	Convertible Preferred Stock				Common Stock						Additional Paid-In Capital		Accumulated Other Comprehensive Loss		Accumulated Deficit	Total Stockholders’ (Deficit) Equity
	Shares	Amount		Shares	Amount
Balance as of January 31, 2019	152,665,804	$	159,552	90,327,435	$	89	$	17,760	$	(135)	$	(25,153)	$	(7,439)
Conversion of convertible preferred stock to common stock upon initial public offering	(152,665,804)	(159,552)		152,665,804	153		159,399		—		—		159,552
Conversion of convertible promissory notes and accrued interest to common stock upon initial public offering	—	—		426,223	—		15,344		—		—		15,344
Issuance of common stock upon initial public offering and private placement, net of underwriting discounts and commissions and other offering costs	—	—		15,819,646	16		541,483		—		—		541,499
Issuance of common stock upon exercise of stock options, net of repurchases	—	—		13,747,059	14		2,160		—		—		2,174
Issuance of common stock reserved for charitable donation	—	—		500,000	—		—		—		—		—
Stock-based compensation expense	—	—		—	—		24,844		—		—		24,844
Other comprehensive income	—	—		—	—		—		67		—		67
Net income	—	—		—	—		—		—		7,755		7,755
Balance as of July 31, 2019	—	$	—	273,486,167	$	272	$	760,990	$	(68)	$	(17,398)	$	743,796

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


	Six Months Ended July 31,
	2020		2019
Cash flows from operating activities:
Net income	$	213,064	$	7,755
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation expense	85,632		24,737
Amortization of deferred contract acquisition costs	40,781		16,026
Charitable donation of common stock	23,312		—
Provision for accounts receivable allowances	14,959		2,693
Depreciation and amortization	11,814		7,174
Non-cash operating lease cost	4,597		3,116
Remeasurement gain on equity investment	(2,538)		—
Other	2,028		(514)
Changes in operating assets and liabilities:
Accounts receivable	(196,926)		(35,361)
Prepaid expenses and other assets	(53,729)		(23,597)
Deferred contract acquisition costs	(213,790)		(33,700)
Accounts payable	10,871		(2,783)
Accrued expenses and other liabilities	202,066		34,923
Deferred revenue	519,149		56,234
Operating lease liabilities, net	(979)		(3,295)

Net cash provided by operating activities	660,311		53,408
Cash flows from investing activities:
Purchases of marketable securities	(484,882)		(478,487)
Maturities of marketable securities	287,338		50,940
Sales of marketable securities	36,897		—
Purchases of property and equipment	(35,253)		(20,937)
Cash paid for acquisition, net of cash acquired	(26,486)		—
Purchase of equity investment	(8,000)		—
Purchase of convertible promissory note	(5,000)		—
Purchase of intangible assets	(1,494)		—
Collections of employee loans	1,319		—
Net cash used in investing activities	(235,561)		(448,484)
Cash flows from financing activities:
Proceeds from employee equity transactions to be remitted to employees and tax authorities, net	234,465		—
Proceeds from issuance of common stock for employee stock purchase plan	20,760		—
Proceeds from exercise of stock options, net of repurchases	17,417		2,191
Proceeds from initial public offering and private placement, net of underwriting discounts and commissions and other offering costs	—		542,947


Net cash provided by financing activities	272,642		545,138
Net increase in cash, cash equivalents, and restricted cash	697,392		150,062
Cash, cash equivalents, and restricted cash – beginning of period	334,082		65,968
Cash, cash equivalents, and restricted cash – end of period	$	1,031,474	$	216,030

Table of Contents


Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets to the amounts shown in the condensed consolidated statements of cash flows above:
Cash and cash equivalents	$	748,944	$	213,886
Restricted cash, current included in prepaid expenses and other current assets	280,309		100
Restricted cash, noncurrent included in other assets, noncurrent	2,221		2,044
Total cash, cash equivalents, and restricted cash	$	1,031,474	$	216,030

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

Table of Contents

ZOOM VIDEO COMMUNICATIONS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1.Summary of Business and Significant Accounting Policies

Description of Business

Zoom Video Communications, Inc. and its subsidiaries (collectively, “Zoom,” the “Company,” “we,” “us,” or “our”) provide a video-first, unified communications platform. Our platform combines video, audio, phone, screen sharing, and chat functionalities. We were incorporated in the state of Delaware in April 2011, and are headquartered in San Jose, California.

Fiscal Year

Our fiscal year ends on January 31. References to fiscal year 2021, for example, refer to the fiscal year ending January 31, 2021.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and applicable regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting, and include the accounts of Zoom Video Communications, Inc., its subsidiaries, and a variable interest entity for which we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation.

The condensed consolidated balance sheet as of January 31, 2020 included herein was derived from the audited financial statements as of that date, but does not include all disclosures, including certain notes required by GAAP on an annual reporting basis. The unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the balance sheets, statements of operations, statements of comprehensive income, statements of convertible preferred stock and stockholders’ equity (deficit), and statements of cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full fiscal year or any future period.

The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended January 31, 2020, filed with the SEC on March 20, 2020.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates and assumptions include, but are not limited to, the estimated expected benefit period for deferred contract acquisition costs, the allowance for credit losses, the useful lives of long-lived assets, the incremental borrowing rate for operating leases, the value of common stock and other assumptions used to measure stock-based compensation expense, sales and other tax liabilities, the fair value of marketable securities, equity investment, convertible promissory note, acquired intangible assets and goodwill, and the valuation of deferred income tax assets and uncertain tax positions. Actual results could differ from those estimates.

The COVID-19 pandemic has created, and may continue to create, significant uncertainty in macroeconomic conditions, and the extent of its impact on our operational and financial performance will depend on certain developments, including the duration and spread of the outbreak and the impact on our customers and our sales cycles. During the three and six months ended July 31, 2020, our estimates and assumptions required increased judgment and carried a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods.

Summary of Significant Accounting Policies

Our significant accounting policies are discussed in Note 1. “Summary of Business and Significant Accounting Policies” in the notes to consolidated financial statements included in our Annual Report on Form 10-K for the year ended January 31, 2020, filed with the SEC on March 20, 2020. There have been no significant changes to these policies during the six months ended July 31, 2020, except as noted below.

Table of Contents

Restricted Cash

Restricted cash consisted of certificates of deposit collateralizing our operating leases, corporate credit cards, and cash from proceeds from international employees’ sales of our common stock, and is included in prepaid expenses and other current assets and other assets, noncurrent in the condensed consolidated balance sheets.

As of July 31, 2020 and January 31, 2020, we had $280.2 million and $48.5 million, respectively, of cash from proceeds from international employees’ sales of our common stock. The amount is held in our bank account until it is remitted to the employees and the tax authorities. Due to the restrictions on the use of the funds in the bank account, we have classified the amount as restricted cash included in prepaid expenses and other current assets, and a corresponding amount is included in accrued expenses and other current liabilities in the condensed consolidated balance sheets.

Allowance for Credit Losses

We are exposed to credit losses primarily through our accounts receivable and investments in available-for-sale debt securities. See Note 3 for additional information related to our available-for-sale debt securities.

Accounts receivable, net

Accounts receivable are recorded for invoiced amounts and amounts for which revenue has been recognized, but not invoiced, net of allowances. Our short-term accounts receivable consist of the following:



	As of July 31, 2020

	(in thousands)
Accounts receivable, gross	$	321,491
Less: Allowance for credit losses	(17,500)
Less: Allowance for returns	(8,661)
Accounts receivable, net	$	295,330

We maintain an allowance for credit losses for expected uncollectible accounts receivable, which is recorded as an offset to accounts receivable, and changes in such are classified as general and administrative expense in the condensed consolidated statements of operations. The allowance for credit losses is based on management’s estimate for expected credit losses for outstanding accounts receivable. We determine expected credit losses based on historical write-off experience, an analysis of the aging of outstanding receivables, customer payment patterns, the establishment of specific reserves for customers in an adverse financial condition, and adjust based upon our expectations of changes in macro-economic conditions that may impact the collectibility of outstanding receivables, including noncurrent accounts receivable. We also consider current market conditions and reasonable and supportable forecasts of future economic conditions to inform adjustments to historical loss data. We reassess the adequacy of the allowance for credit losses each reporting period.

For the six months ended July 31, 2020, our assessment considered business and market disruptions caused by COVID-19 and estimates of credit and collectibility trends. The continued volatility in market conditions and evolving shifts in credit trends are difficult to predict, causing variability and volatility that may have a material impact on our allowance for credit losses in future periods. Below is a rollforward of our allowance for credit losses for the six months ended July 31, 2020.




	(in thousands)
Balance as of January 31, 2020	$	5,150
Provision for credit losses	13,723
Write-offs	(1,373)
Balance as of July 31, 2020	$	17,500

Available-for-sale Investments

Available-for-sale investments consist primarily of high-grade commercial paper, agency bonds, corporate bonds, corporate and other debt securities, U.S. government agency securities, and treasury bills. We classify our marketable securities as available-for-sale at the time of purchase and reevaluate such classification at each balance sheet date. We may sell these securities at any time for use in current operations even if they have not yet reached maturity. As a result, we classify our securities, including those with maturities beyond 12 months, as current assets in the condensed consolidated balance sheets. We carry these securities at fair value and record unrealized gains and losses in accumulated other comprehensive income, which is reflected as a component of stockholders’ equity. We evaluate our securities with unrealized loss positions as to whether the declines in fair value were due to credit losses, and record the portion of impairment relating to the credit losses through allowance for credit losses limited to the amount that fair value was less than the amortized cost basis. Realized gains

Table of Contents

and losses from the sale of marketable securities are determined based on the specific identification method. Realized gains and losses are reported in interest income and other, net in the condensed consolidated statements of operations.

Cloud Computing Arrangement Implementation Costs

We capitalize certain implementation costs incurred in a cloud computing arrangement during the application development stage. Costs incurred in the preliminary stages of development are analogous to research and development activities and are expensed as incurred. The preliminary stage includes activities such as formulation and evaluation of alternatives, determination of existence of needed technology, and final selection of alternatives. Once the application development stage is reached, internal and external costs are capitalized until the hosted software is ready for its intended use. Capitalized implementation costs are recorded as deferred costs, and are included in prepaid expenses and other current assets and other assets, noncurrent in the condensed consolidated balance sheets. Maintenance, minor upgrades, and training costs are expensed as incurred. Capitalized implementation costs are amortized over the term of the hosting arrangement on a straight-line basis, and are recorded under operating expenses in the same line item in the condensed consolidated statements of operations as the expense for fees for the associated hosting arrangement. Capitalized implementation costs were not material during the three and six months ended July 31, 2020.

Equity Investment

In the third quarter of fiscal year 2020, we made a $3.0 million strategic investment in a private company in the business of designing and developing video communications hardware. In the first quarter of fiscal year 2021, we made an additional $8.0 million strategic investment in this company.

We do not have a controlling financial interest in the investee nor the ability to exercise significant influence over the operating and financial policies of the investee. The investment is included within other assets, noncurrent in the condensed consolidated balance sheets. Dividend income, unrealized and realized holding gains or losses, and impairment charges would be reported in interest income and other, net in the condensed consolidated statements of operations. The maximum loss we could incur for this investment is its carrying value.

We have elected to measure this investment, which does not have a readily determinable fair value, at its cost, minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer (i.e., using the measurement alternative). At each reporting period, we perform a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. If this qualitative assessment indicates that the investment is impaired and the fair value of the investment is less than its carrying amount, the investment would be written down to its fair value.

In connection with the additional investment and the indicated change in the observable price of the underlying shares of the investee, we have recognized a remeasurement gain of $2.5 million on the initial investment in the six months ended July 31, 2020. As of July 31, 2020, the carrying amount of this investment was $13.5 million.

Convertible Promissory Note

In the first quarter of fiscal year 2021, we invested $5.0 million in a five-year convertible promissory note of a privately held company (the “Convertible Note”), which bears interest at 3.0% on the unpaid principal balance, compounded annually. We may elect to convert the Convertible Note into shares of the privately held company’s stock prior to, or on, the maturity date of the Convertible Note. Upon a liquidity event, the Convertible Note will be automatically converted into shares of the privately held company’s stock.

The Convertible Note is included in other assets, noncurrent in the condensed consolidated balance sheets. Interest accrues on the unpaid principal balance on a quarterly basis, and is recognized in interest income and other, net in the condensed consolidated statements of operations. Interest income related to the Convertible Note was immaterial for the three and six months ended July 31, 2020. We have elected to measure the Convertible Note at fair value (i.e., using the fair value option) at each reporting date. Under the fair value option, bifurcation of an embedded derivative is not necessary, and all related gains and losses on the host contract and derivative due to change in the fair value will be reflected in interest income and other, net in the condensed consolidated statements of operations. As of July 31, 2020, the fair value of the Convertible Note investment was measured at $5.0 million.

Business Combinations

We account for our business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and

Table of Contents

liabilities assumed, we make estimates and assumptions, especially with respect to intangible assets. Our estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, we may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. After the measurement period, any subsequent adjustments are reflected in the condensed consolidated statements of operations. Acquisition costs, such as legal and consulting fees, are expensed as incurred.

Uncertain tax positions and tax-related valuation allowances are initially established in connection with a business combination as of the acquisition date. We continue to collect information and reevaluate these estimates and assumptions quarterly. We will record any adjustments to our preliminary estimates to goodwill, provided that it is within the one-year measurement period.

Goodwill and Acquired Intangible Assets

Goodwill amounts are not amortized, but rather tested for impairment at least annually or more often if circumstances indicate that the carrying value may not be recoverable. There were no impairment charges to goodwill during the three months ended July 31, 2020.

Acquired intangible assets consist of identifiable intangible assets resulting from business combinations. Acquired finite-lived intangible assets are initially recorded at fair value and are amortized on a straight-line basis over their estimated useful lives. Amortization expense of developed technology is recorded within cost of revenue in the condensed consolidated statements of operations. Each period we evaluate the estimated remaining useful lives of our acquired finite-lived intangible assets and whether events or changes in circumstances warrant a revision to the remaining period of amortization. There were no impairment charges to acquired intangible assets during the three months ended July 31, 2020.

Recently Adopted Accounting Pronouncements

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which was subsequently amended by ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, in November 2018. Subsequently, the FASB issued ASU No. 2019-04, ASU No. 2019-05, ASU No. 2019-10, and ASU No. 2019-11 to provide additional guidance on the credit losses standard. ASU No. 2016-13 and the related updates replace the existing incurred loss impairment model with an expected credit loss model, and requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected. We adopted the standard as of February 1, 2020, using the modified retrospective method of applying the new standard at the adoption date. Our adoption did not result in any cumulative effect adjustment in our condensed consolidated financial statements upon adoption as of February 1, 2020.

In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal—Use Software (subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract. The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). We adopted ASU No. 2018-15, prospectively, as of February 1, 2020, and our adoption did not have a material impact on the condensed consolidated financial statements.

Table of Contents

2. Revenue Recognition

Disaggregation of Revenue

The following table summarizes revenue by region based on the billing address of customers:


	Three Months Ended July 31,														Six Months Ended July 31,
	2020						2019						2020				2019
	Amount		Percentage of Revenue		Amount		Percentage of Revenue		Amount		Percentage of Revenue		Amount		Percentage of Revenue

	(in thousands, except percentages)
Americas	$	454,160	69	%	$	117,098	80	%	$	699,793	71	%	$	215,258	80	%
Asia Pacific (“APAC”)	81,384		12		12,088		8		111,641		11		22,529		9
Europe, Middle East, and Africa (“EMEA”)	127,976