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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
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☒ | Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the quarterly period ended July 31, 2024
OR
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☐ | Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For transition period from to
Commission File Number: 001-35680
WORKDAY, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 20-2480422 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S Employer Identification No.) |
6110 Stoneridge Mall Road
Pleasanton, California 94588
(Address of principal executive offices, including zip code)
(925) 951-9000
(Registrant’s telephone number, including area code)
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, par value $0.001 | WDAY | The Nasdaq Stock Market LLC |
| (Nasdaq Global Select Market) |
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 (the “Exchange Act”) 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.
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Large accelerated filer | ☒ | Accelerated filer | ☐ |
Non-accelerated filer | ☐ | Smaller 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 ☒
As of August 26, 2024, there were approximately 213 million shares of the registrant’s Class A common stock, net of treasury stock, and 52 million shares of the registrant’s Class B common stock outstanding.
Workday, Inc.
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Item 2. | | |
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Item 3. | | |
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Item 4. | | |
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Item 1. | | |
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Item 1A. | | |
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Item 2. | | |
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Item 5. | | |
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Item 6. | | |
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Workday, Inc.
Condensed Consolidated Balance Sheets
(in millions)
(unaudited)
| | | | | | | | | | | | | | |
| | | | July 31, 2024 | | January 31, 2024 |
Assets | | | | | | |
Current assets: | | | | | | |
Cash and cash equivalents | | | | $ | 1,635 | | | $ | 2,012 | |
Marketable securities | | | | 5,738 | | | 5,801 | |
Trade and other receivables, net | | | | 1,292 | | | 1,639 | |
Deferred costs | | | | 237 | | | 232 | |
Prepaid expenses and other current assets | | | | 298 | | | 255 | |
Total current assets | | | | 9,200 | | | 9,939 | |
Property and equipment, net | | | | 1,259 | | | 1,234 | |
Operating lease right-of-use assets | | | | 339 | | | 289 | |
Deferred costs, noncurrent | | | | 487 | | | 509 | |
Acquisition-related intangible assets, net | | | | 331 | | | 233 | |
Deferred tax assets | | | | 1,022 | | | 1,065 | |
Goodwill | | | | 3,257 | | | 2,846 | |
Other assets | | | | 339 | | | 337 | |
Total assets | | | | $ | 16,234 | | | $ | 16,452 | |
Liabilities and stockholders’ equity | | | | | | |
Current liabilities: | | | | | | |
Accounts payable | | | | $ | 87 | | | $ | 78 | |
Accrued expenses and other current liabilities | | | | 292 | | | 287 | |
Accrued compensation | | | | 487 | | | 544 | |
Unearned revenue | | | | 3,549 | | | 4,057 | |
Operating lease liabilities | | | | 98 | | | 89 | |
| | | | | | |
Total current liabilities | | | | 4,513 | | | 5,055 | |
Debt, noncurrent | | | | 2,982 | | | 2,980 | |
Unearned revenue, noncurrent | | | | 62 | | | 70 | |
Operating lease liabilities, noncurrent | | | | 284 | | | 227 | |
Other liabilities | | | | 48 | | | 38 | |
Total liabilities | | | | 7,889 | | | 8,370 | |
Stockholders’ equity: | | | | | | |
Common stock | | | | 0 | | | 0 | |
Additional paid-in capital | | | | 10,869 | | | 10,400 | |
Treasury stock | | | | (1,051) | | | (608) | |
Accumulated other comprehensive income (loss) | | | | 19 | | | 21 | |
Accumulated deficit | | | | (1,492) | | | (1,731) | |
Total stockholders’ equity | | | | 8,345 | | | 8,082 | |
Total liabilities and stockholders’ equity | | | | $ | 16,234 | | | $ | 16,452 | |
See Notes to Condensed Consolidated Financial Statements
3
Workday, Inc.
Condensed Consolidated Statements of Operations
(in millions, except number of shares which are reflected in thousands and per share data)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Revenues: | | | | | | | | | | | | | | |
Subscription services | | | | | | | | $ | 1,903 | | | $ | 1,624 | | | $ | 3,719 | | | $ | 3,152 | |
Professional services | | | | | | | | 182 | | | 163 | | | 356 | | | 319 | |
Total revenues | | | | | | | | 2,085 | | | 1,787 | | | 4,075 | | | 3,471 | |
Costs and expenses (1): | | | | | | | | | | | | | | |
Costs of subscription services | | | | | | | | 304 | | | 256 | | | 594 | | | 495 | |
Costs of professional services | | | | | | | | 207 | | | 192 | | | 406 | | | 371 | |
Product development | | | | | | | | 649 | | | 610 | | | 1,305 | | | 1,210 | |
Sales and marketing | | | | | | | | 611 | | | 524 | | | 1,184 | | | 1,043 | |
General and administrative | | | | | | | | 203 | | | 169 | | | 411 | | | 336 | |
Total costs and expenses | | | | | | | | 1,974 | | | 1,751 | | | 3,900 | | | 3,455 | |
Operating income (loss) | | | | | | | | 111 | | | 36 | | | 175 | | | 16 | |
Other income (expense), net | | | | | | | | 57 | | | 46 | | | 116 | | | 73 | |
Income (loss) before provision for (benefit from) income taxes | | | | | | | | 168 | | | 82 | | | 291 | | | 89 | |
Provision for (benefit from) income taxes | | | | | | | | 36 | | | 3 | | | 52 | | | 10 | |
Net income (loss) | | | | | | | | $ | 132 | | | $ | 79 | | | $ | 239 | | | $ | 79 | |
Net income (loss) per share, basic | | | | | | | | $ | 0.50 | | | $ | 0.30 | | | $ | 0.90 | | | $ | 0.30 | |
Net income (loss) per share, diluted | | | | | | | | $ | 0.49 | | | $ | 0.30 | | | $ | 0.89 | | | $ | 0.30 | |
Weighted-average shares used to compute net income (loss) per share, basic | | | | | | | | 265,317 | | | 261,191 | | | 264,885 | | | 260,026 | |
Weighted-average shares used to compute net income (loss) per share, diluted | | | | | | | | 267,949 | | | 264,435 | | | 269,128 | | | 262,923 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
(1) Costs and expenses include share-based compensation expenses as follows: |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Costs of subscription services | | | | | | | | $ | 35 | | | $ | 30 | | | $ | 73 | | | $ | 59 | |
Costs of professional services | | | | | | | | 28 | | | 29 | | | 59 | | | 59 | |
Product development | | | | | | | | 163 | | | 162 | | | 336 | | | 332 | |
Sales and marketing | | | | | | | | 77 | | | 67 | | | 149 | | | 147 | |
General and administrative | | | | | | | | 67 | | | 64 | | | 138 | | | 125 | |
Total share-based compensation expenses | | | | | | | | $ | 370 | | | $ | 352 | | | $ | 755 | | | $ | 722 | |
See Notes to Condensed Consolidated Financial Statements
4
Workday, Inc.
Condensed Consolidated Statements of Comprehensive Income (Loss)
(in millions)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Net income (loss) | | | | | | | | $ | 132 | | | $ | 79 | | | $ | 239 | | | $ | 79 | |
Other comprehensive income (loss), net of tax: | | | | | | | | | | | | | | |
Net change in foreign currency translation adjustment | | | | | | | | (1) | | | 1 | | | (3) | | | 1 | |
Net change in unrealized gains (losses) on available-for-sale debt securities, net of tax provision (benefit) of $10, $0, $1, and $0, respectively | | | | | | | | 27 | | | (18) | | | 2 | | | (12) | |
Net change in unrealized gains (losses) on cash flow hedges, net of tax provision of $(1), $(1), $0, and $2, respectively | | | | | | | | (24) | | | (33) | | | (1) | | | (49) | |
Other comprehensive income (loss), net of tax | | | | | | | | 2 | | | (50) | | | (2) | | | (60) | |
Comprehensive income (loss) | | | | | | | | $ | 134 | | | $ | 29 | | | $ | 237 | | | $ | 19 | |
See Notes to Condensed Consolidated Financial Statements
5
Workday, Inc.
Condensed Consolidated Statements of Stockholders’ Equity
(in millions, except number of shares which are reflected in thousands)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Common stock: | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | $ | 0 | | | $ | 0 | | | $ | 0 | | | $ | 0 | |
Issuance of common stock under employee equity plans | | | | | | | | 0 | | | 0 | | | 0 | | | 0 | |
Shares withheld related to net share settlement of equity awards | | | | | | | | 0 | | | 0 | | | 0 | | | 0 | |
| | | | | | | | | | | | | | |
Balance, end of period | | | | | | | | 0 | | | 0 | | | 0 | | | 0 | |
Additional paid-in capital: | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | 10,512 | | | 9,196 | | | 10,400 | | | 8,829 | |
Issuance of common stock under employee equity plans | | | | | | | | 106 | | | 95 | | | 106 | | | 95 | |
Shares withheld related to net share settlement of equity awards | | | | | | | | (121) | | | (5) | | | (395) | | | (8) | |
Share-based compensation | | | | | | | | 372 | | | 352 | | | 758 | | | 722 | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Balance, end of period | | | | | | | | 10,869 | | | 9,638 | | | 10,869 | | | 9,638 | |
Treasury stock: | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | (742) | | | (185) | | | (608) | | | (185) | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Common stock repurchases under share repurchase programs | | | | | | | | (309) | | | (139) | | | (443) | | | (139) | |
Balance, end of period | | | | | | | | (1,051) | | | (324) | | | (1,051) | | | (324) | |
Accumulated other comprehensive income (loss): | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | 17 | | | 43 | | | 21 | | | 53 | |
Other comprehensive income (loss) | | | | | | | | 2 | | | (50) | | | (2) | | | (60) | |
Balance, end of period | | | | | | | | 19 | | | (7) | | | 19 | | | (7) | |
Accumulated deficit: | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | (1,624) | | | (3,112) | | | (1,731) | | | (3,112) | |
Net income (loss) | | | | | | | | 132 | | | 79 | | | 239 | | | 79 | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Balance, end of period | | | | | | | | (1,492) | | | (3,033) | | | (1,492) | | | (3,033) | |
Total stockholders’ equity | | | | | | | | $ | 8,345 | | | $ | 6,274 | | | $ | 8,345 | | | $ | 6,274 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Common stock shares: | | | | | | | | | | | | | | |
Balance, beginning of period | | | | | | | | 265,218 | | | 260,408 | | | 263,862 | | | 257,991 | |
Issuance of common stock under employee equity plans | | | | | | | | 1,959 | | | 2,109 | | | 4,835 | | | 4,543 | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Shares withheld related to net share settlement of equity awards | | | | | | | | (530) | | | (24) | | | (1,548) | | | (41) | |
Common stock repurchased | | | | | | | | (1,387) | | | (635) | | | (1,889) | | | (635) | |
Balance, end of period | | | | | | | | 265,260 | | | 261,858 | | | 265,260 | | | 261,858 | |
See Notes to Condensed Consolidated Financial Statements
6
Workday, Inc.
Condensed Consolidated Statements of Cash Flows
(in millions)
(unaudited)
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Cash flows from operating activities: | | | | | | | | | | | | | | |
Net income (loss) | | | | | | | | $ | 132 | | | $ | 79 | | | $ | 239 | | | $ | 79 | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | | | | | | | | | | | | | | |
Depreciation and amortization | | | | | | | | 79 | | | 71 | | | 154 | | | 142 | |
Share-based compensation expenses | | | | | | | | 370 | | | 352 | | | 755 | | | 722 | |
Amortization of deferred costs | | | | | | | | 62 | | | 52 | | | 121 | | | 101 | |
Non-cash lease expense | | | | | | | | 25 | | | 24 | | | 51 | | | 48 | |
(Gains) losses on investments | | | | | | | | 3 | | | (1) | | | 10 | | | 7 | |
Accretion of discounts on marketable debt securities, net | | | | | | | | (29) | | | (38) | | | (62) | | | (72) | |
Deferred income taxes | | | | | | | | 27 | | | 0 | | | 33 | | | 2 | |
Other | | | | | | | | 9 | | | (6) | | | 11 | | | (12) | |
Changes in operating assets and liabilities, net of business combinations: | | | | | | | | | | | | | | |
Trade and other receivables, net | | | | | | | | (157) | | | (183) | | | 351 | | | 290 | |
Deferred costs | | | | | | | | (64) | | | (68) | | | (104) | | | (103) | |
Prepaid expenses and other assets | | | | | | | | 46 | | | 25 | | | 24 | | | 7 | |
Accounts payable | | | | | | | | 2 | | | 2 | | | 12 | | | (56) | |
Accrued expenses and other liabilities | | | | | | | | 69 | | | 36 | | | (124) | | | (187) | |
Unearned revenue | | | | | | | | (3) | | | 80 | | | (528) | | | (265) | |
Net cash provided by (used in) operating activities | | | | | | | | 571 | | | 425 | | | 943 | | | 703 | |
Cash flows from investing activities: | | | | | | | | | | | | | | |
Purchases of marketable securities | | | | | | | | (1,365) | | | (1,585) | | | (2,143) | | | (3,473) | |
Maturities of marketable securities | | | | | | | | 1,035 | | | 1,240 | | | 2,132 | | | 2,471 | |
Sales of marketable securities | | | | | | | | 51 | | | 25 | | | 68 | | | 48 | |
Capital expenditures | | | | | | | | (55) | | | (65) | | | (136) | | | (124) | |
Business combinations, net of cash acquired | | | | | | | | (10) | | | 0 | | | (522) | | | 0 | |
Purchase of other intangible assets | | | | | | | | 0 | | | 0 | | | 0 | | | (9) | |
Purchases of non-marketable equity and other investments | | | | | | | | (7) | | | 0 | | | (7) | | | (11) | |
Sales and maturities of non-marketable equity and other investments | | | | | | | | 5 | | | 0 | | | 5 | | | 0 | |
| | | | | | | | | | | | | | |
Net cash provided by (used in) investing activities | | | | | | | | (346) | | | (385) | | | (603) | | | (1,098) | |
Cash flows from financing activities: | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Repurchases of common stock | | | | | | | | (312) | | | (139) | | | (440) | | | (139) | |
Proceeds from issuance of common stock from employee equity plans | | | | | | | | 106 | | | 95 | | | 106 | | | 95 | |
Taxes paid related to net share settlement of equity awards | | | | | | | | (141) | | | (5) | | | (381) | | | (8) | |
| | | | | | | | | | | | | | |
Net cash provided by (used in) financing activities | | | | | | | | (347) | | | (49) | | | (715) | | | (52) | |
Effect of exchange rate changes | | | | | | | | 0 | | | 1 | | | 0 | | | 0 | |
Net increase (decrease) in cash, cash equivalents, and restricted cash | | | | | | | | (122) | | | (8) | | | (375) | | | (447) | |
Cash, cash equivalents, and restricted cash at the beginning of period | | | | | | | | 1,771 | | | 1,456 | | | 2,024 | | | 1,895 | |
Cash, cash equivalents, and restricted cash at the end of period | | | | | | | | $ | 1,649 | | | $ | 1,448 | | | $ | 1,649 | | | $ | 1,448 | |
See Notes to Condensed Consolidated Financial Statements
7
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Supplemental cash flow data: | | | | | | | | | | | | | | |
Cash paid for interest | | | | | | | | $ | 0 | | | $ | 0 | | | $ | 55 | | | $ | 55 | |
Cash paid for income taxes, net of refunds | | | | | | | | 29 | | | 21 | | | 35 | | | 32 | |
Non-cash investing and financing activities: | | | | | | | | | | | | | | |
Purchases of property and equipment, accrued but not paid | | | | | | | | 56 | | | 41 | | | 56 | | | 41 | |
Accrued taxes related to net share settlement of equity awards | | | | | | | | 14 | | | 0 | | | 14 | | | 0 | |
| | | | | | | | | | | | | | |
| | As of July 31, |
| | | | 2024 | | 2023 |
Reconciliation of cash, cash equivalents, and restricted cash as shown in the Condensed Consolidated Statements of Cash Flows: | | | | | | |
Cash and cash equivalents | | | | $ | 1,635 | | | $ | 1,436 | |
Restricted cash included in Prepaid expenses and other current assets | | | | 14 | | | 12 | |
| | | | | | |
Total cash, cash equivalents, and restricted cash | | | | $ | 1,649 | | | $ | 1,448 | |
See Notes to Condensed Consolidated Financial Statements
8
Workday, Inc.
Notes to Condensed Consolidated Financial Statements
As used in this report, the terms “Workday,” “registrant,” “we,” “us,” and “our” mean Workday, Inc. and its subsidiaries unless the context indicates otherwise.
Amounts in this report may not recalculate due to rounding. Year-over-year comparisons, operating margin, and net income (loss) per share are calculated using unrounded data.
Note 1. Overview and Basis of Presentation
Description of the Business
Workday is a leading provider of cloud-based applications for financial management, human capital management (“HCM”), planning, spend management, and analytics. With Workday, our customers have a unified platform with artificial intelligence (“AI”) built into its core that helps them manage their two most important assets – their people and money.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The condensed consolidated financial statements include the results of Workday, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In the opinion of our management, the information contained herein reflects all adjustments necessary for a fair presentation of Workday’s financial position, results of operations, stockholders’ equity, and cash flows. All such adjustments are of a normal, recurring nature. The results of operations for the three and six months ended July 31, 2024, shown in this report are not necessarily indicative of the results to be expected for the full fiscal year ending January 31, 2025. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements in our Annual Report on Form 10-K for the fiscal year ended January 31, 2024, filed with the SEC on March 8, 2024.
Certain prior period amounts reported in our unaudited condensed consolidated financial statements and notes thereto have been reclassified to conform to current period presentation.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires us to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the condensed consolidated financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Significant estimates, judgments, and assumptions include, but are not limited to, the identification of distinct performance obligations for revenue recognition, the determination of the period of benefit for deferred commissions, the realizability of deferred tax assets, the measurement of uncertain tax positions, the fair value and useful lives of assets acquired and liabilities assumed through business combinations, and the valuation of non-marketable equity investments. Actual results could differ from those estimates, judgments, and assumptions, and such differences could be material to our condensed consolidated financial statements.
Segment Information
We operate in one operating segment, cloud applications. Operating segments are defined as components of an enterprise where separate financial information is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assessing performance. Our CODM, the Chief Executive Officer, allocates resources and assesses performance based upon discrete financial information at the consolidated level.
Note 2. Significant Accounting Policies and Accounting Standards
Significant Accounting Policies
There have been no material changes in our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended January 31, 2024.
Concentrations of Risk and Significant Customers
Our financial instruments that are exposed to concentrations of credit risk consist primarily of cash and cash equivalents, debt securities, derivative instruments, and trade and other receivables. Our deposits exceed federally insured limits.
No customer individually accounted for more than 10% of trade and other receivables, net as of July 31, 2024, or January 31, 2024. No customer individually accounted for more than 10% of total revenues during the three and six months ended July 31, 2024, or 2023.
Other than the United States, no country individually accounted for more than 10% of total revenues during the three and six months ended July 31, 2024, or 2023.
In order to reduce the risk of disruption of our cloud applications, we have established data centers in various geographic regions. We serve our customers and users from data center facilities operated by third parties, located in North America and Europe. We have internal procedures to restore services in the event of disruption at one of our data center facilities. Even with these procedures for disaster recovery in place, our cloud applications could be significantly interrupted during the implementation of the procedures to restore services.
In addition, we rely upon third-party hosted infrastructure partners globally, including Amazon Web Services (“AWS”) and Google LLC, to serve customers and operate certain aspects of our services. Given this, any disruption of or interference at our hosted infrastructure partners may impact our operations and our business could be adversely impacted.
Recently Issued Accounting Pronouncements
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of incremental segment information on an annual and interim basis. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The standard requires retrospective application to all prior periods presented in the financial statements. We do not intend to early adopt, and are currently evaluating the impacts of the new standard.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. This ASU is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The standard allows for adoption on a prospective basis, with a retrospective option. We do not intend to early adopt, and are currently evaluating the impacts of the new standard.
Note 3. Investments
Debt Securities
As of July 31, 2024, debt securities consisted of the following (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Aggregate Fair Value |
U.S. treasury securities | | | | | | | | $ | 1,615 | | | $ | 3 | | | $ | (1) | | | $ | 1,617 | |
U.S. agency obligations | | | | | | | | 599 | | | 1 | | | 0 | | | 600 | |
Corporate bonds | | | | | | | | 3,016 | | | 11 | | | (4) | | | 3,023 | |
Commercial paper | | | | | | | | 1,029 | | | 0 | | | 0 | | | 1,029 | |
Total debt securities | | | | | | | | $ | 6,259 | | | $ | 15 | | | $ | (5) | | | $ | 6,269 | |
Included in Cash and cash equivalents | | | | | | | | $ | 531 | | | $ | 0 | | | $ | 0 | | | $ | 531 | |
Included in Marketable securities | | | | | | | | $ | 5,728 | | | $ | 15 | | | $ | (5) | | | $ | 5,738 | |
As of January 31, 2024, debt securities consisted of the following (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Amortized Cost | | Unrealized Gains | | Unrealized Losses | | Aggregate Fair Value |
U.S. treasury securities | | | | | | | | $ | 2,072 | | | $ | 4 | | | $ | (2) | | | $ | 2,074 | |
U.S. agency obligations | | | | | | | | 753 | | | 2 | | | (1) | | | 754 | |
Corporate bonds | | | | | | | | 2,496 | | | 9 | | | (5) | | | 2,500 | |
Commercial paper | | | | | | | | 1,232 | | | 0 | | | 0 | | | 1,232 | |
Total debt securities | | | | | | | | $ | 6,553 | | | $ | 15 | | | $ | (8) | | | $ | 6,560 | |
Included in Cash and cash equivalents | | | | | | | | $ | 759 | | | $ | 0 | | | $ | 0 | | | $ | 759 | |
Included in Marketable securities | | | | | | | | $ | 5,794 | | | $ | 15 | | | $ | (8) | | | $ | 5,801 | |
The fair values of debt securities, by remaining contractual maturity, were as follows (in millions):
| | | | | |
| July 31, 2024 |
Due within 1 year | $ | 3,206 | |
Due in 1 year through 5 years | 3,063 | |
Total debt securities | $ | 6,269 | |
We classify our debt securities as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. We consider all debt securities as funds available for use in current operations, including those with maturity dates beyond one year, and therefore classify these securities as current assets on the Condensed Consolidated Balance Sheets. Debt securities included in Marketable securities on the Condensed Consolidated Balance Sheets consist of securities with original maturities at the time of purchase greater than three months, and the remaining securities are included in Cash and cash equivalents.
Interest receivable of $44 million and $35 million is included in Prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets as of July 31, 2024, and January 31, 2024, respectively.
The following tables summarize the aggregate fair value and gross unrealized losses for all debt securities in an unrealized loss position, aggregated by investment category and the length of time that individual securities have been in a continuous loss position (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of July 31, 2024 |
| Less than 12 Months | | 12 Months or Greater | | Total |
| Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss |
U.S. treasury securities | $ | 581 | | | $ | (1) | | | $ | 303 | | | $ | 0 | | | $ | 884 | | | $ | (1) | |
U.S. agency obligations | 214 | | | 0 | | | 40 | | | 0 | | | 254 | | | 0 | |
Corporate bonds | 561 | | | (1) | | | 588 | | | (3) | | | 1,149 | | | (4) | |
Commercial paper | 20 | | | 0 | | | 0 | | | 0 | | | 20 | | | 0 | |
Total | $ | 1,376 | | | $ | (2) | | | $ | 931 | | | $ | (3) | | | $ | 2,307 | | | $ | (5) | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| As of January 31, 2024 |
| Less than 12 Months | | 12 Months or Greater | | Total |
| Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss | | Fair Value | | Unrealized Loss |
U.S. treasury securities | $ | 921 | | | $ | (2) | | | $ | 78 | | | $ | (1) | | | $ | 999 | | | $ | (3) | |
U.S. agency obligations | 234 | | | 0 | | | 100 | | | (1) | | | 334 | | | (1) | |
Corporate bonds | 921 | | | (3) | | | 171 | | | (1) | | | 1,092 | | | (4) | |
Commercial paper | 5 | | | 0 | | | 0 | | | 0 | | | 5 | | | 0 | |
Total | $ | 2,081 | | | $ | (5) | | | $ | 349 | | | $ | (3) | | | $ | 2,430 | | | $ | (8) | |
Unrealized losses on debt securities primarily resulted from changes in market interest rates. We do not intend to sell these debt securities and it is not more likely than not that we will be required to sell the debt securities before recovery of their amortized cost bases, which may be at maturity. We did not recognize any credit or non-credit related losses related to our debt securities during the periods presented.
We sold $53 million and $6 million of debt securities during the three months ended July 31, 2024, and 2023, respectively. We sold $70 million and $18 million of debt securities during the six months ended July 31, 2024, and 2023, respectively. The realized gains and losses from the sales were immaterial.
Equity Investments
Equity investments consisted of the following (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Condensed Consolidated Balance Sheets Location | | | | | July 31, 2024 | | January 31, 2024 |
Money market funds | Cash and cash equivalents | | | | | $ | 756 | | | $ | 1,017 | |
| | | | | | | | |
Non-marketable equity investments measured using the measurement alternative | Other assets | | | | | 237 | | | 248 | |
| | | | | | | | |
Total equity investments | | | | | | $ | 993 | | | $ | 1,265 | |
Total realized and unrealized gains and losses associated with our equity investments consisted of the following (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Net realized gains (losses) recognized on equity investments sold (1) | | | | | | | | $ | (3) | | | $ | 2 | | | $ | (3) | | | $ | 1 | |
Net unrealized gains (losses) recognized on equity investments held as of the end of the period | | | | | | | | 0 | | | (1) | | | (7) | | | (8) | |
Total net gains (losses) recognized in Other income (expense), net | | | | | | | | $ | (3) | | | $ | 1 | | | $ | (10) | | | $ | (7) | |
(1)Reflects the difference between the sale proceeds and the carrying value of the equity investments at the beginning of the period.
Non-Marketable Equity Investments Measured Using the Measurement Alternative
Non-marketable equity investments measured using the measurement alternative include investments in privately held companies without readily determinable fair values in which we do not own a controlling interest or exercise significant influence. These investments are recorded at cost and are adjusted for observable transactions for same or similar securities of the same issuer or impairment events. The carrying values for our non-marketable equity investments are summarized below (in millions):
| | | | | | | | | | | | | | | |
| July 31, 2024 | | January 31, 2024 | | |
Total initial cost | $ | 207 | | | $ | 213 | | | | | |
Cumulative net unrealized gains (losses) | 30 | | | 35 | | | | | |
Carrying value | $ | 237 | | | $ | 248 | | | | | |
During the three months ended July 31, 2024, we recorded a loss of $3 million upon exit of a non-marketable equity investment. During the three months ended July 31, 2023, we recorded impairment losses of $10 million to the carrying value of non-marketable equity investments.
During the six months ended July 31, 2024, we recorded losses of $10 million related to impairments and exits of non-marketable equity investments. During the six months ended July 31, 2023, we recorded impairment losses of $12 million.
Marketable Equity Investments
We may hold marketable equity investments with readily determinable fair values over which we do not own a controlling interest or exercise significant influence. As of July 31, 2024, and January 31, 2024, we did not hold any such investments.
During the three and six months ended July 31, 2023, we recorded unrealized net gains of $8 million and $4 million, respectively, on our marketable equity investment balance held as of the end of the period of $56 million. Additionally, during the three and six months ended July 31, 2023, we sold marketable equity investments for proceeds of $20 million and $30 million, respectively, with immaterial corresponding realized gains.
Note 4. Fair Value Measurements
We use a fair value hierarchy that requires that we maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s classification within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs may be used to measure fair value:
Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.
Level 2 — Other inputs that are directly or indirectly observable in the marketplace.
Level 3 — Unobservable inputs that are supported by little or no market activity.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following table presents information about our assets and liabilities that are measured at fair value on a recurring basis and their assigned levels within the valuation hierarchy as of July 31, 2024 (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Level 1 | | Level 2 | | Level 3 | | Total |
U.S. treasury securities | | | | | | | | $ | 1,617 | | | $ | 0 | | | $ | 0 | | | $ | 1,617 | |
U.S. agency obligations | | | | | | | | 0 | | | 600 | | | 0 | | | 600 | |
Corporate bonds | | | | | | | | 0 | | | 3,023 | | | 0 | | | 3,023 | |
Commercial paper | | | | | | | | 0 | | | 1,029 | | | 0 | | | 1,029 | |
Money market funds | | | | | | | | 756 | | | 0 | | | 0 | | | 756 | |
| | | | | | | | | | | | | | |
Foreign currency derivative assets | | | | | | | | 0 | | | 44 | | | 0 | | | 44 | |
Total assets | | | | | | | | $ | 2,373 | | | $ | 4,696 | | | $ | 0 | | | $ | 7,069 | |
Foreign currency derivative liabilities | | | | | | | | $ | 0 | | | $ | 28 | | | $ | 0 | | | $ | 28 | |
Total liabilities | | | | | | | | $ | 0 | | | $ | 28 | | | $ | 0 | | | $ | 28 | |
The following table presents information about our assets and liabilities that are measured at fair value on a recurring basis and their assigned levels within the valuation hierarchy as of January 31, 2024 (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | Level 1 | | Level 2 | | Level 3 | | Total |
U.S. treasury securities | | | | | | | | $ | 2,074 | | | $ | 0 | | | $ | 0 | | | $ | 2,074 | |
U.S. agency obligations | | | | | | | | 0 | | | 754 | | | 0 | | | 754 | |
Corporate bonds | | | | | | | | 0 | | | 2,500 | | | 0 | | | 2,500 | |
Commercial paper | | | | | | | | 0 | | | 1,232 | | | 0 | | | 1,232 | |
Money market funds | | | | | | | | 1,017 | | | 0 | | | 0 | | | 1,017 | |
| | | | | | | | | | | | | | |
Foreign currency derivative assets | | | | | | | | 0 | | | 46 | | | 0 | | | 46 | |
Total assets | | | | | | | | $ | 3,091 | | | $ | 4,532 | | | $ | 0 | | | $ | 7,623 | |
Foreign currency derivative liabilities | | | | | | | | $ | 0 | | | $ | 27 | | | $ | 0 | | | $ | 27 | |
Total liabilities | | | | | | | | $ | 0 | | | $ | 27 | | | $ | 0 | | | $ | 27 | |
Non-Marketable Equity Investments Measured at Fair Value on a Non-Recurring Basis
Non-marketable equity investments that have been remeasured due to an observable event or impairment are classified within Level 3 in the fair value hierarchy because we estimate the value based on valuation methods which may include a combination of the observable transaction price at the transaction date and other unobservable inputs including volatility, rights, and obligations of the investments we hold. For further information, see Note 3, Investments. Fair Value Measurements of Other Financial Instruments
We carry our debt at face value less unamortized debt discount and issuance costs on our Condensed Consolidated Balance Sheets and present the fair value for disclosure purposes only. The fair values of all of our debt obligations are categorized as Level 2 financial instruments. For further information on the fair values of our debt and the inputs used in the calculations, see Note 11, Debt.
Note 5. Deferred Costs
Deferred costs, which consist of deferred sales commissions, were $724 million and $741 million as of July 31, 2024, and January 31, 2024, respectively. Amortization expense for the deferred costs was $62 million and $52 million for the three months ended July 31, 2024, and 2023, respectively, and $121 million and $101 million for the six months ended July 31, 2024, and 2023, respectively. There was no impairment loss in relation to the costs capitalized for the periods presented.
Note 6. Property and Equipment, Net
Property and equipment, net consisted of the following (in millions):
| | | | | | | | | | | | | | |
| | | | July 31, 2024 | | January 31, 2024 |
Computers, equipment, and software | | | | $ | 1,390 | | | $ | 1,387 | |
Buildings | | | | 727 | | | 726 | |
Leasehold improvements | | | | 231 | | | 213 | |
Furniture, fixtures, and transportation equipment | | | | 104 | | | 99 | |
Land and land improvements | | | | 81 | | | 81 | |
Property and equipment, gross | | | | 2,533 | | | 2,506 | |
Less accumulated depreciation and amortization | | | | (1,274) | | | (1,272) | |
Property and equipment, net | | | | $ | 1,259 | | | $ | 1,234 | |
Depreciation expense totaled $58 million and $49 million for the three months ended July 31, 2024, and 2023, respectively, and $115 million and $97 million for the six months ended July 31, 2024, and 2023, respectively.
Note 7. Business Combination
HiredScore Acquisition
On March 29, 2024, we acquired all outstanding stock of HiredScore, Inc. (“HiredScore”), a provider of AI-powered talent orchestration solutions. With HiredScore, Workday provides customers with a comprehensive, transparent, and intelligent talent acquisition and internal mobility offering, helping them better address their ever-evolving people needs. We have included the financial results of HiredScore in our condensed consolidated financial statements from the date of acquisition.
The total acquisition-date fair value of the purchase consideration was $530 million, which was paid in cash. The purchase consideration was preliminarily allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date, with the excess recorded to goodwill. The fair values of assets acquired and liabilities assumed may be subject to change over the measurement period as additional information is received and certain tax matters are finalized. The primary areas that are subject to change include income taxes payable and deferred taxes. The measurement period will end no later than one year from the acquisition date. The preliminary fair values of the assets acquired and liabilities assumed as of the date of acquisition were as follows (in millions):
| | | | | |
Cash | $ | 11 | |
Acquisition-related intangible assets | 135 | |
Goodwill | 411 | |
Other assets | 11 | |
| |
Other liabilities | (38) | |
Total | $ | 530 | |
The fair values and weighted-average useful lives of the acquired intangible assets by category were as follows (in millions, except years):
| | | | | | | | | | | |
| Estimated Fair Values | | Weighted-Average Useful Lives (in Years) |
Developed technology | $ | 111 | | | 8 |
Customer relationships | 23 | | | 14 |
Trade name | 1 | | | 1 |
Total acquisition-related intangible assets | $ | 135 | | | 9 |
The goodwill recognized was primarily attributable to the assembled workforce and the expected synergies from integrating HiredScore’s technology into our product portfolio. The goodwill is not deductible for income tax purposes.
Separate operating results and pro forma results of operations for HiredScore have not been presented as the effect of this acquisition was not material to our financial results.
Note 8. Acquisition-Related Intangible Assets, Net
Acquisition-related intangible assets, net consisted of the following as of July 31, 2024 (in millions):
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Gross Carrying Amount | | Accumulated Amortization | | Net Book Value |
Developed technology | | | | | | $ | 429 | | | $ | (278) | | | $ | 151 | |
Customer relationships | | | | | | 334 | | | (155) | | | 179 | |
Backlog | | | | | | 15 | | | (15) | | | 0 | |
Trade name | | | | | | 14 | | | (13) | | | 1 | |
Total | | | | | | $ | 792 | | | $ | (461) | | | $ | 331 | |
Acquisition-related intangible assets, net consisted of the following as of January 31, 2024 (in millions):
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Gross Carrying Amount | | Accumulated Amortization | | Net Book Value |
Developed technology | | | | | | $ | 318 | | | $ | (256) | | | $ | 62 | |
Customer relationships | | | | | | 311 | | | (140) | | | 171 | |
Backlog | | | | | | 15 | | | (15) | | | 0 | |
Trade name | | | | | | 13 | | | (13) | | | 0 | |
Total | | | | | | $ | 657 | | | $ | (424) | | | $ | 233 | |
Amortization expense related to acquisition-related intangible assets was $20 million and $21 million for the three months ended July 31, 2024, and 2023, respectively, and $37 million and $42 million for the six months ended July 31, 2024, and 2023, respectively.
As of July 31, 2024, the future estimated amortization expense related to acquisition-related intangible assets was as follows (in millions):
| | | | | | |
Fiscal Period: | | |
Remainder of 2025 | | $ | 39 | |
2026 | | 72 | |
2027 | | 47 | |
2028 | | 43 | |
2029 | | 33 | |
Thereafter | | 97 | |
Total | | $ | 331 | |
Note 9. Other Assets
Other assets consisted of the following (in millions):
| | | | | | | | | | | | | | |
| | | | July 31, 2024 | | January 31, 2024 |
Non-marketable equity and other investments | | | | $ | 239 | | | $ | 248 | |
Technology patents and other intangible assets, net | | | | 26 | | | 26 | |
Contract assets | | | | 24 | | | 21 | |
Prepayments for goods and services | | | | 16 | | | 14 | |
Derivative assets | | | | 15 | | | 14 | |
Deposits | | | | 8 | | | 8 | |
| | | | | | |
Other | | | | 11 | | | 6 | |
Total other assets | | | | $ | 339 | | | $ | 337 | |
Technology patents and other intangible assets with estimable useful lives are amortized on a straight-line basis. As of July 31, 2024, the future estimated amortization expense was as follows (in millions):
| | | | | | |
Fiscal Period: | | |
Remainder of 2025 | | $ | 2 | |
2026 | | 4 | |
2027 | | 3 | |
2028 | | 3 | |
2029 | | 3 | |
Thereafter | | 11 | |
Total | | $ | 26 | |
Note 10. Derivative Instruments
We conduct business on a global basis in multiple foreign currencies, subjecting Workday to foreign currency exchange risk. To mitigate this risk, we utilize derivative hedging contracts as described below. We do not enter into any derivatives for trading or speculative purposes.
Our foreign currency contracts are classified within Level 2 of the fair value hierarchy because the valuation inputs are based on quoted prices and market observable data of similar instruments in active markets, such as currency spot and forward rates.
Cash Flow Hedges
We enter into foreign currency forward contracts to hedge a portion of our forecasted revenue and expense transactions (“cash flow hedges”). We designate these forward contracts as cash flow hedging instruments since the accounting criteria for such designation has been met.
Cash flow hedges are recorded on the Condensed Consolidated Balance Sheets at fair value. Cash flows from the settlement of these forward contracts are classified as operating activities on the Condensed Consolidated Statements of Cash Flows. Gains or losses resulting from changes in the fair value of these hedges are recorded in Accumulated other comprehensive income (loss) (“AOCI”) on the Condensed Consolidated Balance Sheets and are subsequently reclassified to the same line item as the hedged transaction on the Condensed Consolidated Statements of Operations in the same period that the hedged transaction affects earnings. As of July 31, 2024, we estimate that $25 million of net gains recorded in AOCI related to our cash flow hedges will be reclassified into income within the next 12 months.
As of July 31, 2024, and January 31, 2024, the notional values of the cash flow hedges that we held to buy U.S. dollars in exchange for other currencies were $2.7 billion and $2.5 billion, respectively. The notional values of the cash flow hedges that we held to sell U.S. dollars in exchange for other currencies were $399 million as of both July 31, 2024, and January 31, 2024. All contracts had maturities of less than 60 months.
Non-Designated Hedges
We also enter into foreign currency forward contracts to hedge a portion of our net outstanding monetary assets and liabilities (“non-designated hedges”). These forward contracts are intended to offset foreign currency gains or losses associated with the underlying monetary assets and liabilities and are recorded on the Condensed Consolidated Balance Sheets at fair value. These forward contracts are not designated as hedging instruments under applicable accounting guidance, and therefore all changes in the fair value of these forward contracts are recorded in Other income (expense), net on the Condensed Consolidated Statements of Operations. Cash flows from the settlement of these forward contracts are classified as operating activities on the Condensed Consolidated Statements of Cash Flows.
As of July 31, 2024, and January 31, 2024, the notional values of the non-designated hedges that we held to buy U.S. dollars in exchange for other currencies were $131 million and, $237 million respectively, and the notional values of the non-designated hedges that we held to sell U.S. dollars in exchange for other currencies were $22 million and $11 million, respectively.
The fair values of outstanding derivative instruments were as follows (in millions):
| | | | | | | | | | | | | | | | | | | | |
| Condensed Consolidated Balance Sheets Location | | | | | July 31, 2024 | | January 31, 2024 |
Derivative assets: | | | | | | | | |
Cash flow hedges | Prepaid expenses and other current assets | | | | | $ | 29 | | | $ | 30 | |
Cash flow hedges | Other assets | | | | | 15 | | | 14 | |
Non-designated hedges | Prepaid expenses and other current assets | | | | | 0 | | | 2 | |
| | | | | | | | |
Total derivative assets | | | | | | $ | 44 | | | $ | 46 | |
Derivative liabilities: | | | | | | | | |
Cash flow hedges | Accrued expenses and other current liabilities | | | | | $ | 14 | | | $ | 14 | |
Cash flow hedges | Other liabilities | | | | | 12 | | | 12 | |
Non-designated hedges | Accrued expenses and other current liabilities | | | | | 2 | | | 1 | |
| | | | | | | | |
Total derivative liabilities | | | | | | $ | 28 | | | $ | 27 | |
The effect of cash flow hedges on the Condensed Consolidated Statements of Operations was as follows (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended July 31, |
Condensed Consolidated Statements of Operations Location | | | | 2024 | | 2023 |
| | | | | | | | Total | | Gains (losses) related to cash flow hedges | | Total | | Gains (losses) related to cash flow hedges |
Revenues | | | | | | | | $ | 2,085 | | | $ | 8 | | | $ | 1,787 | | | $ | 17 | |
Costs and expenses | | | | | | | | 1,974 | | | (3) | | | 1,751 | | | 2 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended July 31, |
Condensed Consolidated Statements of Operations Location | | | | 2024 | | 2023 |
| | | | | | | | Total | | Gains (losses) related to cash flow hedges | | Total | | Gains (losses) related to cash flow hedges |
Revenues | | | | | | | | $ | 4,075 | | | $ | 16 | | | $ | 3,471 | | | $ | 33 | |
Costs and expenses | | | | | | | | 3,900 | | | (4) | | | 3,455 | | | 1 | |
Pre-tax gains (losses) associated with cash flow hedges were as follows (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Condensed Consolidated Statements of Operations and Statements of Comprehensive Income (Loss) Locations | | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Gains (losses) recognized in OCI | Net change in unrealized gains (losses) on cash flow hedges | | | | | | | | $ | (20) | | | $ | (15) | | | $ | 11 | | | $ | (13) | |
Gains (losses) reclassified from AOCI into income (effective portion) | Revenues | | | | | | | | 8 | | | 17 | | | 16 | | | 33 | |
Gains (losses) reclassified from AOCI into income (effective portion) | Costs and expenses | | | | | | | | (3) | | | 2 | | | (4) | | | 1 | |
Gains (losses) associated with non-designated hedges were as follows (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Condensed Consolidated Statements of Operations Location | | | | Three Months Ended July 31, | | Six Months Ended July 31, |
| | | | | | | | 2024 | | 2023 | | 2024 | | 2023 |
Gains (losses) related to non-designated hedges | Other income (expense), net | | | | | | | | $ | (3) | | | $ | (1) | | | $ | (1) | | | $ | 1 | |
We are subject to netting agreements with all of the counterparties of the foreign exchange contracts, under which we are permitted to net settle transactions of the same currency with a single net amount payable by one party to the other. It is our policy to present the derivatives gross on the Condensed Consolidated Balance Sheets. Our foreign currency forward contracts are not subject to any credit contingent features or collateral requirements. We manage our exposure to counterparty risk by entering into contracts with a diversified group of major financial institutions and by actively monitoring outstanding positions.
As of July 31, 2024, information related to these offsetting arrangements was as follows (in millions):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | Gross Amounts of Recognized Assets | | Gross Amounts Offset on the Condensed Consolidated Balance Sheets | | Net Amounts of Assets Presented on the Condensed Consolidated Balance Sheets | | Gross Amounts Not Offset on the Condensed Consolidated Balance Sheets | | Net Assets Exposed |
| | | | | | | | | | | Financial Instruments | | Cash Collateral Received | |
Derivative assets: | | | | | | | | | | | | | | | | | | | | | | |
Counterparty A | | | | | | | | | | | | $ | 14 | | | $ | 0 | | | $ | 14 | | | $ | (4) | | | $ | 0 | | | $ | 10 | |
Counterparty B | | | | | | | | | | | | 8 | | | 0 | | | 8 | | | (8) | | | 0 | | |