The following discussion of Coursera, Inc.'s and its subsidiaries' ("Coursera",
the "Company", "we", "us", or "our") financial condition and results of
operations should be read in conjunction with our unaudited condensed
consolidated financial statements and the related notes included in Item 1 of
Part I of this report, and together with our audited consolidated financial
statements and the related notes and the discussions under the heading
"Management's Discussions and Analysis of Financial Condition and Results of
Operations" for the year ended December 31, 2021 included in the Annual Report
on Form 10-K filed with the Securities and Exchange Commission ("SEC") on March
3, 2022.

This report contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. All statements in this report
other than statements of historical fact, including statements identified by
words such as "believe," "may," "will," "estimate," "continue," "anticipate,"
"intend," "expect," and similar expressions, are forward-looking statements.
Forward-looking statements include, but are not limited to, statements about:


trends in the higher education market and the market for online education, and expectations for growth in those markets;

the acceptance, adoption, and growth of online learning and credentialing by businesses, organizations, governments, educational institutions, faculty, learners, employers, accreditors, and state and federal licensing bodies;

the demand for, and market acceptance of, our platform;

the potential benefits of our solutions to partners and learners;

anticipated launch dates of new partner programs;

our business model;

our future financial performance, including our expectations regarding our revenue and expenses, and our ability to achieve and maintain future profitability;

our ability to expand the content and credentialing programs available on our platform and our ability to develop new platform features;

our ability to manage or sustain our growth and to effectively expand our customer base and operations, including internationally;

our ability to acquire new partners and expand program offerings with existing partners;

our ability to acquire prospective learners and to affect or increase learner enrollment and retention;

our growth strategies, plans, objectives, and goals;

our ability to compete and the future competitive landscape;

our ability to attract and retain key employees;

the scalability of our platform and operations;

our ability to develop and protect our brand;

the increased expenses, including regulatory compliance costs, associated with being a public company;

the size of our addressable markets, market share, and market trends;

the affordability and convenience of our platform;

the effect of COVID-19 on our business and operations, including the demand for online learning following the COVID-19 pandemic;


our ability to obtain, maintain, protect, and enforce our intellectual property
and proprietary rights and successfully defend against claims of infringement,
misappropriation, or other violations of third-party intellectual property;

the availability of capital to grow our business;

our ability to successfully defend any future litigation brought against us;

our ability to implement, maintain, and improve effective internal controls;


                                       18

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

Table of Contents

potential changes in laws and regulations applicable to us or our partners and our partners' ability to comply therewith; and

the amount of time for which we expect our cash balances and other available financial resources to be sufficient to fund our operations.



In addition, any statements contained herein that are not statements of
historical facts are deemed to be forward-looking statements. These
forward-looking statements reflect our management's beliefs and views with
respect to future events and are based on estimates and assumptions as of the
date of this report and are subject to a number of risks and uncertainties that
could cause our actual results to differ materially from those expressed or
implied by our forward-looking statements. These risks and uncertainties
include, but are not limited to, those risks discussed in Part II, Item 1A "Risk
Factors" of this report. Moreover, we operate in a very competitive and rapidly
changing environment. New risks emerge from time to time. It is not possible for
our management to predict all risks, nor can we assess the impact of all factors
on our business or the extent to which any factor, or combination of factors,
may cause actual results to differ materially from those contained in any
forward-looking statements we may make. Given these uncertainties, you should
not place undue reliance on these forward-looking statements. We qualify all of
the forward-looking statements in this report by these cautionary statements.

You should not rely upon forward-looking statements as predictions of future
events. Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee that the future
results, levels of activity, performance, or events and circumstances reflected
in the forward-looking statements will be achieved or occur. We undertake no
obligation to update publicly any forward-looking statements for any reason
after the date of this report to conform these statements to actual results or
to changes in our expectations, except as required by law.

Overview

Coursera is one of the largest online learning destinations in the world, connecting an ecosystem of learners, educators, organizations, and institutions with a platform of high-quality content and credentials, data, and technology.



As shifts in the digital economy are increasing the need for new skills,
Coursera's online learning offerings can meet this global demand and provide
access to world-class education to learners, organizations, and institutions
worldwide. We partner with over 275 leading global university and industry
partners to create and distribute content that is modular, stackable, flexible,
and affordable. As of June 30, 2022, approximately 107 million learners are
registered on our platform to engage with a wide range of offerings from Guided
Projects to bachelor's and master's degree programs.

Coursera serves learners in their homes, through their employers, through their
colleges and universities, and through government-sponsored programs. We provide
a broad range of learning offerings: Guided Projects, Specializations, courses,
certificates, degrees, and postgraduate diplomas. Our go-to-market strategy
centers on efficiently attracting learners to our platform and connecting them
to content and degree programs tailored to them, after which our data-driven
learner experience identifies potential Enterprise prospects, complemented by
our direct sales team, which finds and engages with potential business,
academic, government, and other institutional customers.

For the three months ended June 30, 2022 and 2021, we generated a net loss of
$49.3 million and $46.4 million, respectively, which included stock-based
compensation expense of $27.5 million and $39.2 million, respectively, and a net
loss margin as a percentage of revenue of 40% and 45%, respectively.

For the six months ended June 30, 2022 and 2021, we generated a net loss of $87.6 million and $65.0 million, respectively, which included stock-based compensation expense of $49.5 million and $44.5 million, respectively, and a net loss margin as a percentage of revenue of 36% and 34%, respectively.

Factors Affecting Our Performance



We believe that the growth of our business and our future success are dependent
upon many factors. While each of these factors present significant opportunities
for us, these factors also pose challenges that we must successfully address in
order to sustain the growth of our business and enhance our results of
operations.

Ability to attract and engage new learners, Enterprise customers, and Degrees
students-In order to grow our business, we must attract new learners, Enterprise
customers, and Degrees students efficiently and increase engagement on our
platform over time. Our Consumer learners are the most important source of our
overall learner base, as they contribute to our Enterprise and Degrees revenue.


                                       19

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

Table of Contents



Ability to source in-demand content from our educator partners-We believe that
learners and enterprises are attracted to Coursera largely because of the high
quality and wide selection of content provided by our educator partners, and
that continuing to source in-demand content and credentials from our educator
partners-from courses to degrees-will be an important factor in attracting free
and paid customers and increasing our revenue over time.

We believe that our reach, scale, and reputation provide an attractive value
proposition for leading organizations and institutions to partner with Coursera
to develop and distribute content and credentials. To be the platform of choice
for educator partners, we continue to invest in increasing the size and
engagement of our learner base, improving recommendation and personalization
features, developing marketing capabilities that drive higher conversion into
paid offerings, and improving the analytics tools available for learners,
educators, organizations, and institutions.

Impact of mix shift over time-Our mix of business amongst our Consumer,
Enterprise, and Degrees channels is shifting, and this shift will affect our
financial performance. We incur content costs generally in the form of a fee
paid to our university and industry partners, determined as a percentage of
total revenue generated from their content. We incur no content costs for our
Degrees offerings since our university partners pay us a percentage of learner
tuition.

Ability to convert free learners to paid learners-New learners to our platform
typically begin to engage with our free courses, which serve as a funnel to grow
our total learner base and drive referrals to our other offerings, including our
paid offerings. Through both our on-platform and off-platform marketing efforts,
we engage our free learners by highlighting key features that encourage
conversion to our paid offerings. These efforts include campaigns targeting
existing learners, personalized recommendations, and performance marketing
across leading social media platforms.

Ability to expand our international footprint-We see a significant opportunity
to expand our offerings into other regions, particularly in regions with large,
underserved adult learning populations. We have invested, and plan to continue
to invest, in personnel and marketing efforts to support our international
growth and expand our international operations as part of our strategy to grow
our customer and learner base, particularly among our Enterprise customers.

Ability to retain and expand our Enterprise customer relationships-Our efforts
to grow our Enterprise segment are focused primarily on business, academic,
government, and other institutional customers. We believe a significant
opportunity exists for us to expand our existing customers' use of our platform
by identifying new use cases in additional departments and divisions and
increasing the size of deployments. Our business and results of operations will
depend in part on our ability to retain and expand usage of our platform within
our existing customer base.

Our investment in growth-We are actively investing in our business to support
our future growth and expanding set of offerings. We anticipate that our
operating expenses will increase as we continue to build our sales and marketing
efforts, expand our employee base, and invest in our technology. The investments
we make in our platform and offerings are designed to grow our revenue
opportunity and to improve our operating results in the long term.

Components of Results of Operations

Revenue

We derive revenue from contracts with customers for access to the learning content hosted on our platform and related services. We derive our revenue from three sources: Consumer, Enterprise, and Degrees.



Consumer and Enterprise revenue both consist primarily of subscriptions with
terms varying from 30 days for certain Consumer subscriptions to one to three
years for Enterprise license subscription contracts. Consumer subscriptions are
paid in advance, generally after a 7-day free trial period. Enterprise
subscriptions are generally invoiced in advance in quarterly or annual
installments. Access to our platform represents a series of distinct services,
as we continually provide access to, and fulfill our obligation to, our customer
over the contract term. As a result, revenue is recognized ratably over the
contract term.

We are generally the principal with respect to revenue generated from sales to
Consumer and Enterprise customers as we control the performance obligation and
are the primary obligor with respect to delivering access to content.


                                       20

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

Table of Contents



Degrees revenue is generated from contracts with university partners for the
delivery of online bachelor's and master's degrees or postgraduate diplomas
awarded by the university. We earn a Degrees service fee that is determined as a
percentage of the total tuition collected from Degrees students, net of refunds.
University partners generally collect the tuition from Degrees students;
however, in the case of some MasterTrack Certificate offerings, this obligation
can be our responsibility. We have a stand ready obligation to perform degree
services continually throughout the period that the degree content is hosted on
our platform. Service fees are paid by the university partner for each
university term. As a result, revenue generated from each term is recognized
ratably from the start of a term through the start of the following term.

There is no direct contractual revenue arrangement between Coursera and Degrees
students, who contract directly with our university partners. University
partners typically have additional performance obligations to the Degrees
students in the form of designing the curriculum, setting admission criteria,
real-time teaching, making admissions and financial aid decisions, independently
awarding credits, certificates, or degrees, and academic or career counseling.
Although some MasterTrack Certificate learners are required to accept our terms
and conditions prior to tuition payment, our core performance obligations remain
similar to the services provided to university partners for their online
bachelor's and master's degrees or postgraduate diplomas. For these reasons, the
university partners control the delivery of degrees, postgraduate diplomas, and
MasterTrack Certificates hosted on our platform. As a result, we recognize
Degrees revenue as the service fee we earn from our contracts with university
partners.

Cost of Revenue

Cost of revenue consists of content costs in the form of fees paid to educator
partners and expenses associated with the operation and maintenance of our
platform. These expenses include the cost of servicing both paid learner and
educator partner support requests, content translation and captioning, hosting
and bandwidth costs, amortization of acquired technology, internal-use software
and content assets, customer payment processing fees, allocated depreciation,
and facilities costs.

Content costs only apply to Consumer and Enterprise offerings; there is no content cost attributable to our Degrees offering. Content costs payable to educator partners are lower as a percentage of revenue for our Enterprise offerings, due to a lower effective percentage, when compared with sales to Consumer customers. Content costs as a percentage of revenue for Enterprise and Consumer vary based on the content mix of each segment.

Operating Expenses



Operating expenses consist of research and development, sales and marketing, and
general and administrative expenses. Personnel costs are the most significant
component of our operating expenses and consist of salaries, stock-based
compensation expense, payroll taxes, commissions, bonus, and benefits. Our
operating expenses also include marketing and advertising expenses, consulting
and services expenses, office expenses, depreciation and amortization, and
allocated costs of facilities. Although our operating expenses may fluctuate
from period to period, we currently expect our operating expenses to increase in
absolute dollars over time as we continue to grow the business.

Research and development. Our research and development expenses consist
primarily of personnel and personnel-related costs, including stock-based
compensation expense and costs related to the ongoing management, maintenance,
and expansion of content, features, and services offered on our platform. We
believe that continued investment in our platform is important to our future
growth and to maintain and attract partners and learners to our platform. As a
result, we expect research and development expenses to increase in absolute
dollars. In addition, we expect research and development expenses as a
percentage of revenue to vary from period to period but generally decrease over
the long term.

Sales and marketing. Our sales and marketing expenses consist primarily of
personnel and personnel-related costs, including stock-based compensation
expense and costs related to learner and partner acquisition, support efforts,
and brand marketing. Sales and marketing expenses also consist of hosting and
bandwidth costs and support costs related to the provisioning of services to
free learners. We expect sales and marketing expenses to increase in absolute
dollars as our business grows. In addition, we expect sales and marketing
expenses as a percentage of revenue to vary from period to period but generally
decrease over the long term.

General and administrative. Our general and administrative expenses consist primarily of personnel and personnel-related costs, including stock-based compensation expense and costs related to our legal, finance, and human resources departments, as well as indirect taxes, professional fees, and other corporate expenses.




                                       21

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

Table of Contents



We have incurred and expect to continue to incur additional expenses as a result
of operating as a public company, including costs to comply with the rules and
regulations applicable to companies listed on a national securities exchange,
costs related to compliance and reporting obligations, and increased expenses
for insurance and professional services. We expect general and administrative
expenses to increase in absolute dollars as our business grows. In addition, we
expect general and administrative expenses as a percentage of revenue to vary
from period to period but generally decrease over the long term.

Interest Income



Interest income consists primarily of interest income earned on our cash, cash
equivalents, and marketable securities. It also includes amortization of
premiums and accretion of discounts related to our marketable securities.
Interest income varies each reporting period based on our average balance of
cash, cash equivalents, and marketable securities during the period and market
interest rates.

Other (Expense) Income, Net

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

Income Tax Expense



Our income tax provision consists primarily of income taxes in certain foreign
jurisdictions in which we conduct business. We have a full valuation allowance
against our U.S. federal and state deferred tax assets as the realization of the
full amount of these deferred tax assets is uncertain, including net operating
loss carryforwards and tax credits related primarily to research and
development. We expect to maintain this full valuation allowance until it
becomes more likely than not that the deferred tax assets will be realized.

Results of Operations

The following table summarizes our results of operations for the periods presented. The results below are not necessarily indicative of results to be expected for future periods.



                                              Three Months Ended June 30,            Six Months Ended June 30,
                                               2022                 2021              2022               2021
                                                                      (in thousands)
Revenue                                   $      124,754       $      102,089     $     245,187       $   190,451
Cost of revenue(1)                                46,348               41,162            89,151            79,987
Gross profit                                      78,406               60,927           156,036           110,464
Operating expenses:
Research and development(1)                       44,929               41,004            82,884            63,144
Sales and marketing(1)                            55,586               43,862           107,253            76,475
General and administrative(1)                     25,726               21,846            50,904            34,991
Total operating expenses                         126,241              106,712           241,041           174,610
Loss from operations                             (47,835 )            (45,785 )         (85,005 )         (64,146 )
Other (expense) income:
Interest income                                      837                   85             1,172               165
Other (expense) income, net                       (1,173 )                 42            (1,598 )              35
Loss before income taxes                         (48,171 )            (45,658 )         (85,431 )         (63,946 )
Income tax expense                                 1,163                  705             2,171             1,080
Net loss                                  $      (49,334 )     $      (46,363 )   $     (87,602 )     $   (65,026 )

(1) Includes stock-based compensation expense as follows:



                                              Three Months Ended June 30,             Six Months Ended June 30,
                                               2022                 2021              2022                2021
                                                                       (in thousands)
Cost of revenue                           $          812       $          903     $       1,389       $       1,010
Research and development                          12,619               18,363            22,362              20,391
Sales and marketing                                8,048               11,310            14,322              12,658
General and administrative                         6,026                8,599            11,410              10,400

Total stock-based compensation expense $ 27,505 $ 39,175 $ 49,483 $ 44,459






                                       22

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

Table of Contents

The following table summarizes our results of operations as a percentage of revenue for each of the periods indicated:



                                              Three Months Ended June 30,              Six Months Ended June 30,
                                              2022                   2021             2022                  2021
Revenue                                            100 %                  100 %            100 %                 100 %
Cost of revenue                                     37                     40               36                    42
Gross profit                                        63                     60               64                    58
Operating expenses:
Research and development                            36                     40               34                    33
Sales and marketing                                 45                     43               44                    40
General and administrative                          21                     22               20                    18
Total operating expenses                           102                    105               98                    91
Loss from operations                               (39 )                  (45 )            (34 )                 (33 )
Other (expense) income:
Interest income                                      1                      -                -                     -
Other (expense) income, net                         (1 )                    -               (1 )                   -
Loss before income taxes                           (39 )                  (45 )            (35 )                 (33 )
Income tax expense                                   1                      -                1                     1
Net loss                                           (40 )%                 (45 )%           (36 )%                (34 )%



Comparison of the Three and Six Months Ended June 30, 2022 and 2021

Revenue




                    Three Months Ended June 30,               Change               Six Months Ended June 30,               Change
                     2022                 2021             $           %             2022               2021           $            %
                                                           (in thousands, except percentages)
Revenue:
Consumer        $       69,688       $       62,041     $  7,647         12 %    $     137,784       $  113,950     $ 23,834          21 %
Enterprise              43,704               28,186       15,518         55 %           82,750           52,678       30,072          57 %
Degrees                 11,362               11,862         (500 )       (4 )%          24,653           23,823          830           3 %
Total revenue   $      124,754       $      102,089     $ 22,665         22 %    $     245,187       $  190,451     $ 54,736          29 %



Revenue for the three months ended June 30, 2022 was $124.8 million compared to
$102.1 million for the three months ended June 30, 2021. Revenue increased by
$22.7 million, or 22%, compared to the three months ended June 30, 2021. The
increase in revenue was primarily driven by a 23% increase in registered
learners, which resulted in an increase in paying Consumer customers, the
addition of 374 Paid Enterprise Customers, and an increase in the number of
Degrees students.

Our future revenue growth is expected to slow compared to recent results due to
macroeconomic headwinds outside of the U.S., particularly in Europe. In our
Degree business, we experienced a slowdown in new student growth during the
three months ended June 30, 2022, which is consistent with National
Clearinghouse Data regarding graduate enrollments in the U.S. and, we believe,
likely influenced by tight U.S. labor markets that could persist. Global and
regional, macroeconomic, and geopolitical conditions have impacted overall
student engagement and may continue to have a lingering impact on total student
enrollments. Further, we conducted several pricing and payment-related tests
during the six months ended June 30, 2022 in markets around the globe that
resulted in a negative impact on Consumer revenue.

For the three months ended June 30, 2022, total Consumer revenue increased by
$7.6 million, or 12%, compared to the three months ended June 30, 2021. New
learners that registered after June 30, 2021 contributed $32.1 million to total
Consumer revenue of $69.7 million for the three months ended June 30, 2022. The
remaining Consumer revenue in the three months ended June 30, 2022 of $37.6
million is attributable to learners that were registered on our platform as of
June 30, 2021, thus retaining 61% of the revenue from those registered learners.

For the three months ended June 30, 2022, total Enterprise revenue increased by
$15.5 million, or 55%, compared to the three months ended June 30, 2021.
Approximately $13.0 million of the increase in revenue was attributable to new
customers, and the remaining increase of $2.5 million was attributable to growth
from existing customers.

                                       23

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

Table of Contents



For the three months ended June 30, 2022, total Degrees revenue decreased by
$0.5 million, or 4%, compared to the three months ended June 30, 2021. The $0.5
million decrease in revenue was primarily attributable to a decrease of $2.8
million due to lower revenue per student, partially offset by $2.3 million in
revenue from an increase in the number of Degrees students.

Revenue for the six months ended June 30, 2022 was $245.2 million compared to $190.5 million for the six months ended June 30, 2021. Revenue increased by $54.7 million, or 29%, compared to the six months ended June 30, 2021. The increase in revenue was primarily driven by a 23% increase in registered learners, which resulted in an increase in paying Consumer customers, the addition of 374 Paid Enterprise Customers, and an increase in the number of Degrees students.



For the six months ended June 30, 2022, total Consumer revenue increased by
$23.8 million, or 21%, compared to the six months ended June 30, 2021. New
learners that registered after June 30, 2021 contributed $58.2 million to total
Consumer revenue of $137.8 million for the six months ended June 30, 2021. The
remaining Consumer revenue in the six months ended June 30, 2022 of $79.6
million is attributable to learners that were registered on our platform as of
June 30, 2021, thus retaining 70% of the revenue from those registered learners.

For the six months ended June 30, 2022, total Enterprise revenue increased by
$30.1 million, or 57%, compared to the six months ended June 30, 2021.
Approximately $22.0 million of the increase in revenue was attributable to new
customers, and the remaining increase of $8.1 million was attributable to growth
from existing customers.

For the six months ended June 30, 2022, total Degrees revenue increased by $0.8
million, or 3%, compared to the six months ended June 30, 2021. The increase in
the number of Degrees students added $4.9 million in revenue, which was
partially offset by a decrease of $4.1 million attributable to lower revenue per
student.

Cost of Revenue, Gross Profit, and Gross Margin



                      Three Months Ended June 30,               Change              Six Months Ended June 30,               Change
                       2022                 2021             $           %            2022               2021           $            %
                                                            (in thousands, except percentages)
Cost of revenue   $       46,348       $       41,162     $  5,186         13 %   $      89,151       $   79,987     $  9,164          11 %
Gross profit      $       78,406       $       60,927     $ 17,479         29 %   $     156,036       $  110,464     $ 45,572          41 %
Gross margin                  63 %                 60 %                                      64 %             58 %



Cost of revenue for the three months ended June 30, 2022 was $46.3 million
compared to $41.2 million for the three months ended June 30, 2021. There was an
increase of $1.7 million in partner content translation costs during the three
months ended June 30, 2022. Additionally, an increase in usage by paid learners
on our platform resulted in a $1.3 million cost increase for support services
and hosting costs. There was also an increase of $1.0 million in amortization
expense mainly related to internal-use software. The increase in revenue
combined with improved content costs as a percentage of revenue resulted in a
net increase of $1.1 million in costs related to partner fees.

Content costs for the Consumer and Enterprise segments were $19.0 million and
$12.6 million, respectively, for the three months ended June 30, 2022 compared
to $21.3 million and $9.2 million, respectively, for the three months ended June
30, 2021. Content costs as a percentage of revenue for the Consumer and
Enterprise segments were 27% and 29% for the three months ended June 30, 2022,
respectively, compared to 34% and 33% for the three months ended June 30, 2021,
respectively.

Gross margin was 63% for the three months ended June 30, 2022, compared to 60%
for the three months ended June 30, 2021. The increase in gross margin was
driven by lower revenue content cost rate in both our Consumer and Enterprise
segments. This was offset by an increase in partner content translation costs.

Cost of revenue for the six months ended June 30, 2022 was $89.2 million
compared to $80.0 million for the six months ended June 30, 2021. We experienced
an increase in usage by paid learners on our platform which resulted in a $3.6
million cost increase for support services, hosting costs, and credit card
processing. There was an increase of $2.2 million in amortization expense mainly
related to internal-use software. There was also an increase of $1.6 million in
partner content translation costs during the six months ended June 30, 2022. The
increase in revenue combined with improved content costs as a percentage of
revenue resulted in a net increase of $1.8 million in costs related to partner
fees.


                                       24

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

Table of Contents



Content costs for the Consumer and Enterprise segments were $38.8 million and
$23.7 million, respectively, for the six months ended June 30, 2022 compared to
$43.6 million and $17.1 million, respectively, for the six months ended June 30,
2021. Content costs as a percentage of revenue for the Consumer and Enterprise
segments were 28% and 29% for the six months ended June 30, 2022, respectively,
compared to 38% and 32% for the six months ended June 30, 2021, respectively.

Gross margin was 64% for the six months ended June 30, 2022, compared to 58% for
the six months ended June 30, 2021. The increase in gross margin was driven by a
lower revenue content cost rate in both our Consumer and Enterprise segments.

Operating Expenses

                     Three Months Ended June 30,               Change              Six Months Ended June 30,               Change
                      2022                 2021             $           %            2022               2021            $            %
                                                            (in thousands, except percentages)
Operating
expenses:
Research and
development      $       44,929       $       41,004     $  3,925         10 %   $      82,884       $   63,144     $  19,740          31 %
Sales and
marketing                55,586               43,862       11,724         27 %         107,253           76,475        30,778          40 %
General and
administrative           25,726               21,846        3,880         18 %          50,904           34,991        15,913          45 %
Total
operating
expenses         $      126,241       $      106,712     $ 19,529         18 %   $     241,041       $  174,610     $  66,431          38 %



Total operating expenses for the three and six months ended June 30, 2022 were
$126.2 million and $241.2 million, respectively, compared to $106.7 million and
$174.6 million for the three and six months ended June 30, 2021, respectively.

Research and development expenses for the three months ended June 30, 2022 were
$44.9 million compared to $41.0 million for the three months ended June 30,
2021. The increase was primarily due to higher content creation and consulting
fees of $3.7 million. Other research and development expenses increased by $3.3
million including a one-time impairment charge of $1.5 million resulting from a
partial sublease of our office space. This increase was partially offset by a
decrease of $3.1 million in personnel-related expenses driven by a decline of
$5.7 million in stock-based compensation expense. Stock-based compensation
expense was higher in the three months ended June 30, 2021 as we recognized
cumulative stock-based compensation expense for RSUs upon completion of the IPO
in April 2021.

Research and development expenses for the six months ended June 30, 2022 were
$82.9 million compared to $63.1 million for the six months ended June 30, 2021.
The increase was primarily due to higher personnel-related expenses of $9.9
million driven by additional headcount and stock-based compensation expense of
$2.0 million. There was also an increase of $5.0 million in content creation and
consulting fees and $1.6 million in recruitment fees. Other research and
development expenses increased by $3.3 million including a one-time impairment
charge of $1.5 million resulting from a partial sublease of our office space.

Sales and marketing expenses for the three months ended June 30, 2022 were $55.6
million compared to $43.9 million for the three months ended June 30, 2021. The
increase in sales and marketing expenses was primarily due to higher marketing
and advertising expenses of $5.1 million. Personnel-related expenses increased
by $2.6 million driven by headcount expense of $5.9 million, offset by a decline
of $3.3 million in stock-based compensation. Stock-based compensation expense
was higher in the three months ended June 30, 2021 as we recognized cumulative
stock-based compensation expense for RSUs upon completion of the IPO in April
2021. Other sales and marketing expenses increased by $4.0 million including a
one-time impairment charge of $1.2 million resulting from a partial sublease of
our office space and travel related costs of $1.2 million.

Sales and marketing expenses for the six months ended June 30, 2022 were $107.3
million compared to $76.5 million for the six months ended June 30, 2021. The
increase in sales and marketing expenses was primarily due to higher
personnel-related expenses of $14.4 million driven by additional headcount and
stock-based compensation expense of $1.7 million, as well as marketing and
advertising expenses of $11.1 million. Other sales and marketing expenses
increased by $5.3 million, including travel related costs of $1.6 million, a
one-time impairment charge of $1.2 million resulting from a partial sublease of
our office space, and office expenses of $1.1 million.


                                       25

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

Table of Contents



General and administrative expenses for the three months ended June 30, 2022
were $25.7 million compared to $21.8 million for the three months ended June 30,
2021. Other general and administrative expenses increased by $3.6 million
including a one-time impairment charge of $0.6 million resulting from a partial
sublease of our office space. There was also an increase in personnel-related
expenses of $0.3 million primarily driven by additional headcount expense of
$2.9 million, offset by a decline in stock-based compensation expense of $2.6
million. Stock-based compensation expense was higher in the three months ended
June 30, 2021 as we recognized cumulative stock-based compensation expense for
RSUs upon completion of the IPO in April 2021.

General and administrative expenses for the six months ended June 30, 2022 were
$50.9 million compared to $35.0 million for the six months ended June 30, 2021.
The increase in general and administrative expenses was primarily due to higher
personnel-related expenses of $7.0 million driven by additional headcount and
stock-based compensation expense of $1.0 million. During the six months ended
June 30, 2022, we recognized one-time impairment charges of $2.5 million
relating to deferred partner fees associated with content from Russian educator
partners that we do not expect to recover and to a partial sublease of our
office space. Additionally, we had increases of approximately $1.2 million each
in insurance expense, indirect taxes, and consulting fees. Other general and
administrative expenses increased by $2.8 million.

Other Income (Expense)



                Three Months Ended June 30,            Change          Six Months Ended June 30,            Change
                  2022               2021           $           %        2022             2021           $           %
                                                   (in thousands, except percentages)
Interest
income         $      837         $       85     $    752      n/m     $   1,172       $      165     $  1,007      n/m
Other
(expense)
income, net        (1,173 )               42       (1,215 )    n/m        (1,598 )             35     $ (1,633 )    n/m
Total other
(expense)
income, net    $     (336 )       $      127     $   (463 )    n/m     $    (426 )     $      200     $   (626 )    n/m



Total other (expense) income, net for the three and six months ended June 30,
2022 primarily reflected unrealized net foreign exchange losses offset by
interest income earned on invested cash balances. Our operating expenses are
typically denominated in local currencies of the countries in which our
operations are located and are subject to fluctuations due to changes in foreign
currency exchange rates. We also hold cash and cash equivalents in foreign
currencies, primarily in our foreign entities to support their ongoing
operations. Total other (expense) income, net for the three and six months ended
June 30, 2021 primarily reflected interest income earned on invested cash
balances. The negative variance in other (expense) income, net in comparing the
three and six months ended June 30, 2022 to the three and six months ended June
30, 2021 was due to unfavorable foreign exchange rates. Interest income was
higher during the three and six months ended June 30, 2022 compared to the three
and six months ended June 30, 2021 due to higher interest rates and an increase
in investments in marketable securities.

Income Tax Expense



                Three Months Ended June 30,             Change              Six Months Ended June 30,               Change
                  2022               2021            $          %            2022               2021            $            %
                                                       (in thousands, except percentages)
Income tax
expense        $    1,163         $       705     $   458         65 %   $      2,171       $      1,080     $  1,091         101 %


Income tax expense for the three months ended June 30, 2022 and 2021 was $1.2 million and $0.7 million, respectively, primarily related to foreign taxes.

Income tax expense for the six months ended June 30, 2022 and 2021 was $2.2 million and $1.1 million, respectively, primarily related to foreign taxes.


                                       26

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

Table of Contents

Liquidity and Capital Resources

Overview



Since our inception, we have financed our operations primarily through proceeds
from our redeemable convertible preferred stock issuances, as well as from cash
generated from our business operations. In April 2021, we received cash proceeds
of $525.3 million from our initial public offering ("IPO"), net of underwriting
discounts and commissions, but before deducting other offering expenses. As of
June 30, 2022, our principal sources of liquidity were cash, cash equivalents,
and marketable securities totaling $783.1 million. Our investments consist of
U.S. government Treasury bills.

Our principal uses of cash in recent periods include the funding of our business
operations and investments in our internal-use software. We believe that our
existing cash, cash equivalents, and marketable securities and our expected cash
flows from operations will be sufficient to meet our cash needs for at least the
next 12 months. Over the longer term, our future capital requirements will
depend on many factors, including our growth rate, the timing and extent of our
sales and marketing and research and development expenditures, the continuing
market acceptance of our offerings, and any investments or acquisitions we may
choose to pursue in the future. In the event that we need to borrow funds or
issue additional equity, we cannot assure you that any such additional financing
will be available on terms acceptable to us, if at all. In addition, any future
borrowings may result in additional restrictions on our business and any
issuance of additional equity would result in dilution to investors. If we are
unable to raise additional capital when desired and on terms acceptable to us,
our business, results of operations, and financial condition could be materially
and adversely affected.


Contractual Obligations and Commitments



Except as discussed in Note 11, Leases, and Note 12, Commitments and
Contingencies, in the notes to our unaudited condensed consolidated financial
statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q,
there were no material changes outside of the ordinary course of business in our
commitments and contractual obligations for the three and six months ended June
30, 2022 from the commitments and contractual obligations in "Management's
Discussion and Analysis of Financial Condition and Results of Operations", set
forth in our Annual Report on Form 10-K for the year ended December 31, 2021,
which was filed with the SEC on March 3, 2022.


Cash Flows



The following table summarizes our cash flows for the periods presented (in
thousands):

                                                            Six Months Ended June 30,
                                                             2022                2021
Net cash used in operating activities                   $      (37,400 )     $     (9,800 )
Net cash (used in) provided by investing activities           (174,489 )    

146,113


Net cash provided by financing activities                       11,236      

533,458


Net (decrease) increase in cash, cash equivalents,
and restricted cash                                     $     (200,653 )     $    669,771




Operating Activities

Cash used in operating activities mainly consists of our net loss adjusted for
certain non-cash items, including stock-based compensation expense and
depreciation and amortization, as well as the effect of changes in operating
assets and liabilities during each period.

Our main source of operating cash is payments received from our customers. Our
primary use of cash from operating activities is for personnel-related expenses,
partner fees, marketing and advertising expenses, indirect taxes, and
third-party cloud infrastructure expenses.

                                       27

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

Table of Contents




For the six months ended June 30, 2022, net cash used in operating activities
was $37.4 million, primarily consisting of our net loss of $87.6 million,
adjusted for non-cash charges of $64.7 million and net cash outflows of $14.5
million used in changes in our operating assets and liabilities. The main
drivers of the changes in operating assets and liabilities were a $23.4 million
increase in accounts receivables due to timing of invoicing for Enterprise and
Degrees customers, a $13.5 million increase in prepaid expenses and other assets
due to timing of deferred partner fees and an increase in deferred commissions
and prepayments to vendors, resulting from business growth, offset by a $19.8
million increase in deferred revenue, resulting primarily from our Enterprise
business growth, and a $4.5 million increase in accounts payable and accrued
expenses due to timing of payments.

For the six months ended June 30, 2021, net cash used in operating activities
was $9.8 million, primarily consisting of our net loss of $65.0 million,
adjusted for non-cash charges of $51.3 million and net cash inflows of $4.0
million provided by changes in our operating assets and liabilities. The main
drivers of the changes in operating assets and liabilities were a $20.6 million
increase in deferred revenue, resulting primarily from our business growth from
sales to Enterprise and Consumer customers, a $4.3 million increase in accrued
compensation and other liabilities mainly due to accrued compensation, partially
offset by a $11.1 million increase in accounts receivable mainly due to business
growth, a $5.3 million decrease in accounts payable and accrued expenses due to
timing of vendor payments, and a $4.1 million increase in prepaid expenses and
other assets resulting primarily due to deferred partner fees and increase in
deferred commissions.

Cash used in operating activities increased by $27.6 million during the six months ended June 30, 2022, compared to the six months ended June 30, 2021, primarily due to business growth, and timing of invoicing and cash collections.

Investing Activities



For the six months ended June 30, 2022, net cash used in investing activities
was $174.5 million, primarily as a result of purchases of marketable securities
and capital expenditures to develop internal-use software partially offset by
proceeds from maturities of marketable securities.

For the six months ended June 30, 2021, net cash provided by investing
activities was $146.1 million, primarily as a result of proceeds from maturities
of marketable securities, partially offset by capital expenditures of property
and equipment, and capital expenditures to develop internal-use software.

Financing Activities



For the six months ended June 30, 2022, net cash provided by financing
activities was $11.2 million, primarily as a result of proceeds from issuance of
common stock from employee stock option exercises and proceeds from the employee
stock purchase plan, offset by employee payroll taxes paid for vesting of
restricted stock units.

For the six months ended June 30, 2021, net cash provided by financing activities was $533.5 million, primarily as a result of net proceeds from our IPO and proceeds from issuance of common stock from employee stock option exercises.

Key Business Metrics and Non-GAAP Financial Measures



We monitor the key business metrics and non-GAAP financial measures set forth
below to help us evaluate our business and growth trends, establish budgets,
measure the effectiveness of our sales and marketing efforts, and assess
operational efficiencies. These key business metrics and non-GAAP financial
measures are presented for supplemental informational purposes only, should not
be considered a substitute for financial information presented in accordance
with GAAP, and may differ from similarly titled metrics or measures presented by
other companies. A reconciliation of each non-GAAP financial measure to the most
directly comparable GAAP financial measure is provided in "Non-GAAP Financial
Measures" below.

Key Business Metrics

Registered Learners

We count the total number of registered learners at the end of each period. For
purposes of determining our registered learner count, we treat each customer
account that registers with a unique email as a registered learner and adjust
for any spam, test accounts, and cancellations. Our registered learner count is
not intended as a measure of active engagement. New registered learners are
individuals that register in a particular period. We believe that the number of
registered learners is an important indicator of the growth of our business and
future revenue trends.

                                       28

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


  Table of Contents


                                              Three Months Ended June 30,            Six Months Ended June 30,
                                               2022                  2021             2022               2021
                                                             (in millions, except percentages)
New Registered Learners                               5.2                 5.4              10.1              10.4
Total Registered Learners                           106.9                86.7             106.9              86.7
Total Registered Learners
year-over-year ("YoY") growth                          23 %                                  23 %




Number of Degrees Students

We count the total number of Degrees students for each period. For purposes of
determining our Degrees student count, we include all the students that are
matriculated in a bachelor's, master's, or postgraduate diploma and who are
enrolled in one or more courses in such a degree program during the period. If a
degree term spans across multiple quarters, the student is counted as active in
all quarters of the degree term. For purposes of determining our Degrees student
count, we do not include students who are matriculated in the degree but are not
enrolled in a course in that period. We believe that the number of Degrees
students is an important indicator of the growth of our Degrees business and
future Degrees segment revenue trends.

The Degrees student count is affected by the seasonality of the school class
cycles, combined with the underlying growth interacting with those trends. The
number of Degrees students fluctuates in part because the academic terms for
each degree program often begins and/or ends within different calendar quarters,
and the frequency with which each degree program is offered within a given year
varies.

                                 Three Months Ended June 30,
                                  2022                 2021
Number of Degrees Students           17,460               14,630
YoY growth                               19 %




Paid Enterprise Customers

We count the total number of Paid Enterprise Customers that are active on our
platform at the end of each period. For purposes of determining our customer
count, we treat each customer account that has a corresponding contract as a
unique customer, and a single organization with multiple divisions, segments, or
subsidiaries may be counted as multiple customers. We define a "Paid Enterprise
Customer" as a customer who purchases Coursera via our direct sales force. For
purposes of determining our Paid Enterprise Customer count, we exclude our
Enterprise customers who do not purchase Coursera via our direct sales force,
which include organizations engaging on our platform through our Coursera for
Teams offering or through our channel partners. For the six months ended June
30, 2022, approximately 87% of our total Enterprise segment revenue was
generated from our Paid Enterprise Customers. We believe that the number of Paid
Enterprise Customers and our ability to increase this number is an important
indicator of the growth of our Enterprise business and future Enterprise segment
revenue trends.

                              As of June 30,
                              2022        2021
Paid Enterprise Customers        958        584
YoY growth                        64 %




                                       29

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

Table of Contents

Net Retention Rate for Paid Enterprise Customers



We disclose Net Retention Rate for Paid Enterprise Customers as a supplemental
measure of our Enterprise revenue growth. We believe Net Retention Rate for Paid
Enterprise Customers is an important metric that provides insight into the
long-term value of our subscription agreements and our ability to retain and
grow revenue from our Paid Enterprise Customers.

We calculate annual recurring revenue ("ARR") by annualizing each customer's
monthly recurring revenue ("MRR") for the most recent month at period end. We
calculate "Net Retention Rate" as of a period end by starting with the ARR from
all Paid Enterprise Customers as of the 12 months prior to such period end, or
Prior Period ARR. We then calculate the ARR from these same Paid Enterprise
Customers as of the current period end, or Current Period ARR. Current Period
ARR includes expansion within Paid Enterprise Customers and is net of
contraction or attrition over the trailing 12 months but excludes revenue from
new Paid Enterprise Customers in the current period. We then divide the total
Current Period ARR by the total Prior Period ARR to arrive at our Net Retention
Rate for Paid Enterprise Customers. Our Net Retention Rate for Paid Enterprise
Customers decreased to 111% as of June 30, 2022 from 114% as of June 30, 2021.
Our Net Retention Rate for Paid Enterprise Customers is expected to fluctuate in
future periods due to a number of factors, including the growth of our revenue
base, the penetration within our Paid Enterprise Customer base, expansion of
products and features, and our ability to retain our Paid Enterprise Customers.

Segment Revenue

Our revenue is generated from three sources: Consumer, Enterprise, and Degrees, each of which is an individual segment of our business.



                        Three Months Ended June 30,           Six Months Ended June 30,
                         2022                 2021              2022               2021
                                      (in thousands, except percentages)
Consumer revenue     $      69,688        $      62,041     $     137,784       $  113,950
YoY growth                      12 %                                   21 %
Enterprise revenue   $      43,704        $      28,186     $      82,750       $   52,678
YoY growth                      55 %                                   57 %
Degrees revenue      $      11,362        $      11,862     $      24,653       $   23,823
YoY growth                      (4 )%                                   3 %
Total revenue        $     124,754        $     102,089     $     245,187       $  190,451
YoY growth                      22 %                                   29 %




Segment Gross Profit

We monitor segment gross profit as a key metric to help us evaluate the
financial performance of our individual segments. Segment gross profit
represents segment revenue less content costs paid to educator partners; segment
gross margin is the quotient of segment gross profit and segment revenue.
Content costs apply only to the Consumer and Enterprise segments as there is no
content cost attributable to the Degrees segment. Instead, in the Degrees
segment, we earn a Degrees service fee based on a percentage of the total online
student tuition collected by the university partner. Given that content costs
are the largest individual cost of our revenue, and contractually vary as a
percentage of revenue between our Consumer and Enterprise offerings, and the
fact that no content costs are payable in our Degrees offering, shifts in mix
between our three segments is expected to be a significant driver of our overall
financial performance and profitability.

                                              Three Months Ended June 30,             Six Months Ended June 30,
                                               2022                 2021              2022                2021
                                                             (in thousands, except percentages)
Consumer gross profit                     $       50,716       $       40,737     $      99,012       $      70,392
Consumer segment gross margin %                       73 %                 66 %              72 %                62 %
Enterprise gross profit                   $       31,114       $       19,015     $      59,066       $      35,596
Enterprise segment gross margin %                     71 %                 67 %              71 %                68 %
Degrees gross profit                      $       11,362       $       11,862     $      24,653       $      23,823
Degrees segment gross margin %                       100 %                100 %             100 %               100 %



Consumer segment gross margin increased to 73% in the three months ended June
30, 2022 from 66% in the three months ended June 30, 2021 due to a greater
proportion of Consumer revenue generated from sales of subscriptions with no
associated content cost. Enterprise segment gross margin increased to 71% from
67% when comparing the same periods due to a higher proportion of Enterprise
revenue generated from subscription licenses where learners enrolled in content
with no associated content cost.


                                       30

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

Table of Contents



Consumer segment gross margin increased to 72% in the six months ended June 30,
2022 from 62% in the six months ended June 30, 2021 due to a greater proportion
of Consumer revenue generated from sales of subscriptions with no associated
content cost. Enterprise segment gross margin increased to 71% from 68% when
comparing the same periods due to a higher proportion of Enterprise revenue
generated from subscription licenses where learners enrolled in content with no
associated content cost.

Non-GAAP Financial Measures

Non-GAAP Gross Profit and Non-GAAP Net Loss



We define non-GAAP gross profit and non-GAAP net loss as GAAP gross profit and
GAAP net loss excluding the impact of stock-based compensation expense and
payroll tax expense related to stock-based activities. We believe the
presentation of operating results that exclude these non-cash items provides
useful supplemental information to investors and facilitates the analysis of our
operating results and comparison of operating results across reporting periods.

The following tables provide a reconciliation of GAAP gross profit and GAAP net
loss, the most directly comparable GAAP financial measure, to non-GAAP gross
profit and non-GAAP net loss (in thousands):

                                          Three Months Ended June 30,       

Six Months Ended June 30,


                                           2022                 2021              2022               2021
Gross profit                          $       78,406       $       60,927     $     156,036       $   110,464
   Stock-based compensation expense              812                  903             1,389             1,010
   Payroll tax expense related to
   stock-based activities                          3                   15                13                16
Non-GAAP gross profit                 $       79,221       $       61,845     $     157,438       $   111,490



                                          Three Months Ended June 30,            Six Months Ended June 30,
                                           2022                 2021              2022               2021
Net loss                              $      (49,334 )     $      (46,363 )   $     (87,602 )     $   (65,026 )
   Stock-based compensation expense           27,505               39,175            49,483            44,459
   Payroll tax expense related to
   stock-based activities                        268                  256               733               284
Non-GAAP net loss                     $      (21,561 )     $       (6,932 )   $     (37,386 )     $   (20,283 )

Adjusted EBITDA and Adjusted EBITDA Margin

"Adjusted EBITDA" and "Adjusted EBITDA Margin", which are non-GAAP financial measures, are key measures used by our management to help us analyze our financial results, establish budget and operational goals for managing our business, evaluate our performance, and make strategic decisions.



We define Adjusted EBITDA as our net loss excluding: (1) depreciation and
amortization; (2) interest income, net; (3) other (expense) income, net; (4)
stock-based compensation expense; (5) income tax expense; and (6) payroll tax
expense related to stock-based activities. We define Adjusted EBITDA Margin as
Adjusted EBITDA divided by revenue.

The following table provides a reconciliation of net loss, the most directly comparable GAAP financial measure, to Adjusted EBITDA (in thousands, except percentages).



                                           Three Months Ended June 30,      

Six Months Ended June 30,


                                            2022                 2021               2022                2021
Net loss                                $     (49,334 )      $     (46,363 )    $     (87,602 )      $  (65,026 )
   Depreciation and amortization                4,439                3,440              8,621             6,371
   Interest income, net                          (837 )                (85 )           (1,172 )            (165 )
   Other expense (income), net                  1,173                  (42 )            1,598               (35 )
   Stock-based compensation expense            27,505               39,175             49,483            44,459
   Income tax expense                           1,163                  705              2,171             1,080
   Payroll tax expense related to

stock-based activities                            268                  256                733               284
Adjusted EBITDA                         $     (15,623 )      $      (2,914 )    $     (26,168 )      $  (13,032 )
Net loss margin                                   (40 )%               (45 )%             (36 )%            (34 )%
Adjusted EBITDA Margin                            (13 )%                (3 )%             (11 )%             (7 )%




                                       31

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


  Table of Contents


Free Cash Flow

"Free Cash Flow" is a non-GAAP financial measure that we calculate as net cash
(used in) provided by operating activities, less cash used for purchases of
property, equipment, and software and capitalized internal-use software costs as
we consider these capital expenditures necessary to support our ongoing
operations.

We consider Free Cash Flow to be a liquidity measure that provides useful
information to management and investors in understanding and evaluating our
liquidity and future ability to generate cash that can be used for strategic
opportunities, including investing in our business and strengthening our balance
sheet, but it is not intended to represent the residual cash flow available for
discretionary expenditures.

The following table provides a reconciliation of net cash used in operating
activities, the most directly comparable GAAP financial measure, to Free Cash
Flow (in thousands):

                                                         Six Months Ended June 30,
                                                            2022              2021
Net cash used in operating activities                  $      (37,400 )     $  (9,800 )
Less: purchases of property, equipment, and software             (717 )          (739 )
Less: capitalized internal-use software costs                  (7,266 )        (6,598 )
Free Cash Flow                                         $      (45,383 )     $ (17,137 )
Net cash (used in) provided by investing activities    $     (174,489 )     $ 146,113
Net cash provided by financing activities              $       11,236

$ 533,458

Critical Accounting Policies and Estimates



Our unaudited condensed consolidated financial statements and the related notes
thereto included elsewhere in this Quarterly Report on Form 10-Q have been
prepared in accordance with generally accepted accounting principles in the
United States ("GAAP"). The preparation of these unaudited condensed
consolidated financial statements requires us to make estimates and assumptions
that affect the reported amounts of assets, liabilities, revenue, 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.

There have been no material changes to our critical accounting policies and estimates as compared to those described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" set forth in our Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on March 3, 2022.

Recent Accounting Pronouncements

See Note 2 to our unaudited condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for information regarding recently issued accounting pronouncements.

JOBS Act Transition Period



We are an emerging growth company as defined in the Jumpstart Our Business
Startups Act of 2012 (the "JOBS Act"). The JOBS Act provides that an emerging
growth company can take advantage of an extended transition period for complying
with new or revised accounting standards. This provision allows an emerging
growth company to delay the adoption of some accounting standards until those
standards would otherwise apply to private companies. We have elected to use the
extended transition period under the JOBS Act for the adoption of certain
accounting standards until the earlier of the date we (i) are no longer an
emerging growth company or (ii) affirmatively and irrevocably opt out of the
extended transition period provided in the JOBS Act. As a result, our unaudited
condensed consolidated financial statements may not be comparable to companies
that comply with new or revised accounting pronouncements as of public company
effective dates.


As of June 30, 2022, the last business day of our most recently completed second
fiscal quarter, the Company's aggregate worldwide public float was greater than
$700 million. As a result of exceeding this threshold and meeting the time and
reporting requirements established by the SEC, we will become a large
accelerated filer and will no longer qualify as an emerging growth company on
December 31, 2022, the end of our current fiscal year. Accordingly, at that time
we will cease to be eligible for the emerging growth company provisions of the
JOBS Act.

                                       32

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

Table of Contents

© Edgar Online, source Glimpses