☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 26-1463205 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |
1633 Broadway, 38th Floor New York, NY | 10019 | |
(Address of principal executive offices) | (Zip Code) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Class A Common Stock | MDB | The Nasdaq Stock Market LLC |
Large accelerated filer | ý | Accelerated filer | ¨ |
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
Emerging growth company | ¨ |
Page | ||
ITEM 1. | FINANCIAL STATEMENTS. |
April 30, 2019 | January 31, 2019 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 158,060 | $ | 147,831 | |||
Short-term investments | 318,346 | 318,139 | |||||
Accounts receivable, net of allowance for doubtful accounts of $1,770 and $1,539 as of April 30, 2019 and January 31, 2019, respectively | 61,600 | 72,808 | |||||
Deferred commissions | 16,932 | 15,878 | |||||
Prepaid expenses and other current assets | 12,251 | 11,580 | |||||
Total current assets | 567,189 | 566,236 | |||||
Property and equipment, net | 60,309 | 73,664 | |||||
Operating lease right-of-use assets | 12,378 | — | |||||
Goodwill | 41,878 | 41,878 | |||||
Acquired intangible assets, net | 14,223 | 15,894 | |||||
Deferred tax assets | 1,753 | 1,193 | |||||
Other assets | 36,511 | 34,611 | |||||
Total assets | $ | 734,241 | $ | 733,476 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 2,080 | $ | 2,153 | |||
Accrued compensation and benefits | 24,122 | 25,982 | |||||
Operating lease liabilities | 3,575 | — | |||||
Other accrued liabilities | 20,138 | 14,169 | |||||
Deferred revenue | 128,252 | 122,333 | |||||
Total current liabilities | 178,167 | 164,637 | |||||
Deferred rent, non-current | — | 2,567 | |||||
Deferred tax liability, non-current | 109 | 106 | |||||
Operating lease liabilities, non-current | 9,827 | — | |||||
Deferred revenue, non-current | 15,443 | 15,343 | |||||
Convertible senior notes, net | 220,079 | 216,858 | |||||
Other liabilities, non-current | 62,748 | 69,399 | |||||
Total liabilities | 486,373 | 468,910 | |||||
Commitments and contingencies (Note 6) | |||||||
Stockholders’ equity: | |||||||
Class A common stock, par value of $0.001 per share; 1,000,000,000 shares authorized as of April 30, 2019 and January 31, 2019; 41,843,367 and 36,286,573 shares issued and outstanding as of April 30, 2019 and January 31, 2019, respectively | 42 | 36 | |||||
Class B common stock, par value of $0.001 per share; 100,000,000 shares authorized as of April 30, 2019 and January 31, 2019; 13,532,080 and 18,134,608 shares issued as of April 30, 2019 and January 31, 2019, respectively; 13,432,709 and 18,035,237 shares outstanding as of April 30, 2019 and January 31, 2019, respectively | 13 | 18 | |||||
Additional paid-in capital | 775,185 | 754,612 | |||||
Treasury stock, 99,371 shares (repurchased at an average of $13.27 per share) as of April 30, 2019 and January 31, 2019 | (1,319 | ) | (1,319 | ) | |||
Accumulated other comprehensive loss | (103 | ) | (174 | ) | |||
Accumulated deficit | (525,950 | ) | (488,607 | ) | |||
Total stockholders’ equity | 247,868 | 264,566 | |||||
Total liabilities and stockholders’ equity | $ | 734,241 | $ | 733,476 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Revenue: | |||||||
Subscription | $ | 83,994 | $ | 46,069 | |||
Services | 5,394 | 4,070 | |||||
Total revenue | 89,388 | 50,139 | |||||
Cost of revenue: | |||||||
Subscription | 22,595 | 10,070 | |||||
Services | 5,577 | 3,679 | |||||
Total cost of revenue | 28,172 | 13,749 | |||||
Gross profit | 61,216 | 36,390 | |||||
Operating expenses: | |||||||
Sales and marketing | 46,120 | 33,197 | |||||
Research and development | 30,868 | 18,645 | |||||
General and administrative | 14,805 | 11,227 | |||||
Total operating expenses | 91,793 | 63,069 | |||||
Loss from operations | (30,577 | ) | (26,679 | ) | |||
Other income (expense): | |||||||
Interest income | 2,303 | 959 | |||||
Interest expense | (4,689 | ) | — | ||||
Other expense, net | (415 | ) | (368 | ) | |||
Loss before provision for income taxes | (33,378 | ) | (26,088 | ) | |||
Provision (benefit) for income taxes | (138 | ) | 467 | ||||
Net loss | $ | (33,240 | ) | $ | (26,555 | ) | |
Net loss per share, basic and diluted | $ | (0.61 | ) | $ | (0.53 | ) | |
Weighted-average shares used to compute net loss per share, basic and diluted | 54,710,746 | 50,350,052 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Net loss | $ | (33,240 | ) | $ | (26,555 | ) | |
Other comprehensive income (loss), net of tax: | |||||||
Unrealized gain (loss) on available-for-sale securities | 58 | (82 | ) | ||||
Foreign currency translation adjustments | 13 | (33 | ) | ||||
Other comprehensive income (loss) | 71 | (115 | ) | ||||
Total comprehensive loss | $ | (33,169 | ) | $ | (26,670 | ) |
Class A and Class B Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Stockholders’ Equity | |||||||||||||||||||||
Shares | Amount | |||||||||||||||||||||||||
Balances as of January 31, 2019 | 54,321,810 | $ | 54 | $ | 754,612 | $ | (1,319 | ) | $ | (174 | ) | $ | (488,607 | ) | $ | 264,566 | ||||||||||
Cumulative effect of accounting change | — | — | — | — | — | (4,103 | ) | (4,103 | ) | |||||||||||||||||
Stock option exercises | 831,901 | 1 | 6,437 | — | — | — | 6,438 | |||||||||||||||||||
Repurchase of early exercised options | (3,981 | ) | — | — | — | — | — | — | ||||||||||||||||||
Vesting of early exercised stock options | — | — | 127 | — | — | — | 127 | |||||||||||||||||||
Vesting of restricted stock units | 126,346 | — | — | — | — | — | — | |||||||||||||||||||
Stock-based compensation | — | — | 14,009 | — | — | — | 14,009 | |||||||||||||||||||
Unrealized loss on available-for-sale securities | — | — | — | — | 58 | — | 58 | |||||||||||||||||||
Foreign currency translation adjustment | — | — | — | — | 13 | — | 13 | |||||||||||||||||||
Net loss | — | — | — | — | — | (33,240 | ) | (33,240 | ) | |||||||||||||||||
Balances as of April 30, 2019 | 55,276,076 | $ | 55 | $ | 775,185 | $ | (1,319 | ) | $ | (103 | ) | $ | (525,950 | ) | $ | 247,868 |
Class A and Class B Common Stock | Additional Paid-In Capital | Treasury Stock | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Stockholders’ Equity | |||||||||||||||||||||
Shares | Amount | |||||||||||||||||||||||||
Balances as of January 31, 2018 | 50,575,571 | $ | 51 | $ | 638,680 | $ | (1,319 | ) | $ | (159 | ) | $ | (389,596 | ) | $ | 247,657 | ||||||||||
Stock option exercises | 40,723 | — | 252 | — | — | — | 252 | |||||||||||||||||||
Repurchase of early exercised options | (19,395 | ) | — | — | — | — | — | — | ||||||||||||||||||
Vesting of early exercised stock options | — | — | 533 | — | — | — | 533 | |||||||||||||||||||
Vesting of restricted stock units | 125 | — | — | — | — | — | — | |||||||||||||||||||
Stock-based compensation | — | — | 7,508 | — | — | — | 7,508 | |||||||||||||||||||
Unrealized loss on available-for-sale securities | — | — | — | — | (82 | ) | — | (82 | ) | |||||||||||||||||
Foreign currency translation adjustment | — | — | — | — | (33 | ) | — | (33 | ) | |||||||||||||||||
Net loss | — | — | — | — | — | (26,555 | ) | (26,555 | ) | |||||||||||||||||
Balances as of April 30, 2018 | 50,597,024 | $ | 51 | $ | 646,973 | $ | (1,319 | ) | $ | (274 | ) | $ | (416,151 | ) | $ | 229,280 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Cash flows from operating activities | |||||||
Net loss | $ | (33,240 | ) | $ | (26,555 | ) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||||||
Depreciation and amortization | 2,323 | 817 | |||||
Stock-based compensation | 14,009 | 7,508 | |||||
Amortization of debt discount and issuance costs | 3,221 | — | |||||
Amortization of finance right-of-use assets | 994 | — | |||||
Non-cash interest on finance lease liabilities | 905 | — | |||||
Deferred income taxes | (557 | ) | 4 | ||||
Accretion of discount on short-term investments | (1,509 | ) | (381 | ) | |||
Change in operating assets and liabilities: | |||||||
Accounts receivable | 10,960 | 14,018 | |||||
Prepaid expenses and other current assets | (260 | ) | (2,865 | ) | |||
Deferred commissions | (2,987 | ) | (1,268 | ) | |||
Other long-term assets | 32 | (70 | ) | ||||
Accounts payable | (268 | ) | (639 | ) | |||
Deferred rent | — | 472 | |||||
Accrued liabilities | 3,324 | (1,967 | ) | ||||
Deferred revenue | 6,267 | 2,877 | |||||
Net cash provided by (used in) operating activities | 3,214 | (8,049 | ) | ||||
Cash flows from investing activities | |||||||
Purchases of property and equipment | (389 | ) | (367 | ) | |||
Proceeds from maturities of marketable securities | 140,000 | 58,000 | |||||
Purchases of marketable securities | (139,024 | ) | — | ||||
Net cash provided by investing activities | 587 | 57,633 | |||||
Cash flows from financing activities | |||||||
Proceeds from exercise of stock options, including early exercised stock options | 6,437 | 288 | |||||
Repurchase of early exercised stock options | (30 | ) | (152 | ) | |||
Net cash provided by financing activities | 6,407 | 136 | |||||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 19 | (8 | ) | ||||
Net increase in cash, cash equivalents and restricted cash | 10,227 | 49,712 | |||||
Cash, cash equivalents and restricted cash, beginning of period | 148,347 | 62,427 | |||||
Cash, cash equivalents and restricted cash, end of period | $ | 158,574 | $ | 112,139 | |||
Supplemental cash flow disclosure | |||||||
Cash paid during the period for: | |||||||
Income taxes, net of refunds | $ | 735 | $ | 118 | |||
Noncash investing and financing activities | |||||||
Vesting of early exercised stock options | $ | 127 | $ | 533 | |||
Purchases of property and equipment included in accounts payable and accrued liabilities | $ | 283 | $ | 51 | |||
Construction in progress related to build-to-suit lease obligations | $ | — | $ | 4,225 | |||
Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets, end of period, to the amounts shown in the statements of cash flows above: | |||||||
Cash and cash equivalents | $ | 158,060 | $ | 111,617 | |||
Restricted cash, non-current | 514 | 522 | |||||
Total cash, cash equivalents and restricted cash | $ | 158,574 | $ | 112,139 |
1. | Organization and Description of Business |
2. | Summary of Significant Accounting Policies |
3. | Fair Value Measurements |
Fair Value Measurement at April 30, 2019 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Financial Assets: | |||||||||||||||
Cash and cash equivalents: | |||||||||||||||
Money market funds | $ | 50,356 | $ | — | $ | — | $ | 50,356 | |||||||
Short-term investments: | |||||||||||||||
U.S. government treasury securities | 318,346 | — | — | 318,346 | |||||||||||
Total financial assets | $ | 368,702 | $ | — | $ | — | $ | 368,702 |
Fair Value Measurement at January 31, 2019 | |||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Financial Assets: | |||||||||||||||
Cash and cash equivalents: | |||||||||||||||
Money market funds | $ | 88,015 | $ | — | $ | — | $ | 88,015 | |||||||
Short-term investments: | |||||||||||||||
U.S. government treasury securities | 318,139 | — | — | 318,139 | |||||||||||
Total financial assets | $ | 406,154 | $ | — | $ | — | $ | 406,154 |
4. | Convertible Senior Notes |
(1) | during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2018 (and only during such fiscal quarter), if the last reported sale price of the Company’s Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price of the Notes on each applicable trading day; |
(2) | during the five-business day period after any five consecutive trading day period (the “measurement period”) in which the trading price per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s Class A common stock and the conversion rate of the Notes on each such trading day; |
(3) | if the Company calls any or all of the Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or |
(4) | upon the occurrence of specified corporate events (as set forth in the indenture governing the Notes). |
April 30, 2019 | |||
Principal | $ | 300,000 | |
Unamortized debt discount | (74,178 | ) | |
Unamortized debt issuance costs | (5,743 | ) | |
Net carrying amount | $ | 220,079 |
April 30, 2019 | |||
Debt discount for conversion option | $ | 84,168 | |
Issuance costs | (2,485 | ) | |
Net carrying amount | $ | 81,683 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Contractual interest expense | $ | 563 | $ | — | |||
Amortization of debt discount | 3,033 | — | |||||
Amortization of issuance costs | 188 | — | |||||
Total | $ | 3,784 | $ | — |
Three Months Ended April 30, 2019 | |||
Finance lease cost: | |||
Amortization of right-of-use assets | $ | 994 | |
Interest on lease liabilities | 905 | ||
Operating lease cost | 967 | ||
Short-term lease cost | 395 | ||
Total lease cost | $ | 3,261 |
April 30, 2019 | |||
Operating Leases: | |||
Operating lease right-of-use assets | $ | 12,378 | |
Operating lease liabilities (current) | 3,575 | ||
Operating lease liabilities, non-current | 9,827 | ||
Finance Lease: | |||
Property and equipment, net | $ | 42,392 | |
Other accrued liabilities | 2,133 | ||
Other liabilities, non-current | 62,755 |
Three Months Ended April 30, 2019 | |||
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from finance lease | $ | — | |
Operating cash flows from operating leases | 1,032 | ||
Financing cash flows from finance lease | — | ||
Right-of-use assets obtained in exchange for lease obligations: | |||
Finance lease | $ | — | |
Operating leases | 2,269 | ||
Weighted-average remaining lease term (in years): | |||
Finance lease | 10.7 | ||
Operating leases | 4.8 | ||
Weighted-average discount rate: | |||
Finance lease | 5.6 | % | |
Operating leases | 6.1 | % |
Year Ending January 31, | Finance Lease | Operating Leases | |||||
Remainder of 2020 | $ | 3,732 | $ | 4,017 | |||
2021 | 8,073 | 4,189 | |||||
2022 | 8,073 | 2,579 | |||||
2023 | 8,073 | 2,529 | |||||
2024 | 8,073 | 1,014 | |||||
Thereafter | 51,274 | 2,103 | |||||
Total minimum payments | 87,298 | 16,431 | |||||
Less imputed interest | (22,410 | ) | (3,029 | ) | |||
Present value of future minimum lease payments | 64,888 | 13,402 | |||||
Less current obligations under leases | (2,133 | ) | (3,575 | ) | |||
Non-current lease obligations | $ | 62,755 | $ | 9,827 |
Year Ending January 31, | Financing Lease | Operating Leases | |||||
2020 | $ | 3,732 | $ | 4,578 | |||
2021 | 8,073 | 3,765 | |||||
2022 | 8,073 | 2,277 | |||||
2023 | 8,073 | 2,224 | |||||
2024 | 8,073 | 922 | |||||
Thereafter | 51,274 | 2,149 | |||||
Total minimum payments | $ | 87,298 | $ | 15,915 |
6. | Commitments and Contingencies |
7. | Revenue |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Primary geographical markets: | |||||||
Americas | $ | 57,756 | $ | 33,420 | |||
EMEA | 25,320 | 14,024 | |||||
Asia Pacific | 6,312 | 2,695 | |||||
Total | $ | 89,388 | $ | 50,139 | |||
Subscription product categories and services: | |||||||
MongoDB Atlas-related | $ | 30,863 | $ | 6,963 | |||
Other subscription | 53,131 | 39,106 | |||||
Services | 5,394 | 4,070 | |||||
Total | $ | 89,388 | $ | 50,139 |
8. | Equity Incentive Plans and Employee Stock Purchase Plan |
Shares | Weighted- Average Exercise Price Per Share | Weighted- Average Remaining Contractual Term (In Years) | Aggregate Intrinsic Value | |||||||||
Balance - January 31, 2019 | 8,621,010 | $ | 7.75 | 6.7 | $ | 729,392 | ||||||
Stock options exercised | (831,901 | ) | 7.71 | |||||||||
Stock options forfeited and expired | (77,121 | ) | 10.45 | |||||||||
Balance - April 30, 2019 | 7,711,988 | 7.73 | 6.5 | 1,027,149 | ||||||||
Vested and exercisable - January 31, 2019 | 5,342,183 | 6.95 | 6.0 | 456,275 | ||||||||
Vested and exercisable - April 30, 2019 | 4,917,890 | $ | 6.95 | 5.9 | $ | 658,851 |
Shares | Weighted-Average Grant Date Fair Value per RSU | |||||
Unvested - January 31, 2019 | 1,988,774 | $ | 54.22 | |||
RSUs granted | 1,027,610 | 105.50 | ||||
RSUs vested | (126,346 | ) | 45.42 | |||
RSUs forfeited and canceled | (24,629 | ) | 56.03 | |||
Unvested - April 30, 2019 | 2,865,409 | $ | 72.98 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Cost of revenue—subscription | $ | 988 | $ | 359 | |||
Cost of revenue—services | 593 | 184 | |||||
Sales and marketing | 4,940 | 2,218 | |||||
Research and development | 4,520 | 2,206 | |||||
General and administrative | 2,968 | 2,610 | |||||
Total stock-based compensation expense | $ | 14,009 | $ | 7,577 |
9. | Net Loss per Share |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
Numerator: | |||||||
Net loss | $ | (33,240 | ) | $ | (26,555 | ) | |
Denominator: | |||||||
Weighted-average shares used to compute net loss per share, basic and diluted | 54,710,746 | 50,350,052 | |||||
Net loss per share, basic and diluted | $ | (0.61 | ) | $ | (0.53 | ) |
Three Months Ended April 30, | |||||
2019 | 2018 | ||||
Stock options to purchase Class A common stock | 2,471,439 | 3,539,338 | |||
Stock options to purchase Class B common stock | 5,700,441 | 9,001,291 | |||
Unvested restricted stock units | 2,561,471 | 646,518 | |||
Early exercised stock options | 47,550 | 234,646 | |||
Shares underlying the conversion spread in the convertible senior notes | 1,945,081 | — |
ITEM 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
(unaudited, dollars in thousands) | |||||||
Consolidated Statements of Operations Data: | |||||||
Revenue: | |||||||
Subscription | $ | 83,994 | $ | 46,069 | |||
Services | 5,394 | 4,070 | |||||
Total revenue | 89,388 | 50,139 | |||||
Cost of revenue: | |||||||
Subscription(1) | 22,595 | 10,070 | |||||
Services(1) | 5,577 | 3,679 | |||||
Total cost of revenue | 28,172 | 13,749 | |||||
Gross profit | 61,216 | 36,390 | |||||
Operating expenses: | |||||||
Sales and marketing(1) | 46,120 | 33,197 | |||||
Research and development(1) | 30,868 | 18,645 | |||||
General and administrative(1) | 14,805 | 11,227 | |||||
Total operating expenses | 91,793 | 63,069 | |||||
Loss from operations | (30,577 | ) | (26,679 | ) | |||
Other income (expense), net | (2,801 | ) | 591 | ||||
Loss before provision for income taxes | (33,378 | ) | (26,088 | ) | |||
Provision (benefit) for income taxes | (138 | ) | 467 | ||||
Net loss | $ | (33,240 | ) | $ | (26,555 | ) |
(1) | Includes stock‑based compensation expense as follows: |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
(unaudited, dollars in thousands) | |||||||
Cost of revenue—subscription | $ | 988 | $ | 359 | |||
Cost of revenue—services | 593 | 184 | |||||
Sales and marketing | 4,940 | 2,218 | |||||
Research and development | 4,520 | 2,206 | |||||
General and administrative | 2,968 | 2,610 | |||||
Total stock‑based compensation expense | $ | 14,009 | $ | 7,577 |
Three Months Ended April 30, | |||||
2019 | 2018 | ||||
(unaudited, dollars in thousands) | |||||
Percentage of Revenue Data: | |||||
Revenue: | |||||
Subscription | 94 | % | 92 | % | |
Services | 6 | % | 8 | % | |
Total revenue | 100 | % | 100 | % | |
Cost of revenue: | |||||
Subscription | 25 | % | 20 | % | |
Services | 6 | % | 7 | % | |
Total cost of revenue | 31 | % | 27 | % | |
Gross profit | 69 | % | 73 | % | |
Operating expenses: | |||||
Sales and marketing | 52 | % | 66 | % | |
Research and development | 34 | % | 38 | % | |
General and administrative | 17 | % | 22 | % | |
Total operating expenses | 103 | % | 126 | % | |
Loss from operations | (34 | )% | (53 | )% | |
Other income (expense), net | (3 | )% | 1 | % | |
Loss before provision for income taxes | (37 | )% | (52 | )% | |
Provision for income taxes | — | % | — | % | |
Net loss | (37 | )% | (52 | )% |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Subscription | $ | 83,994 | $ | 46,069 | $ | 37,925 | 82 | % | ||||||
Services | 5,394 | 4,070 | 1,324 | 33 | % | |||||||||
Total revenue | $ | 89,388 | $ | 50,139 | $ | 39,249 | 78 | % |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Subscription cost of revenue | $ | 22,595 | $ | 10,070 | $ | 12,525 | 124 | % | ||||||
Services cost of revenue | 5,577 | 3,679 | 1,898 | 52 | % | |||||||||
Total cost of revenue | 28,172 | 13,749 | 14,423 | 105 | % | |||||||||
Gross profit | $ | 61,216 | $ | 36,390 | $ | 24,826 | 68 | % | ||||||
Gross margin | 68 | % | 73 | % | ||||||||||
Subscription | 73 | % | 78 | % | ||||||||||
Services | (3 | )% | 10 | % |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Sales and marketing | $ | 46,120 | $ | 33,197 | $ | 12,923 | 39 | % |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Research and development | $ | 30,868 | $ | 18,645 | $ | 12,223 | 66 | % |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
General and administrative | $ | 14,805 | $ | 11,227 | $ | 3,578 | 32 | % |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Other income, net | $ | (2,801 | ) | $ | 591 | $ | (3,392 | ) | (574 | )% |
Three Months Ended April 30, | Change | |||||||||||||
2019 | 2018 | $ | % | |||||||||||
(unaudited, dollars in thousands) | ||||||||||||||
Provision for (Benefit from) income taxes | $ | (138 | ) | $ | 467 | $ | (605 | ) | (130 | )% |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
(unaudited, dollars in thousands) | |||||||
Net cash provided by (used in) operating activities | $ | 3,214 | $ | (8,049 | ) | ||
Net cash provided by investing activities | 587 | 57,633 | |||||
Net cash provided by financing activities | $ | 6,407 | $ | 136 |
Three Months Ended April 30, | |||||||
2019 | 2018 | ||||||
(unaudited, dollars in thousands) | |||||||
Net cash provided by (used in) operating activities | $ | 3,214 | $ | (8,049 | ) | ||
Capital expenditures | (389 | ) | (367 | ) | |||
Capitalized software | — | — | |||||
Free cash flow | $ | 2,825 | $ | (8,416 | ) |
ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. |
ITEM 4. | CONTROLS AND PROCEDURES. |
• | changes in actual and anticipated growth rates of our revenue, customers and other key operating metrics; |
• | new product announcements, pricing changes and other actions by competitors; |
• | the mix of revenue and associated costs attributable to subscriptions for our MongoDB Enterprise Advanced and MongoDB Atlas offerings (such as our non-cancelable multi-year cloud infrastructure capacity commitments, which require us to pay for such capacity irrespective of actual usage) and professional services, as such relative mix may impact our gross margins and operating income; |
• | the mix of revenue and associated costs attributable to sales where subscriptions are bundled with services versus sold on a standalone basis and sales by us and our partners; |
• | our ability to attract new customers; |
• | our ability to retain customers and expand their usage of our software, particularly for our largest customers; |
• | our inability to enforce the AGPL or SSPL; |
• | delays in closing sales, including the timing of renewals, which may result in revenue being pushed into the next quarter, particularly because a large portion of our sales occur toward the end of each quarter; |
• | the timing of revenue recognition; |
• | the mix of revenue attributable to larger transactions as opposed to smaller transactions; |
• | changes in customers’ budgets and in the timing of their budgeting cycles and purchasing decisions; |
• | customers and potential customers opting for alternative products, including developing their own in‑house solutions, or opting to use only the free version of our products; |
• | fluctuations in currency exchange rates; |
• | our ability to control costs, including our operating expenses; |
• | the timing and success of new products, features and services offered by us and our competitors or any other change in the competitive dynamics of our industry, including consolidation among competitors, customers or strategic partners; |
• | significant security breaches of, technical difficulties with, or interruptions to, the delivery and use of our software; |
• | our failure to maintain the level of service uptime and performance required by our customers; |
• | the collectability of receivables from customers and resellers, which may be hindered or delayed if these customers or resellers experience financial distress; |
• | general economic conditions, both domestically and internationally, as well as economic conditions specifically affecting industries in which our customers participate; |
• | sales tax and other tax determinations by authorities in the jurisdictions in which we conduct business; |
• | the impact of new accounting pronouncements; and |
• | fluctuations in stock‑based compensation expense. |
• | the effectiveness of our sales force, in particular new sales people as we increase the size of our sales force; |
• | changes in a specific country’s or region’s political or economic conditions; |
• | the need to adapt and localize our products for specific countries; |
• | greater difficulty collecting accounts receivable and longer payment cycles; |
• | unexpected changes in laws, regulatory requirements, taxes or trade laws; |
• | more stringent regulations relating to privacy and data security and the unauthorized use of, or access to, commercial and personal information, particularly in EMEA; |
• | differing labor regulations, especially in EMEA, where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations; |
• | challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits and compliance programs; |
• | difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems and regulatory systems; |
• | increased travel, real estate, infrastructure and legal compliance costs associated with international operations; |
• | currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future; |
• | limitations on our ability to reinvest earnings from operations in one country to fund the capital needs of our operations in other countries; |
• | laws and business practices favoring local competitors or general preferences for local vendors; |
• | limited or insufficient intellectual property protection or difficulties enforcing our intellectual property; |
• | political instability or terrorist activities; |
• | exposure to liabilities under anti‑corruption and anti‑money laundering laws, including the U.S. Foreign Corrupt Practices Act, U.K. Bribery Act and similar laws and regulations in other jurisdictions; and |
• | adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash. |
• | an acquisition may negatively affect our results of operations because it may require us to incur charges or assume substantial debt or other liabilities, may cause adverse tax consequences or unfavorable accounting treatment, may expose us to claims and disputes by stockholders and third parties, including intellectual property claims and disputes, or may not generate sufficient financial return to offset additional costs and expenses related to the acquisition; |
• | we may encounter difficulties or unforeseen expenditures in integrating the business, technologies, products, personnel or operations of any company that we acquire, particularly if key personnel of the acquired company decide not to work for us; |
• | we may not be able to realize anticipated synergies; |
• | an acquisition may disrupt our ongoing business, divert resources, increase our expenses and distract our management; |
• | an acquisition may result in a delay or reduction of customer purchases for both us and the company acquired due to customer uncertainty about continuity and effectiveness of service from either company and we may experience increased customer churn with respect to the company acquired; |
• | we may encounter challenges integrating the employees of the acquired company into our company culture; |
• | we may may be unable to successfully sell any acquired products, increase adoption or usage of acquired products, or increase spend by acquired customers; |
• | our use of cash to pay for acquisitions would limit other potential uses for our cash; |
• | if we incur debt to fund any acquisitions, such debt may subject us to material restrictions on our ability to conduct our business, including financial maintenance covenants; and |
• | if we issue a significant amount of equity securities in connection with future acquisitions, existing stockholders may be diluted and earnings per share may decrease. |
• | announcements of new products or technologies, commercial relationships, acquisitions or other events by us or our competitors; |
• | changes in how customers perceive the benefits of our product and future product offerings and releases; |
• | departures of key personnel; |
• | price and volume fluctuations in the overall stock market from time to time; |
• | fluctuations in the trading volume of our shares or the size of our public float; |
• | sales of large blocks of our Class A common stock; |
• | actual or anticipated changes or fluctuations in our results of operations; |
• | whether our results of operations meet the expectations of securities analysts or investors; |
• | changes in actual or future expectations of investors or securities analysts; |
• | significant data breach involving our software; |
• | litigation involving us, our industry, or both; |
• | regulatory developments in the United States, foreign countries or both; |
• | general economic conditions and trends; |
• | major catastrophic events in our domestic and foreign markets; and |
• | “flash crashes,” “freeze flashes” or other glitches that disrupt trading on the securities exchange on which we are listed. |
• | any derivative action or proceeding brought on our behalf; |
• | any action asserting a breach of fiduciary duty; |
• | any action asserting a claim against us arising under the Delaware General Corporation Law, our amended and restated certificate of incorporation, or our amended and restated bylaws; and |
• | any action asserting a claim against us that is governed by the internal‑affairs doctrine. |
• | a classified board of directors with three‑year staggered terms, which could delay the ability of stockholders to change the membership of a majority of our board of directors; |
• | the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer; |
• | the exclusive right of our board of directors to elect a director to fill a vacancy created by the expansion of our board of directors or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on our board of directors; |
• | a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual or special meeting of our stockholders; |
• | the requirement that a special meeting of stockholders may be called only by our board of directors, the chairperson of our board of directors, our chief executive officer or our president (in the absence of a chief executive officer), which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; |
• | the requirement for the affirmative vote of holders of a majority of the voting power of all of the then outstanding shares of the voting stock, voting together as a single class, to amend the provisions of our amended and restated certificate of incorporation relating to the management of our business (including our classified board structure) or certain provisions of our amended and restated bylaws, which may inhibit the ability of an acquirer to effect such amendments to facilitate an unsolicited takeover attempt; |
• | the ability of our board of directors to amend our bylaws, which may allow our board of directors to take additional actions to prevent an unsolicited takeover and inhibit the ability of an acquirer to amend our bylaws to facilitate an unsolicited takeover attempt; |
• | advance notice procedures with which stockholders must comply to nominate candidates to our board of directors or to propose matters to be acted upon at a stockholders’ meeting, which may discourage or deter a potential acquirer from conducting a solicitation of proxies to elect the acquirer’s own slate of directors or otherwise attempting to obtain control of us; and |
• | the authorization of two classes of common stock, as discussed above. |
ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. |
(a) | Recent Sales of Unregistered Equity Securities |
(b) | Use of Proceeds |
(c) | Issuer Purchases of Equity Securities |
Period | Total number of shares purchased(1) | Average price paid per share | |||||
February 1 to February 28, 2019 | 365 | $ | 6.50 | ||||
March 1 to March 31, 2019 | 1,095 | $ | 6.69 | ||||
April 1 to April 30, 2019 | 2,521 | $ | 7.92 | ||||
(1) Under certain stock option grant agreements between us and our employees, in the event an employee’s service with us terminates, we have the right to repurchase shares of Class A common stock that were acquired by such employee pursuant to the exercise of stock options that have not yet vested as of such employee’s termination date. Pursuant to these agreements, we may repurchase all or any unvested shares at the lower of (1) the fair market value of such shares (as determined under our 2016 Amended and Restated Equity Incentive Plan) on the date of repurchase, or (2) the price equal to the employee’s exercise price for such shares. The shares set forth above were repurchased pursuant to this right of repurchase. |
ITEM 3. | DEFAULTS UPON SENIOR SECURITIES. |
ITEM 4. | MINE SAFETY DISCLOSURES. |
ITEM 5. | OTHER INFORMATION. |
ITEM 6. | EXHIBITS. |
Incorporated by Reference | Filed Herewith | ||||||||
Exhibit Number | Description | Form | File No. | Exhibit | Filing Date | ||||
2.1† | 10-Q | 001-38240 | 2.1 | 12/6/2018 | |||||
3.1 | 8-K | 001-38240 | 3.1 | 10/25/2017 | |||||
3.2 | S-1 | 333-220557 | 3.4 | 9/21/2017 | |||||
10.1 | x | ||||||||
31.1 | x | ||||||||
31.2 | x | ||||||||
32.1* | x | ||||||||
32.2* | x | ||||||||
101.INS | XBRL Instance Document | ||||||||
101.SCH | XBRL Taxonomy Extension Schema Document | ||||||||
101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | ||||||||
101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | ||||||||
101.LAB | XBRL Taxonomy Extension Label Linkbase Document | ||||||||
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
† | Certain schedules and exhibits to this agreement have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the Securities and Exchange Commission upon request. | |
* | This certification is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended. |
MONGODB, INC. | |||
Date: June 7, 2019 | By: | /s/ Dev Ittycheria | |
Name: | Dev Ittycheria | ||
Title: | President and Chief Executive Officer | ||
(Principal Executive Officer) | |||
By: | /s/ Michael Gordon | ||
Name: | Michael Gordon | ||
Title: | Chief Operating Officer and Chief Financial Officer | ||
(Principal Financial Officer) |
1. | POSITION/SPHERE OF ACTIVITY |
1.1. | The Employee is employed by the Company as Chief Revenue Officer of MongoDB, Inc., the U.S. parent of the Company (“Parent”). |
1.2. | The Employee shall report to Chief Executive Officer of Parent. |
1.3. | The Employee's main duties and responsibilities shall consist in particular in Management of Parent’s sales organization including Recruiting, Development and Execution. |
1.4. | The Company reserves its right to assign to the Employee, from time to time, other duties and responsibilities that are in line with his education and expertise. |
2. | DUTIES |
2.1. | The Employee shall promote the affairs of the Company diligently and carefully and shall safeguard the interests of the Company. |
2.2. | The Employee may be required to provide confirmation of his eligibility to work in Switzerland. This will include a copy of his passport and, if necessary, of his work permit. Employment with the Company is strictly conditional upon the Employee's eligibility to work in Switzerland. |
2.3. | The Employee shall devote his full working energy to the benefit of his role as per this Agreement. The exercise of any other professional or business activity for the Employee's own account or for |
2.4. | The Employee represents and warrants that (i) neither the execution of this Agreement, nor his employment by the Company violates any restriction, contractual or otherwise, to which he is subject, notably related to any previous employment, and (ii) he is not subject to any restriction, contractual or otherwise, that might interfere with the performance of his duties to the Company once he commences employment. |
2.5. | The Employee acknowledges that the Company is part of a multinational group of companies with a parent company in the U.S. |
2.6. | Without limiting the foregoing (Clause 2.5), the Employee understands that he may not at any time during the employment with the Company, pay, give, provide, or offer, or promise to pay, give, provide or offer, any money or any other thing of value not legitimately due, directly or indirectly, to, or for the benefit of: |
2.7. | The Employee is not allowed to bind the Company or any of its affiliated companies towards third parties, as he does not have any power or authority to represent the Company or any of its affiliated companies. More in particular, the Employee does not have any authority to negotiate any contract on behalf of the Company or any of its affiliated companies, nor does the Employee have authority or power to enter into contracts of any kind and nature on behalf of the Company or any of its affiliated companies. Furthermore, the Employee does not have any authority to sign and accept any sales orders on behalf of the Company or any of its affiliated companies. Any contracts shall be negotiated by the Company or its affiliated company, as appropriate. Any contracts and sales orders shall be approved by a duly authorized officer of the Company or its affiliated company, as appropriate. For sake of clarity any customer contracts can only be negotiated, entered into and approved by Parent or the Company’s affiliate MongoDB Limited (Ireland) and any sales orders from customers can only be accepted and approved by Parent or the Company’s affiliate MongoDB Limited (Ireland). Furthermore, during his employment, the Employee must not have any financial interest in, or derive any financial or other benefit from, contracts or transactions with any third party entered into by the Company or any affiliated company or a group company for which he has performed services under |
2.8. | In case of discrepancy between one or several provisions of this Agreement and any regulations, rules or directives issued from time to time by the Company, the provision(s) of this Agreement shall prevail. |
3. | DURATION AND TERMINATION OF THIS AGREEMENT |
3.1. | This Agreement becomes effective on February 11, 2019 (the "Commencement Date") with recognized seniority since July 3, 2017. |
3.2. | This Agreement is concluded for an indefinite period of time, but ends without notice at the end of the month during which the Employee reaches retirement age, as defined by Swiss law. |
3.3. | The Agreement may further be immediately terminated for valid reasons pursuant to Article 337 and seq. of the Swiss Code of Obligations. |
3.4. | The Company is entitled to place the Employee on garden leave during part or all the notice period. |
3.5. | In the event the Employee’s employment is terminated by the Company without “Cause” (as defined below) (and other than as a result of death or disability), or the Employee terminate the Employee’s employment with the Company for “Good Reason” (as defined below) (collectively, an “Involuntary Termination”), and provided that the Employee remain in compliance with the terms of this Agreement, the Company will provide the Employee with the following severance benefits (collectively, the “Severance Benefits”): (a) an amount equal to six (6) months (minus any notice period required by Swiss law) of the Employee’s then-current annual gross salary as per Clause 6.1 below to be paid in equal instalments on the Company’s normal payroll schedule over the six (6) month period immediately following the date of the Involuntary Termination; and (b) an amount equal to six (6) months of the Employee’s then-current premium for mandatory health insurance to be paid in equal instalments on the Company’s normal payroll schedule over the six (6) month period minus any notice period required by Swiss law immediately following the date of the Involuntary Termination. |
4. | PLACE OF WORK / HOME OFFICE / WORKING HOURS |
4.1. | Given his position within the Company, the Employee shall be traveling and performing his activities throughout the assigned countries. Any travel must comply with the Company’s travel policies in effect at the time of travel. |
4.2. | Besides the travelling, the Employee's normal place of work is his home in Switzerland. However, the Employee is not authorized to hold out his home office location as a company place of business or list it in any official communication. The Employee does not receive any remuneration from the Company for the home office. The Employee's home is not at the disposal of the Company. When the Employee works from home, he undertakes to carry out his work alone, without the assistance of any family members or other persons not associated with the Company. |
4.3. | The parties may mutually agree to base the Employee at other locations whether temporarily or permanently, in or outside Switzerland, as the needs of the business require. The Employee is not required to conduct any day to day activity in Italy. |
4.4. | The Employee shall work on a full-time basis. The Employee's working hours shall be determined based on the actual needs of the Company in accordance with the Employee's position and |
4.5. | The Employee agrees with a simplified recording of working time in the meaning of Article 73b paragraph 1 of the Employment Ordinance 1 (ArGV 1). The Employee shall keep a record and inform the Company of his daily working hours, in order for the Company and any authority, as the case may be, to ascertain at any time that his working hours comply with Swiss laws. |
4.6. | The Employee shall comply with all work and rest period provisions as per the Federal Labor Act, summarized in the Appendix II to the present agreement. Without limiting the foregoing, the Employee understands that he may not undertake any work on Sundays, Swiss public holidays, and between 11:00 PM and 6:00 AM (Central European Time). The Employee shall take breaks according to the following schedule on a daily basis of no less than: 15 minutes in the event his working day exceeds 5 ½ hours, 30 minutes in the event his working day exceeds 7 hours, and 1 hour in the event his working day exceeds 9 hours. |
5. | WORKING TOOLS AND MATERIALS |
5.1. | The Employer shall provide the Employee with the necessary tools for the performance of its contractual obligations, such as a laptop. |
5.2. | The items under Clause 5.1 are lent to the Employee. The Employee is required to preserve the items under Clause 5.1 in good working conditions and to inform the Company without delay if the items are not working properly. In all cases, the Employee is liable to the Company for wrongful damage and loss of equipment. |
5.3. | The Employee shall be responsible for taking out and maintaining a valid policy of insurance covering the equipment used to work at home. |
5.4. | The Employee also agrees and accepts that he is responsible for ensuring the security of Company confidential information in his home. The Employee is required to take all necessary measures to ensure that no one else can access the items made available by the Company. In all cases, access to the computer will be restricted by a password known only to the Employee. |
5.5. | The items under Clause 5.1 are intended for the exclusive performance of the Employee's contractual obligations. Any use of the items under Clause 5.1 for private purposes is strictly prohibited. |
5.6. | The Employee is forbidden to make any technical changes to the items under Clause 5.1 without prior written consent of the Employer. |
5.7. | The items under Clause 5.1 remains the Company's property. These items must be returned to the Company at the end of the employment relationship or earlier, upon the Company's request. |
6. | COMPENSATION, BONUS, EXPENSES, ALLOWANCES |
6.1. | The Employee shall receive an annual gross salary of CHF 252,033, payable in thirteen monthly instalments at the end of each month. |
6.2. | During his employment as Chief Revenue Officer of Parent, the Employee will be eligible to participate in the Sales Compensation Plan adopted by the company. The Employee’s target sales compensation plan allows the Employee to earn an additional CHF 352,846 gross per annum as bonus, subject to the terms of the plan. The plan will be provided separately. |
6.3. | The Company will deduct the legally and statutory required social security contributions from the Employee's salary, unless otherwise agreed between the parties (who would then sign an official form so that the Employee would register with the Social Security Authorities and remit the social security contributions himself) to the extent admissible under Swiss law. The Company will also deduct tax at sources from the Employee's salary, if applicable. |
6.4. | The Employee shall be reimbursed by the Company for all items of travel, hotel, and other miscellaneous business expenses reasonably incurred by him on behalf of the Company in the performance of his duties under this Agreement provided always that the incurring of such expenses has been expressly authorized and approved by the Company and upon provision of receipts or other evidence to the Company, in accordance with the Company travel and expense policy. Notwithstanding anything to the contrary contained herein, the Employee shall not be entitled to reimbursement for any personal-related expenses. For sake of clarity, the Employee does not receive any remuneration or expense reimbursement from the Company for his home office. |
6.5. | The Company will provide the Employee with a monthly lump sum to cover his own housing and health care coverage premiums in the amount of CHF 3,024 gross per month. |
6.6. | The Company may require the Employee to work in New York for a limited period of time during summer of 2019. In that case, the Company will provide the Employee with an additional monthly lump sum allowance of USD15,000 (with the maximum allowance of up to USD45,000 for 2019) during the period of his stay in New York to cover his local accommodation costs reasonably incurred by him on behalf during such business trip to New York in 2019. |
7. | EQUITY |
8. | PENSION PLAN – ACCIDENT INSURANCE |
8.1. | The Employee shall participate in the Company's pension fund and be subject to the regulations concerning employee contributions and benefits as applicable from time to time. |
8.2. | The Employee shall be insured against professional and non-professional accidents in compliance with the Federal Act on Accident Insurance (UVG). |
9. | HOLIDAYS |
9.1. | In addition to the public holidays in the place where he is domiciled in Switzerland, the Employee is entitled to twenty five (25) days holiday per calendar year, which shall be taken in agreement with the Company. |
9.2. | Vacation must be taken during the corresponding calendar year. |
9.3. | In case of garden leave, the Employee is supposed to take all his remaining days of holidays during this period, up to the maximum amount admissible under Swiss law. |
10. | UNFITNESS TO WORK |
10.1. | If the Employee is incapacitated during the employment for a period exceeding three working days, he will have to provide the Company with a medical certificate signed by a qualified medical practitioner. |
10.2. | The Company has a standard insurance policy for loss of salary due to inability to work in case of illness. The contract foresees coverage of up to 80% of the gross salary up to a maximum of 300,000 CHF per year, from the 31st to the 730th day of disability to work in the case of illness. From the initial day of disability up to the initial day of insurance benefits, the Company will pay the full salary in accordance to Article 324a Swiss Code of Obligations (CO) and the Zurich Scale. The payment of the premium is paid 50 % by the Company and 50% by the Employee per a deduction from the monthly salary. The current conditions and details of the standard insurance policy have been communicated to the Employee. The conditions of the insurance may vary at any time. The Company is free from all other obligations as to the Article 324a CO with regards to illness. |
11. | CONFIDENTIALITY |
11.1. | The Employee shall not during the continuance of his employment or afterwards (unless authorized in writing to do so by the Company) use for his own benefit or that of any other persons or disclose or permit or cause the unauthorized disclosure of any confidential information of the Company or any of its affiliates which he has obtained by virtue of his employment or by virtue of his activities within the Company and Parent. Confidential information includes, but is not limited to, any business matters and procedures related to the Company or any of its affiliates, its or their clients and suppliers and other business contacts of the Company or any of its affiliates. |
11.2. | The Employee undertakes to take all necessary measures to ensure that no one else can have access to confidential information. |
11.3. | Upon leaving the Company or upon request by the Company or Parent, the Employee will have to return to the Company all correspondence, documents, lists, disks, keys and security, passes and other papers (or other means of storing or recording information), including drafts and copies, and all other material of whatever nature in the possession or under the control of the Employee which relate directly or indirectly to the affairs of the Company or any of its affiliates. |
11.4. | The provisions under this section 11 survive the end of the employment relationship. |
12. | INTELLECTUAL PROPERTY RIGHTS |
12.1. | The Employee acknowledges that inventions, improvements, discoveries, technical ideas and designs made or acquired by him, alone or with others, during the course of his employment with the Company in relation to the products, techniques, processes and formulas, formulations and applications, and all patents, designs, copyright and other artistic, commercial or industrial property rights covering the same, are the absolute property of the Company. The Employee shall promptly disclose to the Company any idea or invention created or developed by him which is actually or potentially relevant to the business of the Company. |
12.2. | To the fullest extent permitted by law the Employee waives irrevocably and unconditionally any moral rights in any part of the world that he has or may have in any such inventions. If and to the extent that an assignment or waiver of any of the above-mentioned rights is not permitted under applicable law, the Employees agrees not to assert them and authorize the Company the exercise such rights on his behalf. In particular, the Company shall have the unrestricted right to exercise the author's moral rights in the works, including without limitation the right to alter the works, create derivative works and to determine whether, when, how and under what name the works shall be published. |
12.3. | All inventions, patents, trademarks, and corresponding applications and designs which are generated by the Employee, alone or with others, while performing his activity for the Company but outside the performance of his contractual duties, shall also belong to the Company, as long as this does not conflict with the Company's regulations. If the Employee makes any such invention/design, he shall promptly inform the Company thereof in writing. If the Company declares that it wishes to acquire such invention/design, the Employee shall be entitled to an appropriate special compensation, which shall be assessed in accordance with Article 332(4) of the Swiss Code of Obligations ("CO"). |
12.4. | To the extent that such inventions, patents, trademarks and corresponding applications, designs, tangible and intangible work result do not vest automatically in the Company pursuant to Clauses 12.1 and 12.3 the Employee hereby irrevocably assigns to the Company all right title and interest in all such inventions, patents, trademarks and corresponding applications designs, tangible and intangible work result and will execute all documents which may be necessary to give effect to the provision of Clauses 12.1 and 12.3. |
12.5. | Save for the special compensation according to Article 332 (4) CO regarding inventions generated by the Employee alone or with others while performing his employment activity for the Company but outside his contractual duties, the Employee shall not be entitled to any compensation for the rights granted to the Company under the provisions of this Agreement in addition to his contractual salary. |
12.6. | This provision shall survive termination of employment insofar as they relate to discoveries, inventions, secret processes, improvements in procedure, trademarks, registered designs, design rights, copyright, database rights and all other intellectual property rights which were created before the termination date. |
13. | DATA PROTECTION / PERSONAL DATA |
13.1. | The Employee acknowledges and agrees that the Company may process personal data to the extent that such data concern the employee's suitability for his job or are necessary for the performance of the employment contract. |
13.2. | The Employee acknowledges and agrees that the Company may transfer his data to an external service provider that would deal with Human Resources tasks, such as salary management. The Employee authorizes the Company to process and transfer his data abroad, to associated companies or third parties in and outside Switzerland, including to the United States of America or to countries within the European Economic Area (EEA), where the Company has affiliates and/or service providers supporting the Company in human resources, legal, accounting or financial matters. The Company |
13.3. | It is the responsibility of the Employee to communicate his personal data (such as private address, telephone number, change in marital status, births, adoption, etc.) and all changes thereto to the Company without delay. |
13.4. | The Employee must inform the Company at least six weeks in advance of any change of place of residence. |
14. | NON-COMPETITION AND NON-SOLICITATION |
14.1. | The Employee acknowledges that he will have access to the customers and/or to business secrets, and that the use of such knowledge could significantly damage the Company. |
14.2. | For a period of twelve (12) months after the termination of this Agreement, the Employee undertakes not to engage in any of the following activities anywhere in the world: |
14.3. | In case of breach of the Clause 14.2, the Employee shall pay to the Company a penalty in the amount of CHF 77,548 for each instance of violation. Payment of the penalty shall not discharge the Employee from complying with his undertakings pursuant to this clause. |
14.4. | In addition to the payment of the penalty and any further damages the Company may have incurred as a result of the breach, the Company shall have the right to request that the Employee ceases and desists from any prohibited activities and to apply to the courts for injunctive relief. |
15. | MISCELLANEOUS |
15.1. | This Agreement supersedes any prior agreement, offer or understanding with respect to the subject matter thereof, including the employment agreement between the Employee and the Company dated July 3, 2017. |
15.2. | This Agreement may be amended only by a written memorandum executed by each of the parties. |
16. | GOVERNING LAW |
Appendix I: | Form of Separation Agreement |
Appendix II: | Übersicht über die wichtigsten Arbeits- und Ruhezeitvorschriften für Arbeitnehmer mit einer wöchentlicher Höchstarbeitszeit von 45h |
Re: | Terms of [Resignation or Separation] |
German | English |
Übersicht über die wichtigsten Arbeits- und Ruhezeitvorschriften für Arbeitnehmer mit einer wöchentlicher Höchstarbeitszeit von 45h 1. Vorbemerkung In Betrieben mit weniger als 50 Angestellten kann die vereinfachte Arbeitszeiterfassung gemäss Art. 73b der Verordnung 1 zum Arbeitsgesetz (ArGV 1; SR 822.111) auch individuell mit der einzelnen Arbeitnehmerin oder dem einzelnen Arbeitnehmer schriftlich vereinbart werden. Für die Einführung der vereinfachten Arbeitszeiterfassung wird zunächst verlangt, dass die Arbeitszeiten zu einem namhaften Teil von der Arbeitnehmerin oder dem Arbeitnehmer selber festlegt werden können. Neben einem zwingenden Endjahresgespräch zur Arbeitsbelastung wird weiter vorausgesetzt, dass die individuelle Vereinbarung auf die geltenden Arbeits- und Ruhezeitvorschriften hinweist. Das vorliegende Informationspapier weist auf die wichtigsten Arbeits- und Ruhezeitvorschriften hin und kann als Anhang der erwähnten Vereinbarung verwendet werden. Hinweis: Es handelt sich vorliegend nicht um eine abschliessende Auflistung der Arbeits- und Ruhezeitvorschriften. Massgebend sind die Bestimmungen des Arbeitsgesetzes (ArG; SR 822.11) und seiner Verordnungen. Weitergehende Informationen können der Wegleitung des SECO entnommen werden. Vorbehalten bleiben insbesondere abweichende Regelungen im Zusammenhang mit Nacht- und Sonntagsarbeit. 2. Arbeitszeit 2.1 Begriff der Arbeitszeit Als Arbeitszeit im Sinne des Arbeitsgesetzes gilt die Zeit, während der sich die Arbeitnehmerin oder der Arbeitnehmer zur Verfügung des Arbeitgebers zu halten hat (Art. 13 Abs. 1 ArGV 1). Der Weg zu und von der Arbeit gilt nicht als Arbeitszeit. Ist die Arbeit jedoch ausserhalb des Arbeitsortes zu leisten, an dem die Arbeitnehmerin oder der Arbeitnehmer gewöhnlich ihre Arbeit verrichten, und fällt dadurch die Wegzeit länger als üblich aus, so stellt die zeitliche Differenz zur normalen Wegzeit Arbeitszeit dar (Art. 13 Abs. 2 ArGV 1). Pausen gelten dann als Arbeitszeit, wenn die Arbeitnehmerin oder der Arbeitnehmer den Arbeitsplatz nicht verlassen dürfen (Art. 15 Abs. 2 ArG). Wird Pikettdienst im Betrieb geleistet, so stellt die gesamte zur Verfügung gestellte Zeit Arbeitszeit dar (Art. 15 Abs. 1 ArGV 1). 2.1 Wöchentliche Höchstarbeitszeit Pro Woche darf in der Regel maximal während 45 Stunden gearbeitet werden (Art. 9 Abs. 1 lit. a ArG). Überzeit: Die Arbeitszeit, welche über diese gesetzlich erlaubte wöchentliche Höchstarbeitszeit geleistet wird, ist sogenannte Überzeit. Die Leistung von Überzeitarbeit ist einzig aus den in Ziffer 2.2 erwähnten Gründen zulässig. Überzeitarbeit ist in der Regel mit einem Lohnzuschlag von 25 % zu entschädigen. Überstunden: Als sogenannte Überstunden werden demgegenüber diejenigen Mehrarbeitsstunden bezeichnet, welche zwar über die vertraglich vereinbarte Normalarbeitszeit geleistet werden, aber die maximale wöchentliche Höchstarbeitszeit nicht überschreiten. Auf eine Entschädigung von Überstunden kann vertraglich verzichtet werden (Art. 321c OR). 2.2 Voraussetzung für die Leistung von Überzeitarbeit Überzeitarbeit ist nur im Tages- und Abendzeitraum erlaubt und darf einzig aus den nachfolgenden Gründen geleistet werden (Art. 12 Abs. 1 ArG): wegen Dringlichkeit der Arbeit; wegen ausserordentlichen Arbeitsandranges; für Inventaraufnahmen, Rechnungsabschlüsse oder Liquidationsarbeiten; - zur Beseitigung von Betriebsstörungen. 2.3 Maximale Dauer von Überzeitarbeit Pro Kalenderjahr darf maximal 170 Stunden Überzeitarbeit geleistet werden (Art. 12 Abs. 2 ArG). 2.4 Entschädigung der Überzeitarbeit Überzeitarbeit muss grundsätzlich mit einem Zuschlag von 25% entschädigt oder im Einverständnis mit der Arbeitnehmerin oder dem Arbeitnehmer durch Freizeit von gleicher Dauer kompensiert werden (Art. 13 ArG). 2.5 Maximale tägliche Arbeitszeit Die tägliche Arbeitszeit muss mit Einschluss der Pausen und der Überzeit innerhalb von 14 Stunden liegen. Unter Berücksichtigung der zwingenden Pausen darf die effektive tägliche Arbeitszeit somit maximal 12,5 Stunden betragen (Art. 10 Abs. 3 ArG). Bei Leistung von Nachtarbeit darf die tägliche Arbeitszeit 9 Stunden nicht überschreiten. Mit Einschluss der Pausen muss sie in der Regel innerhalb eines Zeitraumes von 10 Stunden liegen (Art. 17a ArG). Eine Verlängerung der Nachtarbeitsdauer ist unter Berücksichtigung der Bedingungen gemäss Art. 29 ArGV 1 zulässig. 2.6 Maximale Anzahl Arbeitstage in Folge Arbeitnehmende dürfen höchstens an 6 aufeinanderfolgenden Arbeitstagen beschäftigt werden. Danach muss zwingend ein Ruhetag bezogen werden (Art. 16 ArGV 1). 3. Ruhezeit 3.1 Tägliche Ruhezeit Zwischen zwei Arbeitstagen ist eine Ruhezeit von mindestens 11 Stunden einzuhalten. Die tägliche Ruhezeit darf einmal pro Woche auf 8 Stunden verkürzt werden, sofern im Durchschnitt von zwei Wochen eine tägliche Ruhezeit von 11 Stunden eingehalten wird (Art. 15a ArG). 3.2 Pausen Pausen sind Arbeitsunterbrechungen zur Erholung, Ernährung und Freizeit. Sie müssen um die Mitte der Arbeitszeit gewährt werden. Der Arbeitsplatz darf dabei grundsätzlich verlassen werden (Art. 15 ArG, Ziffer 2.1). Es gelten folgende Mindestpausen: Arbeitszeit von mehr als 5,5 Stunden: ¼ Stunde Arbeitszeit von mehr als 7 Stunden: ½ Stunde Arbeitszeit von mehr als 9 Stunden: 1 Stunde 3.3 Nacht- und Sonntagsarbeit Nacht- und Sonntagsarbeit sind grundsätzlich verboten (Art. 16 und 18 ArG). Nachtarbeit: Als Nachtarbeit gilt in der Regel die Arbeit zwischen 23.00 Uhr und 6.00 Uhr. Der Nachtzeitraum kann im Einverständnis mit der Belegschaft um eine Stunde vor- oder nachverschoben werden (Art. 10 Abs. 2 ArG). Sonntagsarbeit: Als Sonntagsarbeit gilt die Zeit zwischen Samstag 23.00 Uhr und Sonntag 23.00 Uhr. Ausnahmen vom Verbot sind in der Regel bewilligungspflichtig (Art. 17 und 19 ArG). Die Verordnung 2 zum Arbeitsgesetz (ArGV 2; SR 822.112) nennt Gruppen von Betrieben oder Arbeitnehmern, welche von der Bewilligungspflicht befreit sind (z.B. Kraftwerke, Bäckereien, Campingplätze, etc.). Bei Leistung von Nacht- und Sonntagsarbeit ist grundsätzlich ein Zeit- oder Lohnzuschlag geschuldet (Art. 17b und 19 ArG). 3.4 Verbot der Abgeltung der Ruhezeit Die Ruhezeiten gemäss Arbeitsgesetz dürfen weder durch Geldleistungen noch durch andere Vergünstigungen abgegolten werden. Eine Ausnahme besteht einzig bei Beendigung eines Arbeitsverhältnisses (Art. 22 ArG). | Overview of the main working and resting time regulations for Employees with a maximum weekly working time of 45 hours 1. Preface In companies with fewer than 50 employees, the simplified working hour tracking system can be calculated according to Article 73b of Regulation 1 of the Labor Code (SR 1 822.111) also individually with the specific employee in writing. For the introduction of the simplified working time tracking, it is first required that the employee to a considerable extent can determine his/her own working hours. In addition to a mandatory end-of-year discussion on workload, it is also required the individual agreement references the applicable working and resting time regulations. This information paper points out the most important working and resting hours regulations and can be used as an annex to the aforementioned agreement. Note: This is not a conclusive list of working and rest time regulations. The provisions of the Labor Code (ArG, SR 822.11) and its regulations govern. Further information can be found in the guidance of the SECO. Changes are reserved as to regulations relating to night and Sunday work. 2. Working time 2.1 Concept of working time The working time in the sense of the Labor Code is the time during which the employee is at the employer's disposal (Article 13 (1) ArGV 1). The way to and from work is not considered working time. However, if the work is to be performed outside the place of work where the employee usually carries out his / her work, and for that reason, the travel time is longer than usual, then the time difference to the normal travel time is deemed working time (Article 13 (2) ArGV 1). Breaks are considered working hours when the employee is required to be at the workplace (Article 15 (2) ArG). If on-call service is provided on the premises, the total time shall be the working time (Article 15 (1) ArGV 1). 2.1 Weekly maximum working time As a rule, a maximum of 45 hours can be worked per week (Article 9 (1) (a) of the ArG). Overwork: The working hours that exceed this legally permitted weekly maximum working time is so-called overwork. Overwork isonly permissible if it is due to reasons set forth in paragraph 2.2. Overwork is usually subject to additional compensation of 25%. Overtime: On the other hand, working hours are so-called overtime hours if they are carried out over the contractually agreed normal working time but do not exceed the maximum weekly maximum working time. Compensation for overtime may be waived by contract (Art. 321c OR). 2.2 Prerequisite for the performance of overwork Overwork is permitted only during the day and evening period and may only be permitted based on the following grounds (Article 12 (1) ArG): because of the urgency of the work; due toextraordinary workload; for inventory, clearance or liquidation; to eliminate operational disturbances. 2.3 Maximum duration of overwork A maximum of 170 hours of overwork may be carried out per calendar year (Article 12 ( 2) ArG). 2.4 Compensation for overwork Overwork must be compensated by a surcharge of 25% or, if agreed with the employee, by time off for the same duration (Article 13 ArG). 2.5 Maximum daily working time The daily working time must not exceed 14 hours, including the breaks and the overwork. Taking into account the compulsory breaks, the effective daily working time is thus allowed for a maximum of 12.5 hours (Article 10 (3) ArG). When night work is performed, the daily working time must not exceed 9 hours. Including the breaks such work must normally be within a period of 10 hours (Article 17a ArG). An extension of the night work is permissible pursuant to the conditions of Art. 29 ArGV 1. 2.6 Maximum number of consecutive working days Employees may be employed for a maximum of 6 consecutive working days. Thereafter, a rest day must be observed (Art. 16 ArGV 1). 3. Rest period 3.1 Daily rest period A rest period of at least 11 hours must be observed between two working days. The daily rest period may be shortened once per week to 8 hours, provided in an average of two weeks, a daily rest period of 11 hours is observed (Art. 15a ArG). 3.2 Breaks Breaks are work breaks for recreation, nutrition and leisure. They must be granted around the middle of the working time. The workplace may in principle be left (Article 15 ArG, point 2.1). The following minimum breaks apply: Working time of more than 5.5 hours: ¼ hour Working time of more than 7 hours: ½ hour Working time of more than 9 hours: 1 hour 3.3 Night and Sunday work Night and Sunday work are generally prohibited (Articles 16 and 18 ArG). Night work: As a rule, night working hours are those between 11 pm and 6 am. With consent of the workforce, the night work period can be shifted by one hour forward or backward (Article 10 (2) of the ArG). Sundays: Sunday is the time between Saturday 23.00 and Sunday 23.00 . Exceptions to these prohibition are usually subject to approval (Articles 17 and 19 ArG). Regulation 2 (Arbeitsgesetz, ArGV 2, SR 822.112) mentions groups of companies or employees who are exempted from this approval requirement (eg power stations, bakeries, campsites, etc.). In the case of night and Sunday work, a time or salary supplement is payable (Articles 17b and 19 ArG). 3.4 Prohibition of compensation for the rest period The periods of rest according to the Labor Code may be paid neither in cash nor by other means be compensated. An exception exists only upon the termination of the employment relationship (Article 22 ArG). |
1. | I have reviewed this Quarterly Report on Form 10-Q of MongoDB, Inc. (the “registrant”) for the fiscal quarter ended April 30, 2019; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: June 7, 2019 | By: | /s/ Dev Ittycheria | |
Name: | Dev Ittycheria | ||
Title: | President and Chief Executive Officer | ||
(Principal Executive Officer) |
1. | I have reviewed this Quarterly Report on Form 10-Q of MongoDB, Inc. (the “registrant”) for the fiscal quarter ended April 30, 2019; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
4. | The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have: |
a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
c) | Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
d) | Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and |
5. | The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): |
a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and |
b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. |
Date: June 7, 2019 | By: | /s/ Michael Gordon | |
Name: | Michael Gordon | ||
Title: | Chief Operating Officer and Chief Financial Officer | ||
(Principal Financial Officer) |
Date: June 7, 2019 | By: | /s/ Dev Ittycheria | |
Name: | Dev Ittycheria | ||
Title: | President and Chief Executive Officer | ||
(Principal Executive Officer) |
Date: June 7, 2019 | By: | /s/ Michael Gordon | |
Name: | Michael Gordon | ||
Title: | Chief Operating Officer and Chief Financial Officer | ||
(Principal Financial Officer) |
Document and Entity Information - shares |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Jun. 03, 2019 |
|
Document Information [Abstract] | ||
Entity Registrant Name | MongoDB, Inc. | |
Entity Central Index Key | 0001441816 | |
Current Fiscal Year End Date | --01-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Document Type | 10-Q | |
Document Period End Date | Apr. 30, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A Common Stock | ||
Entity Common Stock, Shares Outstanding | 41,955,411 | |
Class B Common Stock | ||
Entity Common Stock, Shares Outstanding | 13,373,252 |
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands |
3 Months Ended | 12 Months Ended |
---|---|---|
Apr. 30, 2019 |
Jan. 31, 2019 |
|
Current assets: | ||
Allowance for doubtful accounts | $ 1,770 | $ 1,539 |
Stockholders’ equity: | ||
Treasury stock (in shares) | 99,371 | 99,371 |
Average repurchase price of treasury stock shares (in dollars per share) | $ 13.27 | $ 13.27 |
Class A Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock issued (in shares) | 41,843,367 | 36,286,573 |
Common stock outstanding (in shares) | 41,843,367 | 36,286,573 |
Class B Common Stock | ||
Stockholders’ equity: | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock issued (in shares) | 13,532,080 | 18,134,608 |
Common stock outstanding (in shares) | 13,432,709 | 18,035,237 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (33,240) | $ (26,555) |
Other comprehensive income (loss), net of tax: | ||
Unrealized gain (loss) on available-for-sale securities | 58 | (82) |
Foreign currency translation adjustments | 13 | (33) |
Other comprehensive income (loss) | 71 | (115) |
Total comprehensive loss | $ (33,169) | $ (26,670) |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - Reconciliation - USD ($) $ in Thousands |
Apr. 30, 2019 |
Apr. 30, 2018 |
---|---|---|
Reconciliation of cash, cash equivalents, and restricted cash within the condensed consolidated balance sheets, end of period, to the amounts shown in the statements of cash flows above: | ||
Cash and cash equivalents | $ 158,060 | $ 111,617 |
Restricted cash, non-current | 514 | 522 |
Total cash, cash equivalents and restricted cash | $ 158,574 | $ 112,139 |
Organization and Description of Business |
3 Months Ended |
---|---|
Apr. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Description of Business | Organization and Description of Business MongoDB, Inc. (“MongoDB” or the “Company”) was originally incorporated in the state of Delaware in November 2007 under the name 10Gen, Inc. In August 2013, the Company changed its name to MongoDB, Inc. The Company is headquartered in New York City. MongoDB is the leading, modern, general purpose database platform. The Company’s robust platform enables developers to build and modernize applications rapidly and cost-effectively across a broad range of use cases. Organizations can deploy the Company’s platform at scale in the cloud, on-premise, or in a hybrid environment. In addition to selling its software, the Company provides post-contract support, training, and consulting services for its offerings. The Company’s fiscal year ends January 31. |
Summary of Significant Accounting Policies |
3 Months Ended |
---|---|
Apr. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying interim condensed consolidated balance sheet as of April 30, 2019, the interim condensed consolidated statements of stockholders’ equity for the three months ended April 30, 2019 and 2018, the interim condensed consolidated statements of operations and of comprehensive loss for the three months ended April 30, 2019 and 2018 and the interim condensed consolidated statements of cash flows for the three months ended April 30, 2019 and 2018 are unaudited. The interim unaudited condensed consolidated financial statements have been prepared on a basis consistent with the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position as of April 30, 2019, its statements of stockholders’ equity as of April 30, 2019 and 2018, its results of operations and of comprehensive loss for the three months ended April 30, 2019 and 2018, and its statements of cash flows for the three months ended April 30, 2019 and 2018. The financial data and the other financial information disclosed in the notes to these interim condensed consolidated financial statements related to the three-month periods are also unaudited. The results of operations for the three months ended April 30, 2019 are not necessarily indicative of the results to be expected for the fiscal year ending January 31, 2020 or for any other future year or interim period. The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The condensed balance sheet data as of January 31, 2019 was derived from the Company’s audited financial statements, but does not include all disclosures required by U.S. GAAP. Therefore, these interim unaudited condensed consolidated financial statements and accompanying footnotes should be read in conjunction with the Company’s annual consolidated financial statements and related footnotes included in its Annual Report on Form 10-K for the fiscal year ended January 31, 2019 (the “2019 Form 10-K”). Effective February 1, 2018, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). All amounts and disclosures in this Quarterly Report on Form 10-Q have been updated to comply with the new revenue standard. Use of Estimates The preparation of the interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, revenue recognition, allowances for doubtful accounts, stock-based compensation, legal contingencies, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, fair value of property and equipment and accounting for income taxes. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. Significant Accounting Policies There have been no changes to the Company’s significant accounting policies described in the Company’s 2019 Form 10-K other than the adoption of the new accounting guidance related to leases and stock-based compensation, effective February 1, 2019, as discussed in “Recently Adopted Accounting Pronouncements” below. Further disclosures with respect to the Company’s leases are also included in Note 5, Leases. Related Party Transactions All contracts with related parties are executed in ordinary course of business. There were no material related party transactions in the three months ended April 30, 2019 and 2018. As of April 30, 2019 and January 31, 2019, there were no material amounts payable to or amounts receivable from related parties. Recently Adopted Accounting Pronouncements Leases. In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2016-02, codified as Accounting Standards Codification 842 (“ASC 842”), which requires lessees to record the assets and liabilities arising from all leases, with the exception of short-term leases, on the balance sheet. Under ASC 842, lessees will recognize a liability for lease payments and a right-of-use asset. This guidance retains the distinction between finance leases and operating leases and the classification criteria for finance leases remains similar. For finance leases, a lessee will recognize the interest on a lease liability separate from amortization of the right-of-use asset. In addition, repayments of principal will be presented within financing activities, and interest payments will be presented within operating activities in the statement of cash flows. For operating leases, a lessee will recognize a single lease cost on a straight-line basis and classify all cash payments within operating activities in the statement of cash flows. The Company adopted the new lease accounting standard effective February 1, 2019 using the additional transition method described in ASU No. 2018-11, Leases – Targeted Improvements, which was issued in July 2018. Under the additional transition method, the Company recognized the cumulative effect of initially applying the guidance as an adjustment to the operating lease right-of-use assets and operating lease liabilities on its condensed consolidated balance sheet on February 1, 2019 without retrospective application to comparative periods. The adoption of ASC 842 resulted in recognition of right-of-use assets of $53.7 million, which included the impact of existing deferred rents of $2.9 million and lease liabilities of $70.2 million, along with a cumulative impact of $4.1 million on the opening accumulated deficit, as of February 1, 2019. The Company elected the package of practical expedients permitted under the transition guidance within ASC 842, which allowed the Company to carry forward its historical assessments of whether contracts are or contain leases, lease classification and initial direct costs. See Note 5, Leases, for additional details. The Company determines if an arrangement is, or contains, a lease at inception. Operating leases are disclosed separately on the consolidated balance sheets and the finance lease is included in property and equipment, net, other accrued liabilities and other liabilities, non-current. The Company has elected an accounting policy to not recognize short-term leases (one year or less) on the consolidated balance sheet. Operating lease right of use assets and operating lease liabilities are recognized based on the present value of the lease payments over the lease term at commencement date. As all of the Company’s leases do not provide an implicit rate, the Company’s incremental borrowing rate is used based on the information available at commencement date in determining the present value of future payments. The operating lease right of use asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company accounts for lease components and non-lease components as a single lease component. Stock-Based Compensation. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees, with certain exceptions. The new guidance was effective for the Company for fiscal year beginning February 1, 2019 and the adoption had no material impact on its consolidated financial statements. New Accounting Pronouncements Not Yet Adopted Goodwill Impairment. In January 2017, the FASB issued ASU 2017-04—Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new standard simplifies the measurement of goodwill by eliminating step two of the two-step impairment test. Step two measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for the Company for the fiscal year beginning February 1, 2020, though early adoption is permitted. The Company does not expect the adoption of the new accounting standard to have a material impact on its consolidated financial statements. Cloud Computing. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset and which costs to expense. ASU 2018-15 becomes effective for the Company for the fiscal year beginning February 1, 2020, with early adoption permitted, and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements. Credit Losses. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, which includes the Company's accounts receivables, certain financial instruments and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. For available-for-sale debt securities, credit losses should be recorded through an allowance for credit losses. ASU 2016-13 becomes effective for the Company for the fiscal year beginning February 1, 2020 and requires a cumulative effect adjustment to the balance sheet as of the beginning of the first reporting period in which the guidance is effective. The Company is evaluating the impact of the adoption of ASU 2016-13 on its consolidated financial statements. |
Fair Value Measurements |
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements | Fair Value Measurements The following tables present information about the Company’s financial assets that have been measured at fair value on a recurring basis as of April 30, 2019 and January 31, 2019, and indicate the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands):
The Company utilized the market approach and Level 1 valuation inputs to value its money market mutual funds and U.S. government treasury securities because published net asset values were readily available. As of April 30, 2019 and January 31, 2019, gross unrealized gains and unrealized losses for cash equivalents and short-term investments were not material, and the contractual maturity of all marketable securities was less than one year. In addition to its cash, cash equivalents and short-term investments, the Company measures the fair value of its outstanding Notes (as defined below) on a quarterly basis for disclosure purposes. The Company considers the fair value of the Notes at April 30, 2019 to be a Level 2 measurement due to limited trading activity of the Notes. Refer to Note 4, Convertible Senior Notes, to the condensed consolidated financial statements for further details. |
Convertible Senior Notes |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Convertible Senior Notes | Convertible Senior Notes In June 2018, the Company issued $250.0 million aggregate principal amount of 0.75% convertible senior notes due 2024 (the “Notes”) in a private placement and, in July 2018, the Company issued an additional $50.0 million aggregate principal amount of the Notes pursuant to the exercise in full of the initial purchasers’ option to purchase additional Notes. The Notes are senior unsecured obligations of MongoDB and interest is payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2018, at a rate of 0.75% per year. The Notes will mature on June 15, 2024, unless earlier converted, redeemed or repurchased. The total net proceeds from the offering, after deducting initial purchase discounts and estimated debt issuance costs, were approximately $291.1 million. The initial conversion rate is 14.6738 shares of MongoDB’s Class A common stock per $1,000 principal amount of Notes, which is equal to an initial conversion price of approximately $68.15 per share of Class A common stock, subject to adjustment upon the occurrence of specified events. The Notes will be convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding March 15, 2024, only under the following circumstances:
On or after March 15, 2024, until the close of business on the scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes, in multiples of $1,000 principal amount, at the option of the holder, regardless of the foregoing circumstances. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of the Company’s Class A common stock or a combination of cash and shares of the Company’s Class A common stock, at the Company’s election. If a fundamental change (as defined in the indenture governing the Notes) occurs prior to the maturity date, holders of the Notes will have the right to require the Company to repurchase for cash all or any portion of their Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, if specific corporate events occur prior to the applicable maturity date, or if the Company elects to redeem the Notes, the Company will increase the conversion rate for a holder who elects to convert their notes in connection with such a corporate event or redemption in certain circumstances. It is the Company’s current intent to settle the principal amount of the Notes in cash. During the three months ended April 30, 2019, the conditional conversion feature of the Notes was triggered as the last reported sale price of the Company's Class A common stock was more than or equal to 130% of the conversion price for at least 20 trading days in the period of 30 consecutive trading days ending on April 30, 2019 (the last trading day of the fiscal quarter), and therefore the Notes are currently convertible, in whole or in part, at the option of the holders between May 1, 2019 through July 31, 2019. Whether the Notes will be convertible following such period will depend on the continued satisfaction of this condition or another conversion condition in the future. As of April 30, 2019, the Company had not received any conversion notices. Since the Company has the election of repaying the Notes in cash, shares of the Company’s Class A common stock, or a combination of both, the Company continued to classify the Notes as long-term debt on the Company’s condensed consolidated balance sheet as of April 30, 2019. The Company may not redeem the Notes prior to June 20, 2021. On or after June 20, 2021, the Company may redeem for cash all or any portion of the Notes, at its option, if the last reported sale price of its Class A common stock was at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides a notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. In accounting for the issuance of the Notes, the Notes were separated into liability and equity components. The carrying amounts of the liability component was calculated by measuring the fair value of similar liabilities that do not have associated convertible features. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the par value of the respective Notes. This difference represents the debt discount that is amortized to interest expense over the respective terms of the Notes using the effective interest rate method. The carrying amount of the equity component representing the conversion option was $84.2 million. The equity component was recorded in additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. In accounting for the debt issuance costs of $8.8 million related to the Notes, the Company allocated the total amount incurred to the liability and equity components of the Notes based on their relative values. Issuance costs attributable to the liability component were $6.3 million and will be amortized, along with the debt discount, to interest expense over the contractual term of the Notes at an effective interest rate of 7.03%. Issuance costs attributable to the equity component were $2.5 million and are netted against the equity component representing the conversion option in additional paid-in capital. The net carrying amount of the liability component of the Notes was as follows (in thousands):
The net carrying amount of the equity component of the Notes was as follows (in thousands):
As of April 30, 2019, the total estimated fair value of the Notes was approximately $630.8 million. The fair value was determined based on the closing trading price per $100 of the Notes as of the last day of trading for the period. The fair value of the Notes is primarily affected by the trading price of the Company’s common stock and market interest rates. The following table sets forth the interest expense related to the Notes (in thousands):
Capped Calls In connection with the pricing of the Notes, the Company entered into privately negotiated capped call transactions with certain counterparties (“Capped Calls”). The Capped Calls each have an initial strike price of approximately $68.15 per share, subject to certain adjustments, which corresponds to the initial conversion price of the Notes. The Capped Calls have initial cap prices of $106.90 per share, subject to certain adjustments. The Capped Calls are expected to partially offset the potential dilution to the Company’s Class A common stock upon any conversion of the Notes, with such offset subject to a cap based on the cap price. The Capped Calls cover, subject to anti-dilution adjustments, approximately 4.4 million shares of the Company’s Class A common stock. The Capped Calls are subject to adjustment upon the occurrence of specified extraordinary events affecting the Company, including merger events, tender offers and the announcement of such events. In addition, the Capped Calls are subject to certain specified additional disruption events that may give rise to a termination of the Capped Calls, including nationalization, insolvency or delisting, changes in law, failures to deliver, insolvency filings and hedging disruptions. For accounting purposes, the Capped Calls are separate transactions, and not part of the terms of the Notes. As these transactions meet certain accounting criteria, the Capped Calls are recorded in stockholders' equity and are not accounted for as derivatives. The cost of $37.1 million incurred to purchase the Capped Calls was recorded as a reduction to additional paid-in capital and will not be remeasured. |
Leases (Notes) |
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Leases [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Leases | Leases Finance Lease In December 2017, the Company entered into a lease agreement for 106,230 rentable square feet of office space (the “Premises”) to accommodate its growing employee base in New York City. The Company received delivery of the Premises on January 1, 2018 to commence construction to renovate the Premises. Total estimated aggregate base rent payments over the initial 12-year term of the lease are $87.3 million, with payments beginning 18 months after delivery of the Premises. The Company has the option to extend the term of the lease by an additional 5 years. Operating Leases The Company has entered into non-cancelable operating leases, primarily related to rental of office space expiring through 2029. The Company recognizes operating lease costs on a straight-line basis over the term of the agreement, taking into account adjustments for market provisions such as free or escalating base monthly rental payments or deferred payment terms such as rent holidays that defer the commencement date of the required payments. The Company may receive renewal or expansion options, leasehold improvement allowances or other incentives on certain lease agreements. Lease Costs The components of the Company’s lease costs included in its condensed consolidated statement of operations were as follows (in thousands):
Balance Sheet Components The balances of the Company’s operating and finance leases were recorded on the condensed consolidated balance sheet as follows (in thousands):
Supplemental Information The following table presents supplemental information related to the Company’s operating and finance leases during the three months ended April 30, 2019 (in thousands, except weighted-average information):
Maturities of Lease Liabilities Future minimum lease payments under non-cancelable finance and operating leases on an annual undiscounted cash flow basis as of April 30, 2019 were as follows (in thousands):
Future minimum lease payments under non-cancelable financing and operating leases, based on the previous lease accounting standard, as of January 31, 2019, were as follows (in thousands):
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Leases | Leases Finance Lease In December 2017, the Company entered into a lease agreement for 106,230 rentable square feet of office space (the “Premises”) to accommodate its growing employee base in New York City. The Company received delivery of the Premises on January 1, 2018 to commence construction to renovate the Premises. Total estimated aggregate base rent payments over the initial 12-year term of the lease are $87.3 million, with payments beginning 18 months after delivery of the Premises. The Company has the option to extend the term of the lease by an additional 5 years. Operating Leases The Company has entered into non-cancelable operating leases, primarily related to rental of office space expiring through 2029. The Company recognizes operating lease costs on a straight-line basis over the term of the agreement, taking into account adjustments for market provisions such as free or escalating base monthly rental payments or deferred payment terms such as rent holidays that defer the commencement date of the required payments. The Company may receive renewal or expansion options, leasehold improvement allowances or other incentives on certain lease agreements. Lease Costs The components of the Company’s lease costs included in its condensed consolidated statement of operations were as follows (in thousands):
Balance Sheet Components The balances of the Company’s operating and finance leases were recorded on the condensed consolidated balance sheet as follows (in thousands):
Supplemental Information The following table presents supplemental information related to the Company’s operating and finance leases during the three months ended April 30, 2019 (in thousands, except weighted-average information):
Maturities of Lease Liabilities Future minimum lease payments under non-cancelable finance and operating leases on an annual undiscounted cash flow basis as of April 30, 2019 were as follows (in thousands):
Future minimum lease payments under non-cancelable financing and operating leases, based on the previous lease accounting standard, as of January 31, 2019, were as follows (in thousands):
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Commitments and Contingencies |
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Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Non-cancelable Material Commitments During the three months ended April 30, 2019, there have been no material changes outside the ordinary course of business to the Company’s contractual obligations and commitments from those disclosed in the 2019 Form 10-K. Legal Matters From time to time, the Company has become involved in claims and other legal matters arising in the ordinary course of business. For example, on March 12, 2019, Realtime Data filed a lawsuit against the Company in the United States District Court for the District of Delaware alleging that the Company is infringing three U.S. patents that it holds: U.S. Patent No. 9,116,908, U.S. Patent No. 9,667,751 and U.S. Patent No. 8,933,825. The patent infringement allegations in the lawsuit relate to data compression, decompression, storage and retrieval. Realtime seeks monetary damages and injunctive relief. The Company investigates these claims as they arise. Although claims are inherently unpredictable, the Company is currently not aware of any matters that, if determined adversely to the Company, would individually or taken together have a material adverse effect on its business, financial position, results of operations or cash flows. The Company accrues estimates for resolution of legal and other contingencies when losses are probable and estimable. From time to time, the Company is a party to litigation and subject to claims and threatened claims incident to the ordinary course of business, including intellectual property claims, labor and employment claims, breach of contract claims, and other matters. Although the results of litigation and claims are inherently unpredictable, the Company believes that there was not at least a reasonable possibility that the Company had incurred a material loss with respect to such loss contingencies, as of April 30, 2019 and January 31, 2019, therefore, the Company has not recorded an accrual for such contingencies. Indemnification The Company enters into indemnification provisions under its agreements with other companies in the ordinary course of business, including business partners, landlords, contractors and parties performing its research and development. Pursuant to these arrangements, the Company agrees to indemnify, hold harmless, and reimburse the indemnified party for certain losses suffered or incurred by the indemnified party as a result of the Company’s activities. The terms of these indemnification agreements are generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the fair value of these agreements is not material. The Company maintains commercial general liability insurance and product liability insurance to offset certain of the Company’s potential liabilities under these indemnification provisions. The Company has entered into indemnification agreements with each of its directors and executive officers. These agreements require the Company to indemnify such individuals, to the fullest extent permitted by Delaware law, for certain liabilities to which they may become subject as a result of their affiliation with the Company. |
Revenue |
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Revenue | Revenue Disaggregation of Revenue Based on the information provided to and reviewed by the Company’s Chief Executive Officer, the Company believes that the nature, amount, timing, and uncertainty of its revenue and cash flows and how they are affected by economic factors is most appropriately depicted through the Company’s primary geographical markets and subscription product categories. The Company’s primary geographical markets are North and South America (“Americas”); Europe, Middle East and Africa (“EMEA”); and Asia Pacific. The Company also disaggregates its subscription products between its MongoDB Atlas-related offerings, which includes mLab, and other subscription products, which includes MongoDB Enterprise Advanced. The following table presents the Company’s revenues disaggregated by primary geographical markets, subscription product categories and services (in thousands):
Customers located in the United States accounted for 60% and 63% of total revenue for the three months ended April 30, 2019 and 2018, respectively. Customers located in the United Kingdom accounted for 10% and 9% of total revenue for the three months ended April 30, 2019 and 2018, respectively. No other country accounted for 10% or more of revenue for the periods presented. As of April 30, 2019 and 2018, substantially all of the Company’s long-lived assets were located in the United States. Contract Liabilities The Company’s contract liabilities are recorded as deferred revenue in the Company’s consolidated balance sheet and consists of customer invoices issued or payments received in advance of revenues being recognized from the Company’s subscription and services contracts. Deferred revenue, including current and non-current balances, as of April 30, 2019 and January 31, 2019 was $143.7 million and $137.7 million, respectively. For the three months ended April 30, 2019 and 2018, revenue recognized from deferred revenue at the beginning of each period was $45.1 million and $30.3 million, respectively. Remaining Performance Obligations Remaining performance obligations represent the aggregate amount of the transaction price in contracts allocated to performance obligations not delivered, or partially undelivered, as of the end of the reporting period. Remaining performance obligations include unearned revenue, multi-year contracts with future installment payments and certain unfulfilled orders against accepted customer contracts at the end of any given period. As of April 30, 2019, the aggregate transaction price allocated to remaining performance obligations was $178.8 million. Approximately 53% is expected to be recognized as revenue over the next 12 months and the remainder thereafter. The Company applied the practical expedient to omit disclosure with respect to the amount of the transaction price allocated to remaining performance obligations if the related contract has a total duration of 12 months or less. Unbilled Receivables Revenue recognized in excess of invoiced amounts creates an unbilled receivable, which represents the Company’s unconditional right to consideration in exchange for goods or services that the Company has transferred to the customer. Unbilled receivables were recorded as part of accounts receivable, net in the Company’s consolidated balance sheets. As of April 30, 2019, unbilled receivables were $7.9 million. Costs Capitalized to Obtain Contracts with Customers The Company capitalizes the incremental costs that are directly associated with non-cancelable subscription contracts with customers and consist of sales commissions paid to the Company’s sales force, which were recorded as deferred commissions and other assets, depending on the expected length of the deferral, in the Company’s consolidated balance sheets. Deferred commissions were $51.6 million as of April 30, 2019. Amortization expense with respect to deferred commissions was $4.4 million and $3.1 million for the three months ended April 30, 2019 and 2018, respectively. There was no impairment loss in relation to the costs capitalized for the periods presented. |
Equity Incentive Plans and Employee Stock Purchase Plan |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity Incentive Plans and Employee Stock Purchase Plan | Equity Incentive Plans and Employee Stock Purchase Plan Equity Incentive Plans The Company adopted the 2008 Stock Incentive Plan (as amended, the “2008 Plan”) in 2008 and the 2016 Equity Incentive Plan (as amended, the “2016 Plan”) in 2016, primarily for the purpose of granting stock-based awards to employees, directors, and consultants. With the establishment of the 2016 Plan in December 2016, all shares available for grant under the 2008 Plan were transferred to the 2016 Plan. The Company no longer grants any stock-based awards under the 2008 Plan and any shares underlying stock options canceled under the 2008 Plan will be automatically transferred to the 2016 Plan. Stock Options The 2016 Plan provides for the issuance of incentive stock options to employees and nonstatutory stock options to employees, directors or consultants. The Board of Directors or a committee thereof determines the vesting schedule for all equity awards. Stock option awards generally vest over a period of four years with 25% vesting on the one-year anniversary of the award and the remainder vesting monthly over the next 36 months of the grantee’s service to the Company. The following table summarizes stock option activity for the three months ended April 30, 2019 (in thousands, except share and per share data and years):
Restricted Stock Units The 2016 Plan provides for the issuance of restricted stock units (“RSUs”) to employees, directors and consultants. RSUs granted to new employees generally vest over a period of four years with 25% vesting on the one-year anniversary of the vesting start date and the remainder vesting quarterly over the next 12 quarters, subject to the grantee’s continued service to the Company. RSUs granted to existing employees generally vest quarterly over a period of four years, subject to the grantee’s continued service to the Company. The following table summarizes RSU activity for the three months ended April 30, 2019:
Stock-Based Compensation Expense Total stock-based compensation expense recognized in the Company’s unaudited condensed consolidated statements of operations is as follows (in thousands):
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Net Loss per Share |
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Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Loss per Share | Net Loss per Share The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period, including stock options and restricted stock units. Basic and diluted net loss per share was the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive due to the net loss reported for each period presented. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to 10 votes per share. As the liquidation and dividend rights are identical for Class A and Class B common stock, the undistributed earnings are allocated on a proportionate basis and the resulting net loss per share will, therefore, be the same for both Class A and Class B common stock on an individual or combined basis. The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share data):
The shares underlying the conversion option in the Notes were not considered in the calculation of diluted net loss per share as the effect would have been anti-dilutive. Based on the initial conversion price, the entire outstanding principal amount of the Notes as of April 30, 2019 would have been convertible into approximately 4.4 million shares of the Company’s Class A common stock. However, the Company currently expects to settle the principal amount of the Notes in cash. As a result, only the amount by which the conversion value exceeds the aggregate principal amount of the Notes (the “conversion spread”) is considered in the diluted earnings per share computation under the treasury stock method. The conversion spread has a dilutive impact on diluted net income per share when the average market price of the Company’s Class A common stock for a given period exceeds the initial conversion price of $68.15 per share for the Notes. In connection with the issuance of the Notes, the Company entered into Capped Calls, which were not included for purposes of calculating the number of diluted shares outstanding, as their effect would have been anti-dilutive. The Capped Calls are expected to partially offset the potential dilution to the Company’s Class A common stock upon any conversion of the Notes. During the three months ended April 30, 2019, the average market price of the Company’s Class A common stock was $122.10, which exceeded the initial conversion price. The Company had not received any conversion notices through the issuance date of these unaudited condensed consolidated financial statements. For disclosure purposes, the Company calculated the potentially dilutive effect of the conversion spread, which is included in the table below. The following weighted-average outstanding potentially dilutive shares of common stock were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been anti-dilutive.
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Income Taxes |
3 Months Ended |
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Apr. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Company recorded a provision (benefit) related to income taxes of $(0.1) million and $0.5 million for the three months ended April 30, 2019 and 2018, respectively. The provision (benefit) related to income taxes was primarily due to foreign taxes offset by excess tax deductions in the United Kingdom with respect to stock option exercises. The calculation of income taxes is based upon the estimated annual effective tax rates for the year applied to the current period income (loss) before tax plus the tax effect of any significant unusual items, discrete events or changes in tax law. The Company assesses uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainties in Tax. As of April 30, 2019, the Company’s net unrecognized tax benefits totaled $4.6 million, of which $0.1 million would impact the Company’s effective tax rate if recognized. The Company anticipates that the amount of reasonably possible unrecognized tax benefits that could decrease over the next twelve months due to the expiration of certain statutes of limitations and settlement of tax audits is not material to the Company’s interim unaudited condensed consolidated financial statements. |
Subsequent Events |
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Apr. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 23, 2019, the Company entered into an Agreement and Plan of Merger Agreement (the “Merger Agreement”) with Kingdom Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), Tightdb, Inc. (“Realm”), and Fortis Advisors LLC, solely in its capacity as the Stockholder Agent, to acquire all of the issued and outstanding capital stock of Realm for a purchase price of $39.0 million in cash, subject to working capital, cash, debt, transaction expenses and other closing adjustments. Realm was a privately held mobile database company. Pursuant to the Merger Agreement, on May 7, 2019, Merger Sub was merged with and into Realm, and Realm continued as the surviving corporation and as a wholly-owned subsidiary of the Company. The Merger Agreement contains customary representations and warranties of each of the parties. The Merger Agreement also contains indemnification rights whereby the Company and its subsidiaries will be indemnified for breaches of or inaccuracies in counterparty representations, warranties, covenants and certain other matters (subject to certain limitations). In connection with the transaction, certain employees of Realm have accepted offers of employment made by the Company to continue with the Company following the closing of the Merger. |
Summary of Significant Accounting Policies (Policies) |
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Apr. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and accounts have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The condensed balance sheet data as of January 31, 2019 was derived from the Company’s audited financial statements, but does not include all disclosures required by U.S. GAAP. Therefore, these interim unaudited condensed consolidated financial statements and accompanying footnotes should be read in conjunction with the Company’s annual consolidated financial statements and related footnotes included in its Annual Report on Form 10-K for the fiscal year ended January 31, 2019 (the “2019 Form 10-K”). |
Use of Estimates | The preparation of the interim unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include, but are not limited to, revenue recognition, allowances for doubtful accounts, stock-based compensation, legal contingencies, fair value of acquired intangible assets and goodwill, useful lives of acquired intangible assets and property and equipment, fair value of property and equipment and accounting for income taxes. The Company bases these estimates on historical and anticipated results, trends and various other assumptions that it believes are reasonable under the circumstances, including assumptions as to future events. Actual results could differ from those estimates. |
Related Party Transactions | All contracts with related parties are executed in ordinary course of business. |
New Accounting Pronouncements Not Yet Adopted | Leases. In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update (“ASU”) 2016-02, codified as Accounting Standards Codification 842 (“ASC 842”), which requires lessees to record the assets and liabilities arising from all leases, with the exception of short-term leases, on the balance sheet. Under ASC 842, lessees will recognize a liability for lease payments and a right-of-use asset. This guidance retains the distinction between finance leases and operating leases and the classification criteria for finance leases remains similar. For finance leases, a lessee will recognize the interest on a lease liability separate from amortization of the right-of-use asset. In addition, repayments of principal will be presented within financing activities, and interest payments will be presented within operating activities in the statement of cash flows. For operating leases, a lessee will recognize a single lease cost on a straight-line basis and classify all cash payments within operating activities in the statement of cash flows. The Company adopted the new lease accounting standard effective February 1, 2019 using the additional transition method described in ASU No. 2018-11, Leases – Targeted Improvements, which was issued in July 2018. Under the additional transition method, the Company recognized the cumulative effect of initially applying the guidance as an adjustment to the operating lease right-of-use assets and operating lease liabilities on its condensed consolidated balance sheet on February 1, 2019 without retrospective application to comparative periods. The adoption of ASC 842 resulted in recognition of right-of-use assets of $53.7 million, which included the impact of existing deferred rents of $2.9 million and lease liabilities of $70.2 million, along with a cumulative impact of $4.1 million on the opening accumulated deficit, as of February 1, 2019. The Company elected the package of practical expedients permitted under the transition guidance within ASC 842, which allowed the Company to carry forward its historical assessments of whether contracts are or contain leases, lease classification and initial direct costs. See Note 5, Leases, for additional details. The Company determines if an arrangement is, or contains, a lease at inception. Operating leases are disclosed separately on the consolidated balance sheets and the finance lease is included in property and equipment, net, other accrued liabilities and other liabilities, non-current. The Company has elected an accounting policy to not recognize short-term leases (one year or less) on the consolidated balance sheet. Operating lease right of use assets and operating lease liabilities are recognized based on the present value of the lease payments over the lease term at commencement date. As all of the Company’s leases do not provide an implicit rate, the Company’s incremental borrowing rate is used based on the information available at commencement date in determining the present value of future payments. The operating lease right of use asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company accounts for lease components and non-lease components as a single lease component. Stock-Based Compensation. In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from non-employees, with certain exceptions. The new guidance was effective for the Company for fiscal year beginning February 1, 2019 and the adoption had no material impact on its consolidated financial statements. New Accounting Pronouncements Not Yet Adopted Goodwill Impairment. In January 2017, the FASB issued ASU 2017-04—Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The new standard simplifies the measurement of goodwill by eliminating step two of the two-step impairment test. Step two measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The new guidance requires an entity to compare the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The new guidance becomes effective for the Company for the fiscal year beginning February 1, 2020, though early adoption is permitted. The Company does not expect the adoption of the new accounting standard to have a material impact on its consolidated financial statements. Cloud Computing. In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which aligns the accounting for implementation costs incurred in a hosting arrangement that is a service contract with the accounting for implementation costs incurred to develop or obtain internal-use software under ASC 350-40, in order to determine which costs to capitalize and recognize as an asset and which costs to expense. ASU 2018-15 becomes effective for the Company for the fiscal year beginning February 1, 2020, with early adoption permitted, and can be applied either prospectively to implementation costs incurred after the date of adoption or retrospectively to all arrangements. The Company is currently evaluating the impact of the adoption of this standard on its consolidated financial statements. Credit Losses. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, which includes the Company's accounts receivables, certain financial instruments and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. For available-for-sale debt securities, credit losses should be recorded through an allowance for credit losses. ASU 2016-13 becomes effective for the Company for the fiscal year beginning February 1, 2020 and requires a cumulative effect adjustment to the balance sheet as of the beginning of the first reporting period in which the guidance is effective. The Company is evaluating the impact of the adoption of ASU 2016-13 on its consolidated financial statements. |
Net Loss per Share | The Company calculates basic net loss per share by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period, less shares subject to repurchase. Diluted net loss per share is computed by giving effect to all potentially dilutive common stock equivalents outstanding for the period, including stock options and restricted stock units. Basic and diluted net loss per share was the same for each period presented, as the inclusion of all potential common shares outstanding would have been anti-dilutive due to the net loss reported for each period presented. The rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting. Each share of Class A common stock is entitled to one vote per share and each share of Class B common stock is entitled to 10 votes per share. As the liquidation and dividend rights are identical for Class A and Class B common stock, the undistributed earnings are allocated on a proportionate basis and the resulting net loss per share will, therefore, be the same for both Class A and Class B common stock on an individual or combined basis. |
Income Taxes | The Company assesses uncertain tax positions in accordance with ASC 740-10, Accounting for Uncertainties in Tax. |
Fair Value Measurements (Tables) |
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Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of financial assets and liabilities measured at fair value on a recurring basis | The following tables present information about the Company’s financial assets that have been measured at fair value on a recurring basis as of April 30, 2019 and January 31, 2019, and indicate the fair value hierarchy of the valuation inputs utilized to determine such fair value (in thousands):
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Convertible Senior Notes (Tables) |
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Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Convertible debt schedules | The net carrying amount of the liability component of the Notes was as follows (in thousands):
The net carrying amount of the equity component of the Notes was as follows (in thousands):
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Interest expense related to Notes | The following table sets forth the interest expense related to the Notes (in thousands):
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Leases (Tables) |
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Lease, Cost | The following table presents supplemental information related to the Company’s operating and finance leases during the three months ended April 30, 2019 (in thousands, except weighted-average information):
The components of the Company’s lease costs included in its condensed consolidated statement of operations were as follows (in thousands):
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Assets And Liabilities, Lessee | The balances of the Company’s operating and finance leases were recorded on the condensed consolidated balance sheet as follows (in thousands):
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Finance Lease, Liability, Maturity | Future minimum lease payments under non-cancelable finance and operating leases on an annual undiscounted cash flow basis as of April 30, 2019 were as follows (in thousands):
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Lessee, Operating Lease, Liability, Maturity | Future minimum lease payments under non-cancelable finance and operating leases on an annual undiscounted cash flow basis as of April 30, 2019 were as follows (in thousands):
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Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under non-cancelable financing and operating leases, based on the previous lease accounting standard, as of January 31, 2019, were as follows (in thousands):
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Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under non-cancelable financing and operating leases, based on the previous lease accounting standard, as of January 31, 2019, were as follows (in thousands):
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Revenue (Tables) |
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Revenues [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of total revenue by geographic areas | The following table presents the Company’s revenues disaggregated by primary geographical markets, subscription product categories and services (in thousands):
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Equity Incentive Plans and Employee Stock Purchase Plan (Tables) |
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Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of stock option activity | The following table summarizes stock option activity for the three months ended April 30, 2019 (in thousands, except share and per share data and years):
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Schedule of restricted stock unit activity | The following table summarizes RSU activity for the three months ended April 30, 2019:
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Schedule of stock-based compensation expense recognized in consolidated statements of operations | Total stock-based compensation expense recognized in the Company’s unaudited condensed consolidated statements of operations is as follows (in thousands):
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Net Loss per Share (Tables) |
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Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of basic and diluted earnings (loss) per share | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except share and per share data):
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Schedule of antidilutive securities excluded from computation of earnings per share | The following weighted-average outstanding potentially dilutive shares of common stock were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been anti-dilutive.
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Summary of Significant Accounting Policies (Details) - USD ($) |
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Accounting Policies [Abstract] | ||||
Related party transactions | $ 0 | $ 0 | ||
Amounts payable to or receivable from related parties | 0 | $ 0 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred rent credit | 12,378,000 | $ 0 | ||
Lease liability | $ 13,402,000 | |||
Cumulative effect of accounting change | $ 4,103,000 | |||
Accumulated Deficit | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cumulative effect of accounting change | 4,103,000 | |||
Accounting Standards Update 2016-19 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred rent credit | 53,700,000 | |||
Deferred revenue | 2,900,000 | |||
Lease liability | 70,200,000 | |||
Accounting Standards Update 2016-19 | Accumulated Deficit | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Cumulative effect of accounting change | $ 4,100,000 |
Convertible Senior Notes - Schedule of Net Carrying Amount of the Liability Component of the Notes (Details) - Convertible Debt - USD ($) $ in Thousands |
Apr. 30, 2019 |
Jul. 31, 2018 |
---|---|---|
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (8,800) | |
Convertible Senior Notes, Liability Component | ||
Debt Instrument [Line Items] | ||
Principal | $ 300,000 | |
Unamortized debt discount | (74,178) | |
Unamortized debt issuance costs | (5,743) | $ (6,300) |
Net carrying amount | $ 220,079 |
Convertible Senior Notes - Schedule of Net Carrying Amount of the Equity Component of the Notes (Details) - USD ($) $ in Thousands |
Apr. 30, 2019 |
Jul. 31, 2018 |
---|---|---|
Debt Instrument [Line Items] | ||
Debt discount for conversion option | $ 84,200 | |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Issuance costs | (8,800) | |
Convertible Senior Notes, Equity Component | Convertible Debt | ||
Debt Instrument [Line Items] | ||
Debt discount for conversion option | $ 84,168 | |
Issuance costs | (2,485) | $ (2,500) |
Net carrying amount | $ 81,683 |
Convertible Senior Notes - Schedule of Interest Expense for the Notes (Details) - Convertible Debt - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Debt Instrument [Line Items] | ||
Contractual interest expense | $ 563 | $ 0 |
Amortization of debt discount | 3,033 | 0 |
Amortization of issuance costs | 188 | 0 |
Total | $ 3,784 | $ 0 |
Convertible Senior Notes - Capped Calls (Details) $ / shares in Units, shares in Millions, $ in Millions |
2 Months Ended |
---|---|
Jul. 31, 2018
USD ($)
$ / shares
shares
| |
Option Indexed to Issuer's Equity [Line Items] | |
Purchase of capped calls | $ | $ 37.1 |
Capped Calls | |
Option Indexed to Issuer's Equity [Line Items] | |
Strike price (in dollars per share) | $ 68.15 |
Cap price (in dollars per share) | $ 106.90 |
Capped Calls | Class A Common Stock | |
Option Indexed to Issuer's Equity [Line Items] | |
Underlying capped calls (in shares) | shares | 4.4 |
Leases - Narrative (Details) $ in Thousands |
3 Months Ended |
---|---|
Apr. 30, 2019
USD ($)
ft²
| |
Leases [Abstract] | |
Rentable office space (in sq ft) | ft² | 106,230 |
Term of contract | 12 years |
Total minimum payments | $ | $ 87,298 |
Term before initial payment | 18 months |
Option to extend | P5Y |
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Finance lease cost: | ||
Amortization of right-of-use assets | $ 994 | $ 0 |
Interest on lease liabilities | 905 | $ 0 |
Operating lease cost | 967 | |
Short-term lease cost | 395 | |
Total lease cost | $ 3,261 |
Leases - Balance Sheet Components (Details) - USD ($) $ in Thousands |
Apr. 30, 2019 |
Jan. 31, 2019 |
---|---|---|
Operating Leases: | ||
Operating lease right-of-use assets | $ 12,378 | $ 0 |
Operating lease liabilities (current) | 3,575 | 0 |
Operating lease liabilities, non-current | 9,827 | $ 0 |
Finance Lease: | ||
Property and equipment, net | 42,392 | |
Other accrued liabilities | 2,133 | |
Other liabilities, non-current | $ 62,755 |
Leases - Supplemental Information (Details) $ in Thousands |
3 Months Ended |
---|---|
Apr. 30, 2019
USD ($)
| |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from finance lease | $ 0 |
Operating cash flows from operating leases | 1,032 |
Financing cash flows from finance lease | 0 |
Right-of-use assets obtained in exchange for lease obligations: | |
Finance lease | 0 |
Operating leases | $ 2,269 |
Weighted-average remaining lease term (in years): | |
Finance lease | 10 years 8 months 12 days |
Operating leases | 4 years 9 months 18 days |
Weighted-average discount rate: | |
Finance lease | 5.60% |
Operating leases | 6.10% |
Leases - Lease Maturities (Details) - USD ($) $ in Thousands |
Apr. 30, 2019 |
Jan. 31, 2019 |
---|---|---|
Finance Lease Liabilities, Payments, Due [Abstract] | ||
Remainder of 2020 | $ 3,732 | |
2021 | 8,073 | |
2022 | 8,073 | |
2023 | 8,073 | |
2024 | 8,073 | |
Thereafter | 51,274 | |
Total minimum payments | 87,298 | |
Less imputed interest | (22,410) | |
Present value of future minimum lease payments | 64,888 | |
Less current obligations under leases | (2,133) | |
Non-current lease obligations | 62,755 | |
Operating Lease Liabilities, Payments Due [Abstract] | ||
Remainder of 2020 | 4,017 | |
2021 | 4,189 | |
2022 | 2,579 | |
2023 | 2,529 | |
2024 | 1,014 | |
Thereafter | 2,103 | |
Total minimum payments | 16,431 | |
Less imputed interest | (3,029) | |
Present value of future minimum lease payments | 13,402 | |
Less current obligations under leases | (3,575) | $ 0 |
Non-current lease obligations | $ 9,827 | $ 0 |
Leases - Lease Maturities Prior To Adoption of New Lease Standard (Details) $ in Thousands |
Jan. 31, 2019
USD ($)
|
---|---|
Financing Lease | |
2020 | $ 3,732 |
2021 | 8,073 |
2022 | 8,073 |
2023 | 8,073 |
2024 | 8,073 |
Thereafter | 51,274 |
Total minimum payments | 87,298 |
Operating Leases | |
2020 | 4,578 |
2021 | 3,765 |
2022 | 2,277 |
2023 | 2,224 |
2024 | 922 |
Thereafter | 2,149 |
Total minimum payments | $ 15,915 |
Commitments and Contingencies (Details) - USD ($) |
Apr. 30, 2019 |
Jan. 31, 2019 |
---|---|---|
Commitments and Contingencies Disclosure [Abstract] | ||
Accrual for contingencies | $ 0 | $ 0 |
Revenue - Schedule of total revenue by geographic areas (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | $ 89,388 | $ 50,139 |
MongoDB Atlas-related | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 30,863 | 6,963 |
Other subscription | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 53,131 | 39,106 |
Services | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 5,394 | 4,070 |
Americas | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 57,756 | 33,420 |
Europe, Middle East and Africa | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | 25,320 | 14,024 |
Asia Pacific | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total revenue | $ 6,312 | $ 2,695 |
Revenue - Concentration Risk (Details) - Geographic Concentration Risk - Revenue, Net |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
United States | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 60.00% | 63.00% |
United Kingdom | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10.00% | 9.00% |
Revenue - Additional Information (Details) - USD ($) |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Revenues [Abstract] | ||
Deferred revenue | $ 143,700,000 | $ 137,700,000 |
Revenue recognized | 45,100,000 | 30,300,000 |
Remaining performance obligation | $ 178,800,000 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Expected timing of satisfaction of remaining performance obligation | 12 months | |
Unbilled receivables | $ 7,900,000 | |
Deferred commissions | 51,600,000 | |
Amortization of deferred commissions | 4,400,000 | 3,100,000 |
Impairment loss | $ 0 | $ 0 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-05-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation, percentage | 53.00% |
Equity Incentive Plans and Employee Stock Purchase Plan - Stock Options (Details) - Employee Stock Option |
3 Months Ended |
---|---|
Apr. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
One Year Anniversary | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 25.00% |
13 to 36 Months | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 75.00% |
Equity Incentive Plans and Employee Stock Purchase Plan - Restricted Stock Units, Additional Information (Details) - Restricted Stock Units (RSUs) |
3 Months Ended |
---|---|
Apr. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
One Year Anniversary | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 4 years |
Vesting rights percentage | 25.00% |
13 to 36 Months | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting rights percentage | 75.00% |
Equity Incentive Plans and Employee Stock Purchase Plan - Schedule of Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) |
3 Months Ended |
---|---|
Apr. 30, 2019
$ / shares
shares
| |
Shares | |
Unvested - beginning of period (in shares) | shares | 1,988,774 |
RSUs granted (in shares) | shares | 1,027,610 |
RSUs vested (in shares) | shares | (126,346) |
RSUs forfeited and canceled (in shares) | shares | (24,629) |
Unvested - end of period (in shares) | shares | 2,865,409 |
Weighted-Average Grant Date Fair Value per RSU | |
Unvested - beginning of period (in dollars per share) | $ / shares | $ 54.22 |
RSUs granted (in dollars per share) | $ / shares | 105.50 |
RSUs vested (in dollars per share) | $ / shares | 45.42 |
RSUs forfeited and canceled (in dollars per share) | $ / shares | 56.03 |
Unvested - end of period (in dollars per share) | $ / shares | $ 72.98 |
Net Loss per Share - Additional Information (Details) shares in Millions |
3 Months Ended | |
---|---|---|
Apr. 30, 2019
$ / shares
shares
|
Jul. 31, 2018
$ / shares
|
|
Class of Stock [Line Items] | ||
Shares issuable upon conversion (in shares) | shares | 4.4 | |
Initial conversion price (in dollars per share) | $ 68.15 | $ 68.15 |
Average market price (in dollars per share) | $ 122.10 | |
Class A Common Stock | ||
Class of Stock [Line Items] | ||
Number of votes per share | 1 | |
Class B Common Stock | ||
Class of Stock [Line Items] | ||
Number of votes per share | 10 |
Net Loss per Share - Schedule of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Numerator: | ||
Net loss | $ (33,240) | $ (26,555) |
Denominator: | ||
Weighted-average shares used to compute net loss per share, basic and diluted (in shares) | 54,710,746 | 50,350,052 |
Net loss per share, basic and diluted (in dollars per share) | $ (0.61) | $ (0.53) |
Income Taxes (Details) - USD ($) $ in Thousands |
3 Months Ended | |
---|---|---|
Apr. 30, 2019 |
Apr. 30, 2018 |
|
Income Tax Disclosure [Abstract] | ||
Provision (benefit) for income taxes | $ (138) | $ 467 |
Unrecognized tax benefits | 4,600 | |
Unrecognized tax benefits that would impact effective tax rate | 100 | |
Decrease in unrecognized tax benefits is reasonably possible | $ 0 |
Subsequent Events (Details) $ in Millions |
May 07, 2019
USD ($)
|
---|---|
Subsequent Event | Kingdom Merger Sub, Inc and Tightdb, Inc. Merger | |
Subsequent Event [Line Items] | |
Business combination, consideration transferred | $ 39.0 |
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