You should read the following discussion and analysis of our financial condition
and results of operations together with the condensed consolidated financial
statements and related notes that are included elsewhere in this Quarterly
Report on Form 10-Q and our Annual Report on Form 10-K for the fiscal year ended
December 31, 2020, or Annual Report, filed with the Securities and Exchange
Commission, or the SEC, on February 12, 2021. This discussion contains
forward-looking statements based upon current expectations that involve risks
and uncertainties, including, but not limited to, risks and uncertainties
related to the impact of the COVID-19 pandemic on our business. Our actual
results may differ materially from those anticipated in these forward-looking
statements as a result of various factors, including those set forth under "Risk
Factors," set forth in Part II, Item 1A of this Quarterly Report on Form 10-Q.
See "Special Note Regarding Forward-Looking Statements" above.
                                    Overview
We are a leader in Analytic Process Automation, or APA. The Alteryx APA software
platform unifies analytics, data science and business process automation in one
self-service platform to accelerate digital transformation, deliver high-impact
business outcomes, accelerate the democratization of data and rapidly upskill
modern workforces. Data workers, regardless of technical acumen, are empowered
to be curious and solve problems. With the Alteryx APA software platform, users
can automate the full range of analytics, data science and processes, embed
intelligent decision-making and actions, and empower their organization to
enable top and bottom line impact, efficiency gains, and rapid upskilling.
                                       20
--------------------------------------------------------------------------------

Our platform includes Alteryx Designer, our data profiling, preparation,
blending, analytics, data science and process automation product deployable to
the cloud and on premise, Alteryx Server, our secure and scalable server-based
product for managing, automating and governing processes and applications in a
web-based environment, Alteryx Intelligence Suite, our augmented machine
learning, auto-modeling, and text mining product, Alteryx Connect, our
collaborative data exploration platform for discovering information assets and
sharing recommendations across the enterprise, and Alteryx Promote, our advanced
analytics model management product for data scientists and analytics teams to
build, manage, monitor and deploy predictive models into real-time production
applications. In addition, Alteryx Analytics Gallery, our cloud-based
collaboration offering, allows users to find ready-to-use template solutions to
accelerate outcomes and share solutions and outcomes in a centralized
repository, and Alteryx Community, our online user community, allows users to
gain valuable insights from one another, collaborate and share their experiences
and ideas, and innovate around our platform.
Our platform has been adopted by organizations across a wide variety of
industries and sizes. As of June 30, 2021, we had over 7,400 customers in more
than 90 countries, including 770 of the Global 2000 companies. We derive a large
portion of our revenue from subscriptions for use of our platform. Our software
can be licensed for use on a desktop or server, or it can be deployed in the
cloud. Subscription periods for our platform generally range from one to three
years and the subscription fees are typically billed annually in advance. We
also generate revenue from professional services, including training and
consulting services. Revenue from subscriptions, including related PCS,
represented over 95% of revenue for each of the three and six months ended June
30, 2021 and 2020, respectively.
We employ a "land and expand" business model. Our go-to-market approach often
begins with a free trial of Alteryx Designer and is followed by an initial
purchase of our platform offerings. As organizations quickly realize the
benefits derived from our platform, use frequently spreads across departments,
divisions, and geographies through word-of-mouth, collaboration, and
standardization and automation of business processes. Both for an initial
purchase and as part of expanding a current customer's use of our products, we
have also begun, where appropriate, to target and involve members of the
customer's senior management team to accelerate adoption within their
organization. Over time, many of our customers find that the use of our platform
is strategic and collaborative in nature and it becomes a fundamental element of
their operational, analytical and business processes.
We sell our platform primarily through direct sales and marketing channels
utilizing a wide range of online and offline sales and marketing activities. In
addition, we have cultivated strong relationships with channel partners to help
us extend the reach of our sales and marketing efforts, especially
internationally. Our channel partners include technology alliances, solution
providers, strategic global system integrators, solution partners, and
value-added resellers, or VARs. These channel partners also provide
solution-based selling, services, and training internationally.
                                COVID-19 Impact
In March 2020, the World Health Organization declared the outbreak of COVID-19 a
pandemic, which continues to spread throughout the U.S. and the world and has
resulted in authorities implementing numerous measures to contain the virus,
including travel bans and restrictions, quarantines, shelter-in-place orders,
and business limitations and shutdowns. While we are unable to accurately
predict the full impact that the COVID-19 pandemic has had or will have on our
operating results, financial condition, liquidity and cash flows due to numerous
uncertainties, including the duration and severity of the pandemic, any
resurgences of the pandemic locally or globally, or the evolution and impact of
COVID-19 variants, our compliance with these measures has impacted our
day-to-day operations and could continue to disrupt our business and operations,
as well as that of certain of our customers whose industries are more severely
impacted by these measures, for an indefinite period of time. Since March 2020,
as a result of the impact of the COVID-19 pandemic, we have experienced and may
continue to experience changes in customer buying behavior, including decreased
customer engagement, delayed sales cycles, deterioration in near-term demand,
and an increased volume of sales occurring in the final weeks of each quarter.
During this time, we also determined to make adjustments to certain sales
strategies, including the realignment of our sales associates to certain market
and customer opportunities and a reduction in our sales force in certain
geographies and market segments.
To support the health and well-being of our employees, customers, partners and
communities, the majority of our offices worldwide have been closed since March
2020. During the three months ended June 30, 2021, as conditions have improved,
vaccination rates have increased, and local authorities have permitted the
opening of offices, we have begun to open most of our offices worldwide. The
majority of our offices are currently open on a voluntary basis with various
restrictions still in place, including with respect to social distancing and
mask wearing, and with enhanced cleaning protocols. Although our offices have
begun to open on a voluntary basis, most of our employees continue to work
remotely either on a part-time or full-time basis and we are still developing
plans on when and how to bring a larger portion of our workforce back to the
office. We have also started reducing restrictions on domestic travel and have
seen increases in travel in the three months ended June 30, 2021. International
travel, however, remains heavily restricted. While the evolution of the
processes and policies we have
                                       21
--------------------------------------------------------------------------------

implemented to our operations may result in inefficiencies, delays and
additional costs in our product development, sales, marketing, and customer
support efforts, as of the date of this filing, we do not believe our
work-from-home protocol has materially adversely impacted our internal controls,
financial reporting systems or our operations. In October 2019, we entered into
a new operating lease agreement for space located in Irvine, California that
will eventually replace our existing corporate headquarters. Although the impact
of the pandemic on the commercial real estate market is still evolving, the
increase in work-from-home arrangements and continued restrictions imposed by
local authorities over the use of office space could impair our ability to find
viable subtenants for our existing corporate headquarters, which could result in
additional costs when we cease use of that space.
In response to the COVID-19 pandemic, we had implemented plans to manage our
costs in 2020, including by limiting the addition of new employees and
third-party contracted services, curtailing most travel expense except where
critical to the business, and acting to limit discretionary spending. In 2021,
we resumed increased investment in administrative, operational, and financial
resources to grow our operations, including through enhancements to our
infrastructure and systems and recruiting new employees. We intend to continue
these activities throughout 2021, but to the extent any business disruption
continues for an extended period, additional cost management actions may be
considered. Although we monitor the situation and may adjust our current
policies as more information and public health guidance become available, the
ongoing effects of the COVID-19 pandemic and/or the precautionary measures that
we, our customers and governmental authorities have adopted have resulted in,
and could continue to result in, customers not purchasing or renewing our
products or services, significant delays or lengthening of our sales cycles, and
reductions in average transaction sizes, and could negatively affect our
customer success and sales and marketing efforts, result in difficulties or
changes to our customer support, or create operational or other challenges, any
of which could harm our business and operating results. Because our products are
offered as subscription-based licenses and a portion of that revenue is
recognized over time, the effect of the pandemic may not be fully reflected in
our operating results until future periods. Further, the COVID-19 pandemic and
its impact on us and the economy has significantly limited our ability to
forecast our future operating results, including our ability to predict revenue
and expense levels, and plan for and model future operating results. Our
competitors could experience similar or different impacts as a result of the
COVID-19 pandemic, which could result in changes to our competitive landscape.
While we have developed and continue to develop plans to help mitigate the
negative impact of the pandemic on our business, these efforts may not be
effective and any protracted economic downturn could significantly affect our
business and operating results. We will continue to evaluate the nature and
extent of the impact of the COVID-19 pandemic to our business. See Part II,
Item 1A. Risk Factors of this Quarterly Report on Form 10-Q for further
discussion of the possible impact of the COVID-19 pandemic on our business.
                              Key Business Metrics
We review the following key business metrics to evaluate our business, measure
our performance, identify trends affecting our business, formulate business
plans, and make strategic decisions:
Number of Customers. We believe that our ability to expand our customer base is
a key indicator of our market penetration, the growth of our business, and our
future potential business opportunities. We define a customer at the end of any
particular period as an entity with a subscription agreement that runs through
the current or future period as of the measurement date. Organizations with free
trials have not entered into a subscription agreement and are not considered
customers. A single organization with separate subsidiaries, segments, or
divisions that use our platform may represent multiple customers, as we treat
each entity that is invoiced separately as a single customer. In cases where
customers subscribe to our platform through our channel partners, each end
customer is counted separately.
The following table summarizes the number of our customers at each quarter end
for the periods indicated:
                                                        As of
                       Mar. 31,         Jun. 30,       Sep. 30,       Dec. 31,       Mar. 31,       Jun. 30,
                         2020             2020           2020           2020           2021           2021
       Customers       6,443            6,714          6,955          7,083          7,214          7,405



                                       22

--------------------------------------------------------------------------------

Dollar-Based Net Expansion Rate.  Our dollar-based net expansion rate is a
trailing four-quarter average of the annual contract value, or ACV, which is
defined as the subscription revenue that we would contractually expect to
recognize over the term of the contract divided by the term of the contract, in
years, from a cohort of customers in a quarter as compared to the same quarter
in the prior year. A dollar-based net expansion rate equal to 100% would
generally imply that we received the same amount of ACV from our cohort of
customers in the current quarter as we did in the same quarter of the prior
year. A dollar-based net expansion rate less than 100% would generally imply
that we received less ACV from our cohort of customers in the current quarter
than we did in the same quarter of the prior year. A dollar-based net expansion
rate greater than 100% would generally imply that we received more ACV from our
cohort of customers in the current quarter than we did in the same quarter of
the prior year.
To calculate our dollar-based net expansion rate, we first identify a cohort of
customers, or the Base Customers, in a particular quarter, or the Base Quarter.
A customer will not be considered a Base Customer unless such customer has an
active subscription on the last day of the Base Quarter. We then divide the ACV
in the same quarter of the subsequent year attributable to the Base Customers,
or the Comparison Quarter, including Base Customers from which we no longer
derive ACV in the Comparison Quarter, by the ACV attributable to those Base
Customers in the Base Quarter. Our dollar-based net expansion rate in a
particular quarter is then obtained by averaging the result from that particular
quarter with the corresponding result from each of the prior three quarters. The
dollar-based net expansion rate excludes contract value relating to professional
services from that cohort.
The following table summarizes our dollar-based net expansion rate at the end of
each quarter for the periods indicated:
                                                                                                Three Months Ended
                                                   Mar. 31,          Jun. 30,            Sep. 30,            Dec. 31,            Mar. 31,             Jun. 30,
                                                     2020              2020                2020                2020                2021                 2021
Dollar-based net expansion rate                       128  %              126  %              124  %              122  %              120  %               120  %




Annual Recurring Revenue.  We derive a large portion of our revenue from
subscriptions for use of our platform. Subscription periods for our platform
generally range from one to three years and the subscription fees are typically
billed annually in advance. A portion of revenue from our subscriptions is
recognized at the point in time when the platform is first made available to the
customer, or the beginning of the subscription term, if later, and the remaining
portion is recognized ratably over the life of the contract. This revenue
recognition creates variability in the revenue we recognize period to period
based on the timing of subscription start dates and the subscription term. In
order to measure the underlying performance of our subscription-based contracts,
we calculate annual recurring revenue, or ARR, which represents the annualized
recurring value of all active subscription contracts at the end of a reporting
period and excludes the value of non-recurring revenue streams, such as
professional services. ARR is a performance metric and should be viewed
independently of revenue and deferred revenue, and is not intended to be a
substitute for, or combined with, any of these items. Both multi-year contracts
and contracts with terms less than one year are annualized by dividing the total
committed contract value by the number of months in the subscription term and
then multiplying by twelve.
The following table summarizes our annual recurring revenue (in millions) for
each quarter end for the periods indicated:
                                                                       As of
                                   Mar. 31,      Jun. 30,      Sep. 30,      Dec. 31,      Mar. 31,      Jun. 30,
                                     2020          2020          2020          2020          2021          2021

    Annual recurring revenue      $  404.9      $  432.3      $  449.5      $  492.6      $  512.7      $  547.6


                                       23
--------------------------------------------------------------------------------

                             Results of Operations
The following table sets forth our results of operations for the periods
indicated. The period-to-period comparison of financial results is not
necessarily indicative of financial results to be achieved in future periods.

                                                              Three Months Ended June 30,                 Six Months Ended June 30,
                                                                2021                  2020                 2021                  2020
                                                                                          (in thousands)
Revenue:
Subscription-based software license                       $       40,016          $  34,646          $       83,374          $  85,390
PCS and services                                                  80,054             61,587                 155,455            119,674
Total revenue                                                    120,070             96,233                 238,829            205,064
Cost of revenue:
Subscription-based software license                                1,226                946                   2,475              2,927
PCS and services                                                  11,704              8,689                  21,296             19,755
Total cost of revenue(1)                                          12,930              9,635                  23,771             22,682
Gross profit                                                     107,140             86,598                 215,058            182,382
Operating expenses:
Research and development(1)                                       30,866             23,256                  62,188             49,437
Sales and marketing(1)                                            77,656             57,941                 149,563            123,106
General and administrative(1)                                     33,666             23,195                  67,166             47,738
Total operating expenses                                         142,188            104,392                 278,917            220,281
Loss from operations                                             (35,048)           (17,794)                (63,859)           (37,899)
Interest expense                                                  (9,635)            (9,496)                (19,233)           (18,799)
Other income, net                                                  2,056              4,530                     802              2,068

Loss before provision for (benefit of) income taxes              (42,627)           (22,760)                (82,290)           (54,630)
Provision for (benefit of) income taxes                              813             12,533                   1,806             (3,864)
Net loss                                                  $      (43,440)         $ (35,293)         $      (84,096)         $ (50,766)

(1) Amounts include stock-based compensation expense as follows:


                                                                   Three Months Ended June 30,               Six Months Ended June 30,
                                                                     2021                 2020                 2021                2020
                                                                                              (in thousands)
Cost of revenue                                                $        1,293          $    597          $       2,401          $  1,033
Research and development                                                7,330             2,992                 13,655             6,619
Sales and marketing                                                     8,042             7,610                 15,087            12,759
General and administrative                                             11,122             5,724                 21,083            10,176
Total                                                          $       27,787          $ 16,923          $      52,226          $ 30,587



                                       24

--------------------------------------------------------------------------------

The following table sets forth selected historical financial data for the periods indicated, expressed as a percentage of revenue:


                                                               Three Months Ended June 30,                  Six Months Ended June 30,
                                                               2021                  2020                  2021                  2020
Revenue:
Subscription-based software license                               33.3  %               36.0  %               34.9  %               41.6  %
PCS and services                                                  66.7                  64.0                  65.1                  58.4
Total revenue                                                    100.0                 100.0                 100.0                 100.0
Cost of revenue:
Subscription-based software license                                1.0                   1.0                   1.1                   1.4
PCS and services                                                   9.8                   9.0                   8.9                   9.6
Total cost of revenue                                             10.8                  10.0                  10.0                  11.0
Gross profit                                                      89.2                  90.0                  90.0                  89.0
Operating expenses:
Research and development                                          25.7                  24.2                  26.0                  24.1
Sales and marketing                                               64.7                  60.2                  62.6                  60.0
General and administrative                                        28.0                  24.1                  28.1                  23.3
Total operating expenses                                         118.4                 108.5                 116.7                 107.4
Loss from operations                                             (29.2)                (18.5)                (26.7)                (18.4)
Interest expense                                                  (8.0)                 (9.9)                 (8.1)                 (9.2)
Other income, net                                                  1.7                   4.7                   0.3                   1.0

Loss before provision for (benefit of) income taxes              (35.5)                (23.7)                (34.5)                (26.6)
Provision for (benefit of) income taxes                            0.7                  13.0                   0.7                  (1.9)
Net loss                                                         (36.2) %              (36.7) %              (35.2) %              (24.7) %


      Comparison of the Three and Six Months Ended June 30, 2021 and 2020
Revenue
                                    Three Months Ended                                                         Six Months Ended
                                         June 30,                              Change                              June 30,                              Change
                                  2021               2020             Amount               %                2021               2020             Amount               %
                                                                                   (in thousands, except percentages)
Subscription-based software
license                       $   40,016          $ 34,646          $  5,370              15.5  %       $  83,374          $  85,390          $ (2,016)             (2.4) %
PCS and services                  80,054            61,587            18,467              30.0            155,455            119,674            35,781              29.9
Total revenue                 $  120,070          $ 96,233          $ 23,837              24.8  %       $ 238,829          $ 205,064          $ 33,765              16.5  %


Subscription-based software license revenue increased for the three months ended
June 30, 2021 as compared to the three months ended June 30, 2020 primarily due
to an increase in sales to new and existing customers in the three months ended
June 30, 2021 as compared to the three months ended June 30, 2020.
Subscription-based software license revenue decreased for the six months ended
June 30, 2021 as compared to the six months ended June 30, 2020 primarily due to
a decrease in average contract term length between periods as we sold fewer
multi-year deals during the six months ended June 30, 2021 as compared to the
six months ended June 30, 2020.
PCS and services revenue is primarily recognized ratably over the subscription
term. Due to the ratable recognition of this revenue over time, the increase in
PCS and services revenue is primarily attributed to sales to customers in prior
periods and the growth in our customer base between June 30, 2020 and June 30,
2021. Our product pricing was not a significant driver of the increase in
subscription-based software license or PCS and services revenue for the periods
presented.
                                       25
--------------------------------------------------------------------------------

The disaggregation of revenue by region was as follows:


                                     Three Months Ended
                                          June 30,                              Change                        Six Months Ended June 30,                        Change
                                   2021               2020             Amount               %                  2021                  2020             Amount               %
                                                                                       (in thousands, except percentages)
United States                  $   81,060          $ 65,969          $ 15,091              22.9  %       $      158,297          $ 146,504          $ 11,793               8.0  %
International                      39,010            30,264             8,746              28.9                  80,532             58,560            21,972              37.5
Total revenue                  $  120,070          $ 96,233          $ 23,837              24.8  %       $      238,829          $ 205,064          $ 33,765              16.5  %

Cost of Revenue and Gross Margin


                                   Three Months Ended                                                      Six Months Ended
                                        June 30,                             Change                            June 30,                             Change
                                  2021              2020            Amount              %               2021              2020             Amount              %
                                                                                (in thousands, except percentages)
Subscription-based software
license                       $   1,226          $   946          $   280              29.6  %       $  2,475          $  2,927          $  (452)            (15.4) %
PCS and services                 11,704            8,689            3,015              34.7            21,296            19,755            1,541               7.8
Total cost of revenue         $  12,930          $ 9,635          $ 3,295              34.2  %       $ 23,771          $ 22,682          $ 1,089               4.8  %
% of revenue                       10.8  %          10.0  %                                              10.0  %           11.0  %
Gross margin                       89.2  %          90.0  %                                              90.0  %           89.0  %


Cost of revenue increased for the three months ended June 30, 2021 as compared
to the three months ended June 30, 2020 primarily due to an increase in
employee-related costs, including stock-based compensation, of $2.3 million due
to an increase in headcount as well as additional stock awards granted to new
hires and as part of our annual equity refresh program. Additionally, there was
an increase in consulting and contractor costs of $0.6 million due to increased
use of subcontractors to provide enablement and training services to existing
customers.
Cost of revenue increased for the six months ended June 30, 2021 as compared to
the six months ended June 30, 2020 primarily due to an increase in
employee-related costs, including stock-based compensation, of $2.9 million due
to an increase in headcount, as well as additional stock awards granted to new
hires and as part of our annual equity refresh program. This was partially
offset by a decrease resulting from a $2.0 million non-cash impairment charge
related to certain developed technology assets as a result of our strategic
decision to discontinue further investment and enhancements in the standalone
existing technology during the six months ended June 30, 2020.

As of June 30, 2021, we had 125 cost of revenue personnel as compared to 99 as
of June 30, 2020.
Research and Development
                                      Three Months Ended                                                      Six Months Ended
                                           June 30,                             Change                            June 30,                             Change
                                    2021              2020             Amount              %               2021              2020             Amount               %
                                                                                    (in thousands, except percentages)
Research and development         $ 30,866          $ 23,256          $ 7,610              32.7  %       $ 62,188          $ 49,437          $ 12,751              25.8  %
% of revenue                         25.7  %           24.2  %                                              26.0  %           24.1  %


Research and development expense increased for the three months ended June 30,
2021 as compared to the three months ended June 30, 2020 primarily due to an
increase in employee-related costs, including stock-based compensation, of $6.1
million due to an increase in headcount, as well as additional stock awards
granted to new hires and as part of our annual equity refresh program. In
addition, there was an increase in consulting and outsourced labor costs of $1.1
million to assist in certain development projects, as well as higher information
technology and overhead costs of $0.3 million related to software licenses and
web services.
                                       26
--------------------------------------------------------------------------------

Research and development expense increased for the six months ended June 30,
2021 as compared to the six months ended June 30, 2020 primarily due to an
increase in employee-related costs, including stock-based compensation, of $10.9
million due to an increase in headcount. In addition, there was an increase in
consulting and outsourced labor costs of $1.6 million to assist in certain
development projects.
As of June 30, 2021, we had 408 research and development personnel as compared
to 360 as of June 30, 2020.
Sales and Marketing
                                    Three Months Ended                                                        Six Months Ended
                                         June 30,                             Change                              June 30,                              Change
                                  2021              2020             Amount               %                2021               2020             Amount               %
                                                                                   (in thousands, except percentages)
Sales and marketing            $ 77,656          $ 57,941          $ 19,715              34.0  %       $ 149,563          $ 123,106          $ 26,457              21.5  %
% of revenue                       64.7  %           60.2  %                                                62.6  %            60.0  %


Sales and marketing expense increased for the three months ended June 30, 2021
as compared to the three months ended June 30, 2020 primarily due to an increase
in employee-related costs, including stock-based compensation, of $6.9 million.
The overall increase in employee-related costs was a result of the timing within
the period and the market in which headcount was added or reduced, annual merit
increases, and additional stock awards granted as part of our annual equity
refresh program. Additionally, the increase in employee-related costs includes
the effect of an increase in travel and entertainment expense of $0.8 million as
a result of the easing of domestic travel restrictions associated with the
COVID-19 pandemic. The increase is also due to an increase of $8.7 million in
marketing programs, including our virtual user conference that occurred in May
2021 which had been cancelled in the prior year, our participation in brand
awareness campaigns such as the sponsorship of McLaren Racing and other digital
marketing programs, an increase of $2.1 million in information technology and
overhead costs as a result of office expansion and fit outs, and an increase in
consulting and outsourced labor costs of $1.8 million related to projects for
go-to-market strategies and global campaign integration.
Sales and marketing expense increased for the six months ended June 30, 2021 as
compared to the six months ended June 30, 2020 primarily due to an increase in
employee-related costs, including stock-based compensation, of $7.9 million. The
overall increase in employee-related costs was a result of the timing within the
period and the market in which headcount was added or reduced, annual merit
increases, and additional stock awards granted as part of our annual equity
refresh program. The increase is also related to higher marketing program costs
of $12.5 million, including our virtual user conference that occurred in May
2021 which had been cancelled in the prior year, our participation in brand
awareness campaigns such as the sponsorship of McLaren Racing and other digital
marketing programs, an increase of $2.8 million in information technology and
overhead costs as a result of office expansion and fit outs, and an increase in
consulting and outsourced labor costs of $2.6 million related to projects for
go-to-market strategies and global campaign integration.
As of June 30, 2021, we had 771 sales and marketing personnel as compared to 812
as of June 30, 2020.
General and Administrative
                                         Three Months Ended                                                       Six Months Ended
                                              June 30,                             Change                             June 30,                             Change
                                       2021              2020             Amount               %               2021              2020             Amount               %
                                                                                       (in thousands, except percentages)
General and administrative          $ 33,666          $ 23,195          $ 10,471              45.1  %       $ 67,166          $ 47,738          $ 19,428              40.7  %
% of revenue                            28.0  %           24.1  %                                               28.1  %           23.3  %


                                       27

--------------------------------------------------------------------------------

General and administrative expense increased for the three months ended June 30,
2021 as compared to the three months ended June 30, 2020 primarily due to an
increase in employee-related costs, including stock-based compensation, of $8.6
million due to an increase in headcount and additional stock awards granted to
new hires and as part of our annual equity refresh program. In addition, the
increase was due to an increase in overhead costs of $1.1 million due to office
expansion and fit outs, including our new corporate headquarters, as well as an
increase in consulting and outsourced labor costs of $1.0 million primarily due
to higher legal and accounting professional services fees and increased use of
subcontractors in our human resources department.
General and administrative expense increased for the six months ended June 30,
2021 as compared to the six months ended June 30, 2020 primarily due to an
increase in employee-related costs, including stock-based compensation, of $16.4
million due to an increase in headcount and additional stock awards granted to
new hires and as part of our annual equity refresh program. In addition, the
increase was due to an increase in consulting and outsourced labor costs of $2.3
million primarily due to higher legal and accounting professional services fees
and increased use of subcontractors in our human resources department, as well
as an increase in overhead costs of $1.6 million due to office expansion and fit
outs, including our new corporate headquarters.
As of June 30, 2021, we had 292 general and administrative personnel as compared
to 244 as of June 30, 2020.
Interest Expense
                            Three Months Ended                                    Six Months Ended
                                 June 30,                   Change                    June 30,                  Change
                            2021           2020        Amount        %          2021           2020         Amount       %
                                                         (in thousands,

except percentages)

Interest expense $ (9,635) $ (9,496) $ (139) 1.5 %

$ (19,233) $ (18,799) $ (434) 2 %




Interest expense is primarily attributable to our 2023 Notes and 2024 & 2026
Notes issued during the three months ended June 30, 2018 and September 30, 2019,
respectively. Interest expense fluctuation remained relatively flat
year-over-year, with the slight increase in the three and six months ended June
30, 2021 as compared to the three and six months ended June 30, 2020 related to
the amortization of debt discount and issuance costs from the prior year
increasing the carrying value of the Notes.
Other Income, Net
                            Three Months Ended                                    Six Months Ended
                                 June 30,                    Change                   June 30,                   Change
                             2021            2020         Amount       %          2021           2020         Amount       %
                                                         (in thousands,

except percentages)

Other income, net $ 2,056 $ 4,530 $ (2,474) *

$    802          $ 2,068      $ (1,266)       *


*   Not meaningful


Other income, net consists primarily of gains and losses on foreign currency
remeasurement and transactions and interest income from our available-for-sale
securities. The decrease in other income, net for the three months ended June
30, 2021 as compared to the three months ended June 30, 2020 was primarily
related to a decrease in investment income of $2.5 million due to lower interest
rates and a more conservative investment mix, as well as a decrease in gains in
foreign currency remeasurement of $0.6 million.
The decrease in other income, net for the six months ended June 30, 2021 as
compared to the six months ended June 30, 2020 was primarily related to a
decrease in investment income of $5.8 million due to lower interest rates and a
more conservative investment mix, which was partially offset by a decrease in
losses in foreign currency remeasurement of $3.8 million.
                                       28
--------------------------------------------------------------------------------

Provision for (Benefit of) Income Taxes


                              Three Months Ended                                                        Six Months Ended
                                   June 30,                               Change                            June 30,                            Change
                            2021                2020              Amount              %              2021              2020             Amount             %
                                                                          (in thousands, except percentages)
Provision for (benefit
of) income taxes       $    813              $ 12,533          $ (11,720)                 *       $  1,806          $ (3,864)         $ 5,670                  *


*   Not meaningful


The change in the provision for (benefit of) income taxes for the three months
ended June 30, 2021 as compared to the three months ended June 30, 2020 was
primarily due to a discrete tax expense of $10.7 million related to the
valuation allowance established against excess tax deductions from exercised
stock options and settled RSUs during the three months ended June 30, 2020.
The change in the provision for (benefit of) income taxes for the six months
ended June 30, 2021 as compared to the six months ended June 30, 2020 was
primarily due to $4.7 million of tax expense due to a valuation allowance
against U.S. deferred tax assets for the six months ended June 30, 2021.
                        Liquidity and Capital Resources
We had $1.0 billion of cash and cash equivalents and short-term and long-term
investments in marketable securities as of each of June 30, 2021 and December
31, 2020, with $998.4 million and $1.0 billion, respectively, held domestically.
Our principal uses of cash are funding our operations and other working capital
requirements.
We believe that our existing cash and cash equivalents and short-term
investments and any positive cash flows from operations will be sufficient to
support our working capital and capital expenditure requirements for at least
the next 12 months. To the extent existing cash and cash equivalents and
short-term investments and cash from operations are not sufficient to fund
future activities, we may need to raise additional funds. We may seek to raise
additional funds through equity, equity-linked, or debt financings. If we raise
additional funds through the incurrence of indebtedness, such indebtedness may
have rights that are senior to holders of our equity securities and could
contain covenants that restrict operations. Any additional equity or convertible
debt financing may be dilutive to stockholders. If we are unable to raise
additional capital when desired, our business, operating results, and financial
condition could be adversely affected.
We also believe that our current financial resources will allow us to manage the
ongoing impact anticipated as a result of the COVID-19 pandemic on our business
operations for the foreseeable future, which could include reductions in revenue
and delays in payments from customers and partners. The challenges posed by the
COVID-19 pandemic on our business are expected to evolve over time.
Consequently, we will continue to evaluate our financial position in light of
future developments. In addition to the uncertainties caused by the COVID-19
pandemic, our future capital requirements and the adequacy of available funds
will depend on many factors, including the rate of our hiring, the rate of our
revenue growth, the timing and extent of our spending on research and
development efforts and other business initiatives, the expansion of our sales
and marketing activities, the timing of new product and service introductions,
market acceptance of our platform, and overall economic conditions.
Cash Flows
The following table sets forth cash flows for the periods indicated:
                                                                           Six Months Ended June 30,
                                                                           2021                  2020
                                                                                (in thousands)
Net cash provided by operating activities                            $       15,838          $    6,614
Net cash provided by (used in) investing activities                         108,086            (288,085)
Net cash provided by (used in) financing activities                         (11,188)                162


                                       29
--------------------------------------------------------------------------------

Operating Activities
Net cash provided by operating activities was $15.8 million for the six months
ended June 30, 2021. Net cash provided by operating activities primarily
reflected net non-cash activity of $84.9 million and a change in operating
assets and liabilities of $15.1 million, offset in part by a net loss of $84.1
million.
Net cash provided by operating activities was $6.6 million for the six months
ended June 30, 2020. Net cash provided by operating activities primarily
reflected net non-cash activity of $57.5 million, offset in part by a net loss
of $50.8 million and a change in operating assets and liabilities of $0.1
million.
Changes in operating assets and liabilities is primarily driven by the
seasonality of our sales cycle. The fourth quarter of each fiscal year has
historically been our strongest quarter for new business and renewals and,
correspondingly, the first quarter of the subsequent fiscal year has
historically been the strongest for cash collections on accounts receivable and
highest for payments of sales commissions. As a result of this seasonality, our
accounts receivable decreased during each of the six months ended June 30, 2020
and 2021 compared to the year ended December 31, 2019 and 2020, respectively.
These decreases were offset in part by a decrease to accrued payroll and
payroll-related liability and a net increase in contract asset balances during
each respective period. In addition to the sales cycle, our cash flow from
operations is also impacted by the payment of our annual cash incentive bonuses
to our non-commissioned employees in the first quarter of the fiscal year and
the timing of obligations on accounts payable.
Investing Activities
Net cash provided by investing activities for the six months ended June 30, 2021
was $108.1 million, consisting of $119.5 million of sales and maturities of
investments, net of purchases, offset in part by $11.4 million of purchases of
property and equipment.
Net cash used in investing activities for the six months ended June 30, 2020 was
$288.1 million, consisting of $277.7 million of purchases of investments, net of
maturities and sales, and $10.4 million of purchases of property and equipment.
Financing Activities
Net cash used in financing activities for the six months ended June 30, 2021 was
$11.2 million, consisting primarily of the minimum tax withholding paid on
behalf of employees for RSU settlements of $17.0 million, offset in part by
proceeds from stock option exercises of $5.8 million.
Net cash provided by financing activities for the six months ended June 30, 2020
was $0.2 million, consisting primarily of proceeds from stock option exercises
of $14.8 million, offset in part by the minimum tax withholding paid on behalf
of employees for RSU settlements and other financing activity of $14.6 million.
The timing and number of stock option exercises and employee stock purchases and
the amount of proceeds we receive from these equity awards is not within our
control. As it is now our general practice to issue principally RSUs to our
employees, cash paid on behalf of employees for minimum statutory withholding
taxes on RSU settlements will likely increase.

                    Contractual Obligations and Commitments
There were no material changes in our contractual obligations and commitments
during the six months ended June 30, 2021 from the contractual obligations and
commitments disclosed in the Annual Report. See Note 7, Convertible Senior
Notes, Note 9, Leases, and Note 10, Contingencies, of the notes to our condensed
consolidated financial statements included in Part 1, Item 1 of this Quarterly
Report on Form 10-Q for additional information regarding contractual obligations
and commitments.
                         Off-Balance Sheet Arrangements

As of June 30, 2021, we did not have any relationships with unconsolidated entities or financial partnerships, such as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.


                                       30
--------------------------------------------------------------------------------

                   Critical Accounting Policies and Estimates
Our condensed consolidated financial statements and the related notes have been
prepared in accordance with U.S. GAAP. The preparation of our condensed
consolidated financial statements requires us to make estimates and assumptions
that affect the reported amounts of assets, liabilities, revenue, costs and
operating expenses, provision for income taxes, and related disclosures.
Generally, we base our estimates on historical experience and on various other
assumptions in accordance with U.S. GAAP that we believe to be reasonable under
the circumstances. Actual results may differ from these estimates. To the extent
that there are material differences between these estimates and our actual
results, our future financial statements will be affected.
There have been no changes to our critical accounting policies disclosed in our
Annual Report.
                        Recent Accounting Pronouncements
See Note 2, Significant Accounting Policies, of the notes to our condensed
consolidated financial statements in Part I, Item 1 of this Quarterly Report on
Form 10-Q for a description of recent accounting pronouncements.
Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Foreign Currency Exchange Risk
Due to our international operations, we have foreign currency risks related to
revenue and operating expenses denominated in currencies other than the U.S.
dollar, primarily the British Pound and Euro. Our sales contracts are primarily
denominated in the local currency of the customer making the purchase. In
addition, a portion of our operating expenses are incurred outside the United
States and are denominated in foreign currencies where our operations are
located. We are also exposed to certain foreign exchange rate risks related to
our foreign subsidiaries, including as a result of intercompany loans
denominated in non-functional currencies. Increases in the relative value of the
U.S. dollar to other currencies may negatively affect revenue and other
operating results as expressed in U.S. dollars. We do not believe that an
immediate 10% increase or decrease in the relative value of the U.S. dollar to
other currencies would have a material effect on our operating results.
We have experienced and will continue to experience fluctuations in net income
(loss) as a result of transaction gains or losses related to remeasuring certain
asset and liability balances that are denominated in currencies other than the
functional currency of the entities in which they are recorded. These exposures
may change over time as business practices evolve and economic conditions
change, including market impacts associated with COVID-19. To date, we have not
entered into derivatives or hedging transactions, as our exposure to foreign
currency exchange rates has historically been partially hedged by our U.S.
dollar denominated inflows covering our U.S. dollar denominated expenses and our
foreign currency denominated inflows covering our foreign currency denominated
expenses. However, we may enter into derivative or hedging transactions in the
future if our exposure to foreign currency should become more significant.
Interest Rate and Market Risk
We had cash and cash equivalents and short-term and long-term investments of
$1.0 billion as of June 30, 2021. The primary objective of our investment
activities is the preservation of capital, and we do not enter into investments
for trading or speculative purposes. A hypothetical 10% increase in interest
rates during the six months ended June 30, 2021 would not have had a material
impact on our condensed consolidated financial statements. We do not have
material exposure to market risk with respect to short-term and long-term
investments, as any investments we enter into are primarily highly liquid
investments.
Each series of our Notes bears a fixed interest rate, and therefore, is not
subject to interest rate risk. We have not utilized derivative financial
instruments, derivative commodity instruments or other market risk sensitive
instruments, positions or transactions in any material fashion, except for the
privately negotiated capped call transactions entered into in May and June 2018
related to the issuance of our 2023 Notes and August 2019 related to the
issuance of our 2024 & 2026 Notes.
Inflation Risk
We do not believe that inflation has had a material effect on our business,
financial condition, or operating results.
                                       31

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses