UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 5, 2024
(Exact name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
Registrant’s Telephone Number, Including Area Code: (415) 301-3250
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On December 5, 2024, HashiCorp, Inc. issued a press release announcing its financial results for the fiscal third quarter ended October 31, 2024. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information contained in this Item 2.02 and Item 9.01 in this Current Report on Form 8-K, including the accompanying Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filings, unless expressly incorporated by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibit
| Exhibit | Description | |||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| HashiCorp, Inc. | |||||||||||
| Date: | December 5, 2024 | By: | /s/ Werner Schwock | ||||||||
Name: Title: | Werner Schwock Interim Chief Financial Officer | ||||||||||
Exhibit 99.1
HashiCorp Announces Third Quarter of Fiscal Year 2025 Financial Results
•Third quarter revenue totaled $173.4 million, representing an increase of 19% year-over-year.
•Trailing four quarter average Net Dollar Retention Rate was 109% at the end of the third quarter of fiscal 2025 as compared to 119% at the end of third quarter of fiscal 2024.
•Third quarter GAAP RPO totaled $775.4 million, representing an increase of 14% year-over-year; third quarter current GAAP RPO totaled $481.4 million, representing an increase of 20% year-over-year.
•Third quarter non-GAAP RPO totaled $795.6 million, representing an increase of 14% year-over-year; third quarter current non-GAAP RPO totaled $499.4 million, representing an increase of 19% year-over-year.
SAN FRANCISCO – December 5, 2024 – HashiCorp, Inc. (NASDAQ: HCP), The Infrastructure Cloud™ company, today announced financial results for its third quarter of fiscal 2025, ended October 31, 2024.
“The HashiCorp team delivered strong performance during the third quarter of fiscal 2025, with revenue growth of 19% year-over-year, and 8% growth in $100,000 customers year-over-year” said Dave McJannet, CEO, HashiCorp. “This quarter we gathered our community of customers, practitioners, and partners at HashiConf in Boston, where we announced critical updates across Infrastructure and Security Lifecycle Management product lines, and also continued work towards closing the company's transaction with IBM.”
"HashiCorp continued to see promising growth in adoption of the HashiCorp Cloud Platform, with cloud revenues exceeding 17% of total subscription revenue this quarter" said Werner Schwock, Interim CFO & CAO. "New HashiCorp Cloud Platform features announced this quarter will continue to support our Infrastructure Cloud vision.”
Proposed Merger with International Business Machines ("IBM")
As announced on April 24, 2024, HashiCorp and IBM have entered into a merger agreement under which IBM will acquire HashiCorp for $35.00 per share in cash, representing an enterprise value of $6.4 billion. HashiCorp stockholders approved the merger agreement on July 15, 2024. The transaction is expected to be completed in the first calendar quarter of 2025, subject to the satisfaction or waiver of the closing conditions in the merger agreement.
In light of the proposed transaction with IBM, HashiCorp will not be holding a conference call to discuss financial results or providing financial guidance in conjunction with its third quarter of fiscal 2025 earnings release.
Fiscal 2025 Third Quarter Financial Results
Revenue: Total revenue was $173.4 million in the third quarter of fiscal 2025, up 19% from $146.1 million in the same period last year.
Gross Profit: GAAP gross profit was $143.6 million in the third quarter of fiscal 2025, representing an 83% gross margin, compared to a GAAP gross profit of $120.5 million and an 82% gross margin in the same period last year. Non-GAAP gross profit was $148.4 million in the third quarter of fiscal 2025, representing an 86% non-GAAP gross margin, compared to a non-GAAP gross profit of $125.4 million and an 86% non-GAAP gross margin in the same period last year.
Operating Income (Loss): GAAP operating loss was $29.9 million in the third quarter of fiscal 2025, compared to GAAP operating loss of $55.6 million in the same period last year. Non-GAAP operating income was $11.0 million in the third quarter of fiscal 2025, compared to a non-GAAP operating loss of $10.5 million in the same period last year.
Net Income (Loss): GAAP net loss was $13.0 million in the third quarter of fiscal 2025, compared to a GAAP net loss of $39.5 million in the same period last year. Non-GAAP net income was $26.9 million in the third quarter of fiscal 2025, compared to a non-GAAP net income of $5.6 million in the same period last year.
Net Income (Loss) per Share: GAAP basic and diluted net loss per share was $0.06, based on 203.5 million weighted-average shares outstanding in the third quarter of fiscal 2025, compared to a GAAP net loss per share of $0.20 based on 194.6 million weighted-average shares outstanding in the same period
last year. Non-GAAP basic and dilutive net income per share were both $0.13, based on 203.5 million and 211.7 million weighted-average shares outstanding, respectively, in the third quarter of fiscal 2025, compared to a non-GAAP basic and diluted net income per share of $0.03 in the same period last year.
Remaining Performance Obligation (RPO): Total RPO was $775.4 million at the end of the third quarter of fiscal 2025, up from $678.2 million in the same period last year. The current portion of GAAP RPO was $481.4 million at the end of the third quarter of fiscal 2025, up from $402.1 million at the end of the same period last year. Total non-GAAP RPO was $795.6 million at the end of the third quarter of fiscal 2025, up from $700.4 million at the end of the same period last year. The current portion of non-GAAP RPO was $499.4 million at the end of the third quarter of fiscal 2025, up from $420.8 million at the end of the same period last year.
Cash, cash equivalents, and investments: Net cash provided by operating activities was $38.2 million in the third quarter of fiscal 2025, compared to $8.7 million provided by operating activities in the same period last year. Cash, cash equivalents and short-term investments totaled $1,346.4 million at the end of the third quarter of fiscal 2025, compared to $1,255.7 million at the end of the same period last year.
Reconciliations of GAAP financial measures to the most comparable non-GAAP financial measures have been provided in the tables included in this release.
Fiscal 2025 Third Quarter and Recent Operating Highlights
•HashiCorp ended the third quarter of fiscal 2025 with 4,856 customers, up from 4,709 customers at the end of the previous fiscal quarter, and up from 4,354 customers at the end of the third quarter of fiscal 2024.
•The Company ended the third quarter of fiscal 2025 with 946 customers with equal or greater than $100,000 in Annual Recurring Revenue (“ARR”), up from 934 customers at the end of the previous fiscal quarter and 877 customers at the end of the third quarter of fiscal 2024.
•Customers with equal to or greater than $100,000 in ARR represented 89% of total revenue in the third quarter of fiscal 2025 compared to 89% in the previous fiscal quarter and 89% in the third quarter of fiscal 2024.
•Quarterly subscription revenue from HashiCorp Cloud Platform (HCP) reached $29.0 million in the third quarter of fiscal 2025, up from $26.5 million in the previous fiscal quarter and up from $19.9 million in the third quarter of fiscal 2024.
•The Company's trailing four quarter average Net Dollar Retention Rate was 109% at the end of the third quarter of fiscal 2025, compared to 110% in the previous quarter and 119% at the end of the third quarter of fiscal 2024.
About HashiCorp, Inc.
HashiCorp is The Infrastructure Cloud™ company, helping organizations automate multi-cloud and hybrid environments with Infrastructure Lifecycle Management and Security Lifecycle Management. HashiCorp offers The Infrastructure Cloud on the HashiCorp Cloud Platform (HCP) for managed cloud services, as well as self-hosted enterprise offerings and community source-available products. The company is headquartered in San Francisco, California. For more information, visit hashicorp.com.
All product and company names are trademarks or registered trademarks of their respective holders.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Act of 1995, as amended, including, among others, statements about HashiCorp’s business strategy, go-to-market initiatives, revenue growth, and long-term opportunity related to HashiCorp’s product innovation, and the proposed merger with IBM. In some cases you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “likely,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms.
Such statements are subject to numerous important factors, risks and uncertainties that may cause actual events or results to differ materially from current expectations and beliefs, including but not limited to risks and
uncertainties related to market conditions, HashiCorp and its business as set forth in our filings with the Securities and Exchange Commission (“SEC”) pursuant to our Annual Report on Form 10-K dated March 20, 2024, Quarterly Report on Form 10-Q dated December 5, 2024, and our future reports that we may file from time to time with the SEC. These documents contain and identify important factors that could cause the actual results for HashiCorp to differ materially from those contained in HashiCorp’s forward-looking statements. Any forward-looking statements contained in this press release speak only as of the date hereof, and HashiCorp specifically disclaims any obligation to update any forward-looking statement, except as required by law.
Use of Non-GAAP Financial Measures
In addition to our results determined in accordance with GAAP, we have disclosed non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating loss, non-GAAP net loss, non-GAAP net loss per share, non-GAAP free cash flow and total and current non-GAAP RPOs, which are all non-GAAP financial measures. We have provided tabular reconciliations of each non-GAAP financial measure to its most directly comparable GAAP financial measure at the end of this release.
We calculate non-GAAP gross profit as GAAP gross profit before amortization of stock-based compensation included in the amortized expenses of capitalized internal-use software, stock-based compensation expense, and amortization of acquired intangibles included in cost of revenue.
We calculate non-GAAP gross margin as GAAP gross margin before the impact of stock-based compensation of capitalized internal-use software, stock-based compensation expense and amortization of acquired intangibles included in cost of revenue as a percentage of revenue.
We calculate non-GAAP operating loss as GAAP operating loss before amortization of stock-based compensation of capitalized internal-use software, stock-based compensation expense, amortization of acquired intangibles, and merger and acquisition-related expenses. We calculate non-GAAP net income (loss) as GAAP net loss before amortization of stock-based compensation of capitalized internal-use software, stock-based compensation expense, amortization of acquired intangibles, and merger and acquisition-related expenses, which comprise one-time costs associated with advisory, legal, and other professional fees, net of tax adjustments.
We calculate non-GAAP net income (loss) per share as non-GAAP net income (loss) divided by weighted average shares outstanding (basic and diluted).
We calculate non-GAAP free cash flow as net cash provided by (used in) operating activities less purchases of property and equipment and capitalized internal-use software costs. Non-GAAP free cash flow as a % of revenue is calculated as non-GAAP free cash flow divided by total revenue.
We calculate non-GAAP RPOs as RPOs plus customer deposits, which are refundable pre-paid amounts, based on the timing of when these customer deposits are expected to be recognized as revenue in future periods. The current portion of non-GAAP RPO represents the amount to be recognized as revenue over the next 12 months.
Our management team uses these non-GAAP financial measures internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating our ongoing operational performance. We believe that the use of these non-GAAP financial measures provides an additional tool for investors to use in evaluating ongoing operating results and trends and in comparing our financial results with other companies in our industry, many of which present similar non-GAAP financial measures to investors.
Non-GAAP financial measures have limitations as an analytical tool and should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. In particular, other companies may report non-GAAP gross profit, non-GAAP gross margin, non-GAAP loss from operations, non-GAAP net income (loss), non-GAAP net income (loss) per share, non-GAAP free cash flow, non-GAAP RPOs or similarly titled measures but calculate them differently, which reduces their usefulness as comparative measures. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures, as presented below. This earnings press release and any future releases containing such non-GAAP reconciliations can also be found on the Investor Relations page of our website at https://ir.hashicorp.com.
HashiCorp, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in thousands, except per share amounts)
(unaudited)
| Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | ||||||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| License | $ | 21,202 | $ | 15,973 | $ | 54,039 | $ | 47,855 | |||||||||||||||
| Support | 117,656 | 106,098 | 347,455 | 312,008 | |||||||||||||||||||
| Cloud-hosted services | 28,962 | 19,863 | 80,086 | 54,779 | |||||||||||||||||||
| Subscription revenue | 167,820 | 141,934 | 481,580 | 414,642 | |||||||||||||||||||
| Professional services and other | 5,569 | 4,191 | 17,527 | 12,712 | |||||||||||||||||||
| Total revenue | 173,389 | 146,125 | 499,107 | 427,354 | |||||||||||||||||||
| Cost of revenue: | |||||||||||||||||||||||
| Cost of license | 525 | 293 | 1,532 | 1,376 | |||||||||||||||||||
| Cost of support | 14,748 | 13,356 | 44,764 | 44,503 | |||||||||||||||||||
| Cost of cloud-hosted services | 9,183 | 7,692 | 27,011 | 22,339 | |||||||||||||||||||
| Cost of subscription revenue | 24,456 | 21,341 | 73,307 | 68,218 | |||||||||||||||||||
| Cost of professional services and other | 5,332 | 4,264 | 17,002 | 13,509 | |||||||||||||||||||
| Total cost of revenue | 29,788 | 25,605 | 90,309 | 81,727 | |||||||||||||||||||
| Gross profit | 143,601 | 120,520 | 408,798 | 345,627 | |||||||||||||||||||
| Operating expenses: | |||||||||||||||||||||||
| Sales and marketing | 86,422 | 87,320 | 267,187 | 279,019 | |||||||||||||||||||
| Research and development | 53,365 | 54,349 | 167,181 | 168,504 | |||||||||||||||||||
| General and administrative | 33,696 | 34,424 | 115,321 | 104,083 | |||||||||||||||||||
| Total operating expenses | 173,483 | 176,093 | 549,689 | 551,606 | |||||||||||||||||||
| Loss from operations | (29,882) | (55,573) | (140,891) | (205,979) | |||||||||||||||||||
| Interest income | 17,387 | 16,765 | 52,339 | 48,045 | |||||||||||||||||||
| Other income (expenses), net | 100 | (407) | (121) | (632) | |||||||||||||||||||
| Loss before income taxes | (12,395) | (39,215) | (88,673) | (158,566) | |||||||||||||||||||
| Provision (benefit) for income taxes | 611 | 258 | 1,923 | 480 | |||||||||||||||||||
| Net loss | $ | (13,006) | $ | (39,473) | $ | (90,596) | $ | (159,046) | |||||||||||||||
| Net loss per share attributable to Class A and Class B common stockholders, basic and diluted | $ | (0.06) | $ | (0.20) | $ | (0.45) | $ | (0.83) | |||||||||||||||
| Weighted-average shares used to compute net loss per share attributable to Class A and Class B common stockholders, basic and diluted | 203,526 | 194,600 | 201,836 | 192,693 | |||||||||||||||||||
HashiCorp, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(amounts in thousands, except per share amounts)
(unaudited)
As of | |||||||||||
| October 31, 2024 | January 31, 2024 | ||||||||||
| Assets | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 923,627 | $ | 763,414 | |||||||
| Short-term investments | 422,774 | 515,163 | |||||||||
| Accounts receivable, net of allowance | 129,352 | 182,614 | |||||||||
| Deferred contract acquisition costs | 50,858 | 50,285 | |||||||||
| Prepaid expenses and other current assets | 26,215 | 30,075 | |||||||||
| Total current assets | 1,552,826 | 1,541,551 | |||||||||
| Deferred contract acquisition costs, non-current | 71,392 | 80,055 | |||||||||
| Acquisition-related intangible assets, net | 9,486 | 11,611 | |||||||||
| Goodwill | 12,197 | 12,197 | |||||||||
| Other assets, non-current | 47,016 | 46,533 | |||||||||
| Total assets | $ | 1,692,917 | $ | 1,691,947 | |||||||
| Liabilities and Stockholders’ Equity | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 21,052 | $ | 9,081 | |||||||
| Accrued expenses and other current liabilities | 14,293 | 15,143 | |||||||||
| Accrued compensation and benefits | 44,126 | 56,007 | |||||||||
| Deferred revenue | 310,431 | 334,894 | |||||||||
| Customer deposits | 20,217 | 25,627 | |||||||||
| Total current liabilities | 410,119 | 440,752 | |||||||||
| Deferred revenue, non-current | 16,580 | 26,659 | |||||||||
| Other liabilities, non-current | 8,553 | 11,543 | |||||||||
| Total liabilities | 435,252 | 478,954 | |||||||||
| Stockholders’ equity: | |||||||||||
| Class A common stock, par value of $0.000015 per share; 1,000,000 and 1,000,000 shares authorized as of October 31, 2024 and January 31, 2024, respectively; 161,387 and 125,333 shares issued and outstanding as of October 31, 2024 and January 31, 2024, respectively | 2 | 1 | |||||||||
| Class B common stock, par value of $0.000015 per share; 200,000 and 200,000 shares authorized as of October 31, 2024 and January 31, 2024, respectively; 42,884 and 73,921 shares issued and outstanding as of October 31, 2024 and January 31, 2024, respectively | 1 | 2 | |||||||||
| Additional paid-in capital | 2,318,947 | 2,184,451 | |||||||||
| Accumulated other comprehensive income (loss) | 379 | (393) | |||||||||
| Accumulated deficit | (1,061,664) | (971,068) | |||||||||
| Total stockholders’ equity | 1,257,665 | 1,212,993 | |||||||||
| Total liabilities and stockholders’ equity | $ | 1,692,917 | $ | 1,691,947 | |||||||
HashiCorp, Inc.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(unaudited)
| Nine Months Ended October 31, | |||||||||||
| 2024 | 2023 | ||||||||||
| Cash flows from operating activities | |||||||||||
| Net loss | $ | (90,596) | $ | (159,046) | |||||||
| Adjustments to reconcile net loss to cash from operating activities: | |||||||||||
| Stock-based compensation expense, net of amounts capitalized | 121,572 | 130,048 | |||||||||
| Depreciation and amortization expense | 9,907 | 6,586 | |||||||||
| Non-cash operating lease cost | 2,823 | 2,222 | |||||||||
| Accretion of discounts on marketable securities | (10,236) | (8,505) | |||||||||
| Deferred income taxes | — | (482) | |||||||||
| Other | 101 | 67 | |||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Accounts receivable | 53,155 | 54,116 | |||||||||
| Deferred contract acquisition costs | 8,090 | (1,086) | |||||||||
| Prepaid expenses and other assets | 3,987 | (11,843) | |||||||||
| Accounts payable | 11,970 | (6,589) | |||||||||
| Accrued expenses and other liabilities | (1,197) | (3,403) | |||||||||
| Accrued compensation and benefits | (11,881) | (6,654) | |||||||||
| Deferred revenue | (34,542) | (12,042) | |||||||||
| Customer deposits | (5,410) | (4,526) | |||||||||
| Net cash provided by (used in) operating activities | 57,743 | (21,137) | |||||||||
| Cash flows from investing activities | |||||||||||
| Business combination, net of cash acquired | — | (20,860) | |||||||||
| Purchases of property and equipment | (434) | (491) | |||||||||
| Capitalized internal-use software | (7,394) | (8,536) | |||||||||
| Purchases of short-term investments | (612,520) | (691,220) | |||||||||
| Proceeds from sales of short-term investments | 80,159 | 26,372 | |||||||||
| Proceeds from maturities of short-term investments | 635,769 | 146,662 | |||||||||
| Net cash provided by (used in) investing activities | 95,580 | (548,073) | |||||||||
| Cash flows from financing activities | |||||||||||
| Taxes paid related to net share settlement of equity awards | (79) | (236) | |||||||||
| Payments related to acquisition holdback | (3,511) | — | |||||||||
| Proceeds from issuance of common stock upon exercise of stock options | 3,817 | 2,943 | |||||||||
| Proceeds from issuance of common stock under employee stock purchase plan | 6,661 | 10,195 | |||||||||
| Net cash provided by financing activities | 6,888 | 12,902 | |||||||||
| Net increase (decrease) in cash and cash equivalents | 160,211 | (556,308) | |||||||||
| Cash and cash equivalents at beginning of period | 763,414 | 1,286,134 | |||||||||
| Cash and cash equivalents at end of period | $ | 923,625 | $ | 729,826 | |||||||
HashiCorp, Inc.
RECONCILIATION OF GAAP TO NON-GAAP DATA
(amounts in thousands, except per share amounts and percentages)
(unaudited)
| Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | ||||||||||||||||||||
| Reconciliation of gross profit | |||||||||||||||||||||||
| GAAP gross profit | $ | 143,601 | $ | 120,520 | $ | 408,798 | $ | 345,627 | |||||||||||||||
| Add: Amortization of stock-based compensation of capitalized internal-use software | 717 | 511 | 2,017 | 1,343 | |||||||||||||||||||
| Add: Stock-based compensation expense | 3,468 | 3,746 | 12,126 | 11,225 | |||||||||||||||||||
| Add: Amortization of acquired intangibles | 625 | 625 | 1,875 | 1,042 | |||||||||||||||||||
| Non-GAAP gross profit | $ | 148,411 | $ | 125,402 | $ | 424,816 | $ | 359,237 | |||||||||||||||
| GAAP gross margin | 83 | % | 82 | % | 82 | % | 81 | % | |||||||||||||||
| Non-GAAP gross margin | 86 | % | 86 | % | 85 | % | 84 | % | |||||||||||||||
| Reconciliation of loss from operations | |||||||||||||||||||||||
| GAAP loss from operations | $ | (29,882) | $ | (55,573) | $ | (140,891) | $ | (205,979) | |||||||||||||||
| Add: Amortization of stock-based compensation of capitalized internal-use software | 717 | 511 | 2,017 | 1,343 | |||||||||||||||||||
| Add: Stock-based compensation expense | 34,455 | 43,766 | 121,572 | 130,048 | |||||||||||||||||||
| Add: Amortization of acquired intangibles | 708 | 709 | 2,125 | 1,181 | |||||||||||||||||||
| Add: Acquisition and merger related expense | 5,029 | 46 | 22,119 | 502 | |||||||||||||||||||
| Non-GAAP income (loss) from operations | $ | 11,027 | $ | (10,541) | $ | 6,942 | $ | (72,905) | |||||||||||||||
| GAAP operating margin | (17) | % | (38) | % | (28) | % | (48) | % | |||||||||||||||
| Non-GAAP operating margin | 6 | % | (7) | % | 1 | % | (17) | % | |||||||||||||||
| Three Months Ended October 31, | Nine Months Ended October 31, | ||||||||||||||||||||||
| 2024 | 2023 | 2024 | 2023 | ||||||||||||||||||||
| Reconciliation of net loss and net loss per share | |||||||||||||||||||||||
| GAAP net loss | $ | (13,006) | $ | (39,473) | $ | (90,596) | $ | (159,046) | |||||||||||||||
| Add: Amortization of stock-based compensation of capitalized internal-use software | 717 | 511 | 2,017 | 1,343 | |||||||||||||||||||
| Add: Stock-based compensation expense | 34,455 | 43,766 | 121,572 | 130,048 | |||||||||||||||||||
| Add: Amortization of acquired intangibles | 708 | 709 | 2,125 | 1,181 | |||||||||||||||||||
| Add: Acquisition-related expenses | 5,029 | 46 | 22,119 | 502 | |||||||||||||||||||
Less: Tax adjustments (1) | $ | (1,017) | $ | — | $ | (2,371) | $ | — | |||||||||||||||
| Non-GAAP net income (loss) | $ | 26,887 | $ | 5,559 | $ | 54,866 | $ | (25,972) | |||||||||||||||
| GAAP net loss per share, basic and diluted | $ | (0.06) | $ | (0.20) | $ | (0.45) | $ | (0.83) | |||||||||||||||
| Non-GAAP net income (loss) per share, basic | $ | 0.13 | $ | 0.03 | $ | 0.27 | $ | (0.13) | |||||||||||||||
| Non-GAAP net income (loss) per share, diluted | $ | 0.13 | $ | 0.03 | $ | 0.26 | $ | (0.13) | |||||||||||||||
| Weighted-average shares used in computing GAAP net loss per share, basic and diluted | 203,526 | 194,600 | 201,836 | 192,693 | |||||||||||||||||||
| Weighted-average shares used to compute Non-GAAP net income (loss) per share, basic | 203,526 | 194,600 | 201,836 | 192,693 | |||||||||||||||||||
| Weighted-average shares used to compute Non-GAAP net income (loss) per share, diluted | 211,659 | 203,874 | 209,931 | 192,693 | |||||||||||||||||||
| Reconciliation of free cash flow | |||||||||||||||||||||||
| GAAP net cash provided by (used in) operating activities | $ | 38,168 | $ | 8,657 | $ | 57,743 | $ | (21,137) | |||||||||||||||
| Add: purchases of property and equipment | (12) | (74) | (434) | (491) | |||||||||||||||||||
| Add: capitalized internal-use software | (2,431) | (2,867) | (7,394) | (8,536) | |||||||||||||||||||
| Non-GAAP free cash flow | $ | 35,725 | $ | 5,716 | $ | 49,915 | $ | (30,164) | |||||||||||||||
| GAAP net cash provided by (used in) operating activities as a % of revenue | 22 | % | 6 | % | 12 | % | (5) | % | |||||||||||||||
| Non-GAAP free cash flow as a % of revenue | 21 | % | 4 | % | 10 | % | (7) | % | |||||||||||||||
| Trailing twelve months ("TTM") Total Revenue | $ | 654,889 | $ | 563,142 | $ | 654,889 | $ | 563,142 | |||||||||||||||
| TTM cash provided by (used in) operating activities | 68,029 | (19,559) | 68,029 | (19,559) | |||||||||||||||||||
| TTM free cash inflow (outflow) | 57,198 | (31,153) | 57,198 | (31,153) | |||||||||||||||||||
| TTM cash provided by (used in) operating activities as a % of revenue | 10 | % | (3) | % | 10 | % | (3) | % | |||||||||||||||
| TTM free cash inflow (outflow) as a % of revenue | 9 | % | (6) | % | 9 | % | (6) | % | |||||||||||||||
(1) The adjustments relate to the tax impact of stock-based compensation expense and amortization of acquired intangibles.
HashiCorp, Inc.
RECONCILIATION OF GAAP TO NON-GAAP RPOS
(amounts in thousands)
(unaudited)
| As of | |||||||||||
| October 31, 2024 | January 31, 2024 | ||||||||||
| GAAP RPOs | |||||||||||
| GAAP short-term RPOs | $ | 481,442 | $ | 460,170 | |||||||
| GAAP long-term RPOs | 293,941 | 315,580 | |||||||||
| Total GAAP RPOs | $ | 775,383 | $ | 775,750 | |||||||
| Add: | |||||||||||
| Customer deposits | |||||||||||
| Customer deposits expected to be recognized within the next 12 months | $ | 17,920 | $ | 22,882 | |||||||
| Customer deposits expected to be recognized after the next 12 months | 2,297 | 2,745 | |||||||||
| Total customer deposits | $ | 20,217 | $ | 25,627 | |||||||
| Non-GAAP RPOs | |||||||||||
| Non-GAAP short-term RPOs | $ | 499,362 | $ | 483,052 | |||||||
| Non-GAAP long-term RPOs | 296,238 | 318,325 | |||||||||
| Total Non-GAAP RPOs | $ | 795,600 | $ | 801,377 | |||||||
HashiCorp, Inc.
PRESENTATION OF KEY HISTORICAL BUSINESS METRICS
(dollars in millions, except customers and percentages)
(unaudited)
| Three Months Ended | ||||||||||||||||||||||||||||||||
| October 31, 2024 | July 31, 2024 | April 30, 2024 | January 31, 2024 | October 31, 2023 | ||||||||||||||||||||||||||||
| Number of customers (as of end of period) | 4,856 | 4,709 | 4,558 | 4,423 | 4,354 | |||||||||||||||||||||||||||
| Number of customers equal or greater than $100,000 in ARR | 946 | 934 | 918 | 897 | 877 | |||||||||||||||||||||||||||
| GAAP Remaining Performance Obligations ($M) | $ | 775.4 | $ | 771.5 | $ | 748.5 | $ | 775.8 | $ | 678.2 | ||||||||||||||||||||||
Non-GAAP Remaining Performance Obligations ($M)(1) | $ | 795.6 | $ | 793.3 | (1) | $ | 770.9 | (1) | $ | 801.4 | (1) | $ | 700.4 | |||||||||||||||||||
| Quarterly subscription revenue from HCP ($M) | $ | 29.0 | $ | 26.5 | $ | 24.6 | $ | 21.3 | $ | 19.9 | ||||||||||||||||||||||
| Trailing four quarters average Net Dollar Revenue Retention Rate | 109 | % | 110 | % | 113 | % | 115 | % | 119 | % | ||||||||||||||||||||||
| Trailing twelve months cash provided by (used in) operating activities as a % of revenue | 10 | % | 6 | % | 3 | % | (2) | % | (3) | % | ||||||||||||||||||||||
Trailing twelve months Non-GAAP free cash flow as a % of revenue(1) | 9 | % | 4 | % | (1) | — | % | (1) (2) | (4) | % | (1) | (6) | % | (1) | ||||||||||||||||||
(1) For the reconciliation of GAAP to non-GAAP for the historical periods presented, refer to our prior earning releases.
(2) Amount is less than 1%.
HashiCorp, Inc.
PRESENTATION OF KEY HISTORICAL FINANCIAL DATA
(amounts in thousands)
(unaudited)
Three Months Ended | ||||||||||||||||||||||||||||||||
| October 31, 2024 | July 31, 2024 | April 30, 2024 | January 31, 2024 | October 31, 2023 | ||||||||||||||||||||||||||||
| Revenue | $ | 173,389 | $ | 165,138 | $ | 160,579 | $ | 155,783 | $ | 146,125 | ||||||||||||||||||||||
| GAAP net cash provided by (used in) operating activities | $ | 38,168 | $ | (8,573) | $ | 28,148 | $ | 10,286 | $ | 8,657 | ||||||||||||||||||||||
| Non-GAAP free cash flow | $ | 35,725 | $ | (11,203) | (1) | $ | 25,393 | (1) | $ | 7,283 | (1) | $ | 5,716 | (1) | ||||||||||||||||||
(1) For the reconciliation of GAAP to non-GAAP for the historical periods presented, refer to our prior earning releases.
Investor Contact
HashiCorp
ir@hashicorp.com
Media Contact
Kate Lehman
HashiCorp
media@hashicorp.com