☒
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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26-2017431
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.001 per share
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NEWR
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New York Stock Exchange
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Small reporting company
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☐
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Emerging growth company
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☐
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Page
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 16.
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•
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our future financial performance, including our revenue, cost of revenue, gross profit, gross margin, operating expenses, ability to generate positive cash flow, and ability to achieve and maintain GAAP (as defined below) and non-GAAP profitability;
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•
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use and limitations of non-GAAP financial measures;
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•
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the sufficiency of our cash and cash equivalents to meet our working capital, capital expenditure, and liquidity needs;
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•
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our ability to attract and retain customers to use our products, to optimize the pricing for our products, to expand our sales to our customers, and to convince our existing customers to renew subscriptions;
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•
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our growth strategy, including increasing usage within our installed base, addition of new customers, penetration of international markets, and expansion of our platform and capabilities;
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•
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the evolution of technologies affecting our products and markets;
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•
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our ability to innovate and provide a superior user experience and our intentions and strategy with respect thereto;
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•
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our ability to successfully penetrate enterprise markets;
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•
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our ability to successfully expand in our existing markets and into new markets, including international markets;
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•
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the attraction and retention of key personnel;
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•
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our ability to effectively manage our growth and future expenses;
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•
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our ability to maintain, protect, and enhance our intellectual property rights;
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•
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worldwide economic conditions and their impact on spending; and
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•
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our ability to comply with modified or new laws and regulations applying to our business, including privacy and data security regulations.
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•
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performance monitoring providers such as AppDynamics, Inc. (an operating division of Cisco Systems, Inc.), Datadog, Inc., Dynatrace LLC, SignalFX, Inc., and Splunk Inc.;
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•
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diversified technology companies such as International Business Machines Corporation, Microsoft Corporation, and Oracle Corporation;
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•
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large enterprise software and service companies such as BMC Software, Inc. and CA, Inc. (a subsidiary of Broadcom, Inc.); and
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•
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companies offering analytics products competing with our New Relic Insights product, including Amazon Web Services, Inc., and Google LLC.
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•
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product and platform features, architecture, reliability, security, performance, effectiveness, and supported environments;
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•
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product extensibility and ability to integrate with other technology infrastructures;
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•
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digital operations expertise;
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•
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ease of use of products and platform capabilities;
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•
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total cost of ownership;
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•
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adherence to industry standards and certifications;
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•
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strength of sales and marketing efforts;
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•
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brand awareness and reputation; and
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•
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focus on customer success.
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•
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sales and marketing, including expanding our direct sales organization and marketing programs, particularly for larger customers;
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•
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investments in our research and development team, and the development of new products, capabilities, features, and functionality;
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•
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expansion of our operations and infrastructure, both domestically and internationally;
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•
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hiring of additional employees; and
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•
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general administration, including legal, accounting, and other expenses related to our growing operations and infrastructure.
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•
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effectively attracting, training, integrating, and retaining a large number of new employees, particularly members of our sales and marketing teams and employees and consultants in jurisdictions outside of the United States;
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•
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further improving our key business systems, processes, and information technology infrastructure, including our and third-party hosted data centers, to support our business needs;
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•
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enhancing our information, training, and communication systems to ensure that our employees are well-coordinated and can effectively communicate with each other and our customers; and
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•
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improving our internal control over financial reporting and disclosure controls and procedures to ensure timely and accurate reporting of our operational and financial results.
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•
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performance monitoring providers such as AppDynamics, Inc. (an operating division of Cisco Systems, Inc.), Datadog, Inc., Dynatrace LLC, SignalFX, Inc. and Splunk Inc.;
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•
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diversified technology companies such as International Business Machines Corporation, Microsoft Corporation, and Oracle Corporation;
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•
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large enterprise software and service companies such as BMC Software, Inc. and CA, Inc. (a subsidiary of Broadcom, Inc.); and
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•
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companies offering analytics products competing with our New Relic Insights product, including Amazon Web Services, Inc. and Google LLC.
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•
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changes in a specific country’s or region’s political or economic conditions;
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•
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unexpected changes in regulatory requirements, taxes, or trade laws;
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•
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economic and political uncertainty around the world, including uncertainty regarding U.S foreign and domestic policies;
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•
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regional data security and privacy laws and regulations and the unauthorized use of, or access to, commercial and personal information;
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•
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differing labor regulations where labor laws are generally more advantageous to employees as compared to the United States, including deemed hourly wage and overtime regulations in these locations;
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•
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challenges inherent in efficiently managing an increased number of employees over large geographic distances, including the need to implement appropriate systems, policies, benefits, and compliance programs;
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•
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difficulties in managing a business in new markets with diverse cultures, languages, customs, legal systems, alternative dispute systems, and regulatory systems;
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•
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significant reliance upon, and potential disputes with, local business partners;
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•
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increased travel, real estate, infrastructure, and legal compliance costs associated with international operations;
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•
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currency exchange rate fluctuations and the resulting effect on our revenue and expenses, and the cost and risk of entering into hedging transactions if we chose to do so in the future;
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•
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limitations on our ability to repatriate earnings;
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•
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laws and business practices favoring local competitors, or general preferences for local vendors;
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•
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limited or insufficient intellectual property protection;
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•
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exposure to liabilities under anti-corruption, export controls and anti-money laundering laws, including the U.S. Foreign Corrupt Practices Act, and similar laws and regulations in other jurisdictions; and
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•
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adverse tax burdens and foreign exchange controls that could make it difficult to repatriate earnings and cash or create other collection difficulties.
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•
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customers, partners and third-party developers may not continue developing or supporting the integrations that they provide or they may favor a competitor’s or their own competitive offerings over ours;
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•
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we cannot provide any assurance that these integrations meet the same quality standards that we apply to our own development efforts, and, to the extent they contain bugs, defects, or security risks, they may create disruptions in our customers’ use of our software or negatively affect our brand;
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•
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we do not currently provide support for integrations developed by customers, partners and third-party software developers, and users may be left without support and potentially cease using our products if the developers do not provide support for their integrations; and
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•
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these customers, partners and third-party software developers may not possess the appropriate intellectual property rights to develop and share their integrations or the legal basis and privacy and security compliance measures to process or control personal data that flows through our systems.
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•
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actual or anticipated fluctuations in our operating results;
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•
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the financial projections we may provide to the public, any changes in these projections, or our failure to meet these projections;
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•
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failure of securities analysts to initiate or maintain coverage of our company, changes in financial estimates and publication of other news by any securities analysts who follow our company, or our failure to meet these estimates or the expectations of investors;
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•
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ratings changes by any securities analysts who follow our company;
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•
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announcements by us or our competitors of significant technical innovations, acquisitions, strategic partnerships, joint ventures, or capital commitments;
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•
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changes in operating performance and stock market valuations of other technology companies generally, or those in our industry in particular;
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•
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price and volume fluctuations in the overall stock market from time to time, including as a result of trends in the economy as a whole;
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•
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changes in accounting standards, policies, guidelines, interpretations, or principles, such as the adoption of FASB issued Topic 606, the new revenue recognition standard;
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•
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actual or anticipated developments in our business or our competitors’ businesses or the competitive landscape generally;
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•
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developments or disputes concerning our intellectual property or our products and platform capabilities, or third-party proprietary rights;
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•
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cybersecurity attacks or incidents;
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•
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announced or completed acquisitions of businesses or technologies by us or our competitors;
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•
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new laws or regulations or new interpretations of existing laws, or regulations applicable to our business;
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•
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changes in our board of directors or management;
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•
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announced or completed equity or debt transactions involving our securities;
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•
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sales of shares of our common stock by us, our officers, directors, or other stockholders;
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•
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lawsuits filed or threatened against us; and
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•
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other events or factors, including those resulting from war, incidents of terrorism, or responses to these events.
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•
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authorize our board of directors to issue, without further action by the stockholders, shares of undesignated preferred stock with terms, rights, and preferences determined by our board of directors that may be senior to our common stock;
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•
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require that any action to be taken by our stockholders be effected at a duly called annual or special meeting and not by written consent;
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•
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specify that special meetings of our stockholders can be called only by our board of directors, the Chairman of our board of directors, or our Chief Executive Officer;
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•
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establish an advance notice procedure for stockholder proposals to be brought before an annual meeting, including proposed nominations of persons for election to our board of directors;
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•
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provide that our board of directors is divided into three classes, with each class serving three-year staggered terms;
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•
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prohibit cumulative voting in the election of directors;
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•
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provide that our directors may be removed only for cause;
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•
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provide that vacancies on our board of directors may be filled only by a majority of directors then in office, even though less than a quorum; and
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•
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require the approval of our board of directors or the holders of at least seventy-five percent (75%) of our outstanding shares of capital stock to amend our bylaws and certain provisions of our certificate of incorporation.
|
•
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any derivative action or proceeding brought on our behalf;
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•
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any action asserting a claim of breach of a fiduciary duty owed by any director, officer, or other employee of New Relic to us or our stockholders;
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•
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any action asserting a claim against us or any of our directors, officers, or other employees arising pursuant to any provision of the Delaware General Corporation Law, our amended and restated certificate of incorporation, or our amended and restated bylaws; and
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•
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any action asserting a claim against us or any of our directors, officers, or other employees that is governed by the internal affairs doctrine.
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Base
Period
12/12/14
|
|
3/31/15
|
|
9/30/15
|
|
3/31/16
|
|
9/30/16
|
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3/31/17
|
|
9/30/17
|
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3/31/18
|
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9/30/18
|
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3/31/19
|
||||||||||||||||||||
New Relic, Inc.
|
$
|
100.00
|
|
|
$
|
102.09
|
|
|
$
|
112.12
|
|
|
$
|
76.73
|
|
|
$
|
112.74
|
|
|
$
|
109.06
|
|
|
$
|
146.51
|
|
|
$
|
218.06
|
|
|
$
|
277.23
|
|
|
$
|
290.38
|
|
S&P 500
|
$
|
100.00
|
|
|
$
|
103.27
|
|
|
$
|
95.89
|
|
|
$
|
102.87
|
|
|
$
|
108.29
|
|
|
$
|
118.00
|
|
|
$
|
125.82
|
|
|
$
|
131.89
|
|
|
$
|
145.53
|
|
|
$
|
141.56
|
|
S&P Composite 1500 Information Technology
|
$
|
100.00
|
|
|
$
|
103.12
|
|
|
$
|
98.19
|
|
|
$
|
108.77
|
|
|
$
|
118.74
|
|
|
$
|
134.40
|
|
|
$
|
150.62
|
|
|
$
|
168.30
|
|
|
$
|
194.06
|
|
|
$
|
190.77
|
|
(1)
|
Includes stock-based compensation expense as follows:
|
|
Year Ended March 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Cost of revenue
|
$
|
3,487
|
|
|
$
|
2,440
|
|
|
$
|
1,847
|
|
|
$
|
1,238
|
|
|
$
|
591
|
|
Research and development
|
17,634
|
|
|
12,176
|
|
|
9,975
|
|
|
6,659
|
|
|
2,055
|
|
|||||
Sales and marketing
|
23,253
|
|
|
16,925
|
|
|
13,042
|
|
|
9,258
|
|
|
5,108
|
|
|||||
General and administrative
|
11,824
|
|
|
9,057
|
|
|
7,082
|
|
|
6,113
|
|
|
3,912
|
|
|||||
Total stock-based compensation expense
|
$
|
56,198
|
|
|
$
|
40,598
|
|
|
$
|
31,946
|
|
|
$
|
23,268
|
|
|
$
|
11,666
|
|
(2)
|
See notes 1 and 13 of the notes to our consolidated financial statements for a description of how we compute net loss attributable to New Relic per share, basic and diluted.
|
|
As of March 31,
|
||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Consolidated Balance Sheet Data:
|
|
|
|
||||||||||||||||
Cash and cash equivalents
|
$
|
234,356
|
|
|
$
|
132,479
|
|
|
$
|
88,305
|
|
|
$
|
65,914
|
|
|
$
|
105,257
|
|
Short-term investments
|
510,372
|
|
|
115,441
|
|
|
118,101
|
|
|
125,414
|
|
|
95,503
|
|
|||||
Working capital
|
598,974
|
|
|
144,348
|
|
|
121,274
|
|
|
136,748
|
|
|
174,807
|
|
|||||
Total assets
|
1,090,227
|
|
|
443,326
|
|
|
352,269
|
|
|
294,444
|
|
|
264,711
|
|
|||||
Deferred revenue
|
271,597
|
|
|
190,282
|
|
|
126,404
|
|
|
74,723
|
|
|
29,309
|
|
|||||
Total liabilities
|
737,864
|
|
|
228,222
|
|
|
165,425
|
|
|
101,211
|
|
|
49,841
|
|
|||||
Total stockholders’ equity
|
349,630
|
|
|
215,104
|
|
|
186,844
|
|
|
193,233
|
|
|
214,870
|
|
|
March 31, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
|
June 30, 2018
|
||||
Paid Business Accounts > $100,000
|
858
|
|
|
816
|
|
|
786
|
|
|
748
|
|
|
Mar 31, 2019
|
|
Dec 31, 2018
|
|
Sep 30, 2018
|
|
Jun 30, 2018
|
||||
Percentage of Annualized Recurring Revenue from Enterprise Paid Business Accounts
|
61
|
%
|
|
56
|
%
|
|
56
|
%
|
|
55
|
%
|
|
March 31, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
|
June 30, 2018
|
||||
Annualized Dollar-Based Net Expansion Rate
|
130.9
|
%
|
|
122.1
|
%
|
|
123.7
|
%
|
|
118.4
|
%
|
|
Year Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(in thousands)
|
||||||
Consolidated Statements of Operations Data:
|
|
|
|
||||
Revenue
|
$
|
479,225
|
|
|
$
|
355,058
|
|
Cost of revenue (1)
|
77,399
|
|
|
62,725
|
|
||
Gross profit
|
401,826
|
|
|
292,333
|
|
||
Operating expenses:
|
|
|
|
||||
Research and development (1)
|
104,859
|
|
|
74,332
|
|
||
Sales and marketing (1)
|
257,066
|
|
|
207,021
|
|
||
General and administrative (1)
|
73,007
|
|
|
57,788
|
|
||
Total operating expenses
|
434,932
|
|
|
339,141
|
|
||
Loss from operations
|
(33,106
|
)
|
|
(46,808
|
)
|
||
Other income (expense):
|
|
|
|
||||
Interest income
|
13,103
|
|
|
2,190
|
|
||
Interest expense
|
(19,679
|
)
|
|
(86
|
)
|
||
Other income (expense), net
|
(1,377
|
)
|
|
343
|
|
||
Loss before income taxes
|
(41,059
|
)
|
|
(44,361
|
)
|
||
Income tax provision
|
697
|
|
|
959
|
|
||
Net loss
|
$
|
(41,756
|
)
|
|
$
|
(45,320
|
)
|
Net loss attributable to redeemable non-controlling interest
|
$
|
863
|
|
|
$
|
—
|
|
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
(1)
|
Includes stock-based compensation expense as follows:
|
|
Year Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
|
(in thousands)
|
||||||
Cost of revenue
|
$
|
3,487
|
|
|
$
|
2,440
|
|
Research and development
|
17,634
|
|
|
12,176
|
|
||
Sales and marketing
|
23,253
|
|
|
16,925
|
|
||
General and administrative
|
11,824
|
|
|
9,057
|
|
||
Total stock-based compensation expense
|
$
|
56,198
|
|
|
$
|
40,598
|
|
|
Year Ended March 31,
|
||||
|
2019
|
|
2018
|
||
|
(as a percentage of revenue)
|
||||
Revenue
|
100
|
%
|
|
100
|
%
|
Cost of revenue (1)
|
16
|
|
|
18
|
|
Gross profit
|
84
|
|
|
82
|
|
Operating expenses:
|
|
|
|
||
Research and development (1)
|
22
|
|
|
21
|
|
Sales and marketing (1)
|
54
|
|
|
58
|
|
General and administrative (1)
|
15
|
|
|
17
|
|
Total operating expenses
|
91
|
|
|
96
|
|
Loss from operations
|
(7
|
)
|
|
(14
|
)
|
Other income (expense):
|
|
|
|
||
Interest income
|
3
|
|
|
1
|
|
Interest expense
|
(4
|
)
|
|
—
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
Loss before income taxes
|
(8
|
)
|
|
(13
|
)
|
Income tax provision
|
—
|
|
|
—
|
|
Net loss
|
(8
|
%)
|
|
(13
|
%)
|
Net loss attributable to redeemable non-controlling interest
|
—
|
|
|
—
|
|
Net loss attributable to New Relic
|
(8
|
%)
|
|
(13
|
%)
|
(1)
|
Includes stock-based compensation expense as follows:
|
|
Year Ended March 31,
|
||||
|
2019
|
|
2018
|
||
|
(as a percentage of revenue)
|
||||
Cost of revenue
|
1
|
%
|
|
1
|
%
|
Research and development
|
4
|
|
|
3
|
|
Sales and marketing
|
5
|
|
|
5
|
|
General and administrative
|
2
|
|
|
2
|
|
Total stock-based compensation expense
|
12
|
%
|
|
11
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
United States
|
$
|
327,341
|
|
|
$
|
242,898
|
|
|
$
|
84,443
|
|
|
35
|
%
|
EMEA
|
87,596
|
|
|
65,540
|
|
|
22,056
|
|
|
34
|
%
|
|||
APAC
|
38,466
|
|
|
26,554
|
|
|
11,912
|
|
|
45
|
%
|
|||
Other
|
25,822
|
|
|
20,066
|
|
|
5,756
|
|
|
29
|
%
|
|||
Total revenue
|
$
|
479,225
|
|
|
$
|
355,058
|
|
|
$
|
124,167
|
|
|
35
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
Cost of revenue
|
$
|
77,399
|
|
|
$
|
62,725
|
|
|
$
|
14,674
|
|
|
23
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
Research and development
|
$
|
104,859
|
|
|
$
|
74,332
|
|
|
$
|
30,527
|
|
|
41
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
Sales and marketing
|
$
|
257,066
|
|
|
$
|
207,021
|
|
|
$
|
50,045
|
|
|
24
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
General and administrative
|
$
|
73,007
|
|
|
$
|
57,788
|
|
|
$
|
15,219
|
|
|
26
|
%
|
|
Year Ended March 31,
|
|
Change
|
|||||||||||
|
2019
|
|
2018
|
|
Amount
|
|
%
|
|||||||
|
(dollars in thousands)
|
|||||||||||||
Other income
|
$
|
(7,953
|
)
|
|
$
|
2,447
|
|
|
$
|
(10,400
|
)
|
|
(425
|
)%
|
|
Three Months Ended
|
||||||||||||||||||||||||||||||
|
Mar. 31, 2019
|
|
Dec. 31, 2018
|
|
Sept. 30, 2018
|
|
Jun. 30, 2018
|
|
Mar. 31, 2018
|
|
Dec. 31, 2017
|
|
Sept. 30, 2017
|
|
Jun. 30, 2017
|
||||||||||||||||
|
(in thousands, except per share data)
|
||||||||||||||||||||||||||||||
Revenue
|
$
|
132,097
|
|
|
$
|
124,011
|
|
|
$
|
114,896
|
|
|
$
|
108,221
|
|
|
$
|
98,448
|
|
|
$
|
91,827
|
|
|
$
|
84,685
|
|
|
$
|
80,098
|
|
Cost of revenue (1)
|
21,696
|
|
|
20,206
|
|
|
18,447
|
|
|
17,050
|
|
|
16,383
|
|
|
15,671
|
|
|
15,694
|
|
|
14,977
|
|
||||||||
Gross profit
|
110,401
|
|
|
103,805
|
|
|
96,449
|
|
|
91,171
|
|
|
82,065
|
|
|
76,156
|
|
|
68,991
|
|
|
65,121
|
|
||||||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Research and development (1)
|
32,112
|
|
|
26,182
|
|
|
23,962
|
|
|
22,603
|
|
|
19,646
|
|
|
18,154
|
|
|
18,266
|
|
|
18,266
|
|
||||||||
Sales and marketing (1)
|
71,975
|
|
|
66,461
|
|
|
61,142
|
|
|
57,488
|
|
|
55,006
|
|
|
51,393
|
|
|
51,261
|
|
|
49,361
|
|
||||||||
General and administrative (1)
|
21,714
|
|
|
19,702
|
|
|
16,880
|
|
|
14,711
|
|
|
14,945
|
|
|
14,596
|
|
|
14,305
|
|
|
13,942
|
|
||||||||
Total operating expenses
|
125,801
|
|
|
112,345
|
|
|
101,984
|
|
|
94,802
|
|
|
89,597
|
|
|
84,143
|
|
|
83,832
|
|
|
81,569
|
|
||||||||
Loss from operations
|
(15,400
|
)
|
|
(8,540
|
)
|
|
(5,535
|
)
|
|
(3,631
|
)
|
|
(7,532
|
)
|
|
(7,987
|
)
|
|
(14,841
|
)
|
|
(16,448
|
)
|
||||||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest income
|
4,077
|
|
|
3,922
|
|
|
3,259
|
|
|
1,845
|
|
|
687
|
|
|
534
|
|
|
512
|
|
|
457
|
|
||||||||
Interest expense
|
(5,747
|
)
|
|
(5,669
|
)
|
|
(5,597
|
)
|
|
(2,666
|
)
|
|
(22
|
)
|
|
(21
|
)
|
|
(21
|
)
|
|
(22
|
)
|
||||||||
Other income (expense), net
|
(92
|
)
|
|
(8
|
)
|
|
(435
|
)
|
|
(842
|
)
|
|
226
|
|
|
(45
|
)
|
|
(152
|
)
|
|
314
|
|
||||||||
Loss before income taxes
|
(17,162
|
)
|
|
(10,295
|
)
|
|
(8,308
|
)
|
|
(5,294
|
)
|
|
(6,641
|
)
|
|
(7,519
|
)
|
|
(14,502
|
)
|
|
(15,699
|
)
|
||||||||
Income tax provision (benefit)
|
257
|
|
|
(106
|
)
|
|
225
|
|
|
321
|
|
|
325
|
|
|
210
|
|
|
189
|
|
|
235
|
|
||||||||
Net loss
|
$
|
(17,419
|
)
|
|
$
|
(10,189
|
)
|
|
$
|
(8,533
|
)
|
|
$
|
(5,615
|
)
|
|
$
|
(6,966
|
)
|
|
$
|
(7,729
|
)
|
|
$
|
(14,691
|
)
|
|
$
|
(15,934
|
)
|
Net loss attributable to redeemable non-controlling interest
|
$
|
580
|
|
|
$
|
86
|
|
|
$
|
197
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net loss attributable to New Relic
|
(16,839
|
)
|
|
$
|
(10,103
|
)
|
|
$
|
(8,336
|
)
|
|
$
|
(5,615
|
)
|
|
$
|
(6,966
|
)
|
|
$
|
(7,729
|
)
|
|
$
|
(14,691
|
)
|
|
$
|
(15,934
|
)
|
|
Net loss per share attributable to New Relic, basic and diluted (2)
|
$
|
(0.30
|
)
|
|
$
|
(0.18
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.10
|
)
|
|
$
|
(0.13
|
)
|
|
$
|
(0.14
|
)
|
|
$
|
(0.27
|
)
|
|
$
|
(0.30
|
)
|
Weighted-average shares used to compute net loss per share, basic and diluted (2)
|
56,917
|
|
|
57,096
|
|
|
56,706
|
|
|
56,183
|
|
|
55,669
|
|
|
55,196
|
|
|
54,699
|
|
|
53,697
|
|
(1)
|
Includes stock-based compensation expense as follows:
|
|
Three Months Ended
|
||||||||||||||||||||||||||||||
|
Mar. 31, 2019
|
|
Dec. 31, 2018
|
|
Sept. 30, 2018
|
|
Jun. 30, 2018
|
|
Mar. 31, 2018
|
|
Dec. 31, 2017
|
|
Sept. 30, 2017
|
|
Jun. 30, 2017
|
||||||||||||||||
|
(in thousands)
|
||||||||||||||||||||||||||||||
Cost of revenue
|
$
|
966
|
|
|
$
|
934
|
|
|
$
|
895
|
|
|
$
|
693
|
|
|
$
|
724
|
|
|
$
|
587
|
|
|
$
|
603
|
|
|
$
|
526
|
|
Research and development
|
6,191
|
|
|
4,322
|
|
|
3,858
|
|
|
3,263
|
|
|
3,076
|
|
|
2,959
|
|
|
3,305
|
|
|
2,836
|
|
||||||||
Sales and marketing
|
6,213
|
|
|
6,222
|
|
|
6,028
|
|
|
4,790
|
|
|
4,811
|
|
|
3,933
|
|
|
3,875
|
|
|
4,306
|
|
||||||||
General and administrative
|
3,205
|
|
|
3,286
|
|
|
3,052
|
|
|
2,281
|
|
|
2,209
|
|
|
2,454
|
|
|
2,439
|
|
|
1,955
|
|
||||||||
Total stock-based compensation expense
|
$
|
16,575
|
|
|
$
|
14,764
|
|
|
$
|
13,833
|
|
|
$
|
11,027
|
|
|
$
|
10,820
|
|
|
$
|
9,933
|
|
|
$
|
10,222
|
|
|
$
|
9,623
|
|
(2)
|
See notes 1 and 13 of the notes to our consolidated financial statements for a description of how we compute net loss attributable to New Relic per share, basic and diluted.
|
|
Three Months Ended
|
||||||||||||||||||||||
|
Mar. 31, 2019
|
|
Dec. 31, 2018
|
|
Sept. 30, 2018
|
|
Jun. 30, 2018
|
|
Mar. 31, 2018
|
|
Dec. 31, 2017
|
|
Sept. 30, 2017
|
|
Jun. 30, 2017
|
||||||||
|
(as a percentage of revenue)
|
||||||||||||||||||||||
Revenue
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
Cost of revenue (1)
|
16
|
|
|
16
|
|
|
16
|
|
|
16
|
|
|
17
|
|
|
17
|
|
|
19
|
|
|
19
|
|
Gross profit
|
84
|
|
|
84
|
|
|
84
|
|
|
84
|
|
|
83
|
|
|
83
|
|
|
81
|
|
|
81
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Research and development (1)
|
24
|
|
|
21
|
|
|
21
|
|
|
21
|
|
|
20
|
|
|
20
|
|
|
22
|
|
|
23
|
|
Sales and marketing (1)
|
54
|
|
|
54
|
|
|
53
|
|
|
53
|
|
|
56
|
|
|
56
|
|
|
61
|
|
|
62
|
|
General and administrative (1)
|
16
|
|
|
16
|
|
|
15
|
|
|
14
|
|
|
15
|
|
|
16
|
|
|
16
|
|
|
17
|
|
Total operating expenses
|
94
|
|
|
91
|
|
|
89
|
|
|
88
|
|
|
91
|
|
|
92
|
|
|
99
|
|
|
102
|
|
Operating loss
|
(10
|
)
|
|
(7
|
)
|
|
(5
|
)
|
|
(4
|
)
|
|
(8
|
)
|
|
(9
|
)
|
|
(18
|
)
|
|
(21
|
)
|
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest income
|
3
|
|
|
3
|
|
|
3
|
|
|
2
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|
1
|
|
Interest expense
|
(4
|
)
|
|
(5
|
)
|
|
(5
|
)
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Other income (expense), net
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Loss before income taxes
|
(11
|
)
|
|
(9
|
)
|
|
(7
|
)
|
|
(5
|
)
|
|
(7
|
)
|
|
(8
|
)
|
|
(17
|
)
|
|
(20
|
)
|
Income tax provision (benefit)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net loss
|
(11
|
%)
|
|
(9
|
%)
|
|
(7
|
%)
|
|
(5
|
%)
|
|
(7
|
%)
|
|
(8
|
%)
|
|
(17
|
%)
|
|
(20
|
%)
|
Net loss attributable to redeemable non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Net loss attributable to New Relic
|
(11
|
%)
|
|
(9
|
%)
|
|
(7
|
%)
|
|
(5
|
%)
|
|
(7
|
%)
|
|
(8
|
%)
|
|
(17
|
%)
|
|
(20
|
%)
|
(1)
|
Includes stock-based compensation expense as follows:
|
|
Three Months Ended
|
||||||||||||||||||||||
|
Mar. 31, 2019
|
|
Dec. 31, 2018
|
|
Sept. 30, 2018
|
|
Jun. 30, 2018
|
|
Mar. 31, 2018
|
|
Dec. 31, 2017
|
|
Sept. 30, 2017
|
|
Jun. 30, 2017
|
||||||||
|
(as a percentage of revenue)
|
||||||||||||||||||||||
Cost of revenue
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
|
1
|
%
|
Research and development
|
5
|
|
|
3
|
|
|
3
|
|
|
3
|
|
|
3
|
|
|
3
|
|
|
4
|
|
|
4
|
|
Sales and marketing
|
5
|
|
|
5
|
|
|
5
|
|
|
4
|
|
|
5
|
|
|
4
|
|
|
4
|
|
|
5
|
|
General and administrative
|
2
|
|
|
3
|
|
|
3
|
|
|
2
|
|
|
2
|
|
|
3
|
|
|
3
|
|
|
2
|
|
Total stock-based compensation expense
|
13
|
%
|
|
12
|
%
|
|
12
|
%
|
|
10
|
%
|
|
11
|
%
|
|
11
|
%
|
|
12
|
%
|
|
12
|
%
|
|
Three Months Ended March 31,
|
|
Year Ended March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
GAAP loss from operations
|
$
|
(15,400
|
)
|
|
$
|
(7,532
|
)
|
|
$
|
(33,106
|
)
|
|
$
|
(46,808
|
)
|
Plus: Stock-based compensation expense
|
16,575
|
|
|
10,820
|
|
|
56,198
|
|
|
40,598
|
|
||||
Plus: Amortization of purchased intangibles
|
440
|
|
|
197
|
|
|
1,273
|
|
|
1,187
|
|
||||
Plus: Transaction costs related to acquisition
|
461
|
|
|
—
|
|
|
1,267
|
|
|
—
|
|
||||
Plus: Amortization of stock-based compensation capitalized in software development costs
|
182
|
|
|
225
|
|
|
736
|
|
|
927
|
|
||||
Plus: Lawsuit litigation expense
|
76
|
|
|
—
|
|
|
76
|
|
|
—
|
|
||||
Plus: Employer payroll tax on employee equity incentive plans
|
1,505
|
|
|
1,085
|
|
|
3,557
|
|
|
2,642
|
|
||||
Non-GAAP income (loss) from operations
|
$
|
3,839
|
|
|
$
|
4,795
|
|
|
$
|
30,001
|
|
|
$
|
(1,454
|
)
|
|
Three Months Ended March 31,
|
|
Year Ended March 31,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
GAAP net loss attributable to New Relic
|
$
|
(16,839
|
)
|
|
$
|
(6,966
|
)
|
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
Plus: Stock-based compensation expense
|
16,575
|
|
|
10,820
|
|
|
56,198
|
|
|
40,598
|
|
||||
Plus: Amortization of purchased intangibles
|
440
|
|
|
197
|
|
|
1,273
|
|
|
1,187
|
|
||||
Plus: Transaction costs related to acquisition
|
461
|
|
|
—
|
|
|
1,267
|
|
|
—
|
|
||||
Plus: Amortization of stock-based compensation capitalized in software development costs
|
182
|
|
|
225
|
|
|
736
|
|
|
927
|
|
||||
Plus: Lawsuit litigation expense
|
76
|
|
|
—
|
|
|
76
|
|
|
—
|
|
||||
Plus: Employer payroll tax on employee equity incentive plans
|
1,505
|
|
|
1,085
|
|
|
3,557
|
|
|
2,642
|
|
||||
Plus: Amortization of debt discount and issuance costs
|
5,093
|
|
|
—
|
|
|
17,404
|
|
|
—
|
|
||||
Non-GAAP net income attributable to New Relic
|
$
|
7,493
|
|
|
$
|
5,361
|
|
|
$
|
39,618
|
|
|
$
|
34
|
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
|
(in thousands)
|
||||||||||
Cash provided by operating activities
|
$
|
115,517
|
|
|
$
|
35,650
|
|
|
$
|
18,928
|
|
Cash used in investing activities
|
(470,668
|
)
|
|
(23,745
|
)
|
|
(18,520
|
)
|
|||
Cash provided by financing activities
|
457,631
|
|
|
32,356
|
|
|
21,983
|
|
|||
Net increase in cash, cash equivalents and restricted cash
|
$
|
102,480
|
|
|
$
|
44,261
|
|
|
$
|
22,391
|
|
|
Payments due by period
|
||||||||||||||||||
|
Total
|
|
Less than
1 year
|
|
1 to 3
years
|
|
3 to 5
years
|
|
After
5 years
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Principal amount payable on convertible senior notes (1)
|
$
|
500,250
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
500,250
|
|
|
$
|
—
|
|
Operating lease obligations (2)
|
110,587
|
|
|
16,374
|
|
|
31,775
|
|
|
29,589
|
|
|
32,849
|
|
|||||
Purchase obligations (3)
|
33,495
|
|
|
18,593
|
|
|
13,074
|
|
|
1,828
|
|
|
—
|
|
|||||
Total
|
$
|
644,332
|
|
|
$
|
34,967
|
|
|
$
|
44,849
|
|
|
$
|
531,667
|
|
|
$
|
32,849
|
|
(1)
|
For additional information regarding our convertible senior notes, refer to Note 7 of Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.
|
(2)
|
Consists of future minimum lease payments under non-cancelable operating leases for office space.
|
(3)
|
Consists of future minimum payments under non-cancelable purchase commitments primarily related to hosting services and software subscriptions.
|
•
|
Fair Value of Common Stock.
Since our IPO, we have used the market closing price of our common stock as reported on the New York Stock Exchange.
|
•
|
Risk-Free Interest Rate.
We base the risk-free interest rate used in the Black-Scholes option-pricing model on the implied yield available on U.S. Treasury zero-coupon issues with a remaining term equivalent to that of the options for each option group.
|
•
|
Expected Term.
We determine the expected term based on the average period the stock options are expected to remain outstanding generally calculated as the midpoint of the stock options vesting term and contractual expiration period, as we do not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting employment termination behavior.
|
•
|
Expected Volatility.
We determine the price volatility factor based on the historical volatilities of our publicly traded peer group as we do not have significant trading history for our common stock. Industry peers consist of several public companies in the technology industry that are similar to us in size, stage of life cycle, and financial leverage. We used the same set of peer group companies in all the relevant valuation estimates. We did not rely on implied volatilities of traded options in our industry peers’ common stock because the volume of activity was relatively low. We intend to continue to consistently apply this process using the same or similar public companies until a sufficient amount of historical information regarding the volatility of our own common stock share price becomes available, or unless circumstances change such that the identified companies are no longer similar to us,
|
•
|
Dividend Yield.
The expected dividend assumption is based on our current expectations about our anticipated dividend policy. Consequently, we used an expected dividend yield of zero.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31,
|
||||||
|
2019
|
|
2018
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
234,356
|
|
|
$
|
132,479
|
|
Short-term investments
|
510,372
|
|
|
115,441
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $2,457 and $1,728, respectively
|
120,605
|
|
|
99,488
|
|
||
Prepaid expenses and other current assets
|
21,838
|
|
|
15,591
|
|
||
Deferred contract acquisition costs
|
27,161
|
|
|
—
|
|
||
Total current assets
|
914,332
|
|
|
362,999
|
|
||
Property and equipment, net
|
80,742
|
|
|
53,899
|
|
||
Restricted cash
|
8,805
|
|
|
8,202
|
|
||
Goodwill
|
41,512
|
|
|
11,828
|
|
||
Intangible assets, net
|
13,855
|
|
|
1,312
|
|
||
Deferred contract acquisition costs, non-current
|
26,218
|
|
|
—
|
|
||
Other assets, non-current
|
4,763
|
|
|
5,086
|
|
||
Total assets
|
$
|
1,090,227
|
|
|
$
|
443,326
|
|
Liabilities, redeemable non-controlling interest and stockholders’ equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
10,249
|
|
|
$
|
2,985
|
|
Accrued compensation and benefits
|
23,537
|
|
|
17,414
|
|
||
Other current liabilities
|
14,572
|
|
|
8,619
|
|
||
Deferred revenue
|
267,000
|
|
|
189,633
|
|
||
Total current liabilities
|
315,358
|
|
|
218,651
|
|
||
Convertible senior notes, net
|
405,937
|
|
|
—
|
|
||
Deferred rent, non-current
|
11,025
|
|
|
8,147
|
|
||
Deferred revenue, non-current
|
4,597
|
|
|
649
|
|
||
Other liabilities, non-current
|
947
|
|
|
775
|
|
||
Total liabilities
|
737,864
|
|
|
228,222
|
|
||
Commitments and contingencies (Note 10)
|
|
|
|
||||
Redeemable non-controlling interest
|
2,733
|
|
|
—
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Common stock, $0.001 par value; 100,000 shares authorized at March 31, 2019 and March 31, 2018; 58,366 shares and 56,213 shares issued at March 31, 2019 and March 31, 2018; and 58,106 shares and 55,953 shares outstanding at March 31, 2019 and March 31, 2018
|
58
|
|
|
56
|
|
||
Treasury stock—at cost (260 shares)
|
(263
|
)
|
|
(263
|
)
|
||
Additional paid-in capital
|
654,759
|
|
|
521,119
|
|
||
Accumulated other comprehensive income (loss)
|
645
|
|
|
(324
|
)
|
||
Accumulated deficit
|
(305,569
|
)
|
|
(305,484
|
)
|
||
Total stockholders’ equity
|
349,630
|
|
|
215,104
|
|
||
Total liabilities, redeemable non-controlling interest and stockholders’ equity
|
$
|
1,090,227
|
|
|
$
|
443,326
|
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Revenue
|
$
|
479,225
|
|
|
$
|
355,058
|
|
|
$
|
263,479
|
|
Cost of revenue
|
77,399
|
|
|
62,725
|
|
|
49,990
|
|
|||
Gross profit
|
401,826
|
|
|
292,333
|
|
|
213,489
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
104,859
|
|
|
74,332
|
|
|
61,054
|
|
|||
Sales and marketing
|
257,066
|
|
|
207,021
|
|
|
168,163
|
|
|||
General and administrative
|
73,007
|
|
|
57,788
|
|
|
45,615
|
|
|||
Total operating expenses
|
434,932
|
|
|
339,141
|
|
|
274,832
|
|
|||
Loss from operations
|
(33,106
|
)
|
|
(46,808
|
)
|
|
(61,343
|
)
|
|||
Other income (expense):
|
|
|
|
|
|
||||||
Interest income
|
13,103
|
|
|
2,190
|
|
|
1,189
|
|
|||
Interest expense
|
(19,679
|
)
|
|
(86
|
)
|
|
(87
|
)
|
|||
Other income (expense), net
|
(1,377
|
)
|
|
343
|
|
|
(572
|
)
|
|||
Loss before income taxes
|
(41,059
|
)
|
|
(44,361
|
)
|
|
(60,813
|
)
|
|||
Income tax provision
|
697
|
|
|
959
|
|
|
264
|
|
|||
Net loss
|
$
|
(41,756
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Net loss attributable to redeemable non-controlling interest
|
$
|
863
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Net loss attributable to New Relic per share, basic and diluted
|
$
|
(0.72
|
)
|
|
$
|
(0.83
|
)
|
|
$
|
(1.18
|
)
|
Weighted-average shares used to compute net loss per share, basic and diluted
|
56,884
|
|
|
54,814
|
|
|
51,715
|
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Unrealized gain (loss) on available-for-sale securities, net of tax
|
969
|
|
|
(228
|
)
|
|
(118
|
)
|
|||
Comprehensive loss
|
$
|
(39,924
|
)
|
|
$
|
(45,548
|
)
|
|
$
|
(61,195
|
)
|
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Treasury Stock
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Accumulated
Deficit
|
|
Total
Stockholders’
Equity
|
||||||||||||||||||
|
Shares
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
|
|
||||||||||||||||||
Balance at March 31, 2016
|
50,241
|
|
|
$
|
50
|
|
|
$
|
392,511
|
|
|
260
|
|
|
$
|
(263
|
)
|
|
$
|
22
|
|
|
$
|
(199,087
|
)
|
|
$
|
193,233
|
|
Issuance of common stock upon exercise of stock options
|
2,474
|
|
|
2
|
|
|
16,665
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,667
|
|
||||||
Issuance of common stock for vested restricted stock units
|
582
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock related to employee stock purchase plan
|
195
|
|
|
—
|
|
|
5,283
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,283
|
|
||||||
Issuance of common stock related to acquisition of business
|
47
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
32,856
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,856
|
|
||||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(118
|
)
|
|
—
|
|
|
(118
|
)
|
||||||
Net loss attributable to New Relic
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(61,077
|
)
|
|
(61,077
|
)
|
||||||
Balance at March 31, 2017
|
53,539
|
|
|
$
|
53
|
|
|
$
|
447,314
|
|
|
260
|
|
|
$
|
(263
|
)
|
|
$
|
(96
|
)
|
|
$
|
(260,164
|
)
|
|
$
|
186,844
|
|
Issuance of common stock upon exercise of stock options
|
1,616
|
|
|
2
|
|
|
24,732
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24,734
|
|
||||||
Issuance of common stock for vested restricted stock units
|
796
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Issuance of common stock related to employee stock purchase plan
|
219
|
|
|
—
|
|
|
7,593
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,593
|
|
||||||
Issuance of common stock related to acquisition of business
|
43
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
41,481
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,481
|
|
||||||
Other comprehensive loss, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(228
|
)
|
|
—
|
|
|
(228
|
)
|
||||||
Net loss attributable to New Relic
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(45,320
|
)
|
|
(45,320
|
)
|
||||||
Balance at March 31, 2018
|
56,213
|
|
|
$
|
56
|
|
|
$
|
521,119
|
|
|
260
|
|
|
$
|
(263
|
)
|
|
$
|
(324
|
)
|
|
$
|
(305,484
|
)
|
|
$
|
215,104
|
|
Issuance of common stock upon exercise of stock options
|
822
|
|
|
1
|
|
|
17,383
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,384
|
|
||||||
Issuance of common stock for vested restricted stock units
|
879
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||||
Issuance of common stock related to employee stock purchase plan
|
155
|
|
|
—
|
|
|
11,165
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,165
|
|
||||||
Issuance of common stock related to acquisition of businesses
|
297
|
|
|
—
|
|
|
11,896
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,896
|
|
||||||
Stock-based compensation expense
|
—
|
|
|
—
|
|
|
56,242
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56,242
|
|
||||||
Other comprehensive income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
969
|
|
|
—
|
|
|
969
|
|
||||||
Net loss attributable to New Relic
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(40,893)
|
|
|
(40,893)
|
|
||||||
Equity component of convertible senior notes, net of issuance costs
|
—
|
|
|
—
|
|
|
100,136
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,136
|
|
||||||
Purchase of capped calls
|
—
|
|
|
—
|
|
|
(63,182)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,182)
|
|
||||||
Cumulative effect adjustment for ASU 2014-09 adoption (Note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
40,808
|
|
|
40,808
|
|
||||||
Balance at March 31, 2019
|
58,366
|
|
|
$
|
58
|
|
|
$
|
654,759
|
|
|
260
|
|
|
$
|
(263
|
)
|
|
$
|
645
|
|
|
$
|
(305,569
|
)
|
|
$
|
349,630
|
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Net loss attributable to redeemable non-controlling interest (Note 3)
|
$
|
(863
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Net loss:
|
$
|
(41,756
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
53,794
|
|
|
23,243
|
|
|
18,805
|
|
|||
Stock-based compensation expense
|
56,198
|
|
|
40,598
|
|
|
31,946
|
|
|||
Amortization of debt discount and issuance costs
|
17,404
|
|
|
—
|
|
|
—
|
|
|||
Other
|
(1,655
|
)
|
|
1,559
|
|
|
1,125
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable, net
|
(22,557
|
)
|
|
(38,315
|
)
|
|
(30,251
|
)
|
|||
Prepaid expenses and other assets
|
(1,814
|
)
|
|
(9,794
|
)
|
|
(3,658
|
)
|
|||
Deferred contract acquisition costs
|
(38,667
|
)
|
|
—
|
|
|
—
|
|
|||
Accounts payable
|
245
|
|
|
(1,823
|
)
|
|
658
|
|
|||
Accrued compensation and benefits and other liabilities
|
11,539
|
|
|
2,112
|
|
|
5,550
|
|
|||
Deferred revenue
|
81,559
|
|
|
63,878
|
|
|
51,681
|
|
|||
Deferred rent
|
1,227
|
|
|
(488
|
)
|
|
4,149
|
|
|||
Net cash provided by operating activities
|
115,517
|
|
|
35,650
|
|
|
18,928
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of property and equipment
|
(43,303
|
)
|
|
(21,368
|
)
|
|
(21,430
|
)
|
|||
Cash paid for acquisitions, net of cash acquired (Note 2)
|
(30,432
|
)
|
|
—
|
|
|
—
|
|
|||
Purchases of short-term investments
|
(659,428
|
)
|
|
(128,669
|
)
|
|
(168,938
|
)
|
|||
Proceeds from sale and maturity of short-term investments
|
267,657
|
|
|
131,135
|
|
|
175,877
|
|
|||
Capitalized software development costs
|
(5,162
|
)
|
|
(4,843
|
)
|
|
(4,029
|
)
|
|||
Net cash used in investing activities
|
(470,668
|
)
|
|
(23,745
|
)
|
|
(18,520
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Investment from redeemable non-controlling interest
|
3,596
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from issuance of convertible senior notes, net of issuance costs paid of $11,582
|
488,669
|
|
|
—
|
|
|
—
|
|
|||
Purchase of capped call related to convertible senior notes
|
(63,182
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from employee stock purchase plan
|
11,165
|
|
|
7,592
|
|
|
5,283
|
|
|||
Proceeds from issuance of common stock
|
17,383
|
|
|
24,764
|
|
|
16,700
|
|
|||
Net cash provided by financing activities
|
457,631
|
|
|
32,356
|
|
|
21,983
|
|
|||
Net increase in cash, cash equivalents and restricted cash
|
102,480
|
|
|
44,261
|
|
|
22,391
|
|
|||
Cash, cash equivalents and restricted cash at beginning of period
|
140,681
|
|
|
96,420
|
|
|
74,029
|
|
|||
Cash, cash equivalents and restricted cash at end of period
|
$
|
243,161
|
|
|
$
|
140,681
|
|
|
$
|
96,420
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||||||
Cash paid for interest and income taxes
|
$
|
2,062
|
|
|
$
|
647
|
|
|
$
|
253
|
|
Noncash investing and financing activities:
|
|
|
|
|
|
||||||
Issuance of common stock for the acquisition of business
|
$
|
11,896
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Property and equipment purchased but not paid yet
|
$
|
7,855
|
|
|
$
|
1,932
|
|
|
$
|
3,011
|
|
Acquisition holdback
|
$
|
865
|
|
|
$
|
—
|
|
|
$
|
—
|
|
1.
|
Description of Business and Summary of Significant Accounting Policies
|
2.
|
Business Combination
|
|
|
||
Cash consideration paid
|
$
|
25,119
|
|
Fair value of common shares issued
|
$
|
24,535
|
|
Total consideration
|
$
|
49,654
|
|
Post-business combination compensation expense
|
$
|
(12,639
|
)
|
Cash paid to settle unvested stock options
|
$
|
(764
|
)
|
Total purchase price
|
$
|
36,251
|
|
Net liabilities assumed
|
$
|
259
|
|
Deferred tax liabilities
|
$
|
2,289
|
|
Deferred tax assets
|
$
|
(1,721
|
)
|
Developed technology acquired
|
$
|
(10,900
|
)
|
Goodwill
|
$
|
26,178
|
|
Balance as of April 1, 2018
|
$
|
—
|
|
Investment by redeemable non-controlling interest
|
$
|
3,596
|
|
Net loss attributable to redeemable non-controlling interest
|
$
|
(863
|
)
|
Balance as of March 31, 2019
|
$
|
2,733
|
|
|
March 31, 2019
|
||||||||||
|
As Reported
|
|
Balances without adoption of ASC 606
|
|
Effect of Change
Higher (Lower) |
||||||
Assets:
|
|
|
|
|
|
|
|
|
|||
Deferred contract acquisition costs
|
$
|
27,161
|
|
|
$
|
—
|
|
|
$
|
27,161
|
|
Deferred contract acquisition costs, non-current
|
$
|
26,218
|
|
|
$
|
—
|
|
|
$
|
26,218
|
|
Liabilities:
|
|
|
|
|
|
||||||
Deferred revenue, current
|
$
|
267,000
|
|
|
$
|
268,379
|
|
|
$
|
(1,379
|
)
|
Deferred revenue, non-current
|
$
|
4,597
|
|
|
$
|
4,552
|
|
|
$
|
45
|
|
Stockholders' Equity:
|
|
|
|
|
|
|
|
|
|||
Accumulated deficit
|
$
|
(305,569
|
)
|
|
$
|
(360,550
|
)
|
|
$
|
54,981
|
|
|
Twelve Months Ended
March 31, |
||||||||||
|
2019
|
||||||||||
|
As Reported
|
|
Balances without adoption of ASC 606
|
|
Effect of Change
Higher (Lower) |
||||||
Revenue
|
$
|
479,225
|
|
|
$
|
477,875
|
|
|
$
|
1,350
|
|
Sales and marketing
|
$
|
257,066
|
|
|
$
|
269,882
|
|
|
$
|
(12,816
|
)
|
Loss from operations
|
$
|
(33,106
|
)
|
|
$
|
(47,272
|
)
|
|
$
|
14,166
|
|
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(55,059
|
)
|
|
$
|
14,166
|
|
Net loss per share, basic and diluted
|
$
|
(0.72
|
)
|
|
$
|
(0.97
|
)
|
|
$
|
0.25
|
|
|
Twelve Months Ended
March 31, |
||||||||||
|
2019
|
||||||||||
|
As Reported
|
|
Balances without adoption of ASC 606
|
|
Effect of Change
Higher (Lower)
|
||||||
Depreciation and amortization
|
$
|
53,794
|
|
|
$
|
27,943
|
|
|
$
|
25,851
|
|
Deferred contract acquisition costs
|
$
|
(38,667
|
)
|
|
$
|
—
|
|
|
$
|
(38,667
|
)
|
Net cash provided by operating activities
|
$
|
115,517
|
|
|
$
|
115,517
|
|
|
$
|
—
|
|
|
|
Deferred Revenue
|
||||||
|
|
Current
|
|
Non-Current
|
||||
April 1, 2018
|
|
$
|
188,860
|
|
|
$
|
1,182
|
|
March 31, 2019
|
|
$
|
267,000
|
|
|
$
|
4,597
|
|
5.
|
Fair Value Measurements
|
|
Fair Value Measurements as of March 31, 2019
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents:
|
|
||||||||||||||
Money market funds
|
$
|
133,239
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
133,239
|
|
Commercial paper
|
—
|
|
|
9,973
|
|
|
—
|
|
|
9,973
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
Certificates of deposit
|
—
|
|
|
24,726
|
|
|
—
|
|
|
24,726
|
|
||||
Commercial paper
|
—
|
|
|
37,071
|
|
|
—
|
|
|
37,071
|
|
||||
Corporate notes and bonds
|
—
|
|
|
27,259
|
|
|
—
|
|
|
27,259
|
|
||||
U.S. treasury securities
|
402,091
|
|
|
—
|
|
|
—
|
|
|
402,091
|
|
||||
U.S. government agencies
|
—
|
|
|
19,225
|
|
|
—
|
|
|
19,225
|
|
||||
Restricted cash:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
8,805
|
|
|
—
|
|
|
—
|
|
|
8,805
|
|
||||
Total
|
$
|
544,135
|
|
|
$
|
118,254
|
|
|
$
|
—
|
|
|
$
|
662,389
|
|
Included in cash and cash equivalents
|
|
|
|
|
|
|
$
|
143,212
|
|
||||||
Included in short-term investments
|
|
|
|
|
|
|
$
|
510,372
|
|
||||||
Included in restricted cash
|
|
|
|
|
|
|
$
|
8,805
|
|
|
Fair Value Measurements as of March 31, 2018
|
||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Cash and cash equivalents:
|
|
||||||||||||||
Money market funds
|
$
|
38,458
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
38,458
|
|
Commercial paper
|
—
|
|
|
21,710
|
|
|
—
|
|
|
21,710
|
|
||||
U.S treasury securities
|
2,698
|
|
|
—
|
|
|
—
|
|
|
2,698
|
|
||||
U.S. government agencies
|
—
|
|
|
5,498
|
|
|
—
|
|
|
5,498
|
|
||||
Short-term investments:
|
|
|
|
|
|
|
|
||||||||
Certificates of deposit
|
—
|
|
|
20,492
|
|
|
—
|
|
|
20,492
|
|
||||
Commercial paper
|
—
|
|
|
21,699
|
|
|
—
|
|
|
21,699
|
|
||||
Corporate notes and bonds
|
—
|
|
|
9,794
|
|
|
—
|
|
|
9,794
|
|
||||
U.S. treasury securities
|
40,187
|
|
|
—
|
|
|
—
|
|
|
40,187
|
|
||||
U.S. government agencies
|
—
|
|
|
23,269
|
|
|
—
|
|
|
23,269
|
|
||||
Restricted cash:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
8,202
|
|
|
—
|
|
|
—
|
|
|
8,202
|
|
||||
Total
|
$
|
89,545
|
|
|
$
|
102,462
|
|
|
$
|
—
|
|
|
$
|
192,007
|
|
Included in cash and cash equivalents
|
|
|
|
|
|
|
$
|
68,364
|
|
||||||
Included in short-term investments
|
|
|
|
|
|
|
$
|
115,441
|
|
||||||
Included in restricted cash
|
|
|
|
|
|
|
$
|
8,202
|
|
|
March 31, 2019
|
|
March 31, 2018
|
||||
Due within one year
|
$
|
346,768
|
|
|
$
|
96,924
|
|
Due in one to two years
|
163,604
|
|
|
18,517
|
|
||
Total
|
$
|
510,372
|
|
|
$
|
115,441
|
|
6.
|
Property and Equipment
|
|
March 31, 2019
|
|
March 31, 2018
|
||||
Computers, software, and equipment
|
$
|
11,245
|
|
|
$
|
8,335
|
|
Site operation equipment
|
66,727
|
|
|
37,254
|
|
||
Furniture and fixtures
|
3,990
|
|
|
2,981
|
|
||
Leasehold improvements
|
40,541
|
|
|
34,316
|
|
||
Capitalized software development costs
|
43,063
|
|
|
38,062
|
|
||
Total property and equipment
|
165,566
|
|
|
120,948
|
|
||
Less: accumulated depreciation and amortization
|
(84,824
|
)
|
|
(67,049
|
)
|
||
Total property and equipment, net
|
$
|
80,742
|
|
|
$
|
53,899
|
|
|
March 31, 2019
|
|
March 31, 2018
|
||||
Principal
|
$
|
500,250
|
|
|
$
|
—
|
|
Unamortized debt discount
|
(86,374
|
)
|
|
—
|
|
||
Unamortized issuance costs
|
(7,939
|
)
|
|
—
|
|
||
Net carrying amount
|
$
|
405,937
|
|
|
$
|
—
|
|
|
March 31, 2019
|
|
March 31, 2018
|
||||
Amortization of debt discount
|
$
|
16,135
|
|
|
$
|
—
|
|
Amortization of issuance costs
|
1,269
|
|
|
—
|
|
||
Contractual interest expense
|
2,175
|
|
|
—
|
|
||
Total interest expense
|
$
|
19,579
|
|
|
$
|
—
|
|
8.
|
Goodwill and Purchased Intangibles Assets
|
Goodwill as of March 31, 2018
|
$
|
11,828
|
|
Goodwill acquired
|
29,684
|
|
|
Goodwill as of March 31, 2019
|
$
|
41,512
|
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
||||||
Developed technology
|
$
|
18,716
|
|
|
$
|
(4,861
|
)
|
|
$
|
13,855
|
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
||||||
Developed technology
|
$
|
4,900
|
|
|
$
|
(3,588
|
)
|
|
$
|
1,312
|
|
Fiscal Years Ending March 31,
|
Estimated Future Amortization Expense
|
||
2020
|
$
|
5,131
|
|
2021
|
4,605
|
|
|
2022
|
4,119
|
|
|
|
$
|
13,855
|
|
9.
|
Other Current Liabilities
|
|
As of March 31,
|
||||||
|
2019
|
|
2018
|
||||
Accrued liabilities
|
$
|
5,047
|
|
|
$
|
4,139
|
|
Accrued tax liabilities
|
3,063
|
|
|
1,274
|
|
||
Deferred rent
|
1,140
|
|
|
782
|
|
||
Other
|
5,322
|
|
|
2,424
|
|
||
Total other current liabilities
|
$
|
14,572
|
|
|
$
|
8,619
|
|
10.
|
Commitments and Contingencies
|
Years Ending March 31,
|
Operating Leases
|
||
2020
|
$
|
16,374
|
|
2021
|
16,155
|
|
|
2022
|
15,620
|
|
|
2023
|
16,105
|
|
|
2024
|
13,484
|
|
|
Thereafter
|
32,849
|
|
|
Total minimum future lease payments
|
$
|
110,587
|
|
11.
|
Common Stock and Stockholders’ Equity
|
|
As of March 31,
|
||||
|
2019
|
|
2018
|
||
Common stock options outstanding
|
2,751
|
|
|
3,215
|
|
RSUs outstanding
|
2,419
|
|
|
2,079
|
|
Available for future stock option and RSU grants
|
10,796
|
|
|
9,576
|
|
Available for future employee stock purchase plan awards
|
2,274
|
|
|
1,929
|
|
|
18,240
|
|
|
16,799
|
|
|
Options Outstanding
|
|
RSUs Outstanding
|
||||||||||||||||||||||
|
Number of Shares
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-Average Remaining Contractual Term (in years)
|
|
Aggregate Intrinsic Value
|
|
Number of
Shares
|
|
Weighted-
Average Grant
Date Fair Value
|
|
Weighted-
Average Remaining Contractual Term (in years)
|
|
Aggregate
Intrinsic
Value
|
||||||||||
Outstanding—April 1, 2018
|
3,215
|
|
|
$
|
22.79
|
|
|
6.7
|
|
$
|
165,041
|
|
|
2,079
|
|
|
$
|
42.31
|
|
|
2.7
|
|
$
|
154,071
|
|
Stock options granted
|
473
|
|
|
98.93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
RSUs granted
|
|
|
|
|
|
|
|
|
1,532
|
|
|
98.74
|
|
|
|
|
|
||||||||
Stock options exercised
|
(822
|
)
|
|
21.15
|
|
|
|
|
62,459
|
|
|
|
|
|
|
|
|
|
|||||||
RSUs vested
|
|
|
|
|
|
|
|
|
(879
|
)
|
|
43.28
|
|
|
|
|
|
||||||||
Stock options canceled/forfeited
|
(115
|
)
|
|
53.43
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
RSUs canceled/forfeited
|
|
|
|
|
|
|
|
|
(313
|
)
|
|
52.76
|
|
|
|
|
|
||||||||
Outstanding - March 31, 2019
|
2,751
|
|
|
$
|
35.10
|
|
|
6.3
|
|
$
|
176,002
|
|
|
2,419
|
|
|
$
|
76.34
|
|
|
3.0
|
|
$
|
238,734
|
|
Options vested and expected to vest - March 31, 2019
|
2,728
|
|
|
$
|
34.59
|
|
|
6.3
|
|
$
|
175,803
|
|
|
|
|
|
|
|
|
|
|||||
Options vested and exercisable - March 31, 2019
|
1,921
|
|
|
$
|
20.02
|
|
|
5.3
|
|
$
|
151,259
|
|
|
|
|
|
|
|
|
|
|||||
RSUs expected to vest - March 31, 2019
|
|
|
|
|
|
|
|
|
2,232
|
|
|
$
|
74.52
|
|
|
|
|
$
|
220,294
|
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cost of revenue
|
$
|
3,487
|
|
|
$
|
2,440
|
|
|
$
|
1,847
|
|
Research and development
|
17,634
|
|
|
12,176
|
|
|
9,975
|
|
|||
Sales and marketing
|
23,253
|
|
|
16,925
|
|
|
13,042
|
|
|||
General and administrative
|
11,824
|
|
|
9,057
|
|
|
7,082
|
|
|||
Total stock-based compensation expense
|
$
|
56,198
|
|
|
$
|
40,598
|
|
|
$
|
31,946
|
|
12.
|
Income Taxes
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Current Provision:
|
|
|
|
|
|
||||||
Federal
|
$
|
(269
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
State
|
32
|
|
|
89
|
|
|
18
|
|
|||
Foreign
|
1,742
|
|
|
870
|
|
|
333
|
|
|||
Total current provision
|
1,505
|
|
|
959
|
|
|
351
|
|
|||
Deferred Provision:
|
|
|
|
|
|
||||||
Federal
|
(568
|
)
|
|
—
|
|
|
—
|
|
|||
State
|
—
|
|
|
—
|
|
|
—
|
|
|||
Foreign
|
(240
|
)
|
|
—
|
|
|
(87
|
)
|
|||
Total deferred provision
|
(808
|
)
|
|
—
|
|
|
(87
|
)
|
|||
Total income tax provision
|
$
|
697
|
|
|
$
|
959
|
|
|
$
|
264
|
|
|
As of March 31,
|
||||||
|
2019
|
|
2018
|
||||
Deferred tax assets:
|
|
|
|
||||
Accrued expenses
|
$
|
3,768
|
|
|
$
|
2,558
|
|
Depreciation and amortization
|
2,461
|
|
|
3,585
|
|
||
Net operating loss carryforwards
|
126,125
|
|
|
98,338
|
|
||
Stock based compensation
|
6,754
|
|
|
5,248
|
|
||
Research and development credits
|
15,960
|
|
|
12,351
|
|
||
Other
|
—
|
|
|
—
|
|
||
Gross deferred tax assets
|
155,068
|
|
|
122,080
|
|
||
Valuation allowance
|
(126,793
|
)
|
|
(117,353
|
)
|
||
Total deferred tax assets
|
28,275
|
|
|
4,727
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Prepaids
|
(2,889
|
)
|
|
(2,647
|
)
|
||
Intangibles
|
(2,349
|
)
|
|
|
|||
Capitalized research and development
|
(2,165
|
)
|
|
(1,942
|
)
|
||
Deferred contract acquisition costs
|
(12,515
|
)
|
|
—
|
|
||
Convertible debt
|
(7,570
|
)
|
|
—
|
|
||
Total deferred tax liabilities
|
(27,488
|
)
|
|
(4,589
|
)
|
||
Total net deferred tax assets/(liabilities)
|
$
|
787
|
|
|
$
|
138
|
|
|
|
||
Balance at March 31, 2016
|
$
|
3,489
|
|
Additions based on tax positions taken during the current period
|
1,503
|
|
|
Additions based on tax positions taken during the prior period
|
—
|
|
|
Reductions based on tax positions taken during the prior period
|
(7
|
)
|
|
Balance at March 31, 2017
|
4,985
|
|
|
Additions based on tax positions taken during the current period
|
1,938
|
|
|
Reductions based on tax positions taken during the prior period
|
(187
|
)
|
|
Balance at March 31, 2018
|
6,736
|
|
|
Additions based on tax positions taken during the current period
|
1,566
|
|
|
Reductions based on tax positions taken during the prior period
|
(305
|
)
|
|
Balance at March 31, 2019
|
$
|
7,997
|
|
13.
|
Net Loss Per Share
|
|
Year Ended March 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net loss attributable to New Relic
|
$
|
(40,893
|
)
|
|
$
|
(45,320
|
)
|
|
$
|
(61,077
|
)
|
Denominator:
|
|
|
|
|
|
||||||
Weighted average shares used to compute net loss per share, basic and diluted
|
56,884
|
|
|
54,814
|
|
|
51,715
|
|
|||
Net loss attributable to New Relic per share—basic and diluted
|
$
|
(0.72
|
)
|
|
$
|
(0.83
|
)
|
|
$
|
(1.18
|
)
|
|
As of March 31,
|
|||||||
2019
|
|
2018
|
|
2017
|
||||
Options to purchase common stock
|
2,751
|
|
|
3,215
|
|
|
4,607
|
|
Restricted stock units
|
2,419
|
|
|
2,079
|
|
|
1,978
|
|
ESPP shares
|
29
|
|
|
30
|
|
|
38
|
|
Common stock reserved for issuance in connection with acquisition
|
—
|
|
|
—
|
|
|
43
|
|
|
5,199
|
|
|
5,324
|
|
|
6,666
|
|
14.
|
Employee Benefit Plan
|
15.
|
Revenue by Geographic Location
|
16.
|
Related Party Transactions
|
(1)
|
Consolidated Financial Statements
|
(2)
|
Financial Statement Schedules
|
(3)
|
Exhibits
|
Exhibit
No.
|
Description of Exhibit
|
Incorporated by Reference
|
Filed
Herewith
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
File Date
|
|||
Amended and Restated Certificate of Incorporation of the Registrant.
|
10-K
|
|
001-36766
|
|
3.1
|
|
May 28, 2015
|
|
|
Amended and Restated Bylaws of the Registrant.
|
S-1
|
|
333-200078
|
|
3.4
|
|
November 10, 2014
|
|
|
Form of common stock certificate of the Registrant.
|
S-1/A
|
|
333-200078
|
|
4.1
|
|
December 1, 2014
|
|
|
Amended and Restated Investor Rights Agreement by and among the Registrant and certain of its stockholders, dated as of April 17, 2014.
|
S-1
|
|
333-200078
|
|
4.2
|
|
November 10, 2014
|
|
|
Indenture, dated as of May 18, 2018, by and between New Relic, Inc. and U.S. Bank National Association, as Trustee.
|
8-K
|
|
001-36766
|
|
4.1
|
|
May 18, 2018
|
|
|
Form of Global Note, representing New Relic, Inc.’s 0.50% Convertible Senior Notes due 2023.
|
8-K
|
|
001-36766
|
|
4.2
|
|
May 18, 2018
|
|
|
Description of Capital Stock
|
|
|
|
|
|
|
|
X
|
|
Form of Indemnification Agreement between the Registrant and each of its directors and executive officers.
|
S-1/A
|
|
333-200078
|
|
10.1
|
|
December 1, 2014
|
|
|
2008 Equity Incentive Plan, as amended, and related form agreements.
|
10-Q
|
|
001-36766
|
|
10.1
|
|
February 13, 2015
|
|
|
2014 Equity Incentive Plan and related form agreements.
|
S-8
|
|
333-201024
|
|
99.2
|
|
December 17, 2014
|
|
|
2014 Employee Stock Purchase Plan.
|
S-8
|
|
333-201024
|
|
99.3
|
|
December 17, 2014
|
|
|
Offer Letter between the Registrant and James Gochee, dated as of April 16, 2008.
|
10-K
|
|
001-36766
|
|
10.5
|
|
May 26, 2016
|
|
|
Offer Letter between the Registrant and Mark Sachleben, dated as of February 4, 2008.
|
S-1
|
|
333-200078
|
|
10.8
|
|
November 10, 2014
|
|
|
Offer Letter between the Registrant and Erica Schultz, dated as of February 27, 2014.
|
10-K
|
|
001-36766
|
|
10.8
|
|
May 11, 2018
|
|
|
Office Lease by and between the Registrant and 555 SW Oak, LLC, dated as of June 15, 2012, as amended.
|
S-1
|
|
333-200078
|
|
10.10
|
|
November 10, 2014
|
|
|
Sixth Amendment to Office Lease by and between the Registrant and 555 SW Oak, LLC, dated as of March 30, 2016.
|
10-K
|
|
001-36766
|
|
10.9b
|
|
May 26, 2016
|
|
|
Seventh Amendment to Lease by and between the Registrant and 111 SW 5th Avenue Investors LLC, dated as of September 15, 2017.
|
10-Q
|
|
001-36766
|
|
10.1
|
|
November 8, 2017
|
|
|
Office Lease by and between the Registrant and 188 Spear Street LLC, dated as of July 13, 2012, as amended.
|
S-1
|
|
333-200078
|
|
10.11
|
|
November 10, 2014
|
|
|
Fourth Amendment to Lease by and between the Registrant and 188 Spear Street LLC, dated as of November 1, 2017.
|
10-Q
|
|
001-36766
|
|
10.2
|
|
November 8, 2017
|
|
Exhibit
No.
|
Description of Exhibit
|
Incorporated by Reference
|
Filed
Herewith
|
||||||
Form
|
|
File No.
|
|
Exhibit
|
|
File Date
|
|||
Fifth Amendment to Lease by and between the Registrant and 188 Spear Street LLC, dated as of December 29, 2017.
|
10-Q
|
|
001-36766
|
|
10.1
|
|
February 6, 2018
|
|
|
Form of Change in Control and Severance Agreement.
|
S-1/A
|
|
333-200078
|
|
10.12
|
|
December 1, 2014
|
|
|
Form of Extension to Change in Control and Severance Agreement.
|
10-Q
|
|
001-36766
|
|
10.2
|
|
February 6, 2018
|
|
|
Form of Confirmation for Capped Call Transactions.
|
8-K
|
|
001-36766
|
|
10.1
|
|
May 18, 2018
|
|
|
New Relic, Inc. Non-Employee Director Compensation Policy, as amended.
|
8-K
|
|
001-36766
|
|
99.1
|
|
August 23, 2018
|
|
|
List of subsidiaries of Registrant.
|
S-1
|
|
333-200078
|
|
21.1
|
|
November 10, 2014
|
|
|
Consent of Deloitte & Touche LLP, independent registered public accounting firm.
|
|
|
|
|
|
|
|
X
|
|
Power of Attorney (included on the signature page of this report).
|
|
|
|
|
|
|
|
X
|
|
Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
X
|
|
Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
X
|
|
32.1
(1)
|
Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
X
|
101.INS
|
XBRL Instance Document
|
|
|
|
|
|
|
|
X
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
X
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
|
|
X
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
|
|
X
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
X
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
X
|
+
|
Indicates a management contract or compensatory plan or arrangement.
|
(1)
|
The certifications attached as Exhibit 32.1 accompany this Annual Report on Form 10-K pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, and shall not be deemed “filed” by the Registrant for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and are not to be incorporated by reference into any of the Registrant’s filings under the Securities Act, irrespective of any general incorporation language contained in any such filing.
|
|
|
New Relic, Inc.
|
|
Date:
|
May 14, 2019
|
By:
|
/s/ Mark Sachleben
|
|
|
|
Mark Sachleben
|
|
|
|
Chief Financial Officer
(Principal Financial and Accounting Officer
and Duly Authorized Signatory)
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Name
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Title
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Date
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/s/ Lewis Cirne
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Chief Executive Officer and Director
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May 14, 2019
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Lewis Cirne
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(Principal Executive Officer)
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/s/ Mark Sachleben
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Chief Financial Officer
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May 14, 2019
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Mark Sachleben
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(Principal Financial and Accounting Officer)
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/s/ Peter Fenton
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Chairman and Director
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May 14, 2019
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Peter Fenton
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/s/ Sohaib Abbasi
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Director
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May 14, 2019
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Sohaib Abbasi
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/s/ Caroline Watteeuw Carlisle
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Director
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May 14, 2019
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Caroline Watteeuw Carlisle
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/s/ Michael Christenson
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Director
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May 14, 2019
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Michael Christenson
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/s/ Hope Cochran
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Director
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May 14, 2019
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Hope Cochran
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/s/ Adam Messinger
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Director
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May 14, 2019
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Adam Messinger
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/s/ Dan Scholnick
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Director
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May 14, 2019
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Dan Scholnick
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/s/ James Tolonen
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Director
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May 14, 2019
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James Tolonen
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•
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before such date, the board of directors of the corporation approved either the business combination or the transaction that resulted in the stockholder becoming an interested stockholder;
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•
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upon closing of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of the voting stock of the corporation outstanding at the time the transaction began, excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) those shares owned by (i) persons who are directors and also officers and (ii) employee stock plans in which employee participants do not have the right to determine confidentially whether shares held subject to the plan will be tendered in a tender or exchange offer; or
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•
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on or after such date, the business combination is approved by the board of directors and authorized at an annual or special meeting of the stockholders, and not by written consent, by the affirmative vote of at least 66 2/3% of the outstanding voting stock that is not owned by the interested stockholder.
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•
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any merger or consolidation involving the corporation and the interested stockholder;
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•
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any sale, transfer, pledge, or other disposition of 10% or more of the assets of the corporation involving the interested stockholder;
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•
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subject to certain exceptions, any transaction that results in the issuance or transfer by the corporation of any stock of the corporation to the interested stockholder;
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•
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any transaction involving the corporation that has the effect of increasing the proportionate share of the stock or any class or series of the corporation beneficially owned by the interested stockholder; or
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•
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the receipt by the interested stockholder of the benefit of any loss, advances, guarantees, pledges, or other financial benefits by or through the corporation.
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•
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any breach of the director’s duty of loyalty to us or to our stockholders;
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•
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acts or omissions not in good faith or that involve intentional misconduct or a knowing violation of law;
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•
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unlawful payment of dividends or unlawful stock repurchases or redemptions; and
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•
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any transaction from which the director derived an improper personal benefit.
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1.
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I have reviewed this Annual Report on Form 10-K of New Relic, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
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May 14, 2019
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By:
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/s/ Lewis Cirne
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Lewis Cirne
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Chief Executive Officer
(Principal Executive Officer)
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1.
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I have reviewed this Annual Report on Form 10-K of New Relic, Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
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(a)
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All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date:
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May 14, 2019
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By:
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/s/ Mark Sachleben
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Mark Sachleben
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Chief Financial Officer
(Principal Financial Officer)
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Date:
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May 14, 2019
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By:
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/s/ Lewis Cirne
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Lewis Cirne
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Chief Executive Officer
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Date:
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May 14, 2019
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By:
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/s/ Mark Sachleben
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Mark Sachleben
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Chief Financial Officer
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