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      Coupa Software Reports Third Quarter Fiscal 2021 Financial Results

      Record Quarterly Revenues of $133 Million, 31% Year-Over-Year Growth

      Quarterly Calculated Billings of $140 Million, 33% Year-Over-Year Growth

      Quarterly Operating Cash Flows and Adjusted Free Cash Flows of $19 Million and $17 Million, Respectively

      Coupa Software (PRNewsfoto/Coupa Software)

      News provided by

      Coupa Software

      Dec 07, 2020, 16:03 ET

      Share this article

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      SAN MATEO, Calif., Dec. 7, 2020 /PRNewswire/ -- Coupa Software (NASDAQ: COUP) today announced financial results for its third fiscal quarter ended October 31, 2020.

      "We were very pleased to deliver over 30% year-over-year billings growth, as well as another quarter of record revenue," said Rob Bernshteyn, chairman and chief executive officer at Coupa. "As we approach the end of the year with a focus on resilience and long-term market dominance, we continue to be assertive in expanding our comprehensive Business Spend Management platform to address all spend, unlocking value and profitability for the ever-growing set of customers in our community."

      Chief Revenue Officer Steven Winter will be retiring from his executive position at the end of the company's 2021 fiscal year.  Rob Glenn, currently Coupa's SVP Americas, will be promoted and will be in charge of all global sales, effective February 1, 2021, and will report directly to Rob Bernshteyn, Coupa's CEO.  Mr. Winter will remain employed in an advisory role during fiscal 2022.   

      Third Quarter Results:

      • Total revenues were $133.0 million, an increase of 31% compared to the same period last year. Subscription revenues were $118.1 million, an increase of 31% compared to the same period last year.

      • GAAP operating loss was $33.6 million, compared to a GAAP operating loss of $16.9 million for the same period last year. Non-GAAP operating income was $14.3 million, compared to a non-GAAP operating income of $11.6 million for the same period last year.

      • GAAP net loss was $60.8 million, compared to a GAAP net loss of $26.3 million for the same period last year. GAAP net loss per basic and diluted share was $0.88, compared to a GAAP net loss per basic and diluted share of $0.42 for the same period last year. Non-GAAP net income was $13.0 million, compared to a non-GAAP net income of $14.2 million for the same period last year. Non-GAAP net income per diluted share was $0.18, compared to non-GAAP net income per diluted share of $0.20 for the same period last year.

      • Operating cash flows and adjusted free cash flows were positive $19.0 million and $17.3 million, respectively.

      See the section titled "Non-GAAP Financial Measures" and the reconciliation tables below for important information regarding the non-GAAP measures used by Coupa.

      Business Outlook:

      The following forward-looking statements reflect Coupa's expectations as of December 7, 2020, and include the expected impact from the LLamasoft acquisition.

      Fourth quarter of fiscal 2021:

      • Total revenues are expected to be $145.0 to $146.0 million.

      • Subscription revenues are expected to be $124.5 to $125.5 million.

      • Professional services and other revenues are expected to be approximately $20.5 million.

      • Non-GAAP loss from operations is expected to be $6.0 to $8.0 million.

      • Non-GAAP net loss per basic and diluted share is expected to be $0.11 to $0.13 per share.

      • Basic and diluted weighted average share count is expected to be approximately 72.0 million shares.

      Full year fiscal 2021:

      • Total revenues are expected to be $523.0 to $524.0 million.

      • Non-GAAP income from operations is expected to be $34.0 to $36.0 million.

      • Non-GAAP net income per diluted share is expected to be $0.47 to $0.49 per share.

      • Diluted weighted average share count is expected to be approximately 72.5 million shares.

      Coupa has not reconciled its expectations for non-GAAP income or loss from operations to GAAP loss from operations, or non-GAAP net income or loss per share to GAAP net loss per share because certain items excluded from non-GAAP income or loss from operations and non-GAAP net income or loss, such as charges related to stock-based compensation expenses, amortization of acquired intangible assets, the change in fair value of contingent consideration related to acquisition earnout payments, amortization of debt discount and issuance costs, gain or loss on conversion of convertible senior notes, and related tax effects, including non-recurring income tax adjustments, cannot be reasonably calculated or predicted at this time. In addition, the effect of the anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes cannot be reasonably calculated or predicted at this time. The effect of these items may be significant.

      Recent Business Highlights:

      • Welcomed many new customers into the Coupa community in Q3, including the following: ADB Companies, Akzo Nobel, Casey's General Stores, Damm, DHL Global Forwarding LATAM, Downer EDI Services, Elevate Textiles, Flender, GIS International, GlobalLogic, Ibstock Brick, iCapital Network, Immunovant, Interroll, Kodiak Sciences, Kura Oncology, Latchable, LKAB, Mayne Pharma, miR Scientific, OES Equipment, Ovid Therapeutics, Pilot Freight Services, SafetyCulture, Sam's Mart, Solomon Telekom, Turo, Unicharm, United Safety and Survivability, Uniting Care – Queensland, University of Bristol, Venture Global, Welbilt, and ZoomInfo.

      • Acquired AI-powered supply chain design and planning leader, LLamasoft, in November 2020.

      • Appointed Michelle Brennan to the Board of Directors.

      • Smarter Together Webinar discussed how communities will shape the next revolution in business.

      • Expanded partnership with American Express to bring Virtual Card payments to the US.

      • Named a Leader in the 2020 Gartner Magic Quadrant for Procure-to-Pay suites for the fifth consecutive time.

      Conference Call Information:

      Coupa will host a conference call and live webcast for analysts and investors at 4:30 p.m. Eastern time today.

      The live webcast will be accessible on Coupa's investor relations website at http://investors.coupa.com. A replay will be available through the same link.

      Non-GAAP Financial Measures:

      In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and the accompanying tables contain certain non-GAAP financial measures, including non-GAAP operating income, non-GAAP net income and adjusted free cash flows. Coupa believes these non-GAAP measures are useful in evaluating its operating performance, and Coupa's management regularly reviews and uses these measures for business planning and other purposes.

      Non-GAAP operating income and non-GAAP net income exclude certain items from the corresponding GAAP measures, including: stock-based compensation expense; amortization of acquired intangible assets; the change in fair value of contingent consideration related to acquisition earnout payments; amortization of debt discount and issuance costs; gain or loss on conversion of convertible senior notes; and related tax effects, including non-recurring income tax adjustments. In addition, the weighted average diluted shares figure used to calculate non-GAAP net income per share reflects the anti-dilutive impact of the capped call transactions entered into in connection with the company's offerings of convertible notes.

      Adjusted free cash flows is defined as net cash provided by operating activities, less purchases of property and equipment, plus repayments of convertible senior notes attributable to debt discount. Coupa has the ability to settle obligations related to its senior notes through the use of cash, shares of its common stock, or a combination of both, at its election.

      Coupa believes these non-GAAP measures are useful to investors and other users of its financial information because they provide a way to measure and evaluate Coupa's underlying operating performance and the strength of its core business consistently across the periods presented. Coupa believes these non-GAAP measures are also useful for comparing its operating performance to that of other companies in its industry, because they eliminate the effects of certain items that may vary between companies for reasons unrelated to their operating performance. Coupa believes that adjusted free cash flows also provides a useful measure of the company's capital strength and liquidity, although it is not intended and should not be viewed as the amount of residual cash flow available for discretionary expenditures.

      Coupa uses these non-GAAP measures in conjunction with GAAP measures as part of its overall assessment of its performance and liquidity, including the preparation of its annual operating budget and quarterly forecasts, to evaluate the effectiveness of its business strategies, and to communicate with its board of directors concerning its financial performance and liquidity. Coupa's definitions of its non-GAAP measures may differ from those used by other companies for similarly-titled measures, and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Thus, Coupa's non-GAAP measures should be considered in addition to, not as substitutes for, or in isolation from, the company's GAAP results.

      Coupa encourages investors and others to review its financial information in its entirety, not to rely on any single financial measure and to view its non-GAAP measures in conjunction with GAAP financial measures. In addition, Coupa compensates for the limitations of its non-GAAP financial measures by providing a reconciliation of each non-GAAP measure to the most directly comparable GAAP financial measure. These reconciliations are included in the tables attached to this release.

      Forward-Looking Statements:

      This release includes forward-looking statements. All statements other than statements of historical facts, including the statements of management and statements in "Business Outlook," are forward-looking statements. These forward-looking statements are based on Coupa's current expectations and projections about future events and trends that Coupa believes may affect its financial condition, results of operations, strategy, short- and long-term business operations and objectives, and financial needs.

      These forward-looking statements are subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including: the uncertain impact of the COVID-19 pandemic; Coupa has a limited operating history at its current scale, which makes it difficult to predict its future operating results; if Coupa fails to manage its recent rapid growth effectively, Coupa may be unable to execute its business plan, maintain high levels of service, or adequately address competitive challenges; the impact of acquisitions on its business, such as integration issues, assumption of unknown or unforeseen liabilities and ability to retain customers; if Coupa is unable to attract new customers, the growth of its revenues will be adversely affected; because its platform is sold to large enterprises with complex operating environments, Coupa encounters long and unpredictable sales cycles; the markets in which Coupa participates are intensely competitive; Coupa's business depends in part on its customers renewing their subscriptions and purchasing additional subscriptions; if Coupa fails to develop widespread brand awareness cost-effectively, its business may suffer; risks and liabilities related to breach of its security measures or unauthorized access to customer data; and the impact of foreign currency exchange rates and global economic conditions.

      These and other risks and uncertainties that could affect Coupa's future results are included under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations," in Coupa's quarterly report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on September 9, 2020, which is available at investors.coupa.com and on the SEC's website at www.sec.gov. Further information on potential risks that could affect actual results will be included in other periodic filings Coupa makes with the SEC.

      The forward-looking statements in this release reflect Coupa's expectations as of December 7, 2020. Coupa undertakes no obligation to update publicly any forward-looking statements for any reason after the date of this release to conform these statements to actual results or to changes in its expectations.

      About Coupa Software

      Coupa empowers companies around the world with the visibility and control they need to spend smarter and safer. To learn more about how Coupa can help you spend smarter, visit www.coupa.com. Read more on the Coupa Blog or follow @Coupa on Twitter.

      COUPA SOFTWARE INCORPORATED

      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

      (in thousands, except per share amounts)

      (unaudited)



      Three Months Ended
      October 31,


      Nine Months Ended
      October 31,




      2020


      2019


      2020


      2019

      Revenues:








      Subscription

      $

      118,083



      $

      90,175



      $

      335,399



      $

      246,614


      Professional services and other

      14,881



      11,609



      42,700



      31,653


      Total revenues

      132,964



      101,784



      378,099



      278,267


      Cost of revenues:








      Subscription

      36,528



      23,752



      99,335



      63,217


      Professional services and other

      14,259



      13,542



      42,729



      35,896


      Total cost of revenues

      50,787



      37,294



      142,064



      99,113


      Gross profit

      82,177



      64,490



      236,035



      179,154


      Operating expenses:








      Research and development

      30,528



      23,460



      87,459



      67,838


      Sales and marketing

      53,204



      39,145



      149,831



      112,575


      General and administrative

      32,092



      18,830



      69,941



      56,297


      Total operating expenses

      115,824



      81,435



      307,231



      236,710


      Loss from operations

      (33,647)



      (16,945)



      (71,196)



      (57,556)


      Interest expense

      (29,308)



      (13,188)



      (61,820)



      (24,874)


      Interest income and other, net

      746



      4,076



      8,833



      6,479


      Loss before provision for (benefit from) income taxes

      (62,209)



      (26,057)



      (124,183)



      (75,951)


      Provision for (benefit from) income taxes

      (1,411)



      260



      (5,453)



      (9,172)


      Net loss

      $

      (60,798)



      $

      (26,317)



      $

      (118,730)



      $

      (66,779)


      Net loss per share, basic and diluted

      $

      (0.88)



      $

      (0.42)



      $

      (1.76)



      $

      (1.08)


      Weighted-average number of shares used in computing net loss per
         share, basic and diluted

      68,941



      63,057



      67,349



      61,973


      COUPA SOFTWARE INCORPORATED

      CONDENSED CONSOLIDATED BALANCE SHEETS

      (in thousands, except per share amounts)

      (unaudited)



      October 31,
      2020


      January 31,
      2020

      Assets




      Current assets:




      Cash and cash equivalents

      $

      1,251,006



      $

      268,045


      Marketable securities

      103,134



      499,160


      Accounts receivable, net of allowances

      98,301



      118,508


      Prepaid expenses and other current assets

      33,553



      31,636


      Deferred commissions, current portion

      13,384



      11,982


      Total current assets

      1,499,378



      929,331


      Property and equipment, net

      23,963



      18,802


      Deferred commissions, net of current portion

      30,775



      30,921


      Goodwill

      544,391



      442,112


      Intangible assets, net

      145,511



      128,660


      Operating lease right-of-use assets

      29,689



      32,026


      Other assets

      24,762



      12,221


      Total assets

      $

      2,298,469



      $

      1,594,073


      Liabilities, Temporary Equity and Stockholders' Equity




      Current liabilities:




      Accounts payable

      $

      2,447



      $

      3,517


      Accrued expenses and other current liabilities

      78,377



      54,245


      Deferred revenue, current portion

      250,680



      257,692


      Current portion of convertible senior notes, net

      600,062



      187,115


      Operating lease liabilities, current portion

      8,794



      8,199


      Total current liabilities

      940,360



      510,768


      Convertible senior notes, net

      879,840



      562,612


      Deferred revenue, net of current portion

      5,245



      4,091


      Operating lease liabilities, net of current portion

      22,436



      25,490


      Other liabilities

      37,589



      28,620


      Total liabilities

      1,885,470



      1,131,581


      Temporary equity

      185



      16,835


      Stockholders' equity:




      Preferred stock, $0.0001 par value per share

      —



      —


      Common stock, $0.0001 par value per share

      7



      7


      Additional paid-in capital

      872,200



      790,468


      Accumulated other comprehensive income

      5,026



      871


      Accumulated deficit

      (464,419)



      (345,689)


      Total stockholders' equity

      412,814



      445,657


      Total liabilities, temporary equity and stockholders' equity

      $

      2,298,469



      $

      1,594,073


      COUPA SOFTWARE INCORPORATED

      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

      (in thousands)

      (unaudited)



      Nine Months Ended
      October 31,



      2020


      2019

      Cash flows from operating activities




      Net loss

      $

      (118,730)



      $

      (66,779)


      Adjustments to reconcile net loss to net cash provided by operating activities:




      Depreciation and amortization

      36,529



      19,165


      Amortization of premium on marketable securities, net

      869



      374


      Amortization of deferred commissions

      10,102



      6,675


      Amortization of debt discount and issuance costs

      58,727



      23,350


      Stock-based compensation

      94,851



      60,068


      Gain on conversion of convertible senior notes

      (3,166)



      —


      Repayments of convertible senior notes attributable to debt discount

      (27,208)



      —


      Other

      3,923



      (637)


      Changes in operating assets and liabilities net of effects from acquisitions:




      Accounts receivable

      22,519



      23,855


      Prepaid expenses and other current assets

      1,591



      (9,839)


      Other assets

      (2,730)



      (2,998)


      Deferred commissions

      (11,355)



      (15,491)


      Accounts payable

      (1,435)



      (4,126)


      Accrued expenses and other liabilities

      4,941



      6,895


      Deferred revenue

      (11,630)



      5,365


      Net cash provided by operating activities

      57,798



      45,877


      Cash flows from investing activities




      Purchases of marketable securities

      (788,047)



      (318,759)


      Maturities of marketable securities

      351,973



      44,796


      Sale of marketable securities

      830,125



      199,314


      Acquisitions, net of cash acquired

      (94,121)



      (208,505)


      Purchases of property and equipment

      (9,559)



      (9,862)


      Net cash provided by (used in) investing activities

      290,371



      (293,016)


      Cash flows from financing activities




      Proceeds from issuance of convertible senior notes, net of issuance costs

      1,355,066



      786,157


      Purchase of capped calls

      (192,786)



      (118,738)


      Repayments of convertible senior notes

      (554,244)



      —


      Proceeds from the exercise of common stock options

      14,425



      14,095


      Proceeds from issuance of common stock for employee stock purchase plan

      15,631



      11,455


      Net cash provided by financing activities

      638,092



      692,969


      Effects of foreign currency exchange rates on cash, cash equivalents, and restricted cash

      128



      —


      Net increase in cash, cash equivalents, and restricted cash

      986,389



      445,830


      Cash, cash equivalents, and restricted cash at beginning of year

      268,280



      141,319


      Cash, cash equivalents, and restricted cash at end of period

      $

      1,254,669



      $

      587,149


      Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated
         balance sheets




      Cash and cash equivalents

      $

      1,251,006



      $

      587,029


      Restricted cash included in other assets

      3,663



      120


      Total cash, cash equivalents, and restricted cash

      $

      1,254,669



      $

      587,149



      COUPA SOFTWARE INCORPORATED

      Reconciliation of GAAP to Non-GAAP Financial Measures

      Three Months Ended October 31, 2020

      (in thousands, except percentages and per share amounts)

      (unaudited)



      GAAP


      Stock-Based
      Compensation
      Expenses


      Amortization of
      Acquired
      Intangible Assets


      Amortization of
      Debt Discount and
      Issuance Costs


      Loss on
      Conversion of
      Convertible
      Senior Notes


      Non-GAAP

      Costs and expenses:












      Costs of subscription

      $

      36,528



      $

      (2,836)



      $

      (8,212)



      $

      —



      $

      —



      $

      25,480


      Costs of professional services and other

      14,259



      (2,939)



      (200)



      —



      —



      11,120


      Gross profit

      61.8

      %


      4.3

      %


      6.3

      %


      0.0

      %


      0.0

      %


      72.5

      %













      Research and development

      30,528



      (7,691)



      —



      —



      —



      22,837


      Sales and marketing

      53,204



      (9,790)



      (2,698)



      —



      —



      40,716


      General and administrative

      32,092



      (13,555)



      —



      —



      —



      18,537


      Income (loss) from operations

      (33,647)



      36,811



      11,110



      —



      —



      14,274


      Operating margin

      (25.3)

      %


      27.7

      %


      8.4

      %


      0.0

      %


      0.0

      %


      10.7

      %













      Interest expense

      (29,308)



      —



      —



      27,370



      —



      (1,938)


      Interest income and other, net

      746



      —



      —



      —



      36



      782


      Income (loss) before provision for (benefit from)

      income taxes

      (62,209)



      36,811



      11,110



      27,370



      36



      13,118


      Provision for (benefit from) income taxes

      (1,411)



      290



      (163)



      1,376



      —



      92


      Net income (loss)

      (60,798)



      36,521



      11,273



      25,994



      36



      13,026














      Net income (loss) per share, basic (1)

      $

      (0.88)











      $

      0.19


      Net income (loss) per share, diluted (1)

      $

      (0.88)











      $

      0.18




      (1)

      GAAP net loss per share is calculated based upon 68,941 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon
      68,941 basic and 73,766 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the
      convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.

      COUPA SOFTWARE INCORPORATED

      Reconciliation of GAAP to Non-GAAP Financial Measures

      Three Months Ended October 31, 2019

      (in thousands, except percentages and per share amounts)

      (unaudited)



      GAAP


      Stock-Based
      Compensation
      Expenses


      Amortization of
      Acquired
      Intangible Assets


      Amortization of
      Debt Discount and
      Issuance Costs


      Non-GAAP

      Costs and expenses:










      Costs of subscription

      $

      23,752



      $

      (1,886)



      $

      (4,654)



      $

      —



      $

      17,212


      Costs of professional services and other

      13,542



      (2,113)



      (200)



      —



      11,229


      Gross profit

      63.4

      %


      3.9

      %


      4.8

      %


      0.0

      %


      72.1

      %











      Research and development

      23,460



      (5,517)



      —



      —



      17,943


      Sales and marketing

      39,145



      (6,135)



      (1,686)



      —



      31,324


      General and administrative

      18,830



      (6,304)



      —



      —



      12,526


      Income (loss) from operations

      (16,945)



      21,955



      6,540



      —



      11,550


      Operating margin

      (16.6)

      %


      21.6

      %


      6.4

      %


      0.0

      %


      11.3

      %











      Interest expense

      (13,188)



      —



      —



      12,352



      (836)


      Interest income and other, net

      4,076



      —



      —



      —



      4,076


      Income (loss) before provision for (benefit from) income taxes

      (26,057)



      21,955



      6,540



      12,352



      14,790


      Provision for (benefit from) income taxes

      260



      489



      (123)



      —



      626


      Net income (loss)

      (26,317)



      21,466



      6,663



      12,352



      14,164












      Net income (loss) per share, basic (1)

      $

      (0.42)









      $

      0.22


      Net income (loss) per share, diluted (1)

      $

      (0.42)









      $

      0.20




      (1)

      GAAP net loss per share is calculated based upon 63,057 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon
      63,057 basic and 71,687 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the
      convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.

      COUPA SOFTWARE INCORPORATED

      Reconciliation of GAAP to Non-GAAP Financial Measures

      Nine Months Ended October 31, 2020

      (in thousands, except percentages and per share amounts)

      (unaudited)



      GAAP


      Stock-Based
      Compensation
      Expenses


      Amortization of
      Acquired
      Intangible Assets


      Change in Fair
      Value of
      Contingent
      Consideration
      Liability


      Amortization of
      Debt Discount and
      Issuance Costs


      Gain on
      Conversion of
      Convertible
      Senior Notes


      Other

      Expenses (2)


      Non-GAAP

      Costs and expenses:
















      Costs of subscription

      $

      99,335



      $

      (7,641)



      $

      (22,370)



      $

      —



      $

      —



      $

      —



      $

      —



      $

      69,324


      Costs of professional services
      and other

      42,729



      (8,303)



      (600)



      —



      —



      —



      —



      33,826


      Gross profit

      62.4

      %


      4.2

      %


      6.1

      %


      0.0

      %


      0.0

      %


      0.0

      %


      0.0

      %


      72.7

      %

















      Research and development

      87,459



      (21,131)



      —



      —



      —



      —



      —



      66,328


      Sales and marketing

      149,831



      (26,558)



      (7,368)



      —



      —



      —



      —



      115,905


      General and administrative

      69,941



      (31,218)



      —



      12,500



      —



      —



      —



      51,223


      Income (loss) from operations

      (71,196)



      94,851



      30,338



      (12,500)



      —



      —



      —



      41,493


      Operating margin

      (18.8)

      %


      25.1

      %


      8.0

      %


      (3.3)

      %


      0.0

      %


      0.0

      %


      0.0

      %


      11.0

      %

















      Interest expense

      (61,820)



      —



      —



      —



      58,727



      —



      —



      (3,093)


      Interest income and other, net

      8,833



      —



      —



      —



      —



      (3,166)



      —



      5,667


      Income (loss) before provision for
      (benefit from) income
      taxes

      (124,183)



      94,851



      30,338



      (12,500)



      58,727



      (3,166)



      —



      44,067


      Provision for (benefit from) income
      taxes

      (5,453)



      4,321



      (315)



      —



      2,485



      —



      310



      1,348


      Net income (loss)

      (118,730)



      90,530



      30,653



      (12,500)



      56,242



      (3,166)



      (310)



      42,719


















      Net income (loss) per share, basic (1)

      $

      (1.76)















      $

      0.63


      Net income (loss) per share, diluted (1)

      $

      (1.76)















      $

      0.59




      (1)

      GAAP net loss per share is calculated based upon 67,349 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon
      67,349 basic and 71,854 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the
      convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.

      (2)

      Other expenses consists of the release of valuation allowances against deferred tax assets.

      COUPA SOFTWARE INCORPORATED

      Reconciliation of GAAP to Non-GAAP Financial Measures

      Nine Months Ended October 31, 2019

      (in thousands, except percentages and per share amounts)

      (unaudited)



      GAAP


      Stock-Based
      Compensation
      Expenses


      Amortization of
      Acquired
      Intangible Assets


      Amortization of
      Debt Discount and
      Issuance Costs


      Other

      Expenses (2)


      Non-GAAP

      Costs and expenses:












      Costs of subscription

      $

      63,217



      $

      (5,045)



      $

      (11,535)



      $

      —



      $

      —



      $

      46,637


      Costs of professional services and other

      35,896



      (5,581)



      (200)



      —



      —



      30,115


      Gross profit

      64.4

      %


      3.8

      %


      4.2

      %


      0.0

      %


      0.0

      %


      72.4

      %













      Research and development

      67,838



      (14,640)



      —



      —



      —



      53,198


      Sales and marketing

      112,575



      (17,034)



      (4,342)



      —



      —



      91,199


      General and administrative

      56,297



      (17,768)



      —



      —



      —



      38,529


      Income (loss) from operations

      (57,556)



      60,068



      16,077



      —



      —



      18,589


      Operating margin

      (20.7)

      %


      21.6

      %


      5.8

      %


      0.0

      %


      0.0

      %


      6.7

      %













      Interest expense

      (24,874)



      —



      —



      23,350



      —



      (1,524)


      Interest income and other, net

      6,479



      —



      —



      —



      —



      6,479


      Income (loss) before provision for (benefit from) income
      taxes

      (75,951)



      60,068



      16,077



      23,350



      —



      23,544


      Provision for (benefit from) income taxes

      (9,172)



      1,797



      (369)



      —



      9,671



      1,927


      Net income (loss)

      (66,779)



      58,271



      16,446



      23,350



      (9,671)



      21,617














      Net income (loss) per share, basic (1)

      $

      (1.08)











      $

      0.35


      Net income (loss) per share, diluted (1)

      $

      (1.08)











      $

      0.31




      (1)

      GAAP net loss per share is calculated based upon 61,973 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share is calculated based upon
      61,973 basic and 69,856 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the
      convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.

      (2)

      Other expenses consists of the release of a valuation allowance against deferred tax assets.

      COUPA SOFTWARE INCORPORATED

      Reconciliation of GAAP Cash Flows from Operations to Adjusted Free Cash Flows

      (A Non-GAAP Financial Measure)

      (in thousands)

      (unaudited)




      Three Months Ended October 31,


      Nine Months Ended October 31,



      2020


      2019


      2020


      2019

      Net cash provided by operating activities


      $

      19,001



      $

      25,832



      $

      57,798



      $

      45,877


      Less: purchases of property and equipment


      (2,531)



      (3,689)



      (9,559)



      (9,862)


      Add: repayments of convertible senior notes attributable to debt discount


      872



      —



      27,208



      —


      Adjusted free cash flows


      $

      17,342



      $

      22,143



      $

      75,447



      $

      36,015


      SOURCE Coupa Software

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