(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) |
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)) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Exhibit Number | Description | |
99.1 | ||
101.SCH | Inline XBRL Taxonomy Extension Schema Document. | |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |
104 | The cover page from Tenable's 8-K filed on April 28, 2020, formatted in Inline XBRL. |
TENABLE HOLDINGS, INC. | |||
Date: | April 28, 2020 | By: | /s/ Stephen A. Riddick |
Stephen A. Riddick | |||
General Counsel and Corporate Secretary |
• | Added 319 new enterprise platform customers and 24 net new six-figure customers |
• | Revenue of $102.6 million, up 28% year-over-year |
• | Net cash provided by operating activities of $4.5 million |
• | Free cash flow of $3.9 million, which is our first quarter of positive free cash flow as a public company |
• | Revenue was $102.6 million, representing a 28% increase year-over-year. |
• | Calculated current billings was $99.2 million, representing a 22% increase year-over-year. |
• | GAAP loss from operations was $21.7 million, compared to a loss of $22.7 million in the first quarter of 2019. |
• | Non-GAAP loss from operations was $7.7 million, compared to a loss of $13.2 million in the first quarter of 2019. |
• | GAAP net loss was $23.0 million, compared to a loss of $21.4 million in the first quarter of 2019. |
• | GAAP net loss per share was $0.23, consistent with the first quarter of 2019. |
• | Non-GAAP net loss was $8.8 million, compared to a loss of $12.6 million in the first quarter of 2019. |
• | Non-GAAP net loss per share was $0.09, compared to a loss per share of $0.13 in the first quarter of 2019. |
• | Cash and cash equivalents and short-term investments were $226.7 million at March 31, 2020, compared to $212.3 million at December 31, 2019. |
• | Net cash provided by operating activities was $4.5 million, compared to $0.9 million net cash used in operating activities in the first quarter of 2019. |
• | Free cash flow was $3.9 million, compared to $(3.2) million in the first quarter of 2019. |
• | Both cash flows from operating activities and free cash flow included a reduction related to employee stock purchase plan activity of $3.7 million and $4.9 million in the first quarter of 2020 and 2019, respectively. The first quarter of 2020 also included $0.7 million of acquisition-related payments for Indegy and $0.1 million of capital expenditures for our new headquarters. |
• | Added 319 new enterprise platform customers and 24 net new six-figure customers. |
• | Unveiled new Tenable.io® Web Application Scanning product enhancements to help enterprises secure the web applications that power the digital economy and represent the most common cyber attack threat they face. |
• | In response to the COVID-19 crisis, Tenable launched a program designed to help customers secure their remote workforces: |
◦ | Extended all Tenable.io licenses to cover additional assets through June 15 to assist with remote workforce transition. |
◦ | Offered Tenable.io licenses with agent scanning to Tenable.sc™ and Nessus® customers through June 15. |
◦ | Coordinated weekly virtual webinars with Tenable’s principal engineers which included tips on how to set up agent scanning, deployment best practices and live Q&A with experts to help address specific queries. |
• | Revenue in the range of $101.0 million to $103.0 million. |
• | Non-GAAP loss from operations in the range of $5.5 million to $3.5 million. |
• | Non-GAAP net loss in the range of $6.0 million to $4.0 million. |
• | Non-GAAP net loss per share in the range of $0.06 to $0.04. |
• | 99.8 million basic weighted average shares outstanding. |
Three Months Ended March 31, | |||||||
(in thousands, except per share data) | 2020 | 2019 | |||||
Revenue | $ | 102,648 | $ | 80,301 | |||
Cost of revenue(1) | 18,701 | 13,226 | |||||
Gross profit | 83,947 | 67,075 | |||||
Operating expenses: | |||||||
Sales and marketing(1) | 59,855 | 52,689 | |||||
Research and development(1) | 26,831 | 21,935 | |||||
General and administrative(1) | 18,933 | 15,136 | |||||
Total operating expenses | 105,619 | 89,760 | |||||
Loss from operations | (21,672 | ) | (22,685 | ) | |||
Interest income, net | 734 | 1,556 | |||||
Other expense, net | (960 | ) | (214 | ) | |||
Loss before income taxes | (21,898 | ) | (21,343 | ) | |||
Provision for income taxes | 1,079 | 97 | |||||
Net loss | $ | (22,977 | ) | $ | (21,440 | ) | |
Net loss per share, basic and diluted | $ | (0.23 | ) | $ | (0.23 | ) | |
Weighted-average shares used to compute net loss per share, basic and diluted | 98,855 | 93,738 |
Three Months Ended March 31, | |||||||
2020 | 2019 | ||||||
Cost of revenue | $ | 747 | $ | 652 | |||
Sales and marketing | 4,496 | 3,366 | |||||
Research and development | 2,948 | 2,030 | |||||
General and administrative | 4,844 | 3,271 | |||||
Total stock-based compensation | $ | 13,035 | $ | 9,319 |
March 31, 2020 | December 31, 2019 | ||||||
(in thousands, except per share data) | (unaudited) | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 107,769 | $ | 74,363 | |||
Short-term investments | 118,924 | 137,904 | |||||
Accounts receivable (net of allowance for doubtful accounts of $399 and $764 at March 31, 2020 and December 31, 2019, respectively) | 74,378 | 94,827 | |||||
Deferred commissions | 28,751 | 28,499 | |||||
Prepaid expenses and other current assets | 25,632 | 27,369 | |||||
Total current assets | 355,454 | 362,962 | |||||
Property and equipment, net | 30,534 | 26,847 | |||||
Deferred commissions (net of current portion) | 41,991 | 43,766 | |||||
Operating lease right-of-use assets | 41,283 | 42,847 | |||||
Intangible assets, net | 14,929 | 15,508 | |||||
Goodwill | 54,138 | 54,138 | |||||
Other assets | 11,245 | 12,544 | |||||
Total assets | $ | 549,574 | $ | 558,612 | |||
Liabilities and Stockholders’ Equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 4,404 | $ | 1,732 | |||
Accrued expenses | 14,536 | 8,436 | |||||
Accrued compensation | 23,357 | 36,634 | |||||
Deferred revenue | 270,916 | 274,348 | |||||
Operating lease liabilities | 4,866 | 5,209 | |||||
Other current liabilities | 750 | 1,284 | |||||
Total current liabilities | 318,829 | 327,643 | |||||
Deferred revenue (net of current portion) | 87,175 | 88,779 | |||||
Operating lease liabilities (net of current portion) | 40,301 | 40,663 | |||||
Other liabilities | 2,893 | 2,622 | |||||
Total liabilities | 449,198 | 459,707 | |||||
Stockholders’ equity: | |||||||
Common stock (par value: $0.01; 500,000 shares authorized; 100,003 and 98,587 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively) | 1,000 | 986 | |||||
Additional paid-in capital | 687,311 | 662,990 | |||||
Accumulated other comprehensive income | 163 | 50 | |||||
Accumulated deficit | (588,098 | ) | (565,121 | ) | |||
Total stockholders’ equity | 100,376 | 98,905 | |||||
Total liabilities and stockholders’ equity | $ | 549,574 | $ | 558,612 |
Three Months Ended March 31, | |||||||
(in thousands) | 2020 | 2019 | |||||
Cash flows from operating activities: | |||||||
Net loss | $ | (22,977 | ) | $ | (21,440 | ) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||||||
Depreciation and amortization | 2,678 | 1,622 | |||||
Stock-based compensation | 13,035 | 9,319 | |||||
Deferred income taxes | 41 | — | |||||
Other | 474 | (284 | ) | ||||
Changes in operating assets and liabilities: | |||||||
Accounts receivable | 20,813 | 11,104 | |||||
Prepaid expenses and other current assets | 1,663 | 1,374 | |||||
Deferred commissions | 1,523 | (377 | ) | ||||
Other assets | 2,155 | 54 | |||||
Accounts payable and accrued expenses | 3,669 | 3,372 | |||||
Accrued compensation | (13,277 | ) | (7,233 | ) | |||
Deferred revenue | (5,036 | ) | 2,002 | ||||
Other current liabilities | (535 | ) | (429 | ) | |||
Other liabilities | 266 | 42 | |||||
Net cash provided by (used in) operating activities | 4,492 | (874 | ) | ||||
Cash flows from investing activities: | |||||||
Purchases of property and equipment | (614 | ) | (2,306 | ) | |||
Purchases of short-term investments | (58,831 | ) | (53,915 | ) | |||
Sales and maturities of short-term investments | 78,175 | 41,750 | |||||
Net cash provided by (used in) investing activities | 18,730 | (14,471 | ) | ||||
Cash flows from financing activities: | |||||||
Principal payments under finance lease obligations | (4 | ) | (4 | ) | |||
Proceeds from stock issued in connection with the employee stock purchase plan | 7,307 | 8,579 | |||||
Proceeds from the exercise of stock options | 3,978 | 9,878 | |||||
Net cash provided by financing activities | 11,281 | 18,453 | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (1,097 | ) | (258 | ) | |||
Net increase in cash and cash equivalents and restricted cash | 33,406 | 2,850 | |||||
Cash and cash equivalents and restricted cash at beginning of period | 74,665 | 165,378 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 108,071 | $ | 168,228 |
Revenue | Three Months Ended March 31, | ||||||
(in thousands) | 2020 | 2019 | |||||
Subscription revenue | $ | 86,390 | $ | 64,737 | |||
Perpetual license and maintenance revenue | 13,419 | 13,527 | |||||
Professional services and other revenue | 2,839 | 2,037 | |||||
Revenue(1) | $ | 102,648 | $ | 80,301 |
Calculated Current Billings | Three Months Ended March 31, | ||||||
(in thousands) | 2020 | 2019 | |||||
Revenue | $ | 102,648 | $ | 80,301 | |||
Add: Deferred revenue (current), end of period | 270,916 | 214,508 | |||||
Less: Deferred revenue (current), beginning of period | (274,348 | ) | (213,644 | ) | |||
Calculated current billings | $ | 99,216 | $ | 81,165 |
Free Cash Flow | Three Months Ended March 31, | ||||||
(in thousands) | 2020 | 2019 | |||||
Net cash provided by (used in) operating activities | $ | 4,492 | $ | (874 | ) | ||
Purchases of property and equipment | (614 | ) | (2,306 | ) | |||
Free cash flow(1) | $ | 3,878 | $ | (3,180 | ) |
Non-GAAP Loss from Operations and Non-GAAP Operating Margin | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2020 | 2019 | |||||
Loss from operations | $ | (21,672 | ) | $ | (22,685 | ) | |
Stock-based compensation | 13,035 | 9,319 | |||||
Acquisition-related expenses | 339 | — | |||||
Amortization of acquired intangible assets | 579 | 151 | |||||
Non-GAAP loss from operations | $ | (7,719 | ) | $ | (13,215 | ) | |
Operating margin | (21 | )% | (28 | )% | |||
Non-GAAP operating margin | (8 | )% | (16 | )% |
Non-GAAP Net Loss, Non-GAAP Net Loss Per Share and Non-GAAP Net Loss Per Share | Three Months Ended March 31, | ||||||
(in thousands, except per share data) | 2020 | 2019 | |||||
Net loss | $ | (22,977 | ) | $ | (21,440 | ) | |
Acquisition-related expenses | 339 | — | |||||
Stock-based compensation | 13,035 | 9,319 | |||||
Tax impact of stock-based compensation(1) | 198 | (649 | ) | ||||
Amortization of acquired intangible assets(2) | 579 | 151 | |||||
Non-GAAP net loss | $ | (8,826 | ) | $ | (12,619 | ) | |
Net loss per share, basic and diluted | $ | (0.23 | ) | $ | (0.23 | ) | |
Acquisition-related expenses | — | — | |||||
Stock-based compensation | 0.13 | 0.10 | |||||
Tax impact of stock-based compensation(1) | — | — | |||||
Amortization of acquired intangible assets(2) | 0.01 | — | |||||
Non-GAAP net loss per share, basic and diluted | $ | (0.09 | ) | $ | (0.13 | ) | |
Weighted-average shares used to compute non-GAAP net loss per share, basic and diluted | 98,855 | 93,738 |
Non-GAAP Gross Profit and Non-GAAP Gross Margin | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2020 | 2019 | |||||
Gross profit | $ | 83,947 | $ | 67,075 | |||
Stock-based compensation | 747 | 652 | |||||
Amortization of acquired intangible assets | 579 | 151 | |||||
Non-GAAP gross profit | $ | 85,273 | $ | 67,878 | |||
Gross margin | 82 | % | 84 | % | |||
Non-GAAP gross margin | 83 | % | 85 | % |
Non-GAAP Sales and Marketing Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2020 | 2019 | |||||
Sales and marketing expense | $ | 59,855 | $ | 52,689 | |||
Less: Stock-based compensation | 4,496 | 3,366 | |||||
Non-GAAP sales and marketing expense | $ | 55,359 | $ | 49,323 | |||
Non-GAAP sales and marketing expense as % of revenue | 54 | % | 61 | % |
Non-GAAP Research and Development Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2020 | 2019 | |||||
Research and development expense | $ | 26,831 | $ | 21,935 | |||
Less: Stock-based compensation | 2,948 | 2,030 | |||||
Non-GAAP research and development expense | $ | 23,883 | $ | 19,905 | |||
Non-GAAP research and development expense as % of revenue | 23 | % | 25 | % |
Non-GAAP General and Administrative Expense | Three Months Ended March 31, | ||||||
(dollars in thousands) | 2020 | 2019 | |||||
General and administrative expense | $ | 18,933 | $ | 15,136 | |||
Less: Stock-based compensation | 4,844 | 3,271 | |||||
Less: Acquisition-related expenses | 339 | — | |||||
Non-GAAP general and administrative expense | $ | 13,750 | $ | 11,865 | |||
Non-GAAP general and administrative expense as % of revenue | 13 | % | 15 | % |
Forecasted Non-GAAP Loss from Operations | Three Months Ending June 30, 2020 | ||||||
(in millions) | Low | High | |||||
Forecasted loss from operations | $ | (22.3 | ) | $ | (20.3 | ) | |
Forecasted stock-based compensation | 16.2 | 16.2 | |||||
Forecasted amortization of acquired intangible assets | 0.6 | 0.6 | |||||
Forecasted non-GAAP loss from operations | $ | (5.5 | ) | $ | (3.5 | ) |
Forecasted Non-GAAP Net Loss and Non-GAAP Net Loss Per Share | Three Months Ending June 30, 2020 | ||||||
(in millions, except per share data) | Low | High | |||||
Forecasted net loss | $ | (23.2 | ) | $ | (21.2 | ) | |
Forecasted stock-based compensation | 16.2 | 16.2 | |||||
Tax impact of stock-based compensation | 0.4 | 0.4 | |||||
Forecasted amortization of acquired intangible assets | 0.6 | 0.6 | |||||
Forecasted non-GAAP net loss | $ | (6.0 | ) | $ | (4.0 | ) | |
Forecasted net loss per share, basic and diluted | $ | (0.23 | ) | $ | (0.21 | ) | |
Forecasted stock-based compensation | 0.16 | 0.16 | |||||
Tax impact of stock-based compensation | — | — | |||||
Forecasted amortization of acquired intangible assets | 0.01 | 0.01 | |||||
Forecasted non-GAAP net loss per share, basic and diluted | $ | (0.06 | ) | $ | (0.04 | ) | |
Forecasted weighted-average shares used to compute net loss per share, basic and diluted | 99.8 | 99.8 |
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Document and Entity Information Document |
Apr. 28, 2020 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Document Period End Date | Apr. 28, 2020 |
Entity Registrant Name | TENABLE HOLDINGS, INC. |
Entity Incorporation, State or Country Code | DE |
Entity File Number | 001-38600 |
Entity Tax Identification Number | 47-5580846 |
Entity Address, Address Line One | 7021 Columbia Gateway Drive |
Entity Address, Address Line Two | Suite 500 |
Entity Address, City or Town | Columbia |
Entity Address, State or Province | MD |
Entity Address, Postal Zip Code | 21046 |
City Area Code | 410 |
Local Phone Number | 872-0555 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, par value $0.01 per share |
Trading Symbol | TENB |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0001660280 |
Amendment Flag | false |