The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our condensed consolidated
financial statements and related notes included elsewhere in this
Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year
ended January 31, 2022, filed with the SEC on March 23, 2022. This discussion
contains forward-looking statements that involve risks and uncertainties as
discussed in "Cautionary Note Regarding Forward-Looking Statements" included in
this Quarterly Report on Form 10-Q. Our actual results could differ materially
from those discussed below. Factors that could cause or contribute to such
differences include, but are not limited to, impacts on our business and general
economic conditions due to the current COVID-19 pandemic, those identified below
and those discussed in "Risk Factors" under Part II, Item 1A in this Quarterly
Report on Form 10-Q. Our fiscal year ends January 31.

                                    Overview

Anaplan is a market-leading cloud-native enterprise SaaS company, transforming
how enterprises across industries see, plan, and drive their business. Powered
by our proprietary calculation engine and Hyperblock® technology, our platform
lets customers model what-if scenarios, contextualize current performance in
real time, and forecast future outcomes for faster, more confident decisions.
Embracing constant change, our customers use Anaplan to rapidly pivot
strategies, redeploy resources, and optimize plans for growth, efficiency,
demand, and profitability. Anaplan equips teams to overcome obstacles and seize
opportunities ahead of competitors.

Our customers often initially adopt our platform within a specific business
function for one or more planning solutions, but also because our platform has
the capacity to transform their enterprise-wide planning process through our
integrated planning and forecasting tool and as part of a broader digital
transformation initiative. We sell subscriptions to our cloud-based planning
platform through our direct sales team and through our global partnership
ecosystem that serves as an integral part of our go-to-market strategy and an
extension of our direct sales force. Our strategic consulting and systems
integration partners provide us with a significant source of lead generation and
implementation leverage. These partners act as strategic advisors to senior
executives in corporate, functional, and process transformation initiatives of
organizations. They often promote our platform as their clients examine how to
plan more effectively or seek organizational change through digital
transformation or improved business processes. We also rely on partners with
deep subject-matter expertise in the implementation of specific use cases who
can facilitate implementations for our customers. Our partners also help to
drive thought leadership in promoting connected planning and digital
transformation.

Once our customers see the benefits and wide applicability of our platform, we
use a "land and expand" sales strategy to encourage our existing customers to
increase the number of users, add new use cases, and expand to additional lines
of business, divisions, and geographies. This expansion often generates a
natural network effect in which the value of our platform to customers increases
as more use cases are adopted, more users are connected, and greater amounts of
data are incorporated in our platform delivering exponential value to our
customers.

We derive the substantial majority of our revenue from subscriptions for users
on our platform. Our initial subscription term is typically two to three years,
although some customers commit for shorter periods. We generally bill our
customers annually in advance. We also offer professional services, including
consulting, implementation, and training, but are increasingly leveraging our
partners to provide these services. During the three months ended April 30, 2022
and 2021, subscription revenue was $152.3 million and $118.3 million,
respectively, representing a year-over-year subscription revenue growth rate of
29%. During the three months ended April 30, 2022 and 2021, services revenue was
$16.8 million and $11.5 million, respectively. Our subscription revenue as a
percentage of total revenue was 90% and 91% in the three months ended April 30,
2022 and 2021, respectively.

During the three months ended April 30, 2022 and 2021, our total revenue was
$169.2 million and $129.8 million, respectively. Approximately 47% and 48% of
our total revenue was generated from outside of the United States in the three
months ended April 30, 2022 and 2021, respectively. Our net loss was $57.9
million and $51.5 million in the three months ended April 30, 2022 and 2021,
respectively.

We believe that our focus on customer success allows us to retain and expand the
subscription revenue generated from our existing customers, and is an indicator
of the long-term value of our customer relationships for Anaplan as a whole. We
track our performance in this area by measuring our dollar-based net expansion
rate, which compares our annual recurring revenue from the same set of customers
across comparable periods. The dollar-based net expansion rate was 116% and 118%
as of April 30, 2022, and January 31, 2022, respectively.
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Our dollar-based net expansion rate equals the annual recurring revenue at the
end of a period for a base set of customers from which we generated annual
recurring revenue in the year prior to the date of calculation, divided by the
annual recurring revenue one year prior to the date of the calculation for that
same set of customers. Annual recurring revenue is calculated as subscription
revenue already booked and in backlog that will be recorded over the next 12
months, assuming any contract expiring in those 12 months is renewed and
continues on its existing terms and at its prevailing rate of utilization.

The number of customers with greater than $250,000 of annual recurring revenue
was 569 and 555 as of April 30, 2022, and January 31, 2022, respectively. We
monitor this metric and believe it is a useful tool to investors, as an
indicator of the scale of customer adoption and expansion of our platform.

Our remaining performance obligations (RPO) represents all future revenue under
contract that has not yet recognized, which includes deferred revenue and
non-cancelable amounts that will be invoiced and recognized as revenue in future
periods. Our current remaining performance obligations (cRPO) represents RPO
that is expected to be recognized as revenue in the next 12 months. As of
April 30, 2022, our RPO was $1,111.5 million, of which 51% represented cRPO.
cRPO increased by 27%, compared to April 30, 2021. Our RPO fluctuates due to a
number of factors including the timing, duration and dollar amount of customer
contracts.

                                     Merger

On March 20, 2022, we entered into the Merger Agreement with Parent and Merger
Sub, providing for the merger of Merger Sub with and into our Company, with our
Company surviving the merger as a wholly owned subsidiary of Parent.

Under the terms of the agreement, our stockholders will receive $66.00 in cash
for each share of common stock they hold on the transaction closing date. The
obligation of the parties to consummate the acquisition is subject to the
satisfaction or waiver of customary closing conditions, including, without
limitation, the absence of governmental orders resulting, directly or
indirectly, in enjoining or otherwise prohibiting or making illegal the
consummation of the Merger, the affirmative vote of the holders of a majority of
the voting power of the outstanding shares of the Company's common stock
entitled to vote on the adoption of the Merger Agreement. The 30-day waiting
period under the HSR Act expired at 11:59 p.m. Eastern Time on Monday, May 2,
2022. We are subject to customary restrictions on our ability to solicit
alternative acquisition proposals from third parties and to provide non-public
information to, and participate in discussions and engage in negotiations with,
third parties regarding alternative acquisition proposals, with customary
exceptions for superior proposals. We expect that the Merger will close in June
2022. For a summary of the transaction, see "Summary of Business and Significant
Accounting Policies" in Note 1 of the notes to our unaudited condensed
consolidated financial statements included in Part I, Item 1 of this Form 10-Q.

                                COVID-19 Update

The COVID-19 pandemic continues to persist. The broader implications of the
COVID-19 pandemic on our business, results of operations, and overall financial
performance remain uncertain. We have seen and may continue to see in certain
geographies some of our customers and prospective customers defer or delay
buying decisions and project implementations and prolonged sales cycles.

As the impact of the COVID-19 pandemic continues to unfold around the world, we
remain focused on supporting our employees, customers, and partners. In response
to the COVID-19 pandemic, we modified the manner in which we operate and we
required our employees to work remotely, maintained business-related travel
restrictions, and virtualized, postponed or cancelled our sales and marketing,
employee or industry events. We are slowly reversing certain of these
modifications to our operations on a market-by-market basis in accordance with
local guidelines, but currently employ a hybrid work approach in most regions.
Our approach may vary among geographies depending on local guidelines, and may
change at any time, including in response to new or reimposed precautionary
measures as the COVID-19 pandemic evolves. We may incorporate into our ongoing
business operations certain business practice modifications implemented in
response to the COVID-19 pandemic. The impact, if any, of these and any
additional operational changes we may implement is uncertain, but we currently
believe the changes we have implemented have not materially affected, and are
not expected to have a material and adverse effect on, our ability to maintain
financial reporting systems, internal control over financial reporting and
disclosure controls and procedures.
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The extent to which the ongoing COVID-19 pandemic, and associated global
economic uncertainty, may impact our business will depend on future
developments, including the duration and spread of the pandemic and the
prevalence and virulence of variants of COVID-19; the scope and effectiveness of
precautionary measures designed to contain and prevent the spread of COVID-19;
the availability and effectiveness of vaccines; and the impact on our current
and prospective customers, employees, and partners; all of which are uncertain
and cannot be predicted at this time. We are continuing to monitor the actual
and potential effects of the COVID-19 pandemic on our business. See Part II,
Item 1A, "Risk Factors" for further discussion of the possible impact of the
COVID-19 pandemic on our business.

                       Factors Affecting Our Performance

We believe that our future performance will depend on many factors, including
those described below. While these areas present significant opportunity, they
also present risks that we must manage to achieve successful results. See Part
II, Item 1A, "Risk Factors". If we are unable to address these challenges, our
business and operating results could be adversely affected.

New customer acquisition. Our long-term success will depend on widespread adoption of connected planning by enterprises for numerous planning applications with broad use of those applications within their organizations.



Customer First strategy.  We put the success of our customers at the center of
our culture, strategy, and investments. We view our Customer First strategy as
core to capturing our connected planning vision and driving the continued
adoption and expansion in the use of our platform. By aligning our thought
leadership, talent ecosystem, worldwide development and delivery capabilities,
customer success management and local sales and service resources, we believe
our Customer First strategy drives exceptional value throughout our customers'
connected planning and digital transformation journeys. Our continued success
depends in part on our ability to continue to put customers at the center of our
strategy.

Expansion of existing customers.  We aim to drive integrated planning across the
entire organization to help our customers benefit from the full value of our
platform. We employ a "land and expand" approach, with many of our customers
initially deploying our product for a specific planning use case. Once they
realize the benefits and wide applicability of our platform, many of our
customers subsequently renew their subscriptions, expand the number of users,
add new use cases, and expand to additional lines of business, divisions, and
geographies as they continue unlocking the agile enterprise planning and
operating model across functional boundaries. As a result, we are able to
generate a significant increase in revenue from the expanded use of our platform
across the enterprise. Our future revenue growth and our ability to achieve and
maintain profitability is dependent upon our ability to maintain existing
customer relationships and to continue to expand our customers' use of our
platform.

Scaling our sales team.  Our ability to achieve significant growth in revenue in
the future will depend, in large part, upon the effectiveness of our sales
leadership and sales efforts, both domestically and internationally. We have
invested and intend to continue to invest in expanding and retaining our sales
leadership and direct sales force, particularly in attracting and retaining
sales personnel with experience selling to complex enterprises. Our ability to
increase our revenue will depend on the new members of our sales force becoming
fully productive and executing expeditiously and effective sales leadership. A
customer's decision to use our platform may be an enterprise-wide decision.
These types of sales require us to provide greater levels of education regarding
the use and benefits of our platform, which involves substantial time, effort,
and costs.

International sales.  Our total revenue generated outside of the United States
during the three months ended April 30, 2022 and 2021, was approximately 47% and
48%, respectively, of our total revenue. We have invested, and plan to invest,
ahead of this potential demand in personnel, marketing, and access to data
center capacity to support our international growth.

Partner ecosystem.  Our partner ecosystem extends our geographic coverage,
accelerates the usage and adoption of our platform, promotes thought leadership,
and enables more efficient delivery of service solutions. We intend to augment
and deepen our partnerships with strategic and advisory consulting, systems
integration, public cloud, and technology firms.
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Product velocity.  Our vision is to help customers swiftly and effectively plan,
analyze, and act on initiatives across the enterprise. We have invested and
intend to continue to invest significantly in research and development in an
effort to enhance and expand the functionality of our platform, to attract and
retain development personnel, and to protect our market-leading technology
advantage. We are also investing to further enhance the functionality,
intelligence, user experience, scale, extensibility and security of our
platform. We will need to continue to focus on bringing cutting-edge technology
to market in order to remain competitive.

                      Components of Results of Operations

Revenue



We offer subscriptions to our cloud-based planning platform. We derive our
revenue primarily from subscription fees and, to a lesser degree, from
professional services fees. Subscription revenue consists primarily of fees to
provide our customers access to our cloud-based platform. Professional services
revenue includes fees from assisting customers in implementing and optimizing
the use of our cloud-based platform. These services include implementation,
consulting, and training.

Subscription Revenue

Subscription revenue accounted for 90% and 91% of our total revenue for the three months ended April 30, 2022 and 2021, respectively. Subscription revenue is driven primarily by the number of customers, the number of users at each customer, the price of user subscriptions, and renewal rates.



Subscription fees are recognized ratably as revenue over the contract term
beginning on the date the platform is made available to the customer. Our new
business subscriptions typically have a term of two to three years. We generally
invoice our customers in annual installments at the beginning of each year
within the subscription period. Amounts that have been invoiced are initially
recorded as deferred revenue and are recognized ratably over the subscription
period.

Most of our contracts are non-cancelable over the contract term. We had
remaining performance obligations, or backlog, in the amount of $1,111.5 million
and $1,092.5 million as of April 30, 2022 and January 31, 2022, respectively,
consisting of both billed and unbilled consideration.

Professional Services Revenue



Professional services revenue is generally recognized as the services are
rendered for time and material contracts, or on a proportional performance basis
for fixed price contracts. The substantial majority of our professional service
contracts are on a time and materials basis. Implementations generally take one
to six months to complete depending upon the scope of engagement with the
customer. Our professional services revenue fluctuates from quarter to quarter
as a result of the requirements, complexity, and timing of our customers'
implementation projects.

Cost of Revenue

Cost of Subscription Revenue

Cost of subscription revenue primarily consists of costs related to providing
cloud applications, compensation and other employee-related expenses for data
center staff, including salaries and bonuses, benefits, and stock-based
compensation, payments to outside service providers, customer service, data
center and networking expenses, depreciation expenses, and amortization of
capitalized software development costs.

Cost of Professional Services Revenue



Cost of professional services revenue primarily consists of costs related to
providing implementation and configuration services, optimization services and
training services, personnel-related costs directly associated with our
professional services and training departments, including salaries and bonuses,
benefits, and stock-based compensation, the costs of
contracted third-party vendors, and travel.

Professional services associated with the implementation and configuration of
our subscription platform are performed directly by our services team, as well
as by contracted third-party vendors. When third-party vendors invoice us for
services performed for our customers, those fees are recognized as expense as
incurred.
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Operating Expenses

Research and Development

Research and development expenses consist primarily of personnel-related costs
for our development team, including salaries and bonuses, benefits,
stock-based compensation expense, and allocated overhead costs. We have
invested, and intend to continue to invest, in developing technology to support
our growth. We capitalize certain software development costs that are
attributable to developing new features and adding incremental functionality to
our platform, and amortize such costs as costs of subscription revenue over the
estimated life of the new incremental functionality, which is generally two to
three years.

Sales and Marketing

Sales and marketing expenses consist primarily of personnel-related costs
directly associated with our sales and marketing staff, including salaries and
bonuses, benefits, commissions, and stock-based compensation. Other sales and
marketing costs include promotional events to promote our brand, including our
Anaplan Live! customer experiences, advertising, and allocated overhead costs.

General and Administrative



General and administrative expenses consist primarily of personnel-related costs
associated with our executive, finance, legal, and human resources personnel,
including salaries and bonuses, benefits, and stock-based compensation expense,
professional fees for external legal, accounting and other consulting services,
and allocated overhead costs.

Interest Income (Expense), Net

Interest income (expense), net consists primarily of interest income earned on our cash and cash equivalents, net of interest expense from our finance leases.

Other Income (Expense), Net

Other income (expense), net consists primarily of foreign exchange gains and losses.



Provision for Income Taxes

Provision for income taxes consists primarily of income taxes related to foreign
and state jurisdictions in which we conduct business. We maintain a full
valuation allowance on our federal, state, and U.K. deferred tax assets as we
have concluded that it is not more likely than not that the deferred assets will
be utilized.
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                             Results of Operations

The following tables set forth selected condensed consolidated statements of operations data for each of the periods indicated:



                                                  Three Months Ended
                                                      April 30,
                                                 2022           2021
                                                    (In thousands)
Revenue:
Subscription revenue                          $ 152,343      $ 118,343
Professional services revenue                    16,816         11,482
Total revenue                                   169,159        129,825
Cost of revenue:
Cost of subscription revenue (1)                 28,635         21,329

Cost of professional services revenue (1) 17,928 11,492 Total cost of revenue

                            46,563         32,821
Gross profit                                    122,596         97,004
Operating expenses:
Research and development (1)                     43,738         33,212
Sales and marketing (1)                          98,387         88,470
General and administrative (1)                   40,583         24,945
Total operating expenses                        182,708        146,627
Loss from operations                            (60,112)       (49,623)
Interest income (expense), net                      (31)          (151)
Other income (expense), net                       2,566           (459)
Loss before income taxes                        (57,577)       (50,233)
Provision for income taxes                         (283)        (1,258)
Net loss                                      $ (57,860)     $ (51,491)

(1) Includes stock-based compensation expense as follows: Cost of subscription revenue

$   2,000      $   1,522
Cost of professional services revenue             1,347            831
Research and development                         10,571          6,966
Sales and marketing                              16,150         16,633
General and administrative                        8,461          8,119

Total stock-based compensation expense $ 38,529 $ 34,071




          Comparison of the Three Months Ended April 30, 2022 and 2021

Revenue

                                             Three Months Ended
                                                  April 30,
                                             2022                   2021         % Change
                                          (In thousands, except percentage data)
Subscription revenue             $      152,343                  $ 118,343           29  %
Professional services revenue            16,816                     11,482           46
Total revenue                    $      169,159                  $ 129,825           30  %


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Total revenue was $169.2 million in the three months ended April 30, 2022, compared to $129.8 million in the three months ended April 30, 2021, an increase of $39.4 million, or 30%.



Subscription revenue was $152.3 million, or 90% of total revenue, in the three
months ended April 30, 2022, compared to $118.3 million, or 91% of total
revenue, in the three months ended April 30, 2021, an increase of $34.0 million,
or 29%. The increase in subscription revenue was primarily driven by existing
customers expanding their use of our platform, which accounted for 73% of the
increase, and acquisition of new customers, which accounted for approximately
27% of the increase.

Professional services revenue was $16.8 million in the three months ended
April 30, 2022, compared to $11.5 million in the three months ended April 30,
2021, an increase of $5.3 million, or 46%. The increase in professional services
revenue was primarily driven by sales of our professional services resulting
from the growth of our customer base.

Cost of Revenue

                                                                       Three Months Ended
                                                                            April 30,
                                                                     2022                        2021               % Change
                                                                         (In thousands, except percentage data)
Cost of subscription revenue                            $        28,635                       $ 21,329                      34  %
Cost of professional services revenue                            17,928                         11,492                      56
Total cost of revenue                                   $        46,563                       $ 32,821                      42  %

Total cost of revenue was $46.6 million in the three months ended April 30, 2022, compared to $32.8 million in the three months ended April 30, 2021, an increase of $13.8 million, or 42%.



Cost of subscription revenue was $28.6 million in the three months ended
April 30, 2022, compared to $21.3 million in the three months ended April 30,
2021, an increase of $7.3 million, or 34%. The increase in cost of subscription
revenue was primarily due to an increase in salaries and bonuses, and benefits
costs of $2.6 million, including stock-based compensation, an increase in
hosting costs of $1.0 million, an increase in software licenses of $2.1 million,
and an increase in amortization of our equipment leases and capitalized software
development costs of $1.0 million.

Cost of professional services revenue was $17.9 million in the three months
ended April 30, 2022, compared to $11.5 million in the three months ended
April 30, 2021, an increase of $6.4 million, or 56%. The increase in cost of
professional services revenue was primarily due to an increase in the partner
implementation costs related to an increase in partner activity of $4.4 million,
and an increase in salary and bonuses, and benefits costs of $1.9 million,
including stock-based compensation.

Gross Profit and Gross Margin

                                                                      Three Months Ended
                                                                          April 30,
                                                               2022                           2021               % Change
                                                                        (In thousands, except percentage data)
Subscription gross profit                               $      123,708                     $ 97,014                      28  %
Professional services gross profit                              (1,112)                         (10)                 11,020
Total gross profit                                      $      122,596                     $ 97,004                      26  %
Subscription gross margin                                           81   %                       82  %
Professional services gross margin                                  (7)  %                        -  %
Total gross margin                                                  72   %                       75  %


Gross profit was $122.6 million in the three months ended April 30, 2022,
compared to $97.0 million in the three months ended April 30, 2021, an increase
of $25.6 million, or 26%. The increase in gross profit was the result of the
increases in our subscription revenue primarily driven by existing customers
expanding their use of our platform and acquisition of new customers in the
three months ended April 30, 2022.
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Gross margin was 72% in the three months ended April 30, 2022, compared to 75%
in the three months ended April 30, 2021. The decrease in gross margin was
primarily due to an increase in professional services revenue, which generates a
significantly lower gross margin than our subscription revenue, as a percentage
of total revenue, and higher hosting and partner implementation costs.

Our gross margins can fluctuate from quarter to quarter as a result of the requirements, complexity, and timing of our customers' implementation projects that can vary significantly.



Operating Expenses

                                         Three Months Ended
                                              April 30,
                                         2022                   2021         % Change
                                      (In thousands, except percentage data)
Operating expense:
Research and development     $       43,738                  $  33,212           32  %
Sales and marketing                  98,387                     88,470           11
General and administrative           40,583                     24,945           63
Total operating expenses     $      182,708                  $ 146,627           25  %


Research and Development

Research and development expenses were $43.7 million in the three months ended
April 30, 2022, compared to $33.2 million in the three months ended April 30,
2021, an increase of $10.5 million, or 32%. The increase includes an increase in
salary and bonuses and benefits costs of $8.5 million (which included an
increase in stock-based compensation of $3.7 million) primarily related to an
increase in headcount, an increase in consulting expenses of $0.9 million, and
an increase in hosting fees of $0.5 million, partially offset by a decrease in
capitalized software development costs of $0.5 million.

Sales and Marketing



Sales and marketing expenses were $98.4 million in the three months ended
April 30, 2022, compared to $88.5 million in the three months ended April 30,
2021, an increase of $9.9 million, or 11%. The increase was primarily due to an
increase in salary and bonuses and benefits costs related to an increase in
headcount of $5.3 million (which included an increase in commission expenses of
$2.9 million, partially offset by a decrease in stock-based compensation of $0.7
million), an increase in partner-related fees of $1.1 million, an increase in
consulting expenses of $1.0 million, an increase in travel related expenses of
$0.8 million, and an increase in software licenses of $0.7 million.

General and Administrative



General and administrative expenses were $40.6 million in the three months ended
April 30, 2022, compared to $24.9 million in the three months ended April 30,
2021, an increase of $15.7 million, or 63%. The increase was primarily due to an
increase in merger related costs and other expenses of $12.5 million, and an
increase in salary and bonuses and benefits costs related to an increase in
headcount of $3.8 million, including stock-based compensation, partially offset
by a decrease in professional services and contractor costs of $0.6 million.

Other Income (Expense), Net

                                                                        Three Months Ended
                                                                             April 30,
                                                                      2022                         2021               % Change
                                                                          (In thousands, except percentage data)
Interest income (expense), net                          $        (31)                           $   (151)                    (79) %
Other income (expense), net                                    2,566                                (459)                   (659)


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Interest income (expense), net



There was no material fluctuation in Interest income (expense), net for the
three months ended April 30, 2022. Interest income (expense), net decreased by
$0.1 million in the three months ended April 30, 2022. The decrease in interest
income (expense), net was primarily due to lower interest income from our cash
and cash equivalents as a result of lower interest rates in the three months
ended April 30, 2022 compared to the three months ended April 30, 2021.

Other income (expense), net



Other income (expense), net was a gain of $2.6 million in the three months ended
April 30, 2022, compared to a loss of $0.5 million in the three months ended
April 30, 2021, an increase in income of $3.1 million, or 659%. The change was
primarily due to currency fluctuations and the related remeasurements during the
periods.

Provision for Income Taxes

                                                                      Three Months Ended
                                                                           April 30,
                                                                    2022                         2021               % Change
                                                                        (In thousands, except percentage data)
Provision for income taxes                            $        (283)                          $ (1,258)                    (78) %


The provision for income taxes was $0.3 million in the three months ended
April 30, 2022, compared to $1.3 million in the three months ended April 30,
2021, a decrease of $1.0 million or 78%. The decrease in provision for income
taxes was primarily due to a decrease in taxable income generated from
intercompany cost-plus arrangements in certain European and Asian countries.

                        Liquidity and Capital Resources

As of April 30, 2022, our principal sources of liquidity were cash and cash equivalents totaling $304.0 million, which were held for working capital purposes and strategic initiatives. Our cash equivalents are comprised primarily of money market funds and bank deposits.



There were no material changes outside of the ordinary course of business in our
contractual obligations and commitments during the three months ended April 30,
2022 from the contractual obligations and commitments disclosed in our Annual
Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the
SEC on March 23, 2022.

Cash from operations could be affected by various risks and uncertainties, including but not limited to, the effects of the COVID-19 pandemic and other risks detailed in Part II, Item 1A, "Risk Factors".

Loan and Credit Facility Agreements



In April 2020, we entered into the Third Amendment to Credit Agreement and First
Amendment to Collateral Agreement with Wells Fargo as administrative agent and a
lender (the "Third Amendment"). Among other things, the Third Amendment further
amends the Credit Agreement entered into with Wells Fargo in April 2018, as
amended in September 2018 and October 2019 (the "Credit Agreement") in order to
(1) increase the aggregate revolving credit commitment amount by $20.0 million,
so that we may borrow up to $60.0 million under a secured revolving credit
facility, subject to the terms of the Credit Agreement including the accounts
receivable borrowing base, for general corporate purposes, and (2) extend the
maturity date of the revolving credit facility until April 23, 2022. Also,
pursuant to the Third Amendment, any loans drawn on the credit facility will
incur interest at a rate equal to the highest of (A) the prime rate, (B) the
federal funds rate plus 0.5%, and (C) the one-month LIBOR plus 1%. Interest is
payable monthly in arrears with the principal and any accrued and unpaid
interest due on April 23, 2022.
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As part of the Credit Agreement, we granted Wells Fargo a first priority lien in
our accounts receivable, all of the issued shares of capital stock and equity
interests in certain of our subsidiaries, and other corporate assets and agreed
not to pledge our intellectual property to other parties. The Credit Agreement,
as amended by the Third Amendment, includes affirmative and negative covenants,
including financial covenants requiring the maintenance of: (1) minimum tangible
net worth (defined as assets, excluding intangible assets, less liabilities) as
of the last day of any fiscal quarter of not less than $150.0 million for any
fiscal quarter ending on or prior to January 31, 2022 and $125.0 million for any
fiscal quarter ending thereafter, and (2) minimum billings for the most recent
twelve months ending as of the last day of any fiscal quarter of not less than
$350.0 million.

This Credit Agreement expired on April 23, 2022. As of April 30, 2022 and January 31, 2022, there were no borrowings outstanding.

Cash Flows

The following table summarizes our cash flows for the periods presented:



                                                          Three Months Ended
                                                              April 30,
                                                          2022           2021
                                                            (In thousands)
Net cash provided by operating activities             $   14,369      $ 

13,809


Net cash used in investing activities                     (4,507)       

(6,199)

Net cash provided by (used in) financing activities 2,005 (428)




Operating Activities

Net cash provided by operating activities of $14.4 million for the three months
ended April 30, 2022, reflecting a net loss of $57.9 million, adjusted by
non-cash charges for stock-based compensation of $38.5 million, amortization of
deferred commissions of $12.5 million, depreciation and amortization of $7.2
million, amortization of operating lease right-of-use assets and accretion of
operating lease liabilities of $2.5 million, and non-cash foreign currency
remeasurement gains of $2.4 million. Changes in working capital were favorable
to cash flows from operations by $14.0 million primarily due to a decrease in
accounts receivable of $61.3 million due to timing of customer billings and
collections, and an increase in other noncurrent liabilities of $0.5 million,
partially offset by an increase in deferred commissions of $17.3 million related
to commissions capitalized on our sales, a decrease in accounts payable and
accrued expenses of $7.2 million due to timing of payments, a decrease in
deferred revenue balance of $18.3 million, net payments for operating lease
liabilities of $2.7 million, and an increase in prepaid expenses and other
current assets of $2.6 million.

Net cash provided by operating activities of $13.8 million for the three months
ended April 30, 2021, reflecting a net loss of $51.5 million, adjusted by
non-cash charges for stock-based compensation of $34.1 million, amortization of
deferred commissions of $9.7 million, depreciation and amortization of $7.0
million, amortization of operating lease right-of-use assets and accretion of
operating lease liabilities of $2.4 million. Changes in working capital were
favorable to cash flows from operations by $12.4 million primarily due to a
decrease in accounts receivable of $43.9 million due to timing of customer
billings and collections, and an increase in other noncurrent liabilities of
$0.7 million, partially offset by an increase in deferred commissions of $12.5
million related to commissions capitalized on our sales, a decrease in accounts
payable and accrued expenses of $11.1 million due to timing of payments, a
decrease in deferred revenue balance of $4.8 million, net payments for operating
lease liabilities of $2.3 million, and an increase in prepaid expenses and other
current assets of $1.3 million.

Investing Activities



Net cash used in investing activities for the three months ended April 30, 2022
of $4.5 million was related to the capitalization of internal-use software of
$3.6 million as we expanded our platform and increased our development efforts,
and purchases of property and equipment of $0.9 million related to our growth.

Net cash used in investing activities for the three months ended April 30, 2021
of $6.2 million was related to the capitalization of internal-use software of
$3.1 million as we expanded our platform and increased our development efforts,
and purchases of property and equipment of $3.1 million related to our growth.
                                       30

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Table of Contents

Financing Activities



Net cash provided by financing activities for the three months ended April 30,
2022 of $2.0 million consisted primarily of $4.2 million in proceeds from the
exercise of stock options, offset by $2.2 million principal payment
on finance lease obligations.

Net cash used in financing activities for the three months ended April 30, 2021
of $0.4 million consisted primarily of $2.5 million principal payment on finance
lease obligations, offset by $2.1 million in proceeds from the exercise of stock
options.

                   Critical Accounting Policies and Estimates

Our condensed consolidated financial statements have been prepared in accordance
with U.S. GAAP. The preparation of these condensed consolidated financial
statements requires us to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenue and expenses, and related
disclosures. We base our estimates on historical experience and on various other
assumptions that we believe are reasonable under the circumstances. We evaluate
our estimates and assumptions on an ongoing basis. 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.

During the three months ended April 30, 2022, there were no significant changes
to our critical accounting policies and estimates as described in the financial
statements contained in the Annual Report on Form 10-K for the year ended
January 31, 2022 filed with the SEC on March 23, 2022.

                        Recent Accounting Pronouncements

See "Summary of Business and Significant Accounting Policies" in Note 1 of the
notes to our unaudited condensed consolidated financial statements included in
Part I, Item 1 of this Form 10-Q.

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