Delaware | 001-38600 | 47-5580846 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Exhibit Number | Description | |
99.1 |
TENABLE HOLDINGS, INC. | |||
Date: | April 30, 2019 | By: | /s/ Stephen A. Riddick |
Stephen A. Riddick | |||
General Counsel and Corporate Secretary |
• | Revenue of $80.3 million, up 36% year-over-year |
• | Calculated current billings of $81.2 million, up 25% year-over-year |
• | Added 311 new enterprise platform customers and 41 net new six figure customers |
• | Revenue was $80.3 million, representing a 36% increase year-over-year. |
• | Calculated current billings was $81.2 million, representing a 25% increase year-over-year. |
• | GAAP loss from operations was $22.7 million, compared to a loss of $15.4 million in the first quarter of 2018. |
• | Non-GAAP loss from operations was $13.2 million, compared to a loss of $12.9 million in the first quarter of 2018. |
• | GAAP net loss was $21.4 million, compared to a loss of $15.9 million in the first quarter of 2018. |
• | GAAP net loss per share was $0.23, compared to a loss per share of $0.68 in the first quarter of 2018. |
• | Non-GAAP net loss was $12.6 million, compared to a loss of $13.4 million in the first quarter of 2018. |
• | Pro forma non-GAAP net loss per share was $0.13, compared to a loss per share of $0.17 in the first quarter of 2018. |
• | Cash and cash equivalents and short-term investments were $299.0 million at March 31, 2019. |
• | Net cash used in operating activities was $0.9 million, compared to $0.5 million provided by operating activities in the first quarter of 2018. Free cash flow was $(3.2) million, compared to $(1.1) million in the first quarter of 2018. Both net cash used in operating activities and free cash flow in the first quarter of 2019 included a $4.9 million reduction related to employee stock purchase plan activity. |
• | Added 311 new enterprise platform customers and 41 net new six figure customers. |
• | Released Predictive Prioritization for Tenable.scTM (formerly SecurityCenter) and Tenable.io®, which enables organizations to reduce business risk by focusing on the vulnerabilities with the highest likelihood of being exploited. |
• | Integrated Tenable.io with Google Cloud Security Command Center (Cloud SCC), to provide organizations with enhanced visibility into their cloud assets, both public and private, delivered via a single dashboard. |
• | Integrated Tenable Industrial Security offering with Tenable.sc to provide security leaders with a single platform to measure, manage, and reduce cyber risk across both information technology (IT) networks and operational technology (OT) environments. |
• | Tenable Research discovered several high-priority vulnerabilities, including exploits impacting vendors in the access control system, network control and internet of things (IoT) space. |
• | Received several awards and distinctions, including recognition of Tenable.io as the Best Vulnerability Management Solution and Nessus® as one of the Most Critical Products of the Last 30 Years at the 2019 SC Awards. |
• | Revenue in the range of $82.0 million to $83.0 million. |
• | Non-GAAP loss from operations in the range of $15.0 million to $14.0 million. |
• | Non-GAAP net loss in the range of $14.5 million to $13.5 million. |
• | Non-GAAP net loss per share in the range of $0.15 to $0.14, assuming 95.7 million weighted average shares outstanding. |
• | Revenue in the range of $343.0 million to $347.0 million. |
• | Calculated current billings in the range of $413.0 million to $417.0 million. |
• | Non-GAAP loss from operations in the range of $57.0 million to $53.0 million. |
• | Non-GAAP net loss in the range of $54.0 million to $50.0 million, assuming a provision for income taxes between $4.6 million and $4.4 million. |
• | Non-GAAP net loss per share in the range of $0.56 to $0.52, assuming 96.0 million weighted average shares outstanding. |
Three Months Ended March 31, | |||||||
(in thousands, except per share data) | 2019 | 2018 | |||||
Revenue | $ | 80,301 | $ | 59,107 | |||
Cost of revenue(1) | 13,226 | 8,728 | |||||
Gross profit | 67,075 | 50,379 | |||||
Operating expenses: | |||||||
Sales and marketing(1) | 52,689 | 39,588 | |||||
Research and development(1) | 21,935 | 17,185 | |||||
General and administrative(1) | 15,136 | 9,055 | |||||
Total operating expenses | 89,760 | 65,828 | |||||
Loss from operations | (22,685 | ) | (15,449 | ) | |||
Interest income (expense), net | 1,556 | (26 | ) | ||||
Other (expense) income, net | (214 | ) | 18 | ||||
Loss before income taxes | (21,343 | ) | (15,457 | ) | |||
Provision for income taxes | 97 | 431 | |||||
Net loss | (21,440 | ) | (15,888 | ) | |||
Accretion of Series A and B redeemable convertible preferred stock | — | (188 | ) | ||||
Net loss attributable to common stockholders | $ | (21,440 | ) | $ | (16,076 | ) | |
Net loss per share attributable to common stockholders, basic and diluted | $ | (0.23 | ) | $ | (0.68 | ) | |
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted | 93,738 | 23,495 |
Three Months Ended March 31, | |||||||
2019 | 2018 | ||||||
Cost of revenue | $ | 652 | $ | 77 | |||
Sales and marketing | 3,366 | 602 | |||||
Research and development | 2,030 | 527 | |||||
General and administrative | 3,271 | 1,193 | |||||
Total stock-based compensation | $ | 9,319 | $ | 2,399 |
March 31, 2019 | December 31, 2018 | ||||||
(in thousands, except per share data) | (unaudited) | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 167,966 | $ | 165,116 | |||
Short-term investments | 131,014 | 118,119 | |||||
Accounts receivable (net of allowance for doubtful accounts of $370 and $188 at March 31, 2019 and December 31, 2018, respectively) | 56,975 | 68,261 | |||||
Deferred commissions | 23,838 | 23,272 | |||||
Prepaid expenses and other current assets | 20,636 | 22,020 | |||||
Total current assets | 400,429 | 396,788 | |||||
Property and equipment, net | 12,714 | 11,348 | |||||
Deferred commissions (net of current portion) | 35,973 | 36,162 | |||||
Operating lease right-of-use assets | 9,829 | 8,504 | |||||
Other assets | 7,446 | 7,810 | |||||
Total assets | $ | 466,391 | $ | 460,612 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 1,287 | $ | 171 | |||
Accrued expenses | 7,994 | 5,554 | |||||
Accrued compensation | 22,360 | 29,594 | |||||
Deferred revenue | 214,508 | 213,644 | |||||
Operating lease liabilities | 3,981 | 4,262 | |||||
Other current liabilities | 653 | 1,079 | |||||
Total current liabilities | 250,783 | 254,304 | |||||
Deferred revenue (net of current portion) | 77,397 | 76,259 | |||||
Operating lease liabilities (net of current portion) | 7,466 | 6,055 | |||||
Other liabilities | 2,536 | 2,231 | |||||
Total liabilities | 338,182 | 338,849 | |||||
Stockholders’ equity: | |||||||
Common stock (par value: $0.01; 500,000 shares authorized; 96,203 and 93,126 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively) | 962 | 931 | |||||
Additional paid-in capital | 614,774 | 586,940 | |||||
Accumulated other comprehensive income | 21 | — | |||||
Accumulated deficit | (487,548 | ) | (466,108 | ) | |||
Total stockholders’ equity | 128,209 | 121,763 | |||||
Total liabilities and stockholders’ equity | $ | 466,391 | $ | 460,612 |
Three Months Ended March 31, | |||||||
(in thousands) | 2019 | 2018 | |||||
Cash flows from operating activities: | |||||||
Net loss | $ | (21,440 | ) | $ | (15,888 | ) | |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||||||
Depreciation and amortization | 1,622 | 1,454 | |||||
Stock-based compensation | 9,319 | 2,399 | |||||
Other | (284 | ) | 80 | ||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable | 11,104 | 7,792 | |||||
Prepaid expenses and other current assets | 1,374 | 974 | |||||
Deferred commissions | (377 | ) | (276 | ) | |||
Other assets | 54 | 779 | |||||
Accounts payable and accrued expenses | 3,372 | 2,612 | |||||
Accrued compensation | (7,233 | ) | (4,303 | ) | |||
Deferred revenue | 2,002 | 4,797 | |||||
Other current liabilities | (429 | ) | 72 | ||||
Other liabilities | 42 | 12 | |||||
Net cash (used in) provided by operating activities | (874 | ) | 504 | ||||
Cash flows from investing activities: | |||||||
Purchases of property and equipment | (2,306 | ) | (1,596 | ) | |||
Purchases of short-term investments | (53,915 | ) | — | ||||
Sales and maturities of short-term investments | 41,750 | — | |||||
Net cash used in investing activities | (14,471 | ) | (1,596 | ) | |||
Cash flows from financing activities: | |||||||
Principal payments under finance lease obligations | (4 | ) | (116 | ) | |||
Proceeds from stock issued in connection with the employee stock purchase plan | 8,579 | — | |||||
Proceeds from the exercise of stock options | 9,878 | 479 | |||||
Net cash provided by financing activities | 18,453 | 363 | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (258 | ) | (57 | ) | |||
Net increase (decrease) in cash and cash equivalents and restricted cash | 2,850 | (786 | ) | ||||
Cash and cash equivalents and restricted cash at beginning of period | 165,378 | 27,472 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 168,228 | $ | 26,686 |
Revenue | Three Months Ended March 31, | ||||||
(in thousands) | 2019 | 2018 | |||||
Subscription revenue | $ | 64,737 | $ | 44,332 | |||
Perpetual license and maintenance revenue | 13,527 | 13,477 | |||||
Professional services and other revenue | 2,037 | 1,298 | |||||
Revenue(1) | $ | 80,301 | $ | 59,107 |
Calculated Current Billings | Three Months Ended March 31, | ||||||
(in thousands) | 2019 | 2018 | |||||
Revenue | $ | 80,301 | $ | 59,107 | |||
Add: Deferred revenue (current), end of period | 214,508 | 160,503 | |||||
Less: Deferred revenue (current), beginning of period | (213,644 | ) | (154,898 | ) | |||
Calculated current billings | $ | 81,165 | $ | 64,712 |
Free Cash Flow | Three Months Ended March 31, | ||||||
(in thousands) | 2019 | 2018 | |||||
Net cash (used in) provided by operating activities | $ | (874 | ) | $ | 504 | ||
Purchases of property and equipment | (2,306 | ) | (1,596 | ) | |||
Free cash flow(1) | $ | (3,180 | ) | $ | (1,092 | ) |
Non-GAAP Loss from Operations and Non-GAAP Operating Margin | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2019 | 2018 | |||||
Loss from operations | $ | (22,685 | ) | $ | (15,449 | ) | |
Stock-based compensation | 9,319 | 2,399 | |||||
Amortization of intangible assets | 151 | 151 | |||||
Non-GAAP loss from operations | $ | (13,215 | ) | $ | (12,899 | ) | |
Operating margin | (28 | )% | (26 | )% | |||
Non-GAAP operating margin | (16 | )% | (22 | )% |
Non-GAAP Net Loss, Non-GAAP Net Loss Per Share and Pro forma Non-GAAP Net Loss Per Share | Three Months Ended March 31, | ||||||
(in thousands, except per share data) | 2019 | 2018 | |||||
Net loss attributable to common stockholders | $ | (21,440 | ) | $ | (16,076 | ) | |
Accretion of Series A and B redeemable convertible preferred stock | — | 188 | |||||
Stock-based compensation | 9,319 | 2,399 | |||||
Tax impact of stock-based compensation(1) | (649 | ) | (23 | ) | |||
Amortization of intangible assets(1) | 151 | 151 | |||||
Non-GAAP net loss | $ | (12,619 | ) | $ | (13,361 | ) | |
Net loss per share attributable to common stockholders, basic and diluted | $ | (0.23 | ) | $ | (0.68 | ) | |
Accretion of Series A and B redeemable convertible preferred stock | — | 0.01 | |||||
Stock-based compensation | 0.10 | 0.10 | |||||
Tax impact of stock-based compensation(1) | — | — | |||||
Amortization of intangible assets(1) | — | — | |||||
Non-GAAP net loss per share, basic and diluted | $ | (0.13 | ) | $ | (0.57 | ) | |
Weighted-average shares used to compute net loss per share attributable to common stockholders and non-GAAP net loss per share, basic and diluted | 93,738 | 23,495 | |||||
Pro forma adjustment to reflect the assumed conversion of our convertible redeemable preferred stock as of the beginning of the period | — | 55,386 | |||||
Weighted-average shares used to compute pro forma non-GAAP net loss per share, basic and diluted | 93,738 | 78,881 | |||||
Pro forma non-GAAP net loss per share, basic and diluted | $ | (0.13 | ) | $ | (0.17 | ) |
Non-GAAP Gross Profit and Non-GAAP Gross Margin | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2019 | 2018 | |||||
Gross profit | $ | 67,075 | $ | 50,379 | |||
Stock-based compensation | 652 | 77 | |||||
Amortization of intangible assets | 151 | 151 | |||||
Non-GAAP gross profit | $ | 67,878 | $ | 50,607 | |||
Gross margin | 84 | % | 85 | % | |||
Non-GAAP gross margin | 85 | % | 86 | % |
Non-GAAP Sales and Marketing Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2019 | 2018 | |||||
Sales and marketing expense | $ | 52,689 | $ | 39,588 | |||
Less: Stock-based compensation | 3,366 | 602 | |||||
Non-GAAP sales and marketing expense | $ | 49,323 | $ | 38,986 | |||
Non-GAAP sales and marketing expense % of revenue | 61 | % | 66 | % |
Non-GAAP Research and Development Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2019 | 2018 | |||||
Research and development expense | $ | 21,935 | $ | 17,185 | |||
Less: Stock-based compensation | 2,030 | 527 | |||||
Non-GAAP research and development expense | $ | 19,905 | $ | 16,658 | |||
Non-GAAP research and development expense % of revenue | 25 | % | 28 | % |
Non-GAAP General and Administrative Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2019 | 2018 | |||||
General and administrative expense | $ | 15,136 | $ | 9,055 | |||
Less: Stock-based compensation | 3,271 | 1,193 | |||||
Non-GAAP general and administrative expense | $ | 11,865 | $ | 7,862 | |||
Non-GAAP general and administrative expense % of revenue | 15 | % | 13 | % |
Forecasted Non-GAAP Loss from Operations | Three Months Ending June 30, 2019 | Year Ending December 31, 2019 | |||||||||||||
(in millions) | Low | High | Low | High | |||||||||||
Forecasted loss from operations | $ | (27.2 | ) | $ | (26.2 | ) | $ | (102.6 | ) | $ | (98.6 | ) | |||
Forecasted stock-based compensation | 12.0 | 12.0 | 45.2 | 45.2 | |||||||||||
Forecasted amortization of intangible assets | 0.2 | 0.2 | 0.4 | 0.4 | |||||||||||
Forecasted non-GAAP loss from operations | $ | (15.0 | ) | $ | (14.0 | ) | $ | (57.0 | ) | $ | (53.0 | ) |
Forecasted Non-GAAP Net Loss and Non-GAAP Net Loss Per Share | Three Months Ending June 30, 2019 | Year Ending December 31, 2019 | |||||||||||||
(in millions, except per share data) | Low | High | Low | High | |||||||||||
Forecasted net loss | $ | (26.7 | ) | $ | (25.7 | ) | $ | (99.6 | ) | $ | (95.6 | ) | |||
Forecasted stock-based compensation(1) | 12.0 | 12.0 | 45.2 | 45.2 | |||||||||||
Forecasted amortization of intangible assets | 0.2 | 0.2 | 0.4 | 0.4 | |||||||||||
Forecasted non-GAAP net loss | $ | (14.5 | ) | $ | (13.5 | ) | $ | (54.0 | ) | $ | (50.0 | ) | |||
Forecasted net loss per share, basic and diluted | $ | (0.28 | ) | $ | (0.27 | ) | $ | (1.04 | ) | $ | (1.00 | ) | |||
Forecasted stock-based compensation(1) | 0.13 | 0.13 | 0.48 | 0.48 | |||||||||||
Forecasted amortization of intangible assets | — | — | — | — | |||||||||||
Forecasted Non-GAAP net loss per share, basic and diluted | $ | (0.15 | ) | $ | (0.14 | ) | $ | (0.56 | ) | $ | (0.52 | ) | |||
Forecasted weighted-average shares used to compute net loss per share, basic and diluted | 95.7 | 95.7 | 96.0 | 96.0 |