asan-20210603
0001477720FALSE00014777202021-06-032021-06-03

 
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): June 3, 2021
__________________________
Asana, Inc.
(Exact name of Registrant as Specified in Its Charter)
__________________________
Delaware001-3949526-3912448
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1550 Bryant Street, Suite 200
San Francisco,CA94103
(Address of Principal Executive Offices)(Zip Code)
(415) 525-3888
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
__________________________
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 (see General Instructions A.2. below):
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 class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.00001 par
value
ASANNew 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 June 3, 2021, Asana, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended April 30, 2021. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information furnished under this Item 2.02 and in the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).



SIGNATURE
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.
ASANA, INC.
Dated: June 3, 2021By:/s/ Eleanor Lacey
Eleanor Lacey
General Counsel and Corporate Secretary

Document
Exhibit 99.1
Asana Announces Record First Quarter
Fiscal 2022 Revenues

First quarter revenue growth accelerated to 61% year over year
Over 100,000 total paying customers
Revenues from customers spending $5,000 or more grew 82% year over year
Raised fiscal year 2022 revenue outlook


June 3, 2021 – San Francisco, CA – Asana, Inc. (NYSE: ASAN), a leading work management platform for teams, today reported financial results for its first quarter fiscal 2022 ended April 30, 2021.

“We are very pleased with the momentum in our first quarter. We reported accelerated revenue growth of 61 percent year over year, we closed large expansions within our existing base and continued to see momentum with some of our largest enterprise customers," said Dustin Moskovitz, co-founder and chief executive officer of Asana. “Whether teams are fully remote and working from home, or in offices coordinating work across departments and geographies, clarity on who is doing what by when is essential. More and more customers are turning to Asana and the Asana Work Graph to provide a scalable, cross-functional, and easy-to-adopt solution."

First Quarter Fiscal 2022 Financial Highlights

Revenues: Revenues were $76.7 million, an increase of 61% year over year.
Operating Loss: GAAP operating loss was $50.0 million, or 65% of revenues, compared to GAAP operating loss of $29.1 million, or 61% of revenues, in the first quarter of fiscal 2021. Non-GAAP operating loss was $33.3 million, or 43% of revenues, compared to non-GAAP operating loss of $23.9 million, or 50% of revenues, in the first quarter of fiscal 2021.
Net Loss: GAAP net loss was $60.7 million, compared to GAAP net loss of $35.8 million in the first quarter of fiscal 2021. GAAP net loss per share was $0.37, compared to GAAP net loss per share of $0.47 in the first quarter of fiscal 2021. Non-GAAP net loss was $33.8 million, compared to non-GAAP net loss of $23.7 million in the first quarter of fiscal 2021. Non-GAAP net loss per share was $0.21, compared to non-GAAP net loss per share of $0.31 in the first quarter of fiscal 2021.
Cash Flow: Cash flows from operating activities were negative $7.4 million, compared to negative $18.2 million in the first quarter of fiscal 2021. Free cash flow was negative $7.7 million, compared to negative $17.1 million in the first quarter of fiscal 2021.

Business Highlights
Announced the availability of Universal Reporting which gives leaders real-time visibility into work across their organization.
Introduced Asana Partners, featuring over 200 Technology Partners including new Zendesk, ServiceNow, Adobe, Canva, InVision, Looker and Lucidchart integrations.
Launched Asana’s Channel Partner network across 75 countries.
Expanded with four new languages - Traditional Chinese, Russian, Dutch, and Polish, with three more languages coming soon.
Named to Inc. Magazine’s annual list of Best Workplaces for the fourth year in a row.
Ended the quarter with over 100,000 paying customers.
1

Exhibit 99.1
The number of customers spending $5,000 or more on an annualized basis grew to 11,272, an increase of 53% year over year.
The number of customers spending $50,000 or more on an annualized basis grew to 485, an increase of 92% year over year.
Overall dollar-based net retention rate was over 115%.
Dollar-based net retention rate for customers with $5,000 or more in annualized spend was 123%.
Dollar-based net retention rate for customers with $50,000 or more in annualized spend was over 140%.

Financial Outlook
For the second quarter of fiscal 2022, Asana expects:

Revenues of $81.0 million to $83.0 million, representing year over year growth of 56% to 60%.
Non-GAAP operating loss of $44.0 million to $42.0 million.
Non-GAAP net loss per share of $0.27 to $0.26, assuming basic and diluted weighted average shares outstanding of approximately 163 million.

For fiscal year 2022, Asana expects revenues of $336.0 million to $340.0 million, representing year over year growth of 48% to 50%.

These statements are forward-looking and actual results may materially differ. Refer to the “Forward-Looking Statements” section below for information on the factors that could cause Asana’s actual results to materially differ from these forward-looking statements.

A reconciliation of non-GAAP outlook measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, many of these costs and expenses that may be incurred in the future. Asana has provided a reconciliation of GAAP to non-GAAP financial measures in the financial statement tables for its first quarter fiscal 2022 non-GAAP results included in this press release.

Earnings Conference Call Information
Asana will hold a conference call and live webcast today to discuss these results at 1:30 p.m. Pacific Time. A live and replay webcast will be available on the Asana Investor Relations website at: https://investors.asana.com.

Forward-Looking Statements
This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include, but are not limited to, statements about Asana’s outlook for the second fiscal quarter and the full fiscal year ending January 31, 2022, Asana’s market position, and potential market opportunities. Forward-looking statements generally relate to future events or Asana’s future financial or operating performance. Forward-looking statements include all statements that are not historical facts and in some cases can be identified by terms such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “continue,” “could,” “potential,” “remain,” “may,” “might,” “will,” “would” or similar expressions and the negatives of those terms. However, not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties and other factors, including factors beyond Asana’s control, that may cause Asana’s actual results, performance or achievements to be materially different from any future results,
2

Exhibit 99.1
performance or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, risks and uncertainties related to: Asana’s ability to achieve future growth and sustain its growth rate, Asana’s ability to attract and retain customers and increase sales to its customers, Asana’s ability to develop and release new products and services and to scale its platform, Asana’s ability to increase adoption of its platform through Asana’s self-service model, Asana’s ability to maintain and grow its relationships with strategic partners, the highly competitive and rapidly evolving market in which Asana participates, Asana’s international expansion strategies, and the impact of the COVID-19 pandemic. Further information on risks that could cause actual results to differ materially from forecasted results are included in Asana’s filings with the SEC, including Asana’s Annual Report on Form 10-K for the fiscal year ended January 31, 2021. Any forward-looking statements contained in this press release are based on assumptions that Asana believes to be reasonable as of this date. Except as required by law, Asana assumes no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.
Use of Non-GAAP Financial Measures
To supplement our consolidated financial statements, which are prepared and presented in accordance with GAAP, Asana uses certain non-GAAP financial measures to understand and evaluate its core operating performance. In this release, Asana’s non-GAAP gross profit, gross margin, operating expenses, operating expenses as a percentage of revenue, operating loss, operating margin, net loss, net loss per share, free cash flow are not presented in accordance with GAAP and are not intended to be used in lieu of GAAP presentations of results of operations. These non-GAAP financial measures, which may be different from similarly titled measures used by other companies, are presented to enhance investors’ overall understanding of Asana’s 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.

Asana believes that these non-GAAP financial measures provide useful information about its financial performance, enhance the overall understanding of Asana’s past performance and future prospects, facilitate period-to-period comparisons of operations, and allow for greater transparency with respect to important metrics used by Asana’s management for financial and operational decision-making. Asana is presenting these non-GAAP financial metrics to assist investors in seeing its financial performance through the eyes of management, and because Asana believes that these measures provide an additional tool for investors to use in comparing its core financial performance over multiple periods with other companies in Asana’s industry.

Asana believes excluding the following items from the GAAP Condensed Consolidated Statements of Operations is useful to investors and others in assessing Asana’s operating performance due to the following factors:

Share-based compensation expenses. Although share-based compensation is an important aspect of the compensation of our employees and executives, management believes it is useful to exclude share-based compensation expenses to better understand the long-term performance of our core business and to facilitate comparison of our results to those of peer companies.
Employer payroll tax associated with RSUs. The amount of employer payroll tax-related items on employee stock transactions is dependent on Asana’s stock price and other factors that are beyond its control and that do not correlate to the operation of the business.
3

Exhibit 99.1
Non-cash and non-recurring expenses. Non-cash expenses include the amortization of debt discount and non-cash interest related to the outstanding senior mandatory convertible promissory notes and non-recurring expenses include direct listing fees. Asana believes the exclusion of the non-cash and non-recurring items provides useful supplemental information to investors and facilitates the analysis of our operation results and comparison of operating results across reporting periods.

Asana also uses the non-GAAP financial measure of free cash flow, which is defined as net cash used in operating activities less cash used for purchases of property and equipment and capitalized internal-use software costs, plus non-recurring expenditures such as capital expenditures from the purchases of property and equipment associated with the build-out of Asana’s corporate headquarters in San Francisco and direct listing expenses. Asana believes free cash flow is an important liquidity measure of the cash that is available, after capital expenditures and operational expenses, for investment in its business and to make acquisitions. Free cash flow is useful to investors as a liquidity measure because it measures Asana’s ability to generate or use cash. 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 Business Metrics
Customers spending over $5,000 and $50,000

We define customers spending over $5,000 and $50,000 as those organizations on a paid subscription plan that had $5,000 or more or $50,000 or more in annualized GAAP revenues in a given quarter, respectively, inclusive of discounts.

Dollar-based net retention rate

Asana’s reported dollar-based net retention rate equals the simple arithmetic average of its quarterly dollar-based net retention rate for the four quarters ending with the most recent fiscal quarter. Asana calculates its dollar-based net retention rate by comparing its revenues from the same set of customers in a given quarter, relative to the comparable prior-year period. To calculate Asana’s dollar-based net retention rate for a given quarter, Asana starts with the revenues in that quarter from customers that generated revenues in the same quarter of the prior year. Asana then divides that amount by the revenues attributable to that same group of customers in the prior-year quarter. Current period revenues include any upsells and are net of contraction or attrition over the trailing 12 months, but exclude revenues from new customers in the current period. Asana expects its dollar-based net retention rate to fluctuate in future periods due to a number of factors, including the expected growth of its revenue base, the level of penetration within its customer base, and its ability to retain its customers.

About Asana
Asana helps teams orchestrate their work, from small projects to strategic initiatives. Headquartered in San Francisco, CA, Asana has more than 100,000 paying customers and millions of free organizations across 190 countries. Global customers such as Amazon, Japan Airlines, Sky, and Under Armour rely on Asana to manage everything from company objectives to digital transformation to product launches and marketing campaigns. For more information, visit www.asana.com.
Disclosure of Material Information
4

Exhibit 99.1
Asana announces material information to its investors using SEC filings, press releases, public conference calls, and on its investor relations page of Asana’s website at https://investors.asana.com. Asana uses these channels, as well as social media, including its Twitter account (@asana), its blog (blog.asana.com), its LinkedIn page (www.linkedin.com/company/asana), its Instagram account (@asana), and its Facebook page (www.facebook.com/asana/), to communicate with investors and the public about Asana, its products and services and other matters. Therefore, Asana encourages investors, the media and others interested in Asana to review the information it makes public in these locations, as such information could be deemed to be material information.
Catherine Buan
Asana Investor Relations
ir@asana.com

Stephanie Hess
Asana Corporate Communications
press@asana.com
5

Exhibit 99.1
ASANA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(unaudited)
Three Months Ended April 30,
20212020
Revenues$76,673 $47,706 
Cost of revenues(1)
7,914 6,206 
Gross profit68,759 41,500 
Operating expenses: 
Research and development(1)
39,967 22,383 
Sales and marketing(1)
56,784 36,091 
General and administrative(1)
21,990 12,111 
Total operating expenses118,741 70,585 
Loss from operations(49,982)(29,085)
Interest income and other income, net354 
Interest expense(10,374)(6,991)
Loss before provision for income taxes(60,348)(35,722)
Provision for income taxes310 123 
Net loss$(60,658)$(35,845)
Net loss per share:
Basic and diluted$(0.37)$(0.47)
Weighted-average shares used in calculating net loss per share:
Basic and diluted162,079 75,641 
_______________
(1) Amounts include stock-based compensation expense as follows:
Three Months Ended April 30,
20212020
Cost of revenues$120 $46 
Research and development9,140 2,081 
Sales and marketing4,153 1,099 
General and administrative2,618 756 
Total stock-based compensation expense$16,031 $3,982 
6


ASANA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(unaudited)
 April 30, 2021January 31, 2021
Assets
Current assets
Cash and cash equivalents$263,933 $259,878 
Marketable securities122,374 126,396 
Accounts receivable, net37,344 32,194 
Prepaid expenses and other current assets25,904 27,295 
Total current assets449,555 445,763 
Property and equipment, net94,138 74,436 
Operating lease right-of-use assets181,093 182,924 
Investments, noncurrent12,099 19,125 
Other assets10,708 8,871 
Total assets$747,593 $731,119 
Liabilities and Stockholders’ (Deficit) Equity
Current liabilities  
Accounts payable$8,947 $9,599 
Accrued expenses and other current liabilities46,535 41,616 
Deferred revenue, current (1)
122,884 103,875 
Operating lease liabilities, current6,742 8,386 
Total current liabilities185,108 163,476 
Term loan, net37,599 29,508 
Convertible notes, net—related party361,337 351,161 
Operating lease liabilities, noncurrent207,511 196,802 
Other liabilities(1)
3,737 2,961 
Total liabilities795,292 743,908 
Stockholders’ (deficit) equity  
Common stock
Additional paid-in capital554,340 528,616 
Accumulated other comprehensive income63 39 
Accumulated deficit(602,104)(541,446)
Total stockholders’ (deficit) equity(47,699)(12,789)
Total liabilities, redeemable convertible preferred stock, and stockholders’ (deficit) equity$747,593 $731,119 
                                                                                                        
_______________
(1) Total deferred revenue was $125.9 million and $105.9 million as of April 30, 2021 and January 31, 2021, respectively, of which $3.0 million and $2.0 million, respectively, is presented within other liabilities, as a noncurrent liability, in the consolidated balance sheets.
7


ASANA, INC.
SUMMARY OF CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(unaudited)
Three Months Ended April 30,
20212020
Cash flows from operating activities
Net loss$(60,658)$(35,845)
Adjustments to reconcile net loss to net cash used in operating activities:
Allowance for doubtful accounts196 383 
Depreciation and amortization973 743 
Amortization of deferred contract acquisition costs1,629 711 
Stock-based compensation expense16,031 3,982 
Net accretion of discount of marketable securities336 (48)
Non-cash lease expense4,526 2,962 
Amortization of discount on convertible notes and term loan issuance costs6,251 4,402 
Non-cash interest expense3,930 2,589 
Changes in operating assets and liabilities:
Accounts receivable(3,182)(2,877)
Prepaid expenses and other current assets(2,383)(1,081)
Other assets(1,858)(528)
Accounts payable(2,451)3,135 
Accrued expenses and other current liabilities2,827 296 
Deferred revenue20,025 6,036 
Operating lease liabilities6,364 (3,014)
Net cash used in operating activities(7,444)(18,154)
Cash flows from investing activities
Purchases of marketable securities(34,002)— 
Sales of marketable securities351 — 
Maturities of marketable securities44,352 29,399 
Purchases of property and equipment(16,969)(2,081)
Capitalized internal-use software(183)(461)
Net cash provided by (used in) investing activities(6,451)26,857 
Cash flows from financing activities
Proceeds from term loan, net of issuance costs9,000 — 
Repayment of term loan(167)— 
Repurchases of common stock(13)(66)
Proceeds from exercise of stock options2,974 969 
Proceeds from employee stock purchase plan6,127 — 
Net cash provided by financing activities17,921 903 
Effect of foreign exchange rates on cash and cash equivalents and restricted cash29 (31)
Net increase in cash, cash equivalents, and restricted cash4,055 9,575 
Cash, cash equivalents, and restricted cash
Beginning of period259,878 310,677 
End of period$263,933 $320,252 
8


ASANA, INC.
Reconciliation of GAAP to Non-GAAP Data
(In thousands, except percentages)
(unaudited)
Three Months Ended April 30,
20212020
Reconciliation of gross profit and gross margin
GAAP gross profit$68,759 $41,500 
Plus: stock-based compensation and related employer payroll tax associated with RSUs123 46 
Non-GAAP gross profit$68,882 $41,546 
GAAP gross margin89.7 %87.0 %
Non-GAAP adjustments0.1 %0.1 %
Non-GAAP gross margin89.8 %87.1 %
Reconciliation of operating expenses  
GAAP research and development$39,967 $22,383 
Less: stock-based compensation and related employer payroll tax associated with RSUs(9,498)(2,081)
Non-GAAP research and development$30,469 $20,302 
GAAP research and development as percentage of revenue52.1 %46.9 %
Non-GAAP research and development as percentage of revenue39.7 %42.6 %
GAAP sales and marketing$56,784 $36,091 
Less: stock-based compensation and related employer payroll tax associated with RSUs(4,323)(1,099)
Non-GAAP sales and marketing$52,461 $34,992 
GAAP sales and marketing as percentage of revenue74.1 %75.7 %
Non-GAAP sales and marketing as percentage of revenue68.4 %73.3 %
GAAP general and administrative$21,990 $12,111 
Less: stock-based compensation and related employer payroll tax associated with RSUs(2,735)(756)
Less: direct listing expenses— (1,186)
Non-GAAP general and administrative$19,255 $10,169 
GAAP general and administrative as percentage of revenue28.7 %25.4 %
Non-GAAP general and administrative as percentage of
revenue
25.1 %21.3 %
Reconciliation of operating loss and operating margin
GAAP loss from operations$(49,982)$(29,085)
Plus: stock-based compensation and related employer payroll tax associated with RSUs16,679 3,982 
Plus: direct listing expenses— 1,186 
Non-GAAP loss from operations$(33,303)$(23,917)
GAAP operating margin(65.2)%(61.0)%
Non-GAAP adjustments21.8 %10.9 %
Non-GAAP operating margin(43.4)%(50.1)%
9


ASANA, INC.
Reconciliation of GAAP to Non-GAAP Data
(In thousands, except percentages and per share data)
(unaudited)
Three Months Ended April 30,
20212020
Reconciliation of net loss  
GAAP net loss$(60,658)$(35,845)
Plus: stock-based compensation and related employer payroll tax associated with RSUs16,679 3,982 
Plus: amortization of debt discount6,246 4,402 
Plus: non-cash interest3,930 2,589 
Plus: direct listing expenses— 1,186 
Non-GAAP net loss$(33,803)$(23,686)
Reconciliation of net loss per share  
GAAP net loss per share, basic$(0.37)$(0.47)
Non-GAAP adjustments to net loss0.16 0.16 
Non-GAAP net loss per share, basic$(0.21)$(0.31)
Weighted-average shares used in GAAP and non-GAAP per share calculation, basic and diluted162,079 75,641 

Three Months Ended April 30,
20212020
Computation of free cash flow  
Net cash provided by (used in) investing activities$(6,451)$26,857 
Net cash provided by financing activities$17,921 $903 
Net cash used in operating activities$(7,444)$(18,154)
Less: purchases of property and equipment(16,969)(2,081)
Less: capitalized internal-use software(183)(461)
Plus: purchases of property and equipment from build-out of corporate headquarters16,662 1,658 
Plus: direct listing expenses270 1,975 
Free cash flow$(7,664)$(17,063)
10