The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with (1) our unaudited condensed
consolidated financial statements and related notes appearing elsewhere in this
Quarterly Report on Form 10-Q, and (2) our audited consolidated financial
statements and the related notes and the discussion under the heading
"Management's Discussion and Analysis of Financial Condition and Results of
Operations" for the fiscal year ended January 31, 2021 included in the Annual
Report on Form 10-K filed with the U.S. Securities and Exchange Commission (SEC)
on March 31, 2021. This discussion, particularly information with respect to our
future results of operations or financial condition, business strategy and
plans, and objectives of management for future operations, includes
forward-looking statements that involve risks and uncertainties as described
under the heading "Special Note About Forward-Looking Statements" in this
Quarterly Report on Form 10-Q. You should review the disclosure under the
heading "Risk Factors" in this Quarterly Report on Form 10-Q for a discussion of
important factors that could cause our actual results to differ materially from
those anticipated in these forward-looking statements.

Unless the context otherwise requires, all references in this report to "Snowflake," the "Company", "we," "our," "us," or similar terms refer to Snowflake Inc. and its subsidiaries.

Overview


We believe in a data connected world where organizations have seamless access to
explore, share, and unlock the value of data. To realize this vision, we deliver
the Data Cloud, an ecosystem where Snowflake customers, partners, data
providers, and data consumers can break down data silos and derive value from
rapidly growing data sets in secure, governed, and compliant ways.

Our platform is the innovative technology that powers the Data Cloud, enabling
customers to consolidate data into a single source of truth to drive meaningful
business insights, build data-driven applications, and share data. We provide
our platform through a customer-centric, consumption-based business model, only
charging customers for the resources they use.

Our cloud-native architecture consists of three independently scalable layers
across storage, compute, and cloud services. The storage layer ingests massive
amounts and varieties of data to create a unified data record. The compute layer
provides dedicated resources to enable users to simultaneously access common
data sets for many use cases without latency. The cloud services layer
intelligently optimizes each use case's performance requirements with no
administration. This architecture is built on three major public clouds across
25 regional deployments around the world. These deployments are interconnected
to deliver the Data Cloud, enabling a consistent, global user experience.

We generate the substantial majority of our revenue from fees charged to our
customers based on the storage, compute, and data transfer resources consumed on
our platform as a single, integrated offering. For storage resources,
consumption fees are based on the average terabytes per month of all of the
customer's data stored in our platform. For compute resources, consumption fees
are based on the type of compute resource used and the duration of use or, for
some features, the volume of data processed. For data transfer resources,
consumption fees are based on terabytes of data transferred, the public cloud
provider used, and the region to and from which the transfer is executed.

Our customers typically enter into capacity arrangements with a term of one to
four years, or consume our platform under on-demand arrangements in which we
charge for use of our platform monthly in arrears. Consumption for most
customers accelerates from the beginning of their usage to the end of their
contract terms and often exceeds their initial capacity commitment amounts. When
this occurs, our customers have the option to amend their existing agreement
with us to purchase additional capacity or request early renewals. When a
customer's consumption during the contract term does not exceed its capacity
commitment amount, it may have the option to roll over any unused capacity to
future periods, generally upon the purchase of additional capacity. For these
reasons, we believe our deferred revenue is not a meaningful indicator of future
revenue that will be recognized in any given time period.

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Our go-to-market strategy is focused on acquiring new customers and driving
continued use of our platform for existing customers. We primarily focus our
selling efforts on large organizations and primarily sell our platform through a
direct sales force, which targets technical and business leaders who are
adopting a cloud strategy and leveraging data to improve their business
performance. Our sales force is comprised of sales development, inside sales,
and field sales personnel and is segmented by the size, region, and industry of
prospective customers. Once our platform has been adopted, we focus on
increasing the migration of additional customer workloads to our platform to
drive increased consumption, as evidenced by our net revenue retention rate of
169% and 168% as of July 31, 2021 and January 31, 2021.

Our platform is used globally by organizations of all sizes across a broad range
of industries. As of July 31, 2021, we had 4,990 total customers, increasing
from 4,139 customers as of January 31, 2021. Our platform has been adopted by
many of the world's largest organizations that view Snowflake as a key strategic
partner in their cloud and data transformation initiatives. As of July 31, 2021,
our customers included 212 of the Fortune 500, based on the 2021 Fortune 500
list, and those customers contributed approximately 27% of our revenue for the
six months ended July 31, 2021. Our Fortune 500 customer count is subject to
adjustments for annual updates to the Fortune 500 list by Fortune, as well as
acquisitions, consolidations, spin-offs, and other market activity with respect
to such customers.

Elimination of Dual-Class Common Stock Structure



On March 1, 2021, all shares of our then-outstanding Class B common stock were
automatically converted into the same number of shares of Class A common stock
pursuant to the terms of our amended and restated certificate of incorporation.
See Note 11 to our condensed consolidated financial statements included
elsewhere in this Quarterly Report on Form 10-Q for further details.

Key Factors Affecting Our Performance
Adoption of our Platform and Expansion of the Data Cloud
Our future success depends in large part on the market adoption of our platform.
While we see growing demand for our platform, particularly from large
enterprises, many of these organizations have invested substantial technical,
financial, and personnel resources in their legacy database products or big data
offerings, despite their inherent limitations. While this makes it difficult to
predict customer adoption rates and future demand, we believe that the benefits
of our platform put us in a strong position to capture the significant market
opportunity ahead.

Our platform powers the Data Cloud, an ecosystem of data providers, data
consumers, and data application developers that enables our customers to
securely share, connect, monetize, and acquire live data sets. Our future growth
will be increasingly dependent on our ability to increase consumption of our
platform by building and expanding this ecosystem and the types and quality of
data available on the Data Cloud.
Expanding Within our Existing Customer Base
Our large base of customers represents a significant opportunity for further
consumption of our platform. While we have seen a rapid increase in the number
of customers that have contributed more than $1 million in product revenue in
the trailing 12 months, we believe that there is a substantial opportunity to
continue growing these customers further, as well as continuing to expand the
usage of our platform within our other existing customers. We plan to continue
investing to encourage increased consumption and adoption of new use cases among
our existing customers.

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Once deployed, our customers often expand their use of our platform more broadly
within the enterprise and across their ecosystem of customers and partners as
they migrate more data to the public cloud, identify new use cases, and realize
the benefits of our platform and the Data Cloud. However, because we generally
recognize product revenue on consumption and not ratably over the term of the
contract, we do not have visibility into the timing of revenue recognition from
any particular customer. In any given period, there is a risk that customer
consumption of our platform will be slower than we expect, which may cause
fluctuations in our revenue and results of operations. New software releases or
hardware improvements, like better storage compression, may make our platform
more efficient, enabling customers to consume fewer compute, storage, and data
transfer resources to accomplish the same workloads, potentially reducing
revenue as a result. Our ability to increase usage of our platform by, and sell
additional contracted capacity to, existing customers, and, in particular, large
enterprise customers, will depend on a number of factors, including our
customers' satisfaction with our platform, competition, pricing, overall changes
in our customers' spending levels, the effectiveness of our efforts to help our
customers realize the benefits of our platform, and the extent to which
customers migrate new workloads to our platform over time.
Acquiring New Customers
We believe there is a substantial opportunity to further grow our customer base
by continuing to make significant investments in sales and marketing and brand
awareness. Our ability to attract new customers will depend on a number of
factors, including our success in recruiting and scaling our sales and marketing
organization, competitive dynamics in our target markets, and our ability to
build and maintain partner relationships, including with global system
integrators, resellers, and technology partners. We intend to expand our direct
sales force, with a focus on increasing sales to large organizations. While our
platform is built for organizations of all sizes and industries, we have only
recently focused our selling efforts on large enterprise customers. We may not
achieve anticipated revenue growth from expanding our sales force to focus on
large enterprises if we are unable to hire, develop, integrate, and retain
talented and effective sales personnel; if our new and existing sales personnel
are unable to achieve desired productivity levels in a reasonable period of
time; or if our sales and marketing programs are not effective.
Investing in Growth and Scaling our Business
We are focused on our long-term revenue potential. We believe that our market
opportunity is large, and we will continue to invest significantly in scaling
across all organizational functions in order to grow our operations both
domestically and internationally. We have a history of introducing successful
new features and capabilities on our platform, and we intend to continue to
invest heavily to grow our business to take advantage of our expansive market
opportunity rather than optimize for profitability or cash flow in the near
future.

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Key Business Metrics
We monitor the key business metrics 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. The
calculation of the key business metrics discussed below may differ from other
similarly titled metrics used by other companies, securities analysts, or
investors.
Product Revenue
Product revenue is a key metric for us because we recognize revenue based on
platform consumption, which is inherently variable at our customers' discretion,
and not based on the amount and duration of contract terms. Product revenue is
primarily derived from the consumption of compute, storage, and data transfer
resources, which are consumed by customers on our platform as a single,
integrated offering. Customers have the flexibility to consume more than their
contracted capacity during the contract term and may have the ability to roll
over unused capacity to future periods, generally upon the purchase of
additional capacity at renewal. Our consumption-based business model
distinguishes us from subscription-based software companies that generally
recognize revenue ratably over the contract term and may not permit rollover.
Because customers have flexibility in the timing of their consumption, which can
exceed their contracted capacity or extend beyond the original contract term in
many cases, the amount of product revenue recognized in a given period is an
important indicator of customer satisfaction and the value derived from our
platform. While customer use of our platform in any period is not necessarily
indicative of future use, we estimate future revenue using predictive models
based on customers' historical usage to plan and determine financial forecasts.
Product revenue excludes our professional services and other revenue, which has
been less than 10% of revenue for each of the periods presented.
Remaining Performance Obligations
Remaining performance obligations (RPO) represent the amount of contracted
future revenue that has not yet been recognized, including both deferred revenue
and non-cancelable contracted amounts that will be invoiced and recognized as
revenue in future periods. RPO excludes performance obligations from on-demand
arrangements and certain time and materials contracts that are billed in
arrears. RPO is not necessarily indicative of future product revenue growth
because it does not account for the timing of customers' consumption or their
consumption of more than their contracted capacity. Moreover, RPO is influenced
by a number of factors, including the timing of renewals, the timing of
purchases of additional capacity, average contract terms, seasonality, and the
extent to which customers are permitted to roll over unused capacity to future
periods, generally upon the purchase of additional capacity at renewal. Due to
these factors, it is important to review RPO in conjunction with product revenue
and other financial metrics disclosed elsewhere herein.
Total Customers
We count the total number of customers at the end of each period. For purposes
of determining our customer count, we treat each customer account, including
accounts for end-customers under a reseller arrangement, that has at least one
corresponding capacity contract as a unique customer, and a single organization
with multiple divisions, segments, or subsidiaries may be counted as multiple
customers. For purposes of determining our customer count, we do not include
customers that consume our platform only under on-demand arrangements. Our
customer count is subject to adjustments for acquisitions, consolidations,
spin-offs, and other market activity. We believe that the number of customers is
an important indicator of the growth of our business and future revenue trends.
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Net Revenue Retention Rate
We believe the growth in use of our platform by our existing customers is an
important measure of the health of our business and our future growth prospects.
We monitor our dollar-based net revenue retention rate to measure this growth.
To calculate this metric, we first specify a measurement period consisting of
the trailing two years from our current period end. Next, we define as our
measurement cohort the population of customers under capacity contracts that
used our platform at any point in the first month of the first year of the
measurement period. We then calculate our net revenue retention rate as the
quotient obtained by dividing our product revenue from this cohort in the second
year of the measurement period by our product revenue from this cohort in the
first year of the measurement period. Any customer in the cohort that did not
use our platform in the second year remains in the calculation and contributes
zero product revenue in the second year. Our net revenue retention rate is
subject to adjustments for acquisitions, consolidations, spin-offs, and other
market activity. Since we will continue to attribute the historical product
revenue to the consolidated contract, consolidation of capacity contracts within
a customer's organization typically will not impact our net revenue retention
rate unless one of those customers was not a customer at any point in the first
month of the first year of the measurement period. We expect our net revenue
retention rate to decrease over time as customers that have consumed our
platform for an extended period of time become a larger portion of both our
overall customer base and our product revenue that we use to calculate net
revenue retention rate, and as their consumption growth primarily relates to
existing use cases rather than new use cases.
Customers with Trailing 12-Month Product Revenue Greater than $1 Million
Large customer relationships lead to scale and operating leverage in our
business model. Compared with smaller customers, large customers present a
greater opportunity for us to sell additional capacity because they have larger
budgets, a wider range of potential use cases, and greater potential for
migrating new workloads to our platform over time. As a measure of our ability
to scale with our customers and attract large enterprises to our platform, we
count the number of customers under capacity arrangements that contributed more
than $1 million in product revenue in the trailing 12 months. Our customer count
is subject to adjustments for acquisitions, consolidations, spin-offs, and other
market activity.

                                                                                Three Months Ended
                               July 31, 2021              April 30, 2021           January 31, 2021           October 31, 2020           July 31, 2020

Product revenue (in
millions)                  $                254.6       $            213.8 

     $              178.3       $              148.5       $           125.2




                              July 31, 2021          April 30, 2021          January 31, 2021         October 31, 2020         July 31, 2020

Remaining performance obligations (in millions)(1) $ 1,528.7 $ 1,431.7 $ 1,332.8 $ 927.9

$      688.2
Total customers                      4,990                   4,532                    4,139                   3,554                  3,117
Net revenue retention rate             169  %                  168  %                   168  %                  162  %                 158  %
Customers with trailing
12-month product revenue
greater than $1 million                116                     104                       77                      65                     56


________________
(1)As of July 31, 2021, our RPO was approximately $1.5 billion, of which we
expect approximately 56% to be recognized as revenue in the twelve months ending
July 31, 2022 based on historical customer consumption patterns and revenue
results. The weighted-average remaining life of our capacity contracts was 1.8
years as of July 31, 2021. However, the amount and timing of revenue recognition
are generally driven by customers' consumption, which is inherently variable at
our customers' discretion and can extend beyond the original contract term in
cases where customers are permitted to roll over unused capacity to future
periods, generally upon the purchase of additional capacity at renewal. In
addition, our historical customer consumption patterns and revenue results are
not necessarily indicative of future results.

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Impact of COVID-19
The COVID-19 pandemic has caused general business disruption worldwide beginning
in January 2020. The full extent to which the COVID-19 pandemic, including any
new variants, may continue to directly or indirectly impact our business,
results of operations, cash flows, and financial condition will depend on future
developments that are highly uncertain and cannot be accurately predicted.
Although our results of operations, cash flows, and financial condition were not
adversely impacted in the three and six months ended July 31, 2021, we have
experienced, and may continue to experience, an adverse impact on certain parts
of our business as a result of governmental restrictions and other measures to
mitigate the spread of COVID-19, including a lengthening of the sales cycle for
some prospective customers and delays in the delivery of professional services
and trainings to our customers. We have also experienced, and may continue to
experience, a modest positive impact on other aspects of our business, including
an increase in consumption of our platform by existing customers. Moreover,
during the three and six months ended July 31, 2021, we saw slower growth in
certain operating expenses due to reduced business travel and the virtualization
or cancellation of customer, partner, and employee events. While slower growth
in operating expenses had a short term benefit to our results of operations for
the three and six months ended July 31, 2021, we do not yet have visibility into
the full impact this will have on our business. We cannot predict how long we
will continue to experience these impacts as shelter-in-place orders and other
related measures are expected to change over time, and the availability,
efficacy, and acceptance of vaccines or other preventative measures is unclear.
However, if our customers or partners experience downturns or uncertainty in
their own business operations or revenue resulting from the spread or resurgence
of COVID-19, they may decrease or delay their spending, request pricing
discounts, or seek renegotiations of their contracts, any of which may result in
decreased revenue and cash receipts for us in future periods. In addition, we
may experience customer losses, including due to bankruptcy or our customers
ceasing operations, which may result in an inability to collect accounts
receivable from these customers.

In addition, in response to the spread of COVID-19, we required virtually all of
our employees to work remotely to minimize the risk of the virus to our
employees and the communities in which we operate, and we may take further
actions as may be required by government authorities or that we determine are in
the best interests of our employees, customers, and business partners. During
the six months ended July 31, 2021, a number of employees returned to offices in
certain locations, but re-opening of our offices remains limited and may change
at any time. Although we expect most of our employees to return to physical
offices in the future, the nature and extent of that return is uncertain. As our
offices reopen, we expect to incur incremental expenses as we resume onsite
services and related in-office costs. Given the uncertainty regarding the
length, severity, and ability to combat the COVID-19 pandemic, we cannot
reasonably estimate the long-term impact on our future results of operations,
cash flows, or financial condition. For additional details, see the section
titled "Risk Factors."

Components of Results of Operations
Revenue
We deliver our platform over the internet as a service. Customers choose to
consume our platform under either capacity arrangements, in which they commit to
a certain amount of consumption at specified prices, or under on-demand
arrangements, in which we charge for use of our platform monthly in arrears.
Under capacity arrangements, from which a majority of our revenue is derived, we
typically bill our customers annually in advance of their consumption. However,
in future periods, we expect to see an increase in capacity contracts providing
for quarterly upfront billings and monthly in arrears billings as our customers
increasingly want to align consumption and timing of payments. Revenue from
on-demand arrangements typically relates to initial consumption as part of
customer onboarding and, to a lesser extent, overage consumption beyond a
customer's contracted usage amount or following the expiration of a customer's
contract. Revenue from on-demand arrangements represented 3% of our revenue for
each of the three and six months ended July 31, 2021 and 2020.

We recognize revenue as customers consume compute, storage, and data transfer
resources under either of these arrangements. In limited instances, customers
pay an annual deployment fee to gain access to a dedicated instance of a virtual
private deployment. We recognize the deployment fee ratably over the contract
term. Such deployment revenue represented approximately 1% of our revenue for
each of the three and six months ended July 31, 2021 and 2020.

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Our customer contracts for capacity typically have a term of one to four years.
The weighted-average term of capacity contracts entered into during the three
and six months ended July 31, 2021 is 1.9 years and 2.1 years, respectively. To
the extent our customers enter into such contracts and either consume our
platform in excess of their capacity commitments or continue to use our platform
after expiration of the contract term, they are charged for their incremental
consumption. In many cases, our customer contracts permit customers to roll over
any unused capacity to a subsequent order, generally upon the purchase of
additional capacity. For those customers who do not have a capacity arrangement,
our on-demand arrangements generally have a monthly stated contract term and can
be terminated at any time by either the customer or us.

We generate the substantial majority of our revenue from fees charged to our
customers based on the storage, compute, and data transfer resources consumed on
our platform as a single, integrated offering. We do not make any one of these
resources available for consumption without the others. Instead, each of
compute, storage, and data transfer work together to drive consumption on our
platform. For storage resources, consumption for a given customer is based on
the average terabytes per month of all of such customer's data stored in our
platform. For compute resources, consumption is based on the type of compute
resource used and the duration of use or, for some features, the volume of data
processed. For data transfer resources, consumption is based on terabytes of
data transferred, the public cloud provider used, and the region to and from
which the transfer is executed.

Because customers have flexibility in their consumption, and we generally
recognize revenue on consumption and not ratably over the term of the contract,
we do not have the visibility into the timing of revenue recognition from any
particular customer contract that typical subscription-based software companies
may have. As our customer base grows, we expect our ability to forecast customer
consumption in the aggregate will improve. However, in any given period, there
is a risk that customers will consume our platform more slowly than we expect,
which may cause fluctuations in our revenue and results of operations.

Our revenue also includes professional services and other revenue, which
consists of consulting, on-site technical solution services, and training
related to our platform. Our professional services revenue is recognized over
time based on input measures, including time and materials costs incurred
relative to total costs, with consideration given to output measures, such as
contract deliverables, when applicable. Other revenue consists of fees from
customer training delivered on-site or through publicly available classes.
Allocation of Overhead Costs
Overhead costs that are not substantially dedicated for use by a specific
functional group are allocated based on headcount. Such costs include costs
associated with office facilities, depreciation of property and equipment, and
information technology (IT) related personnel and other expenses, such as
software and subscription services.
Cost of Revenue
Cost of revenue consists of cost of product revenue and cost of professional
services and other revenue. Cost of revenue also includes allocated overhead
costs.

Cost of product revenue. Cost of product revenue consists primarily of (i)
third-party cloud infrastructure expenses incurred in connection with our
customers' use of our platform and the deployment and maintenance of our
platform on public clouds, including different regional deployments, and (ii)
personnel-related costs associated with customer support and maintaining service
availability and security of our platform, including salaries, benefits,
bonuses, and stock-based compensation. We periodically receive credits from
third-party cloud providers that are recorded as a reduction to the third-party
cloud infrastructure expenses. Cost of product revenue also includes
amortization of internal-use software development costs, amortization of
acquired developed technology intangible assets, and expenses associated with
software and subscription services dedicated for use by our customer support
team and our engineering team responsible for maintaining our platform.

Cost of professional services and other revenue. Cost of professional services
and other revenue consists primarily of personnel-related costs associated with
our professional services and training departments, including salaries,
benefits, bonuses, and stock-based compensation, and costs of contracted
third-party partners and software tools.

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We intend to continue to invest additional resources in our platform
infrastructure and our customer support and professional services organizations
to support the growth of our business. Some of these investments, including
certain support costs and costs of expanding our business internationally, are
incurred in advance of generating revenue, and either the failure to generate
anticipated revenue or fluctuations in the timing of revenue could affect our
gross margin from period to period.
Operating Expenses
Our operating expenses consist of sales and marketing, research and development,
and general and administrative expenses. Personnel costs are the most
significant component of operating expenses and consist of salaries, benefits,
bonuses, stock-based compensation, and sales commissions. Operating expenses
also include allocated overhead costs.
Sales and Marketing
Sales and marketing expenses consist primarily of personnel-related expenses
associated with our sales and marketing staff, including salaries, benefits,
bonuses, and stock-based compensation. Sales and marketing expenses also include
draws and sales commissions paid to our sales force and referral fees paid to
independent third parties, including amortization of deferred commissions. Sales
commissions and referral fees earned upon the origination of the new customer or
customer expansion contracts are deferred and then amortized over a period of
benefit that we determined to be five years. A portion of the sales commissions
paid to the sales force is earned based on the rate of the customers'
consumption of our platform, and a portion of the commissions paid to the sales
force is earned upon the origination of the customer contracts. Sales
commissions tied to customers' consumption are expensed in the same period as
they are earned. Sales and marketing expenses also include advertising costs and
other expenses associated with our marketing and business development programs,
including Summit, our user conference, offset by proceeds from such conferences
and programs. In addition, sales and marketing expenses are comprised of
travel-related expenses, software and subscription services dedicated for use by
our sales and marketing organizations, and outside services contracted for sales
and marketing purposes. We expect that our sales and marketing expenses will
increase in absolute dollars and continue to be our largest operating expense
for the foreseeable future as we grow our business. However, we expect that our
sales and marketing expenses will decrease as a percentage of our revenue over
time.
Research and Development
Research and development expenses consist primarily of personnel-related
expenses associated with our research and development staff, including salaries,
benefits, bonuses, and stock-based compensation. Research and development
expenses also include contractor or professional services fees, third-party
cloud infrastructure expenses incurred in developing our platform, and computer
equipment, software, and subscription services dedicated for use by our research
and development organization. We expect that our research and development
expenses will increase in absolute dollars as our business grows, particularly
as we incur additional costs related to continued investments in our platform.
However, we expect that our research and development expenses will decrease as a
percentage of our revenue over time. In addition, research and development
expenses that qualify as internal-use software development costs are
capitalized, the amount of which may fluctuate significantly from period to
period.
General and Administrative
General and administrative expenses consist primarily of personnel-related
expenses for our finance, legal, human resources, facilities, and administrative
personnel, including salaries, benefits, bonuses, and stock-based compensation.
General and administrative expenses also include external legal, accounting, and
other professional services fees, software and subscription services dedicated
for use by our general and administrative functions, insurance and other
corporate expenses.

As a result of our initial public offering (IPO), we have incurred and expect to
continue to incur additional expenses to operate 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, investor relations, and
professional services. We expect that our general and administrative expenses
will increase in absolute dollars as our business grows but will decrease as a
percentage of our revenue over time.
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Interest Income
Interest income consists primarily of interest income earned on our cash
equivalents and short-term and long-term investments, net of associated fees.
Other Income (Expense), Net
Other income (expense), net consists primarily of observable price adjustments
related to our strategic investments in privately-held equity securities and the
effect of exchange rates on our foreign currency-denominated asset and liability
balances.
Provision for (Benefit from) Income Taxes
Provision for (benefit from) income taxes consists primarily of income taxes in
certain foreign and U.S. state jurisdictions in which we conduct business. We
maintain a full valuation allowance against our U.S. and U.K. deferred tax
assets because we have concluded that it is more likely than not that the
deferred tax assets will not be realized.

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Results of Operations
The following table sets forth our condensed consolidated statements of
operations data for the periods indicated (in thousands):

                                                   Three Months Ended July 31,                     Six Months Ended July 31,
                                                    2021                   2020                    2021                     2020

Revenue                                      $       272,198          $   133,145          $      501,112              $   241,960
Cost of revenue(1)                                   106,121               50,446                 203,467                   93,003
Gross profit                                         166,077               82,699                 297,645                  148,957
Operating expenses(1):
Sales and marketing                                  182,903               92,663                 349,707                  190,540
Research and development                             118,087               36,533                 227,883                   69,811
General and administrative                            65,228               31,186                 125,791                   62,692
Total operating expenses                             366,218              160,382                 703,381                  323,043
Operating loss                                      (200,141)             (77,683)               (405,736)                (174,086)
Interest income                                        2,190                1,689                   4,802                    4,137
Other income (expense), net                            8,746               (1,109)                  8,258                   (1,042)
Loss before income taxes                            (189,205)             (77,103)               (392,676)                (170,991)
Provision for income taxes                               514                  531                     263                      287
Net loss                                     $      (189,719)         $   (77,634)         $     (392,939)             $  (171,278)


________________

(1)Includes stock-based compensation as follows (in thousands):



                                              Three Months Ended July 31,                   Six Months Ended July 31,
                                               2021                   2020                  2021                   2020

Cost of revenue                         $        22,114          $     1,164          $       45,217          $     2,281
Sales and marketing                              52,336                5,135                  98,389               10,233
Research and development                         62,827                5,154                 118,646                9,818
General and administrative                       26,714                6,751                  52,753               16,317

Total stock-based compensation $ 163,991 $ 18,204 $ 315,005 $ 38,649





Prior to September 2020, all stock-based compensation associated with our
restricted stock units (RSUs) granted prior to our IPO remained unrecognized as
the performance-based vesting condition applicable to such RSUs was not deemed
probable until consummated. Upon the effectiveness of our IPO in September 2020,
we began recognizing, using an accelerated attribution method, stock-based
compensation associated with our RSUs granted prior to our IPO as the
performance-based vesting condition applicable to such RSUs was satisfied. We
recognized stock-based compensation of $67.9 million and $142.0 million
associated with such RSUs for the three and six months ended July 31, 2021,
respectively.

The increase in stock-based compensation for the three and six months ended
July 31, 2021 compared to the three and six months ended July 31, 2020 was also
attributable to additional RSUs granted after our IPO with an increased
weighted-average grant date fair value. We recognized stock-based compensation
of $76.7 million and $130.3 million associated with such RSUs for the three and
six months ended July 31, 2021, respectively. The remaining increase was
primarily related to our 2020 Employee Stock Purchase Plan (2020 ESPP), which
became effective in connection with our IPO.

As of July 31, 2021, total compensation cost related to unvested stock-based awards not yet recognized was $1.5 billion, which will be recognized over a weighted-average period of 3.1 years.

See Note 11 to our condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details.


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The following table sets forth our condensed consolidated statements of
operations data expressed as a percentage of revenue for the periods indicated:

                                                    Three Months Ended July 31,                      Six Months Ended July 31,
                                                   2021                    2020                    2021                    2020

Revenue                                                 100  %                  100  %                  100  %                  100  %
Cost of revenue(1)                                       39                      38                      41                      38
Gross profit                                             61                      62                      59                      62
Operating expenses(1):
Sales and marketing                                      68                      70                      70                      79
Research and development                                 43                      27                      45                      29
General and administrative                               24                      23                      25                      26
Total operating expenses                                135                     120                     140                     134
Operating loss                                          (74)                    (58)                    (81)                    (72)
Interest income                                           1                       1                       1                       1
Other income (expense), net                               3                      (1)                      2                       -
Loss before income taxes                                (70)                    (58)                    (78)                    (71)
Provision for income taxes                                -                       -                       -                       -
Net loss                                                 (70%)                   (58%)                   (78%)                   (71%)


________________

(1)Stock-based compensation included in the table above as a percentage of revenue as follows:



                                              Three Months Ended July 31,                     Six Months Ended July 31,
                                              2021                    2020                   2021                    2020

Cost of revenue                                      8  %                   1  %                    9  %                   1  %
Sales and marketing                                 19                      4                      20                      4
Research and development                            23                      4                      24                      4
General and administrative                          10                      5                      10                      7
Total stock-based compensation                        60%                    14%                     63%                    16%



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Comparison of the Three and Six Months Ended July 31, 2021 and 2020
Revenue
                                   Three Months Ended July 31,                                      Six Months Ended July 31,
                                  2021                  2020                % Change              2021                  2020                % Change

                                     (dollars in thousands)                                          (dollars in thousands)
Revenue:
Product                       $     254,623       $         125,216                103%       $     468,453       $         227,033                106%
Professional services and
other                                17,575                   7,929                122%              32,659                  14,927                119%
Total                         $     272,198       $         133,145                104%       $     501,112       $         241,960                107%
Percentage of revenue:
Product                                 94%                     94%                                     93%                     94%
Professional services and
other                                    6%                      6%                                      7%                      6%
Total                                  100%                    100%                                    100%                    100%



Product revenue increased $129.4 million and $241.4 million for the three and
six months ended July 31, 2021 compared to the three and six months ended
July 31, 2020, respectively, primarily due to increased consumption of our
platform by existing customers, as evidenced by our net revenue retention rate
of 169% as of July 31, 2021. The increase in product revenue was also driven by
an increase in capacity sales prices of approximately 4% and 5% for the three
and six months ended July 31, 2021, respectively, compared to the same periods
in the prior year, primarily due to increased sales of higher editions of our
offerings and better discipline over discounting. We had 116 customers with
product revenue of greater than $1 million for the trailing 12 months ended
July 31, 2021, an increase from 56 customers as of July 31, 2020. Such customers
represented approximately 51% and 46% of our product revenue for each of the
trailing 12 months ended July 31, 2021 and 2020, respectively. Approximately 96%
and 95% of our revenue for the three and six months ended July 31, 2021,
respectively, was derived from existing customers under capacity arrangements,
compared to 96% and 94% for the same periods in the prior year, respectively.
Approximately 1% and 2% of our revenue for the three and six months ended
July 31, 2021, respectively, was derived from new customers under capacity
arrangements, compared to 1% and 3% for the same periods in the prior year,
respectively. The remainder was driven by on-demand arrangements. As described
in the section titled "Impact of COVID-19," we have experienced impacts from the
COVID-19 pandemic, including the elongation of sales cycles, that may impact new
customer acquisition, the timing of future revenue recognition, and our future
growth rates. We continue to carefully monitor the impact of COVID-19 on product
revenue, customer acquisitions, and net revenue retention rates.

Professional services and other revenue increased $9.6 million and $17.7 million
for the three and six months ended July 31, 2021, respectively, compared to the
same periods in the prior year as we expanded our professional services
organization to help our customers further realize the benefits of our platform.
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Cost of Revenue, Gross Profit (Loss), and Gross Margin
                                  Three Months Ended July 31,                                     Six Months Ended July 31,
                                  2021                  2020               % Change              2021                  2020               % Change

                                     (dollars in thousands)                                         (dollars in thousands)
Cost of revenue:
Product                       $      81,048       $         42,716                 90%       $     153,128       $         78,249                 96%
Professional services and
other                                25,073                  7,730                224%              50,339                 14,754                241%

Total cost of revenue $ 106,121 $ 50,446


      110%       $     203,467       $         93,003                119%
Gross profit (loss):
Product                       $     173,575       $         82,500                110%       $     315,325       $        148,784                112%
Professional services and
other                               (7,498)                    199                  NM            (17,680)                    173                  NM
Total gross profit            $     166,077       $         82,699                101%       $     297,645       $        148,957                100%
Gross margin:
Product                                 68%                    66%                                     67%                    66%
Professional services and
other                                 (43%)                     3%                                   (54%)                     1%
Total gross margin                      61%                    62%                                     59%                    62%
Headcount (at period end)
Product                                 194                    101                                     194                    101
Professional services and
other                                   251                    117                                     251                    117
Total headcount                         445                    218                                     445                    218


NM - Not meaningful.

Cost of product revenue increased $38.3 million and $74.9 million for the three
and six months ended July 31, 2021 compared to the three and six months ended
July 31, 2020, respectively. The increase was primarily due to an increase of
$19.4 million and $37.8 million in third-party cloud infrastructure expenses as
a result of increased customer consumption for the three and six months ended
July 31, 2021, respectively, compared to the same periods in the prior year.
Personnel-related costs and allocated overhead costs also increased $17.4
million and $34.0 million for the three and six months ended July 31, 2021,
respectively, compared to the same periods in the prior year, as a result of
increased stock-based compensation related to our RSUs, increased headcount, and
overall increased costs to support the growth in our business.

Cost of professional services and other revenue increased $17.3 million and
$35.6 million for the three and six months ended July 31, 2021 compared to the
three and six months ended July 31, 2020, respectively. The increase was
primarily due to an increase of $16.8 million and $35.2 million in
personnel-related costs and allocated overhead costs for the three and six
months ended July 31, 2021, respectively, compared to the same periods in the
prior year, as a result of increased stock-based compensation related to our
RSUs and increased headcount.

Our product gross margin was 68% and 67% for the three and six months ended
July 31, 2021, respectively, compared to 66% for each of the three and six
months ended July 31, 2020, primarily due to (i) higher volume-based discounts
for our purchases of third-party cloud infrastructure, (ii) an increased
percentage of revenue from consumption of computing resources due to better
storage compression and from higher editions of our offerings, (iii) increased
scale across our cloud infrastructure regions, and (iv) better discipline over
discounting, partially offset by the increase in stock-based compensation
described above. While we expect our product gross margin to increase for the
fiscal year ending January 31, 2022, compared to the fiscal year ended
January 31, 2021, fluctuations in the mix and timing of customers' consumption,
which is inherently variable at our customers' discretion, whether or not a
customer contracts with us through our marketplace listings, our discounting
practices, including as a result of changes to the competitive environment, and
the extent of our investments in our operations, could hinder any improvement in
our product gross margin.

While our professional services and other gross margins decreased significantly
as a result of the increase in stock-based compensation described above for the
three and six months ended July 31, 2021, compared to the same periods in the
prior year, we do not believe year-over-year changes in professional services
and other gross margins are meaningful given that we are continuing to scale our
professional services organization and our professional services and other
revenue represents a small percentage of our revenue.
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Sales and Marketing
                                          Three Months Ended July 31,                                      Six Months Ended July 31,
                                          2021                  2020               % Change              2021                  2020                % Change

                                             (dollars in thousands)                                         (dollars in thousands)
Sales and marketing                   $     182,903       $         92,663                 97%       $     349,707       $         190,540                 84%
Percentage of revenue                           68%                    70%                                     70%                     79%
Headcount (at period end)                     1,570                  1,141                                   1,570                   1,141



Sales and marketing expenses increased $90.2 million and $159.2 million for the
three and six months ended July 31, 2021 compared to the three and six months
ended July 31, 2020, respectively. The increase was primarily due to an increase
of $74.9 million and $142.6 million in personnel-related costs (excluding
commission expenses) and allocated overhead costs for the three and six months
ended July 31, 2021, respectively, compared to the same periods in the prior
year, as a result of increased stock-based compensation related to our RSUs and
the 2020 ESPP, and increased headcount. Expenses associated with sales
commissions and draws paid to our sales force, including amortization of
deferred commissions, and third-party referral fees increased $7.8 million and
$12.7 million for the three and six months ended July 31, 2021, respectively,
compared to the same periods in the prior year, primarily due to an increase in
customers' consumption of our platform. The remaining increase in sales and
marketing expenses was driven by an increase of $4.5 million and $5.9 million in
advertising costs and other expenses associated with our marketing programs for
the three and six months ended July 31, 2021, respectively, compared to the same
periods in the prior year.

The overall increase in sales and marketing expenses for the six months ended
July 31, 2021 was partially offset by lower than anticipated travel and event
expenses as we continue to impose certain travel restrictions and replace
in-person events with digital events in response to the COVID-19 pandemic. These
changes resulted in a $2.5 million reduction in travel-related expenses and a
$1.7 million reduction in expenses relating to our user conferences and events,
for the six months ended July 31, 2021 compared to the same periods in the prior
year.
Research and Development
                                           Three Months Ended July 31,                                     Six Months Ended July 31,
                                           2021                  2020               % Change              2021                  2020               % Change

                                              (dollars in thousands)                                         (dollars in thousands)
Research and development               $     118,087       $         36,533                223%       $     227,883       $         69,811                226%
Percentage of revenue                            43%                    27%                                     45%                    29%
Headcount (at period end)                        642                    384                                     642                    384



Research and development expenses increased $81.6 million and $158.1 million for
the three and six months ended July 31, 2021 compared to the three and six
months ended July 31, 2020, respectively. The increase was primarily due to an
increase of $75.3 million and $144.9 million in personnel-related costs and
allocated overhead costs for the three and six months ended July 31, 2021,
respectively, compared to the same periods in the prior year, as a result of
increased stock-based compensation related to our RSUs and increased headcount,
offset by capitalized internal-use software development costs. Additionally,
third-party cloud infrastructure expenses incurred in developing our platform
increased $4.7 million and $10.0 million for the three and six months ended
July 31, 2021, respectively, compared to the same periods in the prior year.
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General and Administrative
                                            Three Months Ended July 31,                                     Six Months Ended July 31,
                                            2021                  2020               % Change              2021                  2020               % Change

                                               (dollars in thousands)                                         (dollars in thousands)
General and administrative              $      65,228       $         31,186                109%       $     125,791       $         62,692                101%
Percentage of revenue                             24%                    23%                                     25%                    26%
Headcount (at period end)                         603                    294                                     603                    294



General and administrative expenses increased $34.0 million and $63.1 million
for the three and six months ended July 31, 2021 compared to the three and six
months ended July 31, 2020, respectively. The increase was primarily due to an
increase of $29.7 million and $55.0 million in personnel-related costs and
allocated overhead costs for the three and six months ended July 31, 2021,
respectively, compared to the same periods in the prior year, as a result of
increased stock-based compensation related to our RSUs and increased headcount.
The remaining increase in general and administrative expenses was due to an
increase of $2.6 million and $5.3 million in insurance expenses incurred as a
result of becoming a public company for the three and six months ended July 31,
2021, respectively, compared to the same periods in the prior year.
Other Income (Expense), Net
                                    Three Months Ended July 31,                                     Six Months Ended July 31,
                                    2021                  2020               % Change              2021                  2020               % Change

                                       (dollars in thousands)                                         (dollars in thousands)
Unrealized gains on strategic
investments in privately-held
equity securities               $       8,060       $              -                  NM       $       8,060       $              -                  NM
Other                                     686                (1,109)              (162%)                 198                (1,042)              (119%)

Other income (expense), net $ 8,746 $ (1,109)

      (889%)       $       8,258       $        (1,042)              (893%)


NM - Not meaningful.

Other income (expense), net increased $9.9 million and $9.3 million for three
and six months ended July 31, 2021 compared to the three and six months ended
July 31, 2020, respectively, primarily due to observable price adjustments
related to our strategic investments in privately-held equity securities
recorded during the three months ended July 31, 2021.
Provision for Income Taxes
                                       Three Months Ended July 31,                                        Six Months Ended July 31,
                                      2021                   2020                % Change               2021                    2020                % Change

                                         (dollars in thousands)                                             (dollars in thousands)
Loss before income taxes         $     (189,205)       $        (77,103)                145%       $     (392,676)       $        (170,991)                130%
Provision for income taxes                   514                     531                (3%)                   263                      287                (8%)
Effective tax rate                        (0.3%)                  (0.7%)                                    (0.1%)                   (0.2%)



We maintain a full valuation allowance on our U.S. and U.K. deferred tax assets,
and the significant components of our recorded tax expense are current cash
taxes in various jurisdictions. The cash tax expenses are impacted by each
jurisdiction's individual tax rates, laws on the timing of recognition of income
and deductions, and availability of net operating losses and tax credits. Our
effective tax rate might fluctuate significantly on a quarterly basis and could
be adversely affected to the extent earnings are lower than forecasted in
countries that have lower statutory rates and higher than forecasted in
countries that have higher statutory rates.

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Liquidity and Capital Resources
Since inception, we have financed operations primarily through proceeds received
from sales of equity securities and payments received from our customers as
further detailed below.

Our IPO resulted in aggregate net proceeds of $3.7 billion, after underwriting
discounts of $121.7 million. We also received aggregate proceeds of $500.0
million related to certain concurrent private placements, and did not pay any
underwriting discounts or commissions with respect to the shares that were sold
in these private placements.

As of July 31, 2021, our principal sources of liquidity were cash, cash
equivalents, and short-term and long-term investments totaling $5.1 billion. Our
investments primarily consist of corporate notes and bonds, commercial paper,
U.S. government and agency securities, money market funds, and certificates of
deposit.

We believe that our existing cash, cash equivalents, and short-term and
long-term investments will be sufficient to support our working capital and
capital expenditure requirements for at least the next 12 months. Our future
capital requirements will depend on many factors, including our revenue growth
rate, the timing and the amount of cash received from customers, the expansion
of sales and marketing activities, the timing and extent of spending to support
development efforts, the price at which we are able to purchase public cloud
capacity, expenses associated with our international expansion, the introduction
of platform enhancements, and the continuing market adoption of our platform. In
the future, we may enter into arrangements to acquire or invest in complementary
businesses, products, and technologies. We may, as a result of those
arrangements or the general expansion of our business, be required to seek
additional equity or debt financing. In the event that we require additional
financing, we may not be able to raise such financing on terms acceptable to us
or at all. If we are unable to raise additional capital or generate cash flows
necessary to expand our operations and invest in continued innovation, we may
not be able to compete successfully, which would harm our business, results of
operations, and financial condition.

The following table shows a summary of our cash flows for the periods presented
(in thousands):
                                                                 Six Months Ended July 31,
                                                                2021                    2020

Net cash provided by (used in) operating activities $ 15,743

       $     (45,277)
Net cash used in investing activities                           (228,031)              (441,403)
Net cash provided by financing activities                         92,263                498,592


Operating Activities
Our largest source of operating cash is payments received from our customers.
Our primary uses of cash from operating activities are for personnel-related
expenses, sales and marketing expenses, third-party cloud infrastructure
expenses, and overhead costs. We have supplemented working capital through net
proceeds from the sale of equity securities.

Net cash provided by (used in) operating activities mainly consists of our net
loss adjusted for certain non-cash items, including stock-based compensation,
net of amounts capitalized, depreciation and amortization of property and
equipment, amortization of acquired intangible assets, amortization of operating
lease right-of-use assets, amortization of deferred commissions, and changes in
operating assets and liabilities during each period.

For the six months ended July 31, 2021, net cash provided by operating
activities was $15.7 million, primarily consisting of our net loss of $392.9
million, adjusted for non-cash charges of $379.3 million, and net cash inflows
of $29.3 million provided by changes in our operating assets and liabilities.
The main drivers of the changes in operating assets and liabilities during the
six months ended July 31, 2021 were (i) a $66.0 million increase in deferred
revenue due to invoicing for prepaid capacity agreements outpacing revenue
recognition, (ii) a $55.9 million decrease in accounts receivable primarily due
to timing of billings, as we have received a higher volume of orders from new
and existing customers in the fourth fiscal quarter of each year as a result of
industry buying patterns, and (iii) a $23.7 million increase in accrued expenses
and other liabilities primarily due to increased headcount and growth in our
business, partially offset by (i) a $70.1 million increase in prepaid expenses
and other assets primarily driven by increased prepaid third-party cloud
infrastructure expenses, (ii) a $33.9 million increase in deferred commissions
earned on bookings, and (iii) a $16.0 million decrease in operating lease
liabilities primarily due to payments related to our operating lease
obligations.

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For the six months ended July 31, 2020, net cash used in operating activities
was $45.3 million, primarily consisting of our net loss of $171.3 million,
adjusted for non-cash charges of $77.1 million and net cash inflows of $48.9
million provided by changes in our operating assets and liabilities. The main
drivers of the changes in operating assets and liabilities during the six months
ended July 31, 2020 were (i) a $46.8 million increase in deferred revenue,
resulting primarily from increased prepaid capacity arrangements, (ii) a $27.1
million decrease in accounts receivable due to timing of collections, and (iii)
an $11.0 million increase in accrued expenses and other liabilities due to
increased headcount and growth in our business, partially offset by (i) a $17.4
million decrease in operating lease liabilities due to payments related to our
operating lease obligations, (ii) a $14.3 million increase in deferred
commissions earned on bookings, and (iii) a $2.8 million decrease in accounts
payable due to the timing of payments.

Net cash provided by (used in) operating activities increased $61.0 million for
the six months ended July 31, 2021 compared to the six months ended July 31,
2020, primarily due to an increase of $316.9 million in cash collected from
customers resulting from increased sales. This was partially offset by increased
expenditures due to an increase in headcount and growth in our business. We
expect net cash used in operating activities to decrease for the fiscal year
ending January 31, 2022 compared to the fiscal year ended January 31, 2021.
Investing Activities
Net cash used in investing activities for the six months ended July 31, 2021 was
$228.0 million, primarily as a result of net purchases of investments, and, to a
lesser extent, purchases of intangible assets, purchases of property and
equipment to support our office facilities, and capitalized internal-use
software development costs.

Net cash used in investing activities for the six months ended July 31, 2020 was
$441.4 million, primarily as a result of net purchases of investments, and, to a
lesser extent, purchases of property and equipment to support additional office
facilities, purchases of intangible assets, cash paid for a business
combination, and capitalized internal-use software development costs.
Financing Activities
Net cash provided by financing activities for the six months ended July 31, 2021
was $92.3 million, primarily as a result of proceeds from the issuance of equity
securities under our equity incentive plans.

Net cash provided by financing activities for the six months ended July 31, 2020 was $498.6 million, primarily as a result of proceeds from the issuance of equity securities.



Contractual Obligations and Commitments
There were no material changes outside of the ordinary course of business in our
commitments and contractual obligations for the six months ended July 31, 2021
from the commitments and contractual obligations disclosed in the section titled
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," set forth in our Annual Report on Form 10-K for the fiscal year
ended January 31, 2021, which was filed with the SEC on March 31, 2021.

Off-Balance Sheet Arrangements
We did not have, during any of the periods presented, and we do not currently
have, any off-balance sheet financing arrangements or any relationships with
unconsolidated entities or financial partnerships, including entities sometimes
referred to as structured finance or special purpose entities, that were
established for the purpose of facilitating off-balance sheet arrangements or
other contractually narrow or limited purposes.

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Critical Accounting Policies and Estimates
Our condensed consolidated financial statements and the related notes thereto
included elsewhere in this Quarterly Report on Form 10-Q are prepared in
accordance with U.S. generally accepted accounting principles (GAAP). The
preparation of condensed consolidated financial statements also requires us to
make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenue, costs and expenses, and related disclosures. We base our
estimates on historical experience and on various other assumptions that we
believe to be reasonable under the circumstances. Actual results could differ
significantly from the estimates made by management. To the extent that there
are differences between our estimates and actual results, our future financial
statement presentation, financial condition, results of operations, and cash
flows will be affected.

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

Recent Accounting Pronouncements
See Note 2 to our condensed consolidated financial statements included elsewhere
on this Quarterly Report on Form 10-Q for a discussion of recent accounting
pronouncements.

JOBS Act Accounting Election
We are an emerging growth company, as defined in the Jumpstart Our Business
Startups (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 financial statements may not
be comparable to companies that comply with new or revised accounting
pronouncements as of public company effective dates. Based on the market value
of our Class A common stock held by non-affiliates as of the last business day
of our fiscal second quarter ended July 31, 2021, we will cease to be an
emerging growth company as of January 31, 2022.

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