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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  December 5, 2024

Smartsheet Inc.
(Exact name of registrant as specified in its charter)
 
Washington 001-38464 20-2954357
(State or other jurisdiction
of incorporation)		 (Commission
File Number)		 (I.R.S. Employer Identification
No.)
 
500 108th Ave NE, Suite 200
Bellevue,WA98004
(Address of principal executive offices and zip code)
(844)324-2360
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐         Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, no par value per shareSMARThe New York Stock Exchange
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐ 

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐ 



Item 2.02 - Results of Operations and Financial Condition

On December 5, 2024, Smartsheet Inc. (the "Company") issued a press release announcing its results for the quarter ended October 31, 2024. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02, including Exhibit 99.1 to this Current Report, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Item 2.02 and in the accompanying Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed by the Company with the Securities and Exchange Commission, whether made before or after the date of this Current Report, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 - Financial Statements and Exhibits
 
(d)                                 Exhibits.
 
Exhibit No.Description
99.1 
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
  
  SMARTSHEET INC.
   
 By:/s/ Pete Godbole
 Name:Pete Godbole
 Title:Chief Financial Officer & Treasurer
   
   
Date:December 5, 2024  


Smartsheet Inc. Announces Third Quarter Fiscal Year 2025 Results

•Entered into a definitive agreement to be acquired by Blackstone and Vista Equity Partners
•Third quarter total revenue grew 17% year over year to $286.9 million
•Annualized recurring revenue grew 15% year over year to $1.133 billion
•Third quarter operating cash flow of $63.5 million and free cash flow of $61.8 million
•Ended the quarter with cash, cash equivalents, and short-term investments of $760.9 million

BELLEVUE, Wash. - December 5, 2024 - Smartsheet Inc. (NYSE: SMAR), the AI enhanced enterprise grade work management platform, today announced financial results for its third fiscal quarter ended October 31, 2024.

Third Quarter Fiscal 2025 Financial Highlights

•Revenue: Total revenue was $286.9 million, an increase of 17% year over year. Subscription revenue was $273.7 million, an increase of 18% year over year. Professional services revenue was $13.2 million, a decrease of (2)% year over year.

•Operating loss: GAAP operating loss was $(3.4) million, or (1)% of total revenue, compared to $(35.5) million, or (14)% of total revenue, in the third quarter of fiscal 2024.

•Non-GAAP operating income: Non-GAAP operating income was $56.4 million, or 20% of total revenue, compared to $19.4 million, or 8% of total revenue, in the third quarter of fiscal 2024.

•Net income (loss): GAAP net income was $1.3 million, compared to GAAP net loss of $(32.4) million in the third quarter of fiscal 2024. GAAP basic and diluted net income per share was $0.01, compared to GAAP basic and diluted net loss per share of $(0.24) in the third quarter of fiscal 2024.

•Non-GAAP net income: Non-GAAP net income was $61.0 million, compared to $22.6 million in the third quarter of fiscal 2024. Non-GAAP basic and diluted net income per share was $0.44 and $0.43, respectively, compared to non-GAAP basic and diluted net income per share of $0.17 and $0.16, respectively, in the third quarter of fiscal 2024.

•Cash flow: Net operating cash flow was $63.5 million, compared to $15.1 million in the third quarter of fiscal 2024. Free cash flow was $61.8 million, or 22% of total revenue, compared to $11.4 million, or 5% of total revenue, in the third quarter of fiscal 2024.



Third Quarter Fiscal 2025 Operational Highlights

•Annualized recurring revenue ("ARR") was $1.133 billion, an increase of 15% year over year
•Average ARR per domain-based customer was $10,708, an increase of 16% year over year
•Dollar-based net retention rate was 111%
•Number of all customers with ARR of $100,000 or more grew to 2,137, an increase of 20% year over year
•Number of all customers with ARR of $50,000 or more grew to 4,293, an increase of 15% year over year
•Number of all customers with ARR of $5,000 or more grew to 20,430, an increase of 5% year over year

Third Quarter Fiscal 2025 Business Highlights

•Announced that Smartsheet entered into a definitive agreement to be acquired by Blackstone and Vista Equity Partners in an all-cash transaction valued at approximately $8.4 billion, or $56.50 per share
•Sold out our U.S. ENGAGE customer conference for the second consecutive year, welcoming over 4,000 attendees to Seattle to participate in more than 60 breakout sessions
•Unveiled the most comprehensive transformation of our offerings to date, debuting a new user experience and a range of first-of-a-kind features to empower organizations to operate at their peak
•Introduced a Smartsheet connector for Amazon Q Business, which will give Amazon Q Business customers the power to ask an intelligent assistant for information about their work in Smartsheet, eliminating data silos and enhancing visibility

The section titled "Use of Non-GAAP Financial Measures" below contains a description of the non-GAAP financial measures with a reconciliation between GAAP and non-GAAP information. The section titled "Definitions of Key Business Metrics" contains definitions of certain non-financial metrics provided within this press release.

Transaction with Blackstone and Vista Equity Partners

In a separate press release issued on September 24, 2024, we announced that we have entered into a definitive agreement ("Merger Agreement"), to be acquired by Blackstone and Vista Equity Partners. A copy of the press release and supplemental materials can be found on the "Investors" page of our website at www.investors.smartsheet.com and on the Securities and Exchange Commission, or the SEC, website at www.sec.gov. Additional details and information about the terms and conditions of the Merger Agreement and the transactions contemplated by the Merger Agreement are available in the Current Report on Form 8-K filed with the SEC on September 24, 2024.

Given the announced transaction, we will not be hosting an earnings conference call nor providing financial guidance in conjunction with this press release. For further detail and discussion of our financial performance, please refer to our third quarter 2025 Form 10-Q for the quarter ended October 31, 2024, filed today with the SEC.



Use of Non-GAAP Financial Measures
To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, we use certain non-GAAP financial measures, as described below, to understand and evaluate our core operating performance. These non-GAAP financial measures, which may be different than similarly titled measures used by other companies, are presented to enhance investors’ overall understanding of our financial performance and should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of the non-GAAP financial measures to such GAAP measures can be found in the accompanying financial statements included with this press release.
We believe that these non-GAAP financial measures provide useful information about our financial performance, enhance the overall understanding of our past performance and future prospects, and allow for greater transparency with respect to important metrics used by our management for financial and operational decision-making. We are presenting these non-GAAP financial metrics to assist investors in seeing our financial performance through the eyes of management, and because we believe that these measures provide an additional tool for investors to use in comparing our core financial performance over multiple periods with other companies in our industry.
We define non-GAAP operating income as GAAP operating loss excluding share-based compensation expense, amortization of acquisition-related intangible assets, one-time costs associated with mergers and acquisitions, lease restructuring costs, and litigation expenses and settlements related to matters that are outside the ordinary course of our business, as applicable. We define non-GAAP net income as GAAP net income (loss) excluding non-recurring income tax adjustments associated with mergers and acquisitions and the same exclusions that are used to derive non-GAAP operating income.
We define basic non-GAAP net income per share as non-GAAP net income divided by weighted-average shares outstanding ("WASO"). We define diluted non-GAAP net income per share as non-GAAP net income divided by diluted WASO. Diluted WASO includes the impact of potentially dilutive securities, which include stock options, restricted share units, performance share units, and shares subject to our 2018 employee stock purchase plan. There are a number of limitations related to the use of these non-GAAP measures as compared to GAAP operating loss and net income (loss), including that the non-GAAP measures exclude share-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of our compensation strategy.
We use the non-GAAP financial measure of free cash flow, which is defined as GAAP net cash flows from operating activities, reduced by cash used for purchases of property and equipment (inclusive of spend on internal-use software) and principal payments on finance lease obligations. We believe free cash flow is an important liquidity measure of the cash that is available, after capital expenditures and operational expenses, for investment in our business, share repurchases, and potential acquisitions. Free cash flow is useful to investors as a liquidity measure because it measures our ability to generate excess cash beyond what is required for our operations. Once our business needs and obligations are met, cash can be used to maintain a strong balance sheet and invest in future growth. There are a number of limitations related to the use of free cash flow as compared to net cash from operating activities, including that free cash flow includes capital expenditures, the benefits of which are realized in periods subsequent to those when expenditures are made.


Definitions of Key Business Metrics
Annualized recurring revenue

We define annualized recurring revenue, or ARR, as the annualized recurring value of all active subscription contracts at the end of a reporting period. We exclude the value of non-recurring revenue streams, such as our professional services revenue, that are recognized at a point in time. We use ARR as one of our operating measures to assess the strength of the Company’s subscription services. ARR is a performance metric and should be viewed independently of revenue and deferred revenue, and is not intended to be a substitute for, or combined with, any of these items. Both multi-year contracts and contracts with terms less than one year are annualized by dividing the total committed contract value by the number of months in the subscription term and then multiplying by 12. Annualizing contracts with terms less than one year results in amounts being included in our ARR calculation that are in excess of the total contract value for those contracts at the end of the reporting period. The value of subscription contracts that are sold through third-party resellers, wherein we do not have visibility into the pricing provided, is based on the list price.

Average ARR per domain-based customer

We use average ARR per domain-based customer to measure customer commitment to our platform and sales force productivity. We define average ARR per domain-based customer as total outstanding ARR for domain-based subscriptions as of the end of the reporting period divided by the number of domain-based customers as of the same date. We define domain-based customers as organizations with a unique email domain name.

Dollar-based net retention rate

We calculate dollar-based net retention rate as of a period end by starting with the ARR from the cohort of all customers as of the 12 months prior to such period end (“Prior Period ARR”). We then calculate the ARR from these same customers as of the current period end (“Current Period ARR”). Current Period ARR includes any upsells and is net of contraction or attrition over the trailing 12 months, but excludes subscription revenue from new customers in the current period. We then divide the total Current Period ARR by the total Prior Period ARR to arrive at the dollar-based net retention rate. Any ARR obtained through merger and acquisition transactions does not affect the dollar-based net retention rate until one year from the date on which the transaction closed.

The dollar-based net retention rate is used by us to evaluate the long-term value of our customer relationships and is driven by our ability to retain and expand the subscription revenue generated from our existing customers.

About Smartsheet

Smartsheet (NYSE: SMAR) is the modern enterprise work management platform trusted by millions of people at companies across the globe, including over 85% of the 2024 Fortune 500 companies. The category pioneer and market leader, Smartsheet delivers powerful solutions fueling performance and driving the next wave of innovation. Visit www.smartsheet.com to learn more.



Disclosure of Material Information

Smartsheet announces material information to its investors using SEC filings, press releases, public conference calls, and on its investor relations page of the company’s website at www.investors.smartsheet.com.


SMARTSHEET INC.
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(unaudited)
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
Revenue
Subscription$273,703 $232,470 $786,328 $659,993 
Professional services13,168 13,448 39,939 41,396 
Total revenue286,871 245,918 826,267 701,389 
Cost of revenue
Subscription41,445 34,258 115,216 101,009 
Professional services12,291 12,780 36,693 38,948 
Total cost of revenue53,736 47,038 151,909 139,957 
Gross profit233,135 198,880 674,358 561,432 
Operating expenses
Research and development63,477 58,257 189,514 172,805 
Sales and marketing127,854 137,920 383,315 382,685 
General and administrative45,155 38,153 124,489 109,654 
Total operating expenses236,486 234,330 697,318 665,144 
Loss from operations(3,351)(35,450)(22,960)(103,712)
Interest income8,272 6,976 24,934 18,040 
Other income (expense), net47 (790)(593)(1,381)
Income (loss) before income tax provision4,968 (29,264)1,381 (87,053)
Income tax provision3,644 3,164 1,057 8,602 
Net income (loss)$1,324 $(32,428)$324 $(95,655)
Net income (loss) per share, basic$0.01 $(0.24)$0.00 $(0.71)
Net income (loss) per share, diluted$0.01 $(0.24)$0.00 $(0.71)
Weighted-average shares outstanding used to compute net income (loss) per share, basic139,007 135,189 138,287 133,868 
Weighted-average shares outstanding used to compute net income (loss) per share, diluted142,668 135,189 141,306 133,868 
Share-based compensation expense included in the condensed consolidated statements of operations was as follows (in thousands, unaudited):
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
Cost of subscription revenue$2,983 $3,164 $9,055 $9,980 
Cost of professional services revenue1,485 1,777 4,734 5,602 
Research and development17,763 17,220 54,036 52,263 
Sales and marketing14,453 17,462 45,472 55,505 
General and administrative9,151 10,024 29,827 30,099 
Total share-based compensation expense$45,835 $49,647 $143,124 $153,449 



SMARTSHEET INC.
Condensed Consolidated Balance Sheets
(in thousands, except share data)
(unaudited)

October 31, 2024January 31, 2024
Assets
Current assets:
Cash and cash equivalents$454,281 $282,094 
Short-term investments306,640 346,701 
Accounts receivable, net of allowances of $5,335 and $6,560, respectively
200,436 238,708 
Prepaid expenses and other current assets69,840 64,366 
Total current assets1,031,197 931,869 
Restricted cash18 19 
Deferred commissions156,724 148,867 
Property and equipment, net39,139 42,362 
Operating lease right-of-use assets29,693 39,480 
Intangible assets, net20,635 27,960 
Goodwill141,477 141,477 
Other long-term assets4,408 5,445 
Total assets$1,423,291 $1,337,479 
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable$1,128 $2,937 
Accrued compensation and related benefits74,840 77,453 
Other accrued liabilities37,309 30,534 
Operating lease liabilities, current15,288 16,040 
Finance lease liabilities, current255 216 
Deferred revenue556,320 568,670 
Total current liabilities685,140 695,850 
Operating lease liabilities, non-current23,936 33,100 
Finance lease liabilities, non-current279 455 
Deferred revenue, non-current4,095 1,785 
Other long-term liabilities696 434 
Total liabilities714,146 731,624 
Shareholders’ equity:
Preferred stock, no par value; 10,000,000 shares authorized, no shares issued or outstanding as of October 31, 2024 and January 31, 2024— — 
Class A common stock, no par value; 500,000,000 shares authorized, 139,302,943 shares issued and outstanding as of October 31, 2024; 500,000,000 shares authorized, 136,884,011 shares issued and outstanding as of January 31, 2024— — 
Class B common stock, no par value; 500,000,000 shares authorized, no shares issued and outstanding as of October 31, 2024 and January 31, 2024— — 
Additional paid-in capital1,621,429 1,468,805 
Accumulated other comprehensive income (loss)196 (146)
Accumulated deficit(912,480)(862,804)
Total shareholders’ equity709,145 605,855 
Total liabilities and shareholders’ equity$1,423,291 $1,337,479 



SMARTSHEET INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
Nine Months Ended October 31,
20242023
Cash flows from operating activities
Net income (loss)$324 $(95,655)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Share-based compensation expense143,124 153,449 
Depreciation and amortization21,121 20,008 
Net amortization of premiums (discounts) on investments(6,059)(8,746)
Amortization of deferred commission costs50,328 38,439 
Unrealized foreign currency (gain) loss(577)684 
Non-cash operating lease costs7,513 9,450 
Impairment of long-lived assets3,237 1,448 
Other, net5,495 3,089 
Changes in operating assets and liabilities:
Accounts receivable33,770 16,541 
Prepaid expenses and other current assets(5,576)1,060 
Other long-term assets(1,039)(1,401)
Accounts payable(1,665)(997)
Other accrued liabilities6,656 4,100 
Accrued compensation and related benefits(5,483)2,021 
Deferred commissions(58,185)(58,705)
Deferred revenue(9,952)25,439 
Other long-term liabilities262 278 
Operating lease liabilities(10,544)(12,326)
Net cash provided by operating activities172,750 98,176 
Cash flows from investing activities
Purchases of short-term investments(235,421)(375,387)
Maturities of short-term investments281,965 281,900 
Purchases of property and equipment(1,437)(2,097)
Proceeds from sale of property and equipment53 28 
Capitalized internal-use software development costs(6,549)(7,850)
Net cash provided by (used in) investing activities38,611 (103,406)
Cash flows from financing activities
Proceeds from exercise of stock options10,957 1,330 
Taxes paid related to net share settlement of restricted stock units(14,896)(1,644)
Proceeds from contributions to Employee Stock Purchase Plan14,403 15,664 
Principal payments of finance leases(141)— 
Repurchases of Class A Common Stock and related costs(50,000)— 
Net cash provided by (used in) financing activities(39,677)15,350 
Effects of changes in foreign currency exchange rates on cash, cash equivalents, and restricted cash379 (248)
Net increase in cash, cash equivalents, and restricted cash
172,063 9,872 
Cash, cash equivalents, and restricted cash at beginning of period282,442 223,757 
Cash, cash equivalents, and restricted cash at end of period$454,505 $233,629 


SMARTSHEET INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
Supplemental disclosures
Cash paid for interest$43 $— 
Cash paid for income tax7,655 9,471 
Accrued purchases of property and equipment, including internal-use software1,081 1,264 
Share-based compensation expense capitalized in internal-use software development costs2,355 3,283 
Right-of-use assets obtained in exchange for new operating lease liabilities558 1,684 
Right-of-use asset reductions related to operating leases2,832 4,451 
Purchases of fixed assets under finance leases— 693 


SMARTSHEET INC.
Reconciliation from GAAP to Non-GAAP Financial Measures
(unaudited)


Reconciliation from GAAP operating loss to non-GAAP operating income and operating margin
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
(dollars in thousands)
Loss from operations$(3,351)$(35,450)$(22,960)$(103,712)
Add:
Share-based compensation expense(1)
46,842 50,170 145,511 154,919 
Amortization of acquisition-related intangible assets(2)
2,308 2,701 7,320 8,117 
Lease restructuring costs(3)
40 1,934 3,359 2,051 
One-time acquisition costs10,525 — 10,525 — 
Non-GAAP operating income$56,364 $19,355 $143,755 $61,375 
Operating margin(1)%(14)%(3)%(15)%
Non-GAAP operating margin20 %8 %17 %9 %
(1)    Includes amortization related to share-based compensation that was capitalized in internal-use software and other assets in previous periods.
(2)    Consists entirely of amortization of intangible assets that were recorded as part of purchase accounting. The amortization of intangible assets related to acquisitions will recur in future periods until such intangible assets have been fully amortized.
(3)    Includes charges related to the reassessment of our real estate lease portfolio.

Reconciliation from GAAP net income (loss) to non-GAAP net income and per share data
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
(in thousands, except per share data)
Net income (loss)$1,324 $(32,428)$324 $(95,655)
Add:
Share-based compensation expense(1)
46,842 50,170 145,511 154,919 
Amortization of acquisition-related intangible assets(2)
2,308 2,701 7,320 8,117 
Lease restructuring costs(3)
40 2,142 3,359 2,258 
One-time acquisition costs10,525 — 10,525 — 
Non-GAAP net income$61,039 $22,585 $167,039 $69,639 
Non-GAAP net income per share, basic$0.44 $0.17 $1.21 $0.52 
Non-GAAP net income per share, diluted$0.43 $0.16 $1.18 $0.51 
(1)    Includes amortization related to share-based compensation that was capitalized in internal-use software and other assets in previous periods.
(2)    Consists entirely of amortization of intangible assets that were recorded as part of purchase accounting. The amortization of intangible assets related to acquisitions will recur in future periods until such intangible assets have been fully amortized.
(3)    Includes charges related to the reassessment of our real estate lease portfolio.


SMARTSHEET INC.
Reconciliation from GAAP to Non-GAAP Financial Measures
(unaudited)


Non-GAAP reconciliation from basic to diluted weighted-average shares outstanding
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
(in thousands)
Weighted-average shares outstanding; basic139,007 135,189 138,287 133,868 
Effect of dilutive securities:
Shares subject to outstanding common stock awards3,661 3,232 3,019 3,653 
Weighted-average common shares outstanding; diluted142,668 138,421 141,306 137,521 

Reconciliation from net operating cash flow to free cash flow
Three Months Ended October 31,Nine Months Ended October 31,
2024202320242023
(in thousands)
Net cash provided by operating activities$63,528 $15,146 $172,750 $98,176 
Less:
Purchases of property and equipment(414)(702)(1,437)(2,097)
Capitalized internal-use software development costs(1,232)(3,035)(6,549)(7,850)
Principal payments of finance leases(89)— (141)— 
Free cash flow$61,793 $11,409 $164,623 $88,229 


Source: Smartsheet Inc.
Smartsheet Inc.
Investor Relations Contact
Aaron Turner
investorrelations@smartsheet.com

Media Contact
Lisa Henthorn
pr@smartsheet.com

v3.24.3
Cover Cover
Dec. 05, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Dec. 05, 2024
Entity Registrant Name Smartsheet Inc.
Entity Incorporation, State or Country Code WA
Entity File Number 001-38464
Entity Tax Identification Number 20-2954357
Entity Address, Address Line One 500 108th Ave NE, Suite 200
Entity Address, City or Town Bellevue,
Entity Address, State or Province WA
Entity Address, Postal Zip Code 98004
City Area Code (844)
Local Phone Number 324-2360
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Class A common stock, no par value per share
Trading Symbol SMAR
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001366561
Amendment Flag false
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