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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
  _____________________________________________________
FORM 10-Q
 _____________________________________________________
 (Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2022
Or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number 001-38034
  _____________________________________________________
Alteryx, Inc.
(Exact name of registrant as specified in its charter)
_____________________________________________________
Delaware90-0673106
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
17200 Laguna Canyon Road,Irvine,California92618
(Address of principal executive offices)(Zip Code)
(888) 836-4274
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

_____________________________________________________
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, $0.0001 par value per shareAYXNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.



Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
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.  
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes       No  
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
On April 27, 2022, there were 60,453,093 shares of the registrant’s Class A common stock outstanding and 7,739,125 shares of the registrant’s Class B common stock outstanding.




Alteryx, Inc.
Quarterly Report on Form 10-Q
For the Quarterly Period Ended March 31, 2022
TABLE OF CONTENTS
 
  Page Number
Part I:
A.
B.
C.
D.
E.
Part II:




SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of the federal securities laws. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, and our objectives for future operations, are forward-looking statements. In some cases, forward-looking statements can be identified by the use of terminology such as “believe,” “may,” “will,” “intend,” “expect,” “plan,” “anticipate,” “estimate,” “potential,” “continue,” “would,” “target,” or “project,” or other comparable terminology. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about our expectations regarding:
 
the successful transition and onboarding of certain members of our senior leadership team;
our investments in cloud infrastructure and the cost of third-party data center hosting fees;
trends in revenue, cost of revenue, and gross margin;
our ability to attract and retain personnel, particularly with respect to our direct sales force and software engineers;
trends in operating expenses, including research and development expense, sales and marketing expense, and general and administrative expense, and expectations regarding these expenses as a percentage of revenue;
the duration and impact of the coronavirus and the coronavirus disease, or COVID-19, pandemic;
our ability to successfully integrate acquired companies, technology, and talent;
expansion of our international operations and the impact on foreign tax expense;
the impact of foreign currency exchange rates;
maintaining a valuation allowance for net deferred tax assets to the extent they are not expected to be recoverable;
the timing and method of settlement of any series of our convertible senior notes;
the global opportunity for our analytic process automation software platform;
our investments in our marketing efforts and sales organization, including indirect sales channels and headcount, and the impact of any changes to our sales organization on revenue and growth;
the continued development and success of Alteryx Community, our online user community, distribution channels and our partner relationships, including the ability of our partners to successfully enable and deliver specialized support to our customers;
our expectations for the Alteryx APA platform, Alteryx Designer Cloud, Alteryx Machine Learning, Alteryx Auto Insights, Alteryx Connect, Alteryx Promote, Alteryx Intelligence Suite, and Alteryx Trifacta and the speed of, and ability to deliver, additional product innovation, including as a result of integrating acquired technology into our existing technology;
our ability to develop or incorporate a cloud-based business model;
our ability to manage our product lifecycle, including the discontinuation of any of our products or any acquired technology and the migration of those customers to other products that we offer;
expansion of and within our customer base;
competitors and competition in our markets;
legal proceedings and the impact of such proceedings;
cash and cash equivalents and short-term investments and any positive cash flows from operations being sufficient to support our working capital and capital expenditure requirements for at least the next 12 months; and
other statements regarding our future operations, financial condition, and prospects and business strategies.
Although we believe that the expectations reflected in the forward-looking statements contained herein are reasonable, these expectations or any of the forward-looking statements could prove to be incorrect, and actual results could differ materially from those projected or assumed in the forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to risks and uncertainties, including, but not limited to, the factors set forth in this Quarterly Report on Form 10-Q under Part II, Item 1A. Risk Factors. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for us to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties, and assumptions, the forward-looking statements made in this Quarterly Report on Form 10-Q may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements.
All forward-looking statements and reasons why results may differ included in this Quarterly Report on Form 10-Q are made as of the date of the filing of this Quarterly Report on Form 10-Q, and we assume no obligation to update any such forward-looking statements or reasons why actual results may differ. The following discussion should be read in conjunction with our condensed consolidated financial statements and notes thereto appearing in Part I, Item 1 of this Quarterly Report on Form 10-Q.
1


Summary Risk Factors
The below summary of risk factors provides an overview of many of the risks we are exposed to in the normal course of our business activities. As a result, the below summary risks do not contain all of the information that may be important to you, and you should read the summary risks together with the more detailed discussion of risks set forth following this section under the heading “Risk Factors,” as well as elsewhere in this Quarterly Report on Form 10-Q. Additional risks, beyond those summarized below or discussed elsewhere in this Quarterly Report on Form 10-Q, may apply to our activities or operations as currently conducted or as we may conduct them in the future or in the markets in which we operate or may in the future operate. Consistent with the foregoing, we are exposed to a variety of risks, including risks associated with the following:
Risks Related to Our Business and Industry
We have grown rapidly in our recent past and we expect to continue to invest in our growth. If we are unable to manage our growth effectively, our revenue and profits could be adversely affected.
Our revenue growth and ability to sustain profitability depends on being able to expand and retain our skilled talent base and increase their productivity, particularly with respect to our direct sales force and software engineers.
The outbreak and subsequent resurgences of the COVID-19 pandemic around the world have impacted our business and operating results and the duration and extent of any adverse impact from the COVID-19 pandemic, or other similar health crises, on our future operating results remain uncertain.
If we are unable to develop, release, and gain market acceptance of product and service enhancements and new products and services to respond to rapid technological change in a timely and cost-effective manner, or if we are unable to develop a successful business model to sell those products and services we have acquired or integrate such products or services into our existing products and services, our business, operating results, and financial condition could be adversely affected.
We have incurred net losses in the past, anticipate increasing our operating expenses in the future, and may not sustain profitability.
We derive a large portion of our revenue from our software platform, and our future growth is dependent on its success.
Acquisitions of, or investments in, other companies, products, or technologies have required, and could continue to require, significant management attention and could disrupt our business, dilute stockholder value, and adversely affect our operating results.
If we are unable to attract new customers, expand sales to existing customers, both domestically and internationally, or maintain the subscription amount or subscription term of renewing customers, our revenue growth could be slower than we expect or our revenue may decline and our business may be harmed.
We face intense and increasing competition, and we may not be able to compete effectively, which could reduce demand for our platform and adversely affect our business, revenue growth, and market share.
If the market for analytics products and services fails to grow as we expect, or if businesses fail to adopt our platform, our business, operating results, and financial condition could be adversely affected.
The competitive position of our software platform depends in part on its ability to operate with third-party products and services, and if we are not successful in maintaining and expanding the compatibility of our platform with such third-party products and services, our business, financial position, and operating results could be adversely impacted.
We use channel partners and if we are unable to establish and maintain successful relationships with them, our business, operating results, and financial condition could be adversely affected.
We depend on technology and data licensed to us by third parties that may be difficult to replace or cause errors or failures that may impair or delay implementation of our products and services or force us to pay higher license fees.
As we continue to pursue sales to large enterprises, our sales cycle, forecasting processes, and deployment processes may become more unpredictable and require greater time and expense.
Our long-term success depends, in part, on our ability to expand the licensing of our software platform to customers located outside of the United States and our current, and any further, expansion of our international operations exposes us to risks that could have a material adverse effect on our business, operating results, and financial condition.
If we fail to develop, maintain, and enhance our brand and reputation cost-effectively, our business and financial condition may be adversely affected.
Our sales are generally more heavily weighted toward the end of each quarter which could cause our billings and revenue to fall below expected levels.
2


Our operating results may fluctuate from quarter to quarter, which makes our future results difficult to predict.
Over the past several years, we have undergone, and may continue to experience, changes to our senior management team and if we are unable to integrate new members of our senior management team, or if we lose the services of any of our senior management or other key personnel, our business, operating results, and financial condition could be adversely affected.
Risks Related to Information Technology, Intellectual Property, and Data Security and Privacy
We have experienced, and may in the future experience, security breaches and if unauthorized parties obtain access to our customers’ data, our data, or our platform, networks, or other systems, our platform may be perceived as not being secure, our reputation may be harmed, demand for our platform may be reduced, our operations may be disrupted, we may incur significant legal liabilities, and our business could be materially adversely affected.
Cybersecurity risks and cyber incidents could result in the compromise of confidential data or critical data systems and give rise to potential harm to customers, remediation and other expenses under consumer protection laws or other laws or common law theories, subject us to litigation and federal and state governmental inquiries, damage our reputation, and otherwise be disruptive to our business and operations.
Business disruptions or performance problems associated with our technology and infrastructure, including interruptions, delays, or failures in service from our third-party data center hosting facility and other third-party services, could adversely affect our operating results or result in a material weakness in our internal controls.
Failure to protect our intellectual property could adversely affect our business.
Risks Related to Legal, Regulatory, Accounting, and Tax Matters
Current and future litigation could have a material adverse impact on our operating results and financial condition.
We may require additional capital to fund our business and support our growth, and any inability to generate or obtain such capital may adversely affect our operating results and financial condition.
Risks Related to Ownership of Our Class A Common Stock
The market price of our Class A common stock has been, and will likely continue to be, volatile, and you could lose all or part of the value of your investment.
The dual class structure of our common stock has the effect of concentrating voting control with holders of our Class B common stock, including our directors, executive officers, and 5% stockholders and their affiliates, which limits or precludes your ability to influence corporate matters, including the election of directors and the approval of any change of control transaction.

3


PART I: FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements (unaudited).
Alteryx, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Loss
(in thousands, except per share data)
(unaudited)
 Three Months Ended March 31,
 20222021
Revenue:
Subscription-based software license$63,089 $43,358 
PCS and services94,852 75,401 
Total revenue157,941 118,759 
Cost of revenue:
Subscription-based software license2,102 1,249 
PCS and services22,139 9,592 
Total cost of revenue24,241 10,841 
Gross profit133,700 107,918 
Operating expenses:
Research and development50,150 31,322 
Sales and marketing115,610 71,907 
General and administrative59,440 33,500 
Impairment of long-lived assets8,239  
Total operating expenses233,439 136,729 
Loss from operations(99,739)(28,811)
Interest expense(2,390)(9,598)
Other expense, net(1,950)(1,254)
Loss before provision for income taxes(104,079)(39,663)
Provision for income taxes1,488 993 
Net loss$(105,567)$(40,656)
Net loss per share attributable to common stockholders, basic$(1.56)$(0.61)
Net loss per share attributable to common stockholders, diluted$(1.56)$(0.61)
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic67,826 66,932 
Weighted-average shares used to compute net loss per share attributable to common stockholders, diluted67,826 66,932 
Other comprehensive income (loss), net of tax:
Net unrealized holding gain (loss) on investments, net of tax(2,151)(598)
Foreign currency translation adjustments2,180 (662)
Other comprehensive income (loss), net of tax29 (1,260)
Total comprehensive loss$(105,538)$(41,916)
The accompanying notes are an integral part of these condensed consolidated financial statements
4


Alteryx, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except par value)
(unaudited)
March 31, 2022December 31, 2021
Assets
Current assets:
Cash and cash equivalents$147,138 $152,375 
Short-term investments311,236 506,874 
Accounts receivable, net 77,514 192,318 
Prepaid expenses and other current assets85,658 81,360 
Total current assets621,546 932,927 
Property and equipment, net72,124 71,270 
Operating lease right-of-use assets94,343 102,681 
Long-term investments139,889 343,213 
Goodwill398,921 57,415 
Intangible assets, net70,637 21,737 
Other assets79,228 70,445 
Total assets$1,476,688 $1,599,688 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$10,921 $8,086 
Accrued payroll and payroll related liabilities40,187 61,391 
Accrued expenses and other current liabilities51,369 53,917 
Deferred revenue176,604 208,154 
Convertible senior notes, net84,247 77,400 
Total current liabilities363,328 408,948 
Convertible senior notes, net790,729 686,016 
Operating lease liabilities75,660 78,784 
Other liabilities16,378 23,186 
Total liabilities1,246,095 1,196,934 
Stockholders’ equity:
Preferred stock, $0.0001 par value: 10,000 shares authorized as of March 31, 2022 and December 31, 2021, respectively; no shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
  
Common stock, $0.0001 par value: 500,000 Class A shares authorized, 60,389 and 59,771 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively; 500,000 Class B shares authorized, 7,739 and 7,763 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively
7 7 
Additional paid-in capital466,318 598,710 
Accumulated deficit(230,227)(190,429)
Accumulated other comprehensive loss(5,505)(5,534)
Total stockholders’ equity230,593 402,754 
Total liabilities and stockholders’ equity$1,476,688 $1,599,688 
The accompanying notes are an integral part of these condensed consolidated financial statements
5


Alteryx, Inc.
Condensed Consolidated Statements of Stockholders’ Equity
(in thousands)
(unaudited)
Three Months Ended March 31, 2022
 Common StockAdditional
Paid-in
Capital
Accumulated DeficitAccumulated
Other
Comprehensive
Loss
Total
SharesAmount
Balances at December 31, 202167,534 $7 $598,710 $(190,429)$(5,534)$402,754 
Adoption of ASU 2020-06— — (176,964)65,769 — $(111,195)
Shares issued pursuant to restricted stock unit awards, net of tax withholdings related to vesting of restricted stock units434 — (14,126)— — $(14,126)
Exercise of stock options and issuance of shares in connection with employee stock purchase plan160 — 4,741 — — 4,741 
Stock-based compensation— — 53,957 — — 53,957 
Cumulative translation adjustment— — — — 2,180 2,180 
Unrealized loss on investments— — — — (2,151)(2,151)
Net loss— — — (105,567)— (105,567)
Balances at March 31, 202268,128 $7 $466,318 $(230,227)$(5,505)$230,593 
The accompanying notes are an integral part of these condensed consolidated financial statements
6


Alteryx, Inc.
Condensed Consolidated Statements of Stockholders’ Equity (continued)
(in thousands)
(unaudited)
Three Months Ended March 31, 2021
 Common StockAdditional
Paid-in
Capital
Retained Earnings (Accumulated Deficit)Accumulated
Other
Comprehensive Gain (Loss)
Total
SharesAmount
Balances at December 31, 202066,742 $7 $489,025 $(10,748)$(1,493)$476,791 
Shares issued pursuant to restricted stock unit awards, net of tax withholdings related to vesting of restricted stock units204 — (13,071)— — (13,071)
Exercise of stock options and issuance of shares in connection with employee stock purchase plan125 — 5,243 — — 5,243 
Stock-based compensation— — 24,439 — — 24,439 
Cumulative translation adjustment— — — — (662)(662)
Unrealized gain on investments— — — — (598)(598)
Net loss— — — (40,656)— (40,656)
Balances at March 31, 202167,071 $7 $505,636 $(51,404)$(2,753)$451,486 
The accompanying notes are an integral part of these condensed consolidated financial statements
7


Alteryx, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
 Three Months Ended March 31,
 20222021
Cash flows from operating activities:
Net loss$(105,567)$(40,656)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization7,389 3,683 
Non-cash operating lease cost5,152 3,022 
Stock-based compensation45,162 24,439 
Amortization of discounts and premiums on investments, net477 1,324 
Amortization of debt discount and issuance costs780 7,992 
Deferred income taxes360 433 
Impairment of long-lived assets8,239  
Other non-cash operating activities, net4,649 153 
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable120,727 76,680 
Deferred commissions1,281 451 
Prepaid expenses, other current assets, and other assets(9,516)(16,253)
Accounts payable1,854 761 
Accrued payroll and payroll related liabilities(26,391)(13,924)
Accrued expenses, other current liabilities, operating lease liabilities, and other liabilities(7,860)(8,271)
Deferred revenue(37,918)(13,866)
Net cash provided by operating activities8,818 25,968 
Cash flows from investing activities:
Purchases of property and equipment(9,301)(5,643)
Cash paid in business acquisition, net of cash acquired(389,769) 
Purchases of investments(38,106)(144,701)
Sales and maturities of investments433,190 214,955 
Net cash provided by (used in) investing activities(3,986)64,611 
Cash flows from financing activities:
Proceeds from exercise of stock options4,741 5,243 
Minimum tax withholding paid on behalf of employees for restricted stock units(14,126)(13,071)
Net cash used in financing activities(9,385)(7,828)
Effect of exchange rate changes on cash, cash equivalents and restricted cash(684)(207)
Net increase (decrease) in cash, cash equivalents and restricted cash(5,237)82,544 
Cash, cash equivalents and restricted cash—beginning of period154,623 173,665 
Cash, cash equivalents and restricted cash—end of period$149,386 $256,209 
The accompanying notes are an integral part of these condensed consolidated financial statements
8


Alteryx, Inc.
Condensed Consolidated Statements of Cash Flows (continued)
(in thousands)
(unaudited)
 Three Months Ended March 31,
 20222021
Supplemental disclosure of cash flow information:
Cash paid for interest$3,000 $3,000 
Cash paid for income taxes$1,110 $716 
Cash paid for amounts included in the measurement of operating lease liabilities$7,027 $3,447 
Supplemental disclosure of noncash investing and financing activities:
Property and equipment recorded in accounts payable and accrued expenses and other current liabilities$6,277 $2,664 
Right-of-use assets obtained in exchange for new operating lease liabilities$2,727 $2,624 
The accompanying notes are an integral part of these condensed consolidated financial statements
9


Alteryx, Inc.
Notes to Condensed Consolidated Financial Statements
(unaudited)
1. Business
Our Company
Alteryx, Inc. and its subsidiaries, or we, our, or us, is a leader in Analytic Process Automation, or APA. The Alteryx Analytic Process Automation, or Alteryx APA, software platform unifies analytics, data science and business process automation in one self-service platform to accelerate digital transformation, deliver high-impact business outcomes, accelerate the democratization of data, and rapidly upskill modern workforces. Data workers, regardless of technical acumen, are empowered to be curious and solve problems. With the Alteryx APA software platform, users can automate the full range of analytics, data science and processes, embed intelligent decision-making and actions, and empower their organization to enable top and bottom line impact, efficiency gains, and rapid upskilling.
Basis of Presentation
Our unaudited interim condensed consolidated financial statements are presented in accordance with accounting standards generally accepted in the United States of America, or U.S. GAAP, for interim financial information. Certain information and disclosures normally included in consolidated financial statements presented in accordance with U.S. GAAP have been condensed or omitted. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission, or SEC, on February 15, 2022. The unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with that used to prepare the audited annual consolidated financial statements and reflect all adjustments which are, in the opinion of our management, of a normal recurring nature and necessary for a fair statement of the condensed consolidated financial statements. All intercompany accounts and transactions have been eliminated in consolidation.
The operating results for the three months ended March 31, 2022 are not necessarily indicative of the results expected for the full year ending December 31, 2022.
2. Significant Accounting Policies
Other than as described below, there have been no changes to our accounting policies disclosed in our audited consolidated financial statements and the related notes for the year ended December 31, 2021.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates and assumptions.
On an ongoing basis, our management evaluates these estimates and assumptions, including those related to determination of standalone selling prices of our products and services, income tax valuations, stock-based compensation, and goodwill and intangible assets valuations and recoverability. We base our estimates on historical data and experience, as well as various other factors that our management believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities.
Operating Segments
Operating segments are defined as components of an enterprise for which separate financial information is evaluated regularly by the Chief Operating Decision Maker, or CODM, who is our chief executive officer, in deciding how to allocate resources and assess our financial and operational performance. Our CODM evaluates our financial information and resources and assesses the performance of these resources on a consolidated and aggregated basis. As a result, we have determined that our business operates in a single operating segment.
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Recently Adopted Accounting Pronouncements
In August 2020, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, or ASU 2020-06, which simplifies the accounting for convertible instruments by removing certain separation models required under current U.S. GAAP, including the beneficial conversion feature and cash conversion models. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, and it requires the use of the if-converted method when calculating diluted earnings per share. This guidance became effective for us for annual reporting periods beginning after December 15, 2021 and for interim periods within those annual periods, and can be applied utilizing either a modified or full retrospective transition method. We have historically accounted for our Notes (as defined and described in Note 8, Convertible Senior Notes) utilizing the cash conversion model. Effective January 1, 2022, we adopted ASU 2020-06 using the modified retrospective approach, which resulted in a decrease to accumulated deficit of $65.8 million, a decrease to additional paid-in capital of $177.0 million, a decrease to property and equipment, net, of $0.4 million, and an increase to current and long-term convertible senior notes, net, of $6.8 million and $104.0 million, respectively. Interest expense recognized in future periods will be reduced as a result of accounting for the convertible debt instruments as a single liability measured at their amortized cost.
In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, or ASU 2021-08, which requires an acquirer in a business combination to recognize and measure contract assets and contract liabilities in accordance with Accounting Standards Codification, or ASC, Topic 606. ASU 2021-08 is effective for fiscal years beginning after December 15, 2022 and early adoption is permitted. Effective January 1, 2022, we early adopted this standard on a prospective basis. The impact of adoption of this standard on our condensed consolidated financial statements was not material.
3. Revenue
Disaggregation of Revenue
The disaggregation of revenue by region was as follows (in thousands):
Three Months Ended March 31,
 20222021
Revenue by region:
United States$110,033 $77,237 
International47,908 41,522 
Total$157,941 $118,759 
Revenue attributable to the United Kingdom comprised 13.1% of the total revenue for the three months ended March 31, 2021. Other than the United Kingdom for the three months ended March 31, 2021, no other country outside the United States comprised more than 10% of revenue for any of the periods presented. Our operations outside the United States include sales offices in Australia, Canada, France, Germany, Japan, Singapore, the United Arab Emirates, and the United Kingdom, and research and development centers in Australia, the Czech Republic, India, and Ukraine. Revenue by location is determined by the billing address of the customer.
Revenue related to our subscription-based software licenses is recognized at a point in time when the platform is first made available to the customer, or the beginning of the subscription term, if later. Revenue related to post-contract support, or PCS, service, and hosted services is recognized ratably over the subscription term, with the exception of professional services related to training services. Revenue related to professional services is recognized at a point in time as the services are performed and represents less than 5% of total revenue for all periods presented.
Contract Assets and Contract Liabilities
Timing may differ between the satisfaction of performance obligations and the invoicing and collection of amounts related to our contracts with customers. Contract assets primarily relate to unbilled amounts for contracts with customers for which the amount of revenue recognized exceeds the amount billed to the customer. Contract assets are transferred to accounts receivable when the right to invoice becomes unconditional. Contract liabilities, or deferred revenue, are recorded for amounts that are collected in advance of the satisfaction of performance obligations.
11


As of March 31, 2022, our contract assets are expected to be transferred to receivables within the next 12 to 24 months and, with respect to these contract assets, $21.7 million is included in prepaid expenses and other current assets and $31.9 million is included in other assets on our condensed consolidated balance sheet. As of December 31, 2021, we had contract assets of $22.0 million included in prepaid expenses and other current assets and $20.5 million included in other assets on our consolidated balance sheet. There were no impairments of contract assets during each of the three months ended March 31, 2022 and 2021.
As of March 31, 2022, we had deferred revenue of $176.6 million included in current deferred revenue and $3.6 million included in other liabilities on our condensed consolidated balance sheet. As of December 31, 2021, we had deferred revenue of $208.2 million included in current deferred revenue and $2.7 million included in other liabilities on our consolidated balance sheet. During the three months ended March 31, 2022 and 2021, we recognized $83.2 million and $51.8 million, respectively, of revenue related to amounts that were included in deferred revenue as of December 31, 2021 and 2020, respectively.
We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. This primarily consists of sales commissions and partner referral fees that are earned upon execution of the related contracts. We amortize these deferred commissions, which include partner referral fees, proportionate with related revenues over the benefit period. A summary of the activity impacting our deferred commissions during the three months ended March 31, 2022 and 2021 is presented below (in thousands):
Three Months Ended March 31,
20222021
Beginning balance(1)
$69,817 $51,186 
Additional deferred commissions10,968 9,101 
Amortization of deferred commissions(2)
(13,028)(9,558)
Effects of foreign currency translation(286)(102)
Ending balance$67,471 $50,627 
(1) Of the amount of commissions deferred as of January 1, 2022, $6.3 million was paid in shares of the Company’s Class A common stock in the three months ended March 31, 2022.
(2) Of the amount amortized from deferred commissions during the three months ended March 31, 2022, $0.2 million was paid in shares of the Company’s Class A common stock in the three months ended March 31, 2022 and is included in stock-based compensation.
As of March 31, 2022 and 2021, $30.8 million and $25.2 million, respectively, of our deferred commissions were expected to be amortized within the next 12 months and therefore were included in prepaid expenses and other current assets. The remaining amount of our deferred commissions is included in other assets. There were no impairments of assets related to deferred commissions during each of the three months ended March 31, 2022 and 2021. There were no assets recognized related to the costs to fulfill contracts during each of the three months ended March 31, 2022 and 2021 as these costs were not material.
Remaining Performance Obligations
Transaction price allocated to the remaining performance obligations represents contracted revenue that has not yet been recognized, which includes deferred revenue on our condensed consolidated balance sheets and unbilled amounts that will be recognized as revenue in future periods. As of March 31, 2022, we had an aggregate transaction price of $445.2 million allocated to unsatisfied performance obligations related primarily to PCS, cloud-based offerings, and subscriptions to third-party syndicated data. We expect to recognize $412.0 million as revenue over the next 24 months, with the remaining amount recognized thereafter.
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4. Business Combinations
2022 Acquisitions
Trifacta Inc.
On February 7, 2022, we acquired 100% of the outstanding equity of Trifacta Inc., or Trifacta, pursuant to an Agreement and Plan of Merger, dated January 6, 2022, or the Trifacta Merger Agreement. The acquisition was made to augment our product and go-to-market teams and acquire developed technology to advance our cloud-based functionalities. The aggregate consideration payable in exchange for all of the outstanding equity interests in Trifacta, subject to customary adjustments set forth in the Trifacta Merger Agreement, was $403.1 million. While certain purchase price adjustments were completed as of the closing, additional customary adjustments may be effected pursuant to the terms of the Trifacta Merger Agreement post-closing.
In connection with the acquisition, we entered into employment and share-based compensation agreements with certain employees of Trifacta, which include up to $75.0 million in equity-based incentive awards, subject to continued employment over a period of 36 months. We additionally held back $9.2 million of the purchase price that will vest and become payable to certain key employees in three annual installments based on each such employee’s continued service. As both the awards and hold back arrangements are subject to the continued employment of the employees, they were excluded from the purchase consideration and will be recognized as post-acquisition compensation. The transaction costs associated with the acquisition were approximately $11.3 million, of which $7.8 million was incurred during the three months ended March 31, 2022 and was recorded in general and administrative expense.
We accounted for the acquisition using the acquisition method of accounting, which requires the assets acquired and liabilities assumed to be recorded at the date of acquisition at their respective estimated fair values. The preliminary allocation of purchase consideration to the estimated fair values of the assets acquired and liabilities assumed as of the date of acquisition is as follows (in thousands):
Fair Value
Cash and cash equivalents$13,360 
Accounts receivable, net6,916 
Other current and non-current assets9,715 
Goodwill341,287 
Intangible assets, net51,000 
Accounts payable, accrued expenses and other current and non-current liabilities(10,798)
Deferred revenue(8,351)
Net assets acquired$403,129 
The excess of the purchase consideration over the fair value of other assets acquired and liabilities assumed was recorded as goodwill. The resulting goodwill is primarily attributed to the assembled workforce and expanded market opportunities, including integrating the Trifacta product offering with existing Company product offerings. The goodwill has no basis for U.S. income tax purposes. The fair values assigned to assets acquired and liabilities assumed are preliminary based on management’s estimates and assumptions and may be subject to change as additional information is received and certain tax matters are finalized.
The following table sets forth the fair values of the components of identifiable intangible assets acquired (in thousands) and their estimated useful lives (in years) as of the date of acquisition:
Fair ValueUseful Life
Completed technology$48,500 7
Customer relationships1,000 3
Trade names1,500 3
Total intangible assets subject to amortization$51,000 
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We determined the fair value of the developed technology acquired using the multi-period excess earnings model, which is a variation of the income approach that estimates the value of the assets based on the present value of the incremental after-tax cash flow attributable only to the intangible assets. This model utilizes certain unobservable inputs classified as Level 3 measurements as defined by ASC 820, Fair Value Measurements and Disclosures, or ASC 820. Key inputs utilized in the models include a discount rate of 16.5% and estimated revenue and expense forecasts.
The operations of Trifacta are included in our operating results from the date of acquisition. We have not disclosed the amount of revenue or earnings related to the Trifacta acquisition as the operations of Trifacta were integrated into the operations of our company from the date of acquisition, and thus it would be immaterial or impractical to do so. In addition, the unaudited pro forma results of operations assuming the Trifacta acquisition had taken place at the beginning of each period are not provided as the historical operating results of Trifacta were not material.

2021 Acquisitions
Hyper Anna Pty. Ltd.
On October 6, 2021, we acquired 100% of the outstanding equity of Hyper Anna Pty. Ltd., or Hyper Anna, pursuant to an Agreement for the Sale and Purchase of Shares, dated as of October 6, 2021, or the Hyper Anna Purchase Agreement. The acquisition was made to augment our research and development team and acquire certain developed technology.
The aggregate consideration payable in exchange for all of the outstanding equity interests in Hyper Anna, net of customary adjustments set forth in the Hyper Anna Purchase Agreement, was $24.9 million in cash. This includes $3.0 million and $2.0 million of cash consideration held back for customary indemnification matters for a period of 24 months and 36 months, respectively, following the acquisition date.
In connection with the acquisition, we entered into employment agreements with certain employees from Hyper Anna, which include up to $16.8 million in equity incentive awards based on continued employment over a period of 36 months. As the awards are subject to the continued employment of the employees, they were excluded from the purchase consideration, and will be recognized as post-acquisition compensation.
The purchase consideration for the acquisition of $24.9 million consisted of $10.6 million in developed technology, which is tax deductible; $10.5 million of goodwill; and $3.8 million of net assets assumed.
We determined the fair value of the developed technology acquired using the multi-period excess earnings model, which is a variation of the income approach that estimates the value of the assets based on the present value of the incremental after-tax cash flow attributable only to the intangible assets. This model utilizes certain unobservable inputs classified as Level 3 measurements as defined by ASC 820. Key inputs utilized in the models include a discount rate of 29% and estimated revenue and expense forecasts. Based on the valuation model, we determined the fair value of the developed technology to be $10.6 million with an amortization period of 7 years.
Lore IO, Inc.
On October 21, 2021, we acquired 100% of the outstanding equity of Lore IO, Inc., or Lore IO, pursuant to an Agreement and Plan of Merger, dated as of October 18, 2021, or the Lore IO Merger Agreement. The acquisition was made to augment our research and development team. The aggregate consideration payable in exchange for all of the outstanding equity interests of Lore IO was $10.0 million in cash, subject to customary adjustments set forth in the Lore IO Merger Agreement.
In connection with the acquisition, we entered into employment agreements with certain employees from Lore IO, which include up to $11.1 million in equity incentive awards based on continued employment over a period of 36 months. As the awards are subject to the continued employment of the employees, they were excluded from the purchase consideration and will be recognized as post-acquisition compensation.
The purchase consideration for the acquisition of $10.0 million consisted of $10.0 million of goodwill, which is not tax deductible, and immaterial net assets assumed.
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5. Fair Value Measurements
Instruments Measured at Fair Value on a Recurring Basis. The following tables present our cash and cash equivalents’ and investments’ costs, gross unrealized gains (losses), and fair value by major security type recorded as cash and cash equivalents or short-term or long-term investments as of March 31, 2022 and December 31, 2021 (in thousands):
 
 As of March 31, 2022
 CostNet
Unrealized
Gains (Losses)
Fair ValueCash and
Cash
Equivalents
Short-term
Investments
Long-term
Investments
Cash$66,068 $— $66,068 $66,068 $— $— 
Level 1:
Money market funds$26,596 $— $26,596 $26,596 $— $— 
Subtotal$26,596 $— $26,596 $26,596 $— $— 
Level 2:
Commercial paper$167,867 $(255)$167,612 $45,978 $121,634 $ 
Certificates of deposit3,500 (49)3,451  3,451  
U.S. Treasury and agency bonds268,589 (2,924)265,665 8,496 138,370 118,799 
Corporate bonds68,858 (737)68,121  47,781 20,340 
Subtotal$508,814 $(3,965)$504,849 $54,474 $311,236 $139,139 
Level 3:$ $ $ $ $ $ 
Total$601,478 $(3,965)$597,513 $147,138 $311,236 $139,139 
 As of December 31, 2021
 CostNet
Unrealized
Gains (Losses)
Fair ValueCash and
Cash
Equivalents
Short-term
Investments
Long-term
Investments
Cash$68,579 $— $68,579 $68,579 $— $— 
Level 1:
Money market funds$15,382 $— $15,382 $15,382 $— $— 
Subtotal$15,382 $— $15,382 $15,382 $— $— 
Level 2:
Commercial paper$308,250 $(97)$308,153 $68,414 $239,739 $ 
Certificates of deposit3,500 (3)3,497   3,497 
U.S. Treasury and agency bonds459,960 (1,264)458,696  189,243 269,453 
Corporate bonds148,605 (450)148,155  77,892 70,263 
Subtotal$920,315 $(1,814)$918,501 $68,414 $506,874 $343,213 
Level 3:$ $ $ $ $ $ 
Total$1,004,276 $(1,814)$1,002,462 $152,375 $506,874 $343,213 
All long-term investments had maturities between one and two years in duration as of March 31, 2022.
As of March 31, 2022, we had gross unrealized losses of $4.0 million with respect to our available-for-sale securities, and we do not intend to sell, nor is it more likely than not that we will be required to sell, these investments before recovery of their amortized cost basis. These gross unrealized losses were classified in accumulated other comprehensive loss in our condensed consolidated balance sheets as of March 31, 2022.
Instruments Not Recorded at Fair Value on a Recurring Basis. We estimate the fair value of our Notes carried at face value, less unamortized discount and issuance costs, quarterly for disclosure purposes. The estimated fair value of our Notes is determined by Level 2 inputs and is based on observable market data including prices for similar instruments. As of March 31, 2022 and December 31, 2021, the fair value of our Notes was $864.9 million and $857.3 million, respectively. The carrying amounts of our cash, accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued liabilities approximate their current fair value because of their nature and relatively short maturity dates or durations.
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6. Allowance for Doubtful Accounts and Sales Reserves
The following table summarizes the changes in the allowance for doubtful accounts and sales reserve included in accounts receivable and contract assets in our condensed consolidated balance sheets (in thousands):
Accounts Receivable ReserveContract Asset Reserve
Three Months Ended March 31,Three Months Ended March 31,
2022202120222021
Beginning Balance$3,546 $3,114 $1,479 $2,438 
Provision319 371 131 574 
Recoveries(94)(359)(25)(64)
Charge-offs(196)(148)(8)(8)
Ending Balance$3,575 $2,978 $1,577 $2,940 

7. Goodwill and Intangible Assets
The change in carrying amount of goodwill for the three months ended March 31, 2022 was as follows (in thousands):
Goodwill as of December 31, 2021$57,415 
Goodwill recorded in connection with acquisition341,287 
Effects of foreign currency translation219 
Goodwill as of March 31, 2022$398,921 
Intangible assets consisted of the following (in thousands, except years):
 As of March 31, 2022
 Remaining Weighted-Average Useful Life in YearsGross Carrying
Value
Accumulated
Amortization
Net Carrying
Value
Customer relationships2.9$2,605 $(961)$1,644 
Completed technology6.381,131 (13,614)67,517 
Trade names2.91,500 (24)1,476 
$85,236 $(14,599)$70,637 
 As of December 31, 2021
 Remaining Weighted-Average Useful Life in YearsGross Carrying
Value
Accumulated
Amortization
Net Carrying
Value
Customer relationships3.1$1,557 $(862)$695 
Completed technology5.132,337 (11,295)21,042 
$33,894 $(12,157)$21,737 
We classified intangible asset amortization expense in the accompanying condensed consolidated statements of operations and comprehensive loss as follows (in thousands):
 Three Months Ended March 31,
 20222021
Cost of revenue$2,312 $1,082 
Sales and marketing95 58 
Total$2,407 $1,140 
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The following table presents our estimates of remaining amortization expense for finite-lived intangible assets at March 31, 2022 (in thousands):
Remainder of 2022$10,709 
202311,924 
202411,274 
20259,937 
20269,462 
Thereafter17,331 
Total amortization expense$70,637 
8. Convertible Senior Notes
The following table presents details of our convertible senior notes, which are further discussed below (original principal in thousands):
Month IssuedMaturity DateOriginal Principal (including over-allotment)Coupon Interest Rate
Effective Interest Rate(1)
Conversion RateInitial Conversion Price
2023 NotesMay and June 2018June 1, 2023$230,000 0.5 %1.01 %$22.5572 $44.33 
2024 NotesAugust 2019August 1, 2024$400,000 0.5 %0.93 %$5.2809 $189.36 
2026 NotesAugust 2019August 1, 2026$400,000 1.0 %1.32 %$5.2809 $189.36 
(1) Prior to the adoption of ASU 2020-06, our effective interest rates were 7.00% for the 2023 Notes, 4.96% for the 2024 Notes, and 5.41% for the 2026 Notes due to the discount on the Notes related to the component previously allocated to equity.
As further defined and described below, the 2024 Notes and the 2026 Notes are together referred to as the 2024 & 2026 Notes, and the 2023 Notes and the 2024 & 2026 Notes are collectively referred to as the Notes.
In May and June 2018, we sold $230.0 million aggregate principal amount of our 0.50% Convertible Senior Notes due 2023, or the 2023 Notes, including the initial purchasers’ exercise in full of their option to purchase an additional $30.0 million of the 2023 Notes, in a private offering to qualified institutional buyers pursuant to Rule 144A promulgated under the Securities Act of 1933, as amended, or the Act. The 2023 Notes are our senior, unsecured obligations, and interest is payable semi-annually in arrears on June 1 and December 1 of each year beginning December 1, 2018.
In August 2019, we sold $400.0 million aggregate principal amount of our 0.50% Convertible Senior Notes due 2024, or the 2024 Notes, and $400.0 million aggregate principal amount of our 1.00% Convertible Senior Notes due 2026, or the 2026 Notes, including the initial purchasers’ exercise in full of their options to purchase an additional $50.0 million of the 2024 Notes and an additional $50.0 million of the 2026 Notes, in a private offering to qualified institutional buyers pursuant to Rule 144A promulgated under the Act. The 2024 & 2026 Notes are our senior, unsecured obligations, and interest is payable semi-annually in arrears on February 1 and August 1 of each year beginning February 1, 2020.
Prior to the close of business on the business day immediately preceding March 1, 2023, or the 2023 Conversion Date, in the case of the 2023 Notes, or May 1, 2024, or the 2024 Conversion Date, in the case of the 2024 Notes, or May 1, 2026, or the 2026 Conversion Date, in the case of the 2026 Notes, the respective Notes are convertible at the option of holders only upon satisfaction of certain conditions and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the relevant maturity date. The applicable conversion rate is subject to customary adjustments for certain events as described in the applicable indenture between us and U.S. Bank National Association, as trustee, or, collectively, the Indentures. Upon conversion, the Notes may be settled in shares of our Class A common stock, cash or a combination of cash and shares of our Class A common stock, at our election. It is our current intent to settle the principal amount of the Notes with cash. During the years ended December 31, 2019 and 2020, a portion of the 2023 Notes were exchanged, as further discussed below.
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Prior to the close of business on the business day immediately preceding the applicable Conversion Date, the applicable series of Notes is convertible at the option of the holders under the following circumstances:
during any calendar quarter commencing after the calendar quarter subsequent to the calendar quarter in which the applicable series of Notes was issued (and only during such calendar quarter), if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the applicable series of Notes on each applicable trading day;
during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of the applicable series of Notes for each day of that five day consecutive trading day period was less than 98% of the product of the last reported sale price of our Class A common stock and the applicable conversion rate of the applicable series of Notes on such applicable trading day; or
upon the occurrence of specified corporate events described in the applicable Indenture.
For at least 20 trading days during the period of 30 consecutive trading days ending March 31, 2022, the last reported sale price of our Class A common stock was greater than or equal to 130% of the conversion price of the 2023 Notes on each applicable trading day. As a result, the 2023 Notes are convertible at the option of the holders during the quarter ending June 30, 2022 and were classified as current liabilities on the condensed consolidated balance sheet as of March 31, 2022. As of March 31, 2022, the if-converted value of the 2023 Notes exceeded its principal amount by $52.0 million. As of March 31, 2022, the 2024 & 2026 Notes were not currently convertible.
We may not redeem any series of Notes prior to the relevant maturity date. Holders of any series of Notes have the right to require us to repurchase for cash all or a portion of their applicable series of Notes, at 100% of its respective principal amount, plus any accrued and unpaid interest, upon the occurrence of a fundamental change as defined in the applicable Indenture for such series of Notes. We are also required to increase the conversion rate for holders who convert their Notes in connection with certain corporate events occurring prior to the relevant maturity date.
The Notes are our senior unsecured obligations and rank senior in right of payment to any of our indebtedness and other liabilities that are expressly subordinated in right of payment to the Notes, equal in right of payment among all series of Notes and to any other existing and future indebtedness and other liabilities that are not subordinated, effectively junior in right of payment to any of our secured indebtedness and other liabilities to the extent of the value of the assets securing such indebtedness and other liabilities, and structurally junior in right of payment to all of our existing and future indebtedness and other liabilities (including trade payables) of our current or future subsidiaries.
Capped Call Transactions
In connection with the pricing of the 2023 Notes, we entered into privately negotiated capped call transactions with an affiliate of one of the initial purchasers of the 2023 Notes and other financial institutions. In connection with the pricing of the 2024 & 2026 Notes, we entered into privately negotiated capped call transactions with other financial institutions. The capped call transactions are expected generally to reduce or offset potential dilution to holders of our common stock and/or offset the potential cash payments that we could be required to make in excess of the principal amount upon any conversion of the applicable series of Notes under certain circumstances, with such reduction and/or offset subject to a cap based on the cap price. Under the capped call transactions, we purchased capped call options that in the aggregate relate to the total number of shares of our Class A common stock underlying the applicable series of Notes, with an initial strike price of approximately $44.33 per share in the case of the 2023 Notes, which corresponds to the initial conversion price of the 2023 Notes, and approximately $189.36 per share in the case of the 2024 & 2026 Notes, which corresponds to the initial conversion price of each of the 2024 & 2026 Notes. Further, the capped call options are subject to anti-dilution adjustments substantially similar to those applicable to the conversion rate of the applicable series of Notes, and have a cap price of $62.22 per share in the case of the 2023 Notes, and $315.60 per share in the case of the 2024 & 2026 Notes. The cost of the purchased capped calls of $19.1 million in the case of the 2023 Notes and $87.4 million in the case of the 2024 & 2026 Notes was recorded as a reduction to additional paid-in-capital.
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We elected to integrate the applicable capped call options with the applicable series of Notes for federal income tax purposes pursuant to applicable U.S. Treasury Regulations. Accordingly, the $19.1 million gross cost of the purchased capped calls in the case of the 2023 Notes and the $87.4 million gross cost of the purchased capped calls in the case of the 2024 & 2026 Notes will be deductible for income tax purposes as original discount interest over the term of the 2023 Notes and the applicable series of the 2024 & 2026 Notes, respectively. We recorded deferred tax assets of $4.6 million with respect to the 2023 Notes and $20.9 million with respect to the 2024 & 2026 Notes, which represent the tax benefit of these deductions with an offsetting entry to additional paid-in capital. These deferred tax assets, as adjusted for activity through December 31, 2021, were written off as part of the ASU 2020-06 implementation.
In connection with the exchange agreements discussed below, we terminated a corresponding portion of the existing capped call transactions that we entered into in connection with the issuance of the 2023 Notes, which resulted in the net share settlement and our receipt and retirement of 285,466 shares of Class A common stock.
Exchange of 2023 Notes
In connection with the issuance of the 2024 & 2026 Notes discussed above, during the year ended December 31, 2019, we entered into exchange agreements with certain holders of our outstanding 2023 Notes and, using a portion of the net proceeds from the issuance of the 2024 & 2026 Notes, we exchanged $145.2 million principal amount, together with accrued and unpaid interest thereon, of the 2023 Notes for aggregate consideration of $145.4 million in cash, representing the principal and accrued interest of the exchanged 2023 Notes, and 2.2 million shares of Class A common stock. Other than this exchange, we have received immaterial requests for conversion since the 2023 Notes initially became convertible but did not receive any additional requests for conversion during the three months ended March 31, 2022.
The Notes consisted of the following (in thousands):
As of March 31, 2022As of December 31, 2021
2023 Notes2024 Notes2026 Notes2023 Notes2024 Notes2026 Notes
Liability:
Principal$84,748 $400,000 $400,000 $84,748 $400,000 $400,000 
Less: debt discount and issuance costs, net of amortization(1)
(501)(3,979)(5,292)(7,348)(42,941)(71,043)
Net carrying amount$84,247 $396,021 $394,708 $77,400 $357,059 $328,957 
Equity, net of issuance costs(2)
$ $ $ $46,473 $69,749 $93,380 

(1) As of December 31, 2021, the debt discount component, net of amortization, which is not applicable under ASU 2020-06, was $6.7 million for the 2023 Notes, $38.6 million for the 2024 Notes, and $65.5 million for the 2026 Notes. See Note 2, Significant Accounting Policies, for additional information related to the adoption of this accounting standard.
(2) Not applicable under ASU 2020-06. See Note 2, Significant Accounting Policies, for additional information related to the adoption of this accounting standard.
The following table sets forth interest expense recognized related to the Notes (in thousands):
Three Months Ended March 31,
20222021
Contractual interest expense$1,606 $1,606 
Amortization of debt issuance costs and discount(1)
780 7,992 
Total$2,386