WORKDAY, INC. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)


You should read the following discussion of our financial condition and results
of operations in conjunction with the condensed consolidated financial
statements and notes thereto included in Part I, Item 1 of this report.

Overview


Workday delivers applications for financial management, spend management, human
capital management, planning, and analytics. With Workday, our customers have a
unified system that can help them plan, execute, analyze, and extend to other
applications and environments, thereby helping them continuously adapt how they
manage their business and operations. Our diverse customer base includes
medium-sized and large, global organizations within numerous industry
categories, including professional and business services, financial services,
healthcare, education, government, technology, media, retail, and hospitality.

We have achieved significant growth since our inception in 2005, with a
substantial amount of our growth coming from new customers. Our current
financial focus is on growing our revenues and expanding both our customer base
and our footprint within our existing customers. While we have a history of GAAP
operating losses, we strive to invest in a disciplined manner across all of our
functional areas to sustain continued near-term revenue growth and support our
long-term initiatives. We expect our product development, sales and marketing,
and general and administrative expenses as a percentage of total revenues will
decrease over the longer term as we grow our revenues, and we anticipate that we
will gain economies of scale by increasing our customer base without direct
incremental development costs.

We plan to reinvest a significant portion of our incremental revenues in future
periods to grow our business. We have invested and expect to continue to invest
heavily in our product development efforts to deliver additional compelling
applications, enhance existing applications, and to address customers' evolving
needs. In addition, we plan to continue to expand our ability to sell our
applications globally, particularly in Europe and Asia-Pacific, by investing in
product development and customer support to address the business needs of local
markets, increasing our sales and marketing organizations, acquiring and leasing
additional office space, and expanding our ecosystem of service partners to
support local deployments. We expect to make further significant investments in
our data center capacity and equipment and third-party hosted infrastructure
platforms as we plan for future growth. We are also investing in personnel to
support our growing customer base.
                                       25

——————————————————————————–

Table of Contents


We regularly evaluate acquisition and investment opportunities in complementary
businesses, employee teams, services, technologies, and intellectual property
rights in an effort to expand our product and service offerings. For example, in
fiscal 2022, we acquired Peakon ApS, a continuous listening platform that
captures real-time employee sentiment, Zimit, a configure, price, quote solution
built for services industries, and VNDLY, a cloud-based external workforce and
vendor management technology. We expect to continue making such acquisitions and
investments in the future. While we remain focused on improving operating
margin, these acquisitions and investments will increase our costs on an
absolute basis in the near term. Many of these investments will occur in advance
of experiencing any direct benefit from them and could make it difficult to
determine if we are allocating our resources efficiently.

Since inception, we have also invested heavily in our professional services
organization to help ensure that customers successfully deploy and adopt our
applications. Additionally, we continue to expand our professional services
partner ecosystem to further support our customers. We believe our investment in
professional services, as well as partners building consulting practices around
Workday, will drive additional customer subscriptions and continued growth in
revenues. Due to our ability to leverage the expanding partner ecosystem, we
expect the rate of professional services revenue growth to decline over time and
continue to be lower than subscription revenue growth.

Impact of the COVID-19 Pandemic and Current Economic Conditions


The COVID-19 pandemic has negatively impacted the global economy, disrupted
global supply chains, and created significant volatility and disruption of
financial markets. In addition, the Russian invasion of Ukraine in early fiscal
2023 has led to further economic disruption. While we do not operate in Russia
and while our extended workforce in Ukraine is not a material part of our
workforce, the conflict has increased inflationary cost pressures and supply
chain constraints which have negatively impacted the global economy. In response
to the concerns over inflation risk, the U.S.Federal Reserve began to raise
interest rates in March 2022 for the first time in over three years, and
signaled they expect additional rate increases throughout the year.

Despite the continuing uncertainty associated with the COVID-19 pandemic,
Russia-Ukraine conflict, and other macroeconomic events, we are confident in the
long-term overall health of our business, the strength of our product offerings,
and our ability to continue to execute on our strategy and help our customers
continue to embark on their human resources and finance digital transformation
journeys. Demand for our products remains strong, and we continue to achieve
solid new subscription bookings.

At the beginning of the COVID-19 pandemic, we temporarily closed the majority of
our offices; required most of our employees to work remotely; implemented travel
restrictions; and postponed certain of our customer, industry, implementation
partner, analyst, investor, and employee events and converted others to
virtual-only experiences. As of April 30, 2022, most of our offices have
reopened and we have begun permitting travel and in-person events in accordance
with applicable regional guidance. We continue to prioritize employee and
community health and safety.

Our near-term revenues are relatively predictable as a result of our
subscription-based business model. However, if the economic uncertainty
increases, we may experience a negative impact on new business, customer
renewals, sales and marketing efforts, revenue growth rates, customer
deployments, customer collections, product development, or other financial
metrics, similar to what we experienced at the onset of the pandemic. Any of
these factors could harm our business, financial condition, and operating
results. For further discussion of the potential impacts of the COVID-19
pandemic, RussiaUkraine conflict, and other macroeconomic events on our
business, financial condition, and operating results, see “Risk Factors”
included in Part II, Item 1A of this report.

                                       26

——————————————————————————–

Table of Contents

Financial Results Overview

The following table provides an overview of our key metrics (in thousands,
except percentages and headcount data):

                                                     Three Months Ended April 30,
                                                      2022                   2021                $ Change               % Change
Total revenues                                  $    1,434,657$  1,175,033$   259,624                       22  %
Subscription services revenues                  $    1,272,076$  1,032,169$   239,907                       23  %

GAAP operating income (loss)                    $      (72,843)$    (38,313)$   (34,530)                      90  %
Non-GAAP operating income (1)                   $      288,558$    288,513$        45                        0  %

GAAP operating margin                                     (5.1) %               (3.3) %                                         (2) %
Non-GAAP operating margin (1)                             20.1  %               24.6  %                                         (5) %

Operating cash flows                            $      439,717$    452,428$   (12,711)                      (3) %

                                                            As of April 30,
                                                      2022                   2021                $ Change               % Change
Total subscription revenue backlog              $   12,653,639$ 10,081,579$ 2,572,060                       26  %
24-month subscription revenue backlog           $    7,968,631$  6,592,715$ 1,375,916                       21  %

Cash, cash equivalents, and marketable                                                        $ 3,260,826                      109  %
securities                                      $    6,255,355$  2,994,529

Headcount                                               15,932                13,119                2,813                       21  %

(1) See “Non-GAAP Financial Measures” below for further information.

Components of Results of Operations

Revenues


We derive our revenues from subscription services and professional services.
Subscription services revenues primarily consist of fees that give our customers
access to our cloud applications, which include related customer support.
Professional services revenues include fees for deployment services,
optimization services, and training.

Subscription services revenues accounted for 89% of our total revenues for the
three months ended April 30, 2022, and represented 96% of our total unearned
revenue as of April 30, 2022. Subscription services revenues are driven
primarily by the number of customers, the number of workers at each customer,
the specific applications subscribed to by each customer, and the price of our
applications.

The mix of applications to which a customer subscribes can affect our financial
performance due to price differentials in our applications. Pricing for our
applications varies based on many factors, including the complexity and maturity
of the application and its acceptance in the marketplace. New products or
services offerings by competitors in the future could also impact the mix and
pricing of our offerings.

Subscription services revenues are recognized over time as services are
delivered and consumed concurrently over the contractual term, beginning on the
date our service is made available to the customer. Our subscription contracts
typically have a term of three years or longer and are generally noncancelable.
We generally invoice our customers annually in advance. Amounts that have been
invoiced are initially recorded as unearned revenue.
                                       27

——————————————————————————–

Table of Contents


Our consulting engagements are billed on a time and materials basis or a fixed
price basis. For contracts billed on a time and materials basis, revenues are
recognized over time as the professional services are performed. For contracts
billed on a fixed price basis, revenues are recognized over time based on the
proportion of the professional services performed. In some cases, we supplement
our consulting teams by subcontracting resources from our service partners and
deploying them on customer engagements. As the Workday-related consulting
practices of our partner firms continues to develop, we expect these partners to
increasingly contract directly with our subscription customers. As a result of
this trend, and the increase of our subscription services revenues, we expect
our professional services revenues as a percentage of total revenues to continue
to decline over time.

Subscription Revenue Backlog

Our subscription revenue backlog, which is also referred to as remaining
performance obligations for subscription contracts, represents contracted
subscription services revenues that have not yet been recognized and includes
billed and unbilled amounts. Subscription revenue backlog may fluctuate from
period to period due to a number of factors, including the timing of renewals
and overall renewal rates, new business growth, average contract duration, and
seasonality.

Costs and Expenses

Costs of subscription services revenues. Costs of subscription services revenues
consist primarily of employee-related expenses associated with hosting our
applications and providing customer support, expenses related to data centers
and computing infrastructure operated by third parties, and depreciation of
computer equipment and software.

Costs of professional services revenues. Costs of professional services revenues
consist primarily of employee-related expenses associated with these services,
subcontractor expenses, and travel expenses.

Product development. Product development expenses consist primarily of
employee-related expenses. We continue to focus our product development efforts
on adding new features and applications, increasing functionality, and enhancing
the ease of use of our cloud applications.

Sales and marketing. Sales and marketing expenses consist primarily of
employee-related expenses, sales commissions, marketing programs, and travel
expenses. Marketing programs consist of advertising, events, corporate
communications, brand awareness, brand ambassador campaigns, and product
marketing activities. Sales commissions are considered incremental costs of
obtaining a contract with a customer. Sales commissions for new revenue
contracts are capitalized and amortized on a straight-line basis over a period
of benefit that we have determined to be five years.

General and administrative. General and administrative expenses consist of
employee-related expenses for finance and accounting, legal, human resources,
information systems personnel, professional fees, and other corporate expenses.


Results of Operations

Revenues

Our total revenues for the three months ended April 30, 2022, and 2021, were as
follows (in thousands, except percentages):

                              Three Months Ended April 30,
                                 2022                  2021          % Change
Subscription services   $     1,272,076$ 1,032,169           23  %
Professional services           162,581                142,864           14  %
Total revenues          $     1,434,657$ 1,175,033           22  %


Total revenues were $1.4 billion for the three months ended April 30, 2022,
compared to $1.2 billion for the prior year period, an increase of $260 million,
or 22%. Subscription services revenues were $1.3 billion for the three months
ended April 30, 2022, compared to $1.0 billion for the prior year period, an
increase of $240 million, or 23%. The increase in subscription services revenues
was primarily due to an increased number of customer contracts and strong
customer renewals, with gross retention over 95%. Professional services revenues
were $163 million for the three months ended April 30, 2022, compared to $143
million for the prior year period, an increase of $20 million, or 14%. The
increase in professional services revenues was primarily due to Workday
performing deployment and integration services for a greater number of
customers.
                                       28

——————————————————————————–

Table of Contents

Subscription Revenue Backlog


Our total subscription revenue backlog for the three months ended April 30,
2022, was $12.7 billion, with $8.0 billion expected to be recognized in revenues
over the next 24 months. For the three months ended April 30, 2021, our total
subscription revenue backlog was $10.1 billion, with $6.6 billion expected to be
recognized in revenues over the next 24 months. The increase in subscription
revenue backlog was primarily driven by the addition of new customers, expansion
of our product offerings with existing customers, and the timing of renewals.

Operating Expenses


GAAP operating expenses were $1.5 billion for the three months ended April 30,
2022, compared to $1.2 billion for the prior year period, an increase of $294
million, or 24%. The increase in GAAP operating expenses included $208 million
in employee-related expenses due to higher headcount, additional share-based
compensation, and a new performance-based cash bonus program for all employees
not covered under an existing incentive plan of $32 million. Additionally, there
were increases of $22 million in facilities and IT-related expenses, $16 million
in third-party expenses for hardware maintenance and data center capacity, $15
million in travel expenses, and $14 million related to marketing programs.

We use the non-GAAP financial measure of non-GAAP operating expenses to
understand and compare operating results across accounting periods, for internal
budgeting and forecasting purposes, for short- and long-term operating plans,
and to evaluate our financial performance. We believe that non-GAAP operating
expenses reflect our ongoing business in a manner that allows for meaningful
period-to-period comparisons and analysis of trends in our business. We also
believe that non-GAAP operating expenses provide useful information to investors
and others in understanding and evaluating our operating results and prospects
in the same manner as management and in comparing financial results across
accounting periods and to those of peer companies.

Non-GAAP operating expenses were calculated by excluding share-based
compensation expenses and certain other expenses, which consist of employer
payroll tax-related items on employee stock transactions and amortization of
acquisition-related intangible assets. See "Non-GAAP Financial Measures" below
for further information.

Non-GAAP operating expenses were $1.1 billion for the three months ended
April 30, 2022, compared to $887 million for the prior year period, an increase
of $260 million, or 29%. The increase in non-GAAP operating expenses included
$177 million in employee-related expenses due to higher headcount and a new
performance-based cash bonus program for all employees not covered under an
existing incentive plan of $32 million. Additionally, there were increases of
$22 million in facilities and IT-related expenses, $16 million in third-party
expenses for hardware maintenance and data center capacity, $15 million in
travel expenses, and $14 million related to marketing programs.

Reconciliations of our GAAP to non-GAAP operating expenses were as follows (in
thousands):

Three Months Ended April 30, 2022

                                                                            Share-Based                                     Non-GAAP
                                                   GAAP Operating           Compensation          Other Operating          Operating
                                                      Expenses                Expenses             Expenses (1)           Expenses (2)
Costs of subscription services                    $     232,922          $  

(26,230) $ (16,326)$ 190,366
Costs of professional services

                          169,899                  (27,584)               (3,899)               138,416
Product development                                     541,509                 (153,304)              (13,011)               375,194
Sales and marketing                                     429,301                  (59,169)              (14,046)               356,086
General and administrative                              133,869                  (45,219)               (2,613)                86,037
Total costs and expenses                          $   1,507,500          $  

(311,506) $ (49,895)$ 1,146,099

Three Months Ended April 30, 2021

                                                                           Share-Based                                    Non-GAAP
                                                  GAAP Operating           Compensation          Other Operating          Operating
                                                     Expenses                Expenses             Expenses (1)          Expenses (2)
Costs of subscription services                   $     182,208          $   

(20,717) $ (14,204)$ 147,287
Costs of professional services

                         150,845                  (27,692)               (6,953)              116,200
Product development                                    441,616                 (129,862)              (19,542)              292,212
Sales and marketing                                    326,494                  (50,308)              (17,106)              259,080
General and administrative                             112,183                  (36,056)               (4,386)               71,741
Total costs and expenses                         $   1,213,346$      (264,635)$    (62,191)$    886,520


                                       29

——————————————————————————–

Table of Contents


(1)Other operating expenses include employer payroll tax-related items on
employee stock transactions of $28 million and $44 million for the three months
ended April 30, 2022, and 2021, respectively. In addition, other operating
expenses include amortization of acquisition-related intangible assets of $22
million and $18 million for the three months ended April 30, 2022, and 2021,
respectively.

(2)See “Non-GAAP Financial Measures” below for further information.

Costs of Subscription Services


GAAP operating expenses in costs of subscription services were $233 million for
the three months ended April 30, 2022, compared to $182 million for the prior
year period, an increase of $51 million, or 28%. The increase in costs of
subscription services included increases of $26 million in employee-related
expenses, including share-based compensation, due to higher headcount, $12
million in third-party expenses for hardware maintenance and data center
capacity, and $4 million in depreciation expense related to equipment in our
data centers.

Non-GAAP operating expenses in costs of subscription services were $190 million
for the three months ended April 30, 2022, compared to $147 million for the
prior year period, an increase of $43 million, or 29%. The increase in costs of
subscription services included increases of $21 million in employee-related
expenses due to higher headcount, $12 million in third-party expenses for
hardware maintenance and data center capacity, and $4 million in depreciation
expense related to equipment in our data centers.

We expect GAAP and non-GAAP operating expenses in costs of subscription services
will continue to increase in absolute dollars as we improve and expand our
technical operations infrastructure, including our data centers and computing
infrastructure operated by third parties.

Costs of Professional Services


GAAP operating expenses in costs of professional services were $170 million for
the three months ended April 30, 2022, compared to $151 million for the prior
year period, an increase of $19 million, or 13%. The increase in costs of
professional services included increases of $12 million in employee-related
expenses, including share-based compensation, due to higher headcount and $4
million in professional services and subcontractor expenses.

Non-GAAP operating expenses in costs of professional services were $138 million
for the three months ended April 30, 2022, compared to $116 million for the
prior year period, an increase of $22 million, or 19%. The increase in costs of
professional services included increases of $15 million in employee-related
expenses due to higher headcount and $4 million in professional services and
subcontractor expenses.

We expect GAAP and non-GAAP costs of professional services as a percentage of
total revenues to continue to decline as we continue to rely on our service
partners to deploy our applications and as the number of our customers continues
to grow.

Product Development

GAAP operating expenses in product development were $542 million for the three
months ended April 30, 2022, compared to $442 million for the prior year period,
an increase of $100 million, or 23%. The increase in product development
expenses was primarily due to an increase of $86 million in employee-related
expenses, including share-based compensation, due to higher headcount.

Non-GAAP operating expenses in product development were $375 million for the
three months ended April 30, 2022, compared to $292 million for the prior year
period, an increase of $83 million, or 28%. The increase in product development
expenses was primarily due to an increase of $69 million in employee-related
expenses due to higher headcount.

We expect GAAP and non-GAAP product development expenses will continue to
increase in absolute dollars as we improve and extend our applications and
develop new technologies.

Sales and Marketing


GAAP operating expenses in sales and marketing were $429 million for the three
months ended April 30, 2022, compared to $326 million for the prior year period,
an increase of $103 million, or 31%. The increase in sales and marketing
expenses included increases of $69 million in employee-related expenses,
including share-based compensation, due to higher headcount, $14 million related
to marketing programs, and $10 million in travel expenses.

Non-GAAP operating expenses in sales and marketing were $356 million for the
three months ended April 30, 2022, compared to $259 million for the prior year
period, an increase of $97 million, or 37%. The increase in sales and marketing
expenses included increases of $64 million in employee-related expenses due to
higher headcount, $14 million related to marketing programs, and $10 million in
travel expenses.
                                       30

——————————————————————————–

Table of Contents


We expect GAAP and non-GAAP sales and marketing expenses to increase in absolute
dollars as we continue to invest in our domestic and international selling and
marketing activities to expand brand awareness and attract new customers.

General and Administrative


GAAP operating expenses in general and administrative were $134 million for the
three months ended April 30, 2022, compared to $112 million for the prior year
period, an increase of $22 million, or 19%. The increase in general and
administrative expenses included increases of $15 million in employee-related
expenses, including share-based compensation, due to higher headcount and $2
million in travel expenses.

Non-GAAP operating expenses in general and administrative were $86 million for
the three months ended April 30, 2022, compared to $72 million for the prior
year period, an increase of $14 million, or 20%. The increase in general and
administrative expenses included increases of $8 million in employee-related
expenses due to higher headcount and $2 million in travel expenses.

We expect GAAP and non-GAAP general and administrative expenses will continue to
increase in absolute dollars as we further invest in our infrastructure and
support our global expansion.

Operating Margin


GAAP operating margin declined from (3.3)% for the three months ended April 30,
2021, to (5.1)% for the three months ended April 30, 2022, primarily due to
increases in higher headcount, the rollout of a performance-based cash bonus
program to all employees not covered under an existing incentive plan, a return
to travel and in-person events, and other growth investments made across the
business, offset by higher revenues.

We use the non-GAAP financial measure of non-GAAP operating margin to understand
and compare operating results across accounting periods, for internal budgeting
and forecasting purposes, for short- and long-term operating plans, and to
evaluate our financial performance. We believe that non-GAAP operating margin
reflects our ongoing business in a manner that allows for meaningful
period-to-period comparisons and analysis of trends in our business. We also
believe that non-GAAP operating margin provides useful information to investors
and others in understanding and evaluating our operating results and prospects
in the same manner as management and in comparing financial results across
accounting periods and to those of peer companies.

Non-GAAP operating margin was calculated using GAAP revenues and non-GAAP
operating expenses. See “Non-GAAP Financial Measures” below for further
information.


Non-GAAP operating margin declined from 24.6% for the three months ended
April 30, 2021, to 20.1% for the three months ended April 30, 2022, primarily
due to increases in higher headcount, the rollout of a performance-based cash
bonus program to all employees not covered under an existing incentive plan, a
return to travel and in-person events, and other growth investments made across
the business, offset by higher revenues.

Reconciliations of our GAAP to non-GAAP operating income (loss) and operating
margin were as follows (in thousands, except percentages):


                                                                      Three Months Ended April 30, 2022
                                                                    Share-Based
                                                                    Compensation           Other Operating
                                                 GAAP                 Expenses                 Expenses            Non-GAAP (1)
Operating income (loss)                      $ (72,843)$      311,506$    49,895$    288,558
Operating margin                                  (5.1) %                 21.7     %               3.5    %               20.1  %


                                                                           

Three Months Ended April 30, 2021

                                                                          Share-Based
                                                                          Compensation           Other Operating
                                                       GAAP                 Expenses                 Expenses            Non-GAAP (1)
Operating income (loss)                            $ (38,313)$      264,635$    62,191$    288,513
Operating margin                                        (3.3) %                 22.5     %               5.4    %               24.6  %

(1)See “Non-GAAP Financial Measures” below for further information.

                                       31

——————————————————————————–

Table of Contents

Other Income (Expense), Net


We had other expense, net of $20 million for the three months ended April 30,
2022, as compared to other expense, net of $9 million for the three months ended
April 30, 2021. The increase in other expense, net was primarily related to
additional contractual interest expense of $9 million for our Senior Notes
issued in the current quarter.

Non-GAAP Financial Measures


Regulation S-K Item 10(e), "Use of non-GAAP financial measures in Commission
filings," defines and prescribes the conditions for use of non-GAAP financial
information. Our measures of non-GAAP operating expenses, non-GAAP operating
income (loss), and non-GAAP operating margin meet the definition of non-GAAP
financial measures.

Non-GAAP Operating Expenses, Non-GAAP Operating Income (Loss), and Non-GAAP
Operating Margin


Our non-GAAP operating expenses, non-GAAP operating income (loss), and non-GAAP
operating margin exclude the components listed below. For the reasons set forth
below, management believes that excluding these components provides useful
information to investors and others in understanding and evaluating our
operating results and prospects in the same manner as management, in comparing
financial results across accounting periods and to those of peer companies, and
to better understand the long-term performance of our core business.

•Share-Based Compensation Expenses. Although share-based compensation is an
important aspect of the compensation of our employees and executives, management
believes it is useful to exclude share-based compensation expenses to better
understand the long-term performance of our core business and to facilitate
comparison of our results to those of peer companies. Share-based compensation
expenses are determined using a number of factors, including our stock price,
volatility, and forfeiture rates that are beyond our control and generally
unrelated to operational decisions and performance in any particular period.
Further, share-based compensation expenses are not reflective of the value
ultimately received by the grant recipients.

•Other Operating Expenses. Other operating expenses includes employer payroll
tax-related items on employee stock transactions and amortization of
acquisition-related intangible assets. The amount of employer payroll
tax-related items on employee stock transactions is dependent on our stock price
and other factors that are beyond our control and do not correlate to the
operation of the business. For business combinations, we generally allocate a
portion of the purchase price to intangible assets. The amount of the allocation
is based on estimates and assumptions made by management and is subject to
amortization. The amount of purchase price allocated to intangible assets and
the term of its related amortization can vary significantly and are unique to
each acquisition and thus we do not believe it is reflective of ongoing
operations. Although we exclude the amortization of acquisition-related
intangible assets from these non-GAAP measures, management believes that it is
important for investors to understand that such intangible assets were recorded
as part of purchase accounting and contribute to revenue generation.

Limitations on the Use of Non-GAAP Financial Measures


A limitation of our non-GAAP financial measures of non-GAAP operating expenses,
non-GAAP operating income (loss), and non-GAAP operating margin is that they do
not have uniform definitions. Our definitions will likely differ from the
definitions used by other companies, including peer companies, and therefore
comparability may be limited. Further, the non-GAAP financial measure of
non-GAAP operating expenses has certain limitations because it does not reflect
all items of expense that affect our operations and are reflected in the GAAP
financial measure of total operating expenses. In the case of share-based
compensation, if we did not pay out a portion of compensation in the form of
share-based compensation and related employer payroll tax-related items, the
cash salary expense included in operating expenses would be higher, which would
affect our cash position.

We compensate for these limitations by reconciling the non-GAAP financial
measures to the most comparable GAAP financial measures. These non-GAAP
financial measures should be considered in addition to, not as a substitute for
or in isolation from, measures prepared in accordance with GAAP. We encourage
investors and others to review our financial information in its entirety, not to
rely on any single financial measure, and to view our non-GAAP financial
measures in conjunction with the most comparable GAAP financial measures.

See “Results of Operations-Operating Expenses” and “Results of
Operations-Operating Margin” for reconciliations from the most directly
comparable GAAP financial measures, GAAP operating expenses, GAAP operating
income (loss), and GAAP operating margin, to the non-GAAP financial measures,
non-GAAP operating expenses, non-GAAP operating income (loss), and non-GAAP
operating margin, for the three months ended April 30, 2022, and 2021.

                                       32

——————————————————————————–

Table of Contents

Liquidity and Capital Resources


As of April 30, 2022, our principal sources of liquidity were cash, cash
equivalents, and marketable securities totaling $6.3 billion, which were
primarily held for working capital purposes. Our cash equivalents and marketable
securities are composed primarily of, in order from largest to smallest, U.S.
treasury securities, commercial paper, U.S. agency obligations, money market
funds, corporate bonds, and marketable equity investments. We have financed our
operations primarily through customer payments, issuance of debt, and sales of
our common stock.

We believe our existing cash, cash equivalents, marketable securities, cash
provided by operating activities, unbilled amounts related to the remaining term
of contracted noncancelable subscription agreements, which are not reflected on
the Condensed Consolidated Balance Sheets, and, if necessary, our borrowing
capacity under our 2022 Credit Agreement that provides for $1.0 billion of
unsecured financing, are sufficient to meet our working capital, capital
expenditure, and debt repayment needs over the next 12 months. As part of our
strategy, we may enter into arrangements to acquire or invest in complementary
businesses, services, technologies, or intellectual property rights in the
future. We may also choose to seek additional debt or equity financing.

Our long-term future capital requirements depend on many factors, including the
effects of macroeconomic trends, customer growth rates, subscription renewal
activity, headcount growth, timing and extent of development efforts, expansion
of sales and marketing activities, introduction of new and enhanced services
offerings, timing of construction or acquisition of additional facilities,
investments, and acquisition activities.

Our cash flows for the three months ended April 30, 2022, and 2021, were as
follows (in thousands):

                                                                            Three Months Ended April 30,
                                                                              2022                   2021
Net cash provided by (used in):
Operating activities                                                   $        439,717$  452,428
Investing activities                                                         (1,470,741)           (861,716)
Financing activities                                                          2,277,702             (11,008)
Effect of exchange rate changes                                                    (685)                186

Net increase (decrease) in cash, cash equivalents, and restricted cash $

1,245,993 $ (420,110)

Operating Activities


Cash provided by operating activities was $440 million and $452 million for the
three months ended April 30, 2022, and 2021, respectively. The decline in cash
provided by operating activities resulted from increased payments made to
support the return to office and in-person events, the new employee
performance-based cash bonus program for all employees not covered under an
existing incentive plan, and other growth investments across the business,
offset by increases in sales and related cash collections.

We expect our business to continue to generate sufficient operating cash flows;
however, if the economic uncertainty caused by the COVID-19 pandemic and
RussiaUkraine conflict worsens or is prolonged, our customers may request
payment timing concessions, which could materially impact the timing and
predictability of our operating cash flows in any given period.

Investing Activities


Cash used in investing activities for the three months ended April 30, 2022, was
$1.5 billion, which was primarily related to purchases of marketable securities
of $2.0 billion using the proceeds from the Senior Notes offering, capital
expenditures for data center and office space projects of $59 million, and
purchases of non-marketable equity and other investments of $15 million. These
payments were partially offset by proceeds of $607 million from sales and
maturities of marketable securities and proceeds of $7 million from sales and
maturities of non-marketable securities.

Cash used in investing activities for the three months ended April 30, 2021, was
$862 million, which was primarily related to cash consideration for the
acquisition of Peakon, net of cash acquired, of $679 million, the purchase of
leased office space within our corporate headquarters from an affiliate of our
Co-Founder and CEO Emeritus, David Duffield, of $171 million, capital
expenditures primarily for data center projects of $70 million, purchases of
non-marketable equity and other investments of $46 million, and the timing of
purchases and maturities of marketable securities. These payments were partially
offset by proceeds of $12 million from sales of marketable securities.

We expect capital expenditures will be approximately $475 million in fiscal
2023. This includes investments in our office facilities, corporate IT
infrastructure, and customer data centers to support our continued growth.

                                       33

——————————————————————————–

Table of Contents

Financing Activities


Cash provided by financing activities was $2.3 billion for the three months
ended April 30, 2022, which was primarily due to proceeds of $3.0 billion from
borrowings on the Senior Notes, net of debt discount of $22 million, offset by
the repayment of the term loan under the 2020 Credit Agreement of $694 million
and payments for debt issuance costs of $7 million.

Cash used in financing activities was $11 million for the three months ended
April 30, 2021, which was primarily due to a payment on the term loan under the
2020 Credit Agreement of $9 million.

Our 2022 Notes are convertible at the option of the holders during the second
quarter of fiscal 2023 since the trigger for early conversion was met. Through
the date of this filing, the amount of the principal balance of the 2022 Notes
that has been converted or for which conversion has been requested was not
material. We may receive additional conversion requests that require settlement
in the second quarter of fiscal 2023. Additionally, the 2022 Notes will become
due in the third quarter of fiscal 2023, which will result in a cash outflow of
approximately $1.15 billion. For further information, see   Note 10, Debt,  

of

the Notes to Condensed Consolidated Financial Statements included in Part I,
Item 1 of this report.


Contractual Obligations

Except for the debt transactions discussed in   Note 10, Debt,   of the Notes to
Condensed Consolidated Financial Statements included in Part I, Item 1 of this
report, which include the issuance of $3.0 billion of Senior Notes, the
modification to our revolving credit facility, and the extinguishment of the
term loan under the 2020 Credit Agreement, there were no material changes
outside the ordinary course of business to our contractual obligations disclosed
in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022.

Critical Accounting Policies and Estimates


Our condensed consolidated financial statements are prepared in accordance with
GAAP. The preparation of these condensed consolidated financial statements
requires us to make estimates, judgements, and assumptions that affect the
reported amounts of assets, liabilities, revenues, costs and expenses, and
related disclosures. On an ongoing basis, we evaluate our estimates, judgements,
and assumptions. Our actual results may differ from these estimates under
different assumptions or conditions.

We believe that the following critical accounting policies involve a high degree
of judgement and complexity, and are the most critical to aid in fully
understanding and evaluating our financial condition and operating results:


•Revenue recognition
•Deferred commissions
•Business combinations, goodwill, and acquisition-related intangible assets
•Non-marketable equity investments

For a further discussion of our critical accounting policies, refer to our
Annual Report on Form 10-K for the fiscal year ended January 31, 2022. There
were no significant changes to our critical accounting policies and estimates
during the three months ended April 30, 2022.
                                       34

——————————————————————————–

Table of Contents

© Edgar Online, source Glimpses



Source link

Leave a Comment

Your email address will not be published. Required fields are marked *