false000156568700015656872023-02-062023-02-06

 

 

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

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 06, 2023

 

 

Intapp, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-40550	46-1467620
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
3101 Park Blvd
Palo Alto, California				94306
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (650) 852-0400

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		INTA		The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

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

 

 

 

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Item 2.02 Results of Operations and Financial Condition.

 

On February 6, 2023, Intapp, Inc. issued a press release announcing its financial results for its second quarter ended December 31, 2022. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Current Report on Form 8-K and the accompanying Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit Number		Description
99.1		Press Release issued by Intapp, Inc. dated February 6, 2023
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

		Intapp, Inc.
Date: February 6, 2023		By:	/s/ Steven Todd
			Name: Steven Todd
			Title: General Counsel

 

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Exhibit 99.1

 

Intapp Announces Second Quarter Fiscal Year 2023 Financial Results

 

PALO ALTO, Calif., Feb. 6, 2023 – Intapp, Inc. (NASDAQ: INTA), a leading provider of cloud software for the professional and financial services industry, announced its financial results for the second quarter of fiscal year 2023 ended December 31, 2022. Intapp also provided its outlook for the third quarter and full fiscal year of 2023.

“We continued to see steady demand for our purpose-built solutions in the second quarter with the addition of new clients and the expansion of existing client relationships,” said John Hall, CEO of Intapp. “Our strong results demonstrate the industry's commitment to investing in digital transformation and our ability to lead the way.”

Second Quarter of Fiscal Year 2023 Financial Highlights

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Balance Sheet and Cash Flow Highlights

Business Highlights

 

 

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Third Quarter and Full Fiscal Year 2023 Outlook

 

	Fiscal 2023 Outlook
	Third Quarter	Fiscal Year
SaaS and support revenue (in millions)	$63.0 - $64.0	$246.0 - $250.0
Total revenue (in millions)	$87.0 - $88.0	$340.5 - $344.5
Non-GAAP operating profit (in millions)	$0.5 - $1.5	$4.5 - $8.5
Non-GAAP net income (loss) per share	($0.01) - $0.01	$0.02 - $0.06

The guidance provided above constitutes forward-looking statements and actual results may differ materially. Refer to the “Forward-Looking Statements” safe harbor section below for information on the factors that could cause our actual results to differ materially from these forward-looking statements.

The information presented in this press release includes non-GAAP financial measures such as “non-GAAP operating profit (loss),” “non-GAAP net income (loss),” and “non-GAAP net income (loss) per share.” Refer to “Non-GAAP Financial Measures and Other Metrics” for a discussion of these measures and the financial tables below for reconciliations of each non-GAAP financial measure to the most directly comparable GAAP financial measure. The Company has not included a quantitative reconciliation of its guidance for non-GAAP operating profit and non-GAAP net income (loss) per share to their most directly comparable GAAP financial measures because certain of these reconciling items, including stock-based compensation and amortization of intangible assets, could be highly variable and cannot be reasonably predicted without unreasonable effort. This is due to the inherent difficulty of forecasting the timing of certain events that have not yet occurred and are out of the Company’s control and the amounts of associated reconciling items. Please note that the unavailable reconciling items could significantly impact the Company’s GAAP operating results.

 

Corporate Presentation

A supplemental financial presentation and other information will be accessible through Intapp’s investor relations website at https://investors.intapp.com/.

 

Webcast

Intapp will host a conference call for analysts and investors on Monday, February 6, 2023, beginning at 2:00 p.m. PT (5:00 p.m. ET). The call will be webcast live via the “Investors” section of the Intapp company website at https://investors.intapp.com/. A replay of the call will be available through the Intapp website for 90 days.

 

About Intapp

Intapp makes the connected firm possible. We provide cloud software solutions that address the unique operating challenges and regulatory requirements of the global professional and financial services industry. Our solutions help more than 2,200 of the world’s premier private capital, investment banking, legal, accounting, and consulting firms connect their most important assets: people, processes, and data. As part of a connected firm, professionals gain easy access to the information they need to win more business, increase investment returns, streamline deal and engagement execution, and strengthen risk management and compliance.

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Forward-Looking Statements

This press release contains express and implied “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our financial outlook for the third quarter and full year of fiscal year 2023, growth strategy, business plans and market position. In some cases, you can identify forward-looking statements by terms such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,” “would,” “should,” “could,” “can,” “predict,” “potential,” “target,” “explore,” “continue,” “expand,” “outlook” or the negative of these terms, and similar expressions intended to identify forward-looking statements. By their nature, these statements are subject to numerous uncertainties and risks, including factors beyond our control, that could cause actual results, performance, or achievement to differ materially and adversely from those anticipated or implied in the statements, including: our ability to continue our growth at or near historical rates; our future financial performance and ability to be profitable; the effect of global events, such as outbreaks, epidemics, or pandemics involving public health, including the COVID-19 pandemic and Russia’s invasion of Ukraine, on the U.S. and global economies, our business, our employees, results of operations, financial condition, demand for our products, sales and implementation cycles, and the health of our clients' and partners' businesses; our ability to prevent and respond to data breaches, unauthorized access to client data or other disruptions of our solutions; our ability to effectively manage U.S. and global market and economic conditions, including inflationary pressures and economic and market downturns, particularly adverse to our targeted industries; the length and variability of our sales cycle; our ability to attract and retain customers; our ability to attract and retain talent; our ability to compete in highly competitive markets; our ability to manage additional complexity, burdens, and volatility in connection with our international sales and operations; our ability to incur indebtedness in the future and the effect of conditions in credit markets; the sufficiency of our cash and cash equivalents to meet our liquidity needs; and our ability to maintain, protect, and enhance our intellectual property rights. Additional risks and uncertainties that could cause actual outcomes and results to differ materially from those contemplated by the forward-looking statements are included under the caption “Risk Factors” and elsewhere in our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, and any subsequent public filings. Moreover, we operate in a very competitive and rapidly changing environment, and new risks may 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 or outcomes to differ materially from those contained in any forward-looking statements we may make. Forward-looking statements speak only as of the date the statements are made and are based on information available to us at the time those statements are made and/or management's good faith belief as of that time with respect to future events. We assume no obligation to update forward-looking statements to reflect events or circumstances after the date they were made, except as required by law.

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Non-GAAP Financial Measures and Other Metrics

This press release contains the following non-GAAP financial measures: non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP operating profit (loss), non-GAAP net income (loss) and non-GAAP net income (loss) per share. These non-GAAP measures exclude the impact of stock-based compensation, amortization of intangible assets, lease modification and impairment, change in fair value of contingent consideration, acquisition-related transaction costs and the income tax effect of non-GAAP adjustments. See below for a reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure.

Other metrics include total ARR, Cloud ARR and net revenue retention rate. Total ARR represents the annualized recurring value of all active SaaS and on-premises subscription contracts at the end of a reporting period. Cloud ARR is the portion of the annualized recurring value of our active SaaS contracts at the end of a reporting period. Contracts with a term other than one year are annualized by taking the committed contract value for the current period divided by number of days in that period, then multiplying by 365.

Net revenue retention rate is calculated by starting with the ARR from the cohort of all clients as of the twelve months prior to the applicable fiscal period, or prior period ARR. We then calculate the ARR from these same clients as of the current fiscal period, or current period ARR. We then divide the current period ARR by the prior period ARR to calculate the net revenue retention rate.

We believe these non-GAAP financial measures and metrics provide useful information to investors as they are used by management to manage the business, make planning decisions, evaluate our performance, and allocate resources and provide useful information regarding certain financial and business trends relating to our financial condition and results of operations. These non-GAAP financial measures, which may be different than similarly-titled measures used by other companies, should not be considered a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.

Guidance for non-GAAP financial measures excludes stock-based compensation expense and amortization of intangible assets. Non-GAAP net income (loss) per share is calculated by dividing non-GAAP net income (loss) by the estimated fully diluted weighted average shares outstanding for the period.

Investor Contact

David Trone

Senior Vice President, Investor Relations

Intapp, Inc.

David.trone@intapp.com

Media Contact

Ali Robinson

Global Media Relations Director

Intapp, Inc.

Ali.robinson@intapp.com

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INTAPP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share data and percentages)

 

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
Revenues
SaaS and support		$	61,605			$	46,970			$	118,418			$	90,459
Subscription license			10,979				9,323				23,227				19,907
Total recurring revenues			72,584				56,293				141,645				110,366
Professional services			12,108				8,404				22,585				16,521
Total revenues			84,692				64,697				164,230				126,887
Cost of revenues
SaaS and support			12,456				12,175				24,854				23,517
Total cost of recurring revenues			12,456				12,175				24,854				23,517
Professional services			14,329				11,378				27,265				22,412
Total cost of revenues			26,785				23,553				52,119				45,929
Gross profit			57,907				41,144				112,111				80,958
Gross margin			68.4	%			63.6	%			68.3	%			63.8	%
Operating expenses:
Research and development			23,392				17,386				43,071				34,356
Sales and marketing			33,538				26,840				64,850				52,485
General and administrative			20,753				21,217				41,163				42,047
Lease modification and impairment			(348	)			—				1,601				—
Total operating expenses			77,335				65,443				150,685				128,888
Operating loss			(19,428	)			(24,299	)			(38,574	)			(47,930	)
Loss on debt extinguishment			—				—				—				(2,407	)
Interest expense			(39	)			(38	)			(78	)			(197	)
Other income (expense), net			179				(419	)			(505	)			460
Net loss before income taxes			(19,288	)			(24,756	)			(39,157	)			(50,074	)
Income tax benefit (expense)			(466	)			531				(651	)			719
Net loss		$	(19,754	)		$	(24,225	)		$	(39,808	)		$	(49,355	)
Net loss per share, basic and diluted		$	(0.31	)		$	(0.40	)		$	(0.63	)		$	(0.82	)
Weighted-average shares used to compute net loss per share, basic and diluted			63,287				60,889				63,076				60,487

 

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INTAPP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands, except per share data)

 

		December 31, 2022				June 30, 2022
Assets
Current assets:
Cash and cash equivalents		$	51,563			$	50,783
Restricted cash			1,007				3,528
Accounts receivable, net of allowance for doubtful accounts of $1,404 and $918 as of December 31, 2022 and June 30, 2022, respectively			68,193				66,947
Unbilled receivables, net			9,153				6,763
Other receivables, net			935				3,199
Prepaid expenses			7,489				5,984
Deferred commissions, current			10,897				10,187
Total current assets			149,237				147,391
Property and equipment, net			14,834				12,283
Operating lease right-of-use assets			16,890				—
Goodwill			269,865				269,103
Intangible assets, net			42,843				48,430
Deferred commissions, noncurrent			15,601				14,755
Other assets			1,853				2,451
Total assets		$	511,123			$	494,413
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable		$	6,090			$	4,220
Accrued compensation			31,342				40,004
Accrued expenses			7,915				8,774
Deferred revenue, net			162,953				142,768
Other current liabilities			26,712				27,753
Total current liabilities			235,012				223,519
Deferred tax liabilities			1,795				2,099
Deferred revenue, noncurrent			1,300				2,712
Operating lease liabilities, noncurrent			16,567				—
Other liabilities			3,593				10,201
Total liabilities			258,267				238,531
Stockholders’ equity:
Preferred stock, $0.001 par value per share, 50,000 shares authorized; no shares issued or outstanding			—				—
Common stock, $0.001 par value per share, 700,000 shares authorized; 63,651 and 62,739 shares issued and outstanding as of December 31, 2022 and June 30, 2022, respectively			64				63
Additional paid-in capital			680,035				643,227
Accumulated other comprehensive loss			(1,699	)			(1,672	)
Accumulated deficit			(425,544	)			(385,736	)
Total stockholders’ equity			252,856				255,882
Total liabilities and stockholders’ equity		$	511,123			$	494,413

 

 

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INTAPP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

 

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
Cash Flows from Operating Activities:
Net loss		$	(19,754	)		$	(24,225	)		$	(39,808	)		$	(49,355	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization			3,621				4,104				7,737				8,156
Amortization of deferred financing costs			39				37				77				37
Amortization of operating lease right-of-use assets			1,131				—				2,404				—
Provision for doubtful accounts			518				303				676				594
Stock-based compensation			20,268				20,440				36,036				39,468
Lease modification and impairment			(348	)			—				1,601				—
Loss on debt extinguishment			—				—				—				2,407
Change in fair value of contingent consideration, including unrealized foreign exchange gain			(85	)			466				(232	)			(489	)
Deferred income taxes			(146	)			(365	)			(304	)			(609	)
Other			—				3				—				39
Changes in operating assets and liabilities:
Accounts receivable			(16,754	)			(9,615	)			(1,514	)			7,153
Unbilled receivables, current			(192	)			114				(2,390	)			(61	)
Prepaid expenses and other assets			2,336				427				1,029				1,532
Deferred commissions			(1,162	)			(1,726	)			(1,556	)			(3,356	)
Accounts payable and accrued liabilities			7,733				1,803				(8,094	)			(3,678	)
Deferred revenue, net			11,661				9,448				18,773				10,022
Operating lease liabilities			(986	)			—				(3,123	)			—
Other liabilities			2,252				662				2,035				(5,335	)
Net cash provided by operating activities			10,132				1,876				13,347				6,525
Cash Flows from Investing Activities:
Purchases of property and equipment			(30	)			(84	)			(1,698	)			(116	)
Capitalized internal-use software costs			(1,431	)			(1,107	)			(2,697	)			(1,938	)
Net cash used in investing activities			(1,461	)			(1,191	)			(4,395	)			(2,054	)
Cash Flows from Financing Activities:
Payments on borrowings			—				—				—				(278,000	)
Proceeds from initial public offering, net of underwriting discounts			—				—				—				292,758
Payments for deferred offering costs			—				(969	)			—				(4,358	)
Proceeds from stock option exercises			3,451				1,622				4,480				3,883
Proceeds from employee stock purchase plan			1,241				—				1,241				—
Payments related to tax withholding for vested equity awards			(3,447	)			—				(4,948	)			—
Payments of contingent consideration and acquisition-related holdback			(1,816	)			—				(11,115	)			—
Payment of deferred financing costs			—				(769	)			—				(769	)
Net cash provided by (used in) financing activities			(571	)			(116	)			(10,342	)			13,514
Effect of foreign currency exchange rate changes on cash and cash equivalents			617				518				(351	)			303
Net increase (decrease) in cash, cash equivalents and restricted cash			8,717				1,087				(1,741	)			18,288
Cash, cash equivalents and restricted cash - beginning of period			43,853				58,664				54,311				41,463
Cash, cash equivalents and restricted cash - end of period		$	52,570			$	59,751			$	52,570			$	59,751
Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents		$	51,563			$	56,024			$	51,563			$	56,024
Restricted cash			1,007				3,727				1,007				3,727
Total cash, cash equivalents and restricted cash		$	52,570			$	59,751			$	52,570			$	59,751

 

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INTAPP, INC.

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(Unaudited, in thousands, except per share data and percentages)

 

The following tables reconcile the specific items excluded from GAAP in the calculation of non-GAAP financial measures for the periods indicated below:

 

Non-GAAP Gross Profit

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
GAAP gross profit		$	57,907			$	41,144			$	112,111			$	80,958
Adjusted to exclude the following (as related to cost of revenues):
Stock-based compensation			1,691				1,190				2,724				1,938
Amortization of intangible assets			917				1,963				2,413				3,927
Non-GAAP gross profit		$	60,515			$	44,297			$	117,248			$	86,823
Non-GAAP gross margin			71.5	%			68.5	%			71.4	%			68.4	%

 

Non-GAAP Operating Expenses

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
Research and development		$	23,392			$	17,386			$	43,071			$	34,356
Stock-based compensation			(4,646	)			(4,285	)			(6,780	)			(8,635	)
Non-GAAP research and development		$	18,746			$	13,101			$	36,291			$	25,721
Sales and marketing		$	33,538			$	26,840			$	64,850			$	52,485
Stock-based compensation			(6,352	)			(6,888	)			(12,105	)			(13,357	)
Amortization of intangible assets			(1,467	)			(1,240	)			(2,931	)			(2,479	)
Non-GAAP sales and marketing		$	25,719			$	18,712			$	49,814			$	36,649
General and administrative		$	20,753			$	21,217			$	41,163			$	42,047
Stock-based compensation			(7,579	)			(8,077	)			(14,427	)			(15,538	)
Amortization of intangible assets			(122	)			(107	)			(243	)			(213	)
Change in fair value of contingent consideration			232				(390	)			232				(727	)
Acquisition-related transaction costs			(42	)			—				(201	)			(81	)
Non-GAAP general and administrative		$	13,242			$	12,643			$	26,524			$	25,488

 

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Non-GAAP Operating Profit (Loss)

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
GAAP operating loss		$	(19,428	)		$	(24,299	)		$	(38,574	)		$	(47,930	)
Adjusted to exclude the following (including the portion related to total cost of revenues):
Stock-based compensation			20,268				20,440				36,036				39,468
Amortization of intangible assets			2,506				3,310				5,587				6,619
Lease modification and impairment			(348	)			—				1,601				—
Change in fair value of contingent consideration			(232	)			390				(232	)			727
Acquisition-related transaction costs			42				—				201				81
Non-GAAP operating profit (loss)		$	2,808			$	(159	)		$	4,619			$	(1,035	)

 

Non-GAAP Net Income (Loss)

		Three Months Ended December 31,								Six Months Ended December 31,
		2022				2021				2022				2021
GAAP net loss		$	(19,754	)		$	(24,225	)		$	(39,808	)		$	(49,355	)
Adjusted to exclude the following (including the portion related to cost of revenues):
Stock-based compensation			20,268				20,440				36,036				39,468
Amortization of intangible assets			2,506				3,310				5,587				6,619
Lease modification and impairment			(348	)			—				1,601				—
Change in fair value of contingent consideration			(232	)			390				(232	)			727
Acquisition-related transaction costs			42				—				201				81
Income tax effect of non-GAAP adjustments (1)			(244	)			—				(481	)			—
Non-GAAP net income (loss)		$	2,238			$	(85	)		$	2,904			$	(2,460	)
GAAP net loss per share, basic and diluted		$	(0.31	)		$	(0.40	)		$	(0.63	)		$	(0.82	)
Non-GAAP net income (loss) per share, diluted		$	0.03			$	(0.00	)		$	0.04			$	(0.04	)
Weighted-average shares used to compute GAAP net loss per share, basic and diluted			63,287				60,889				63,076				60,487
Weighted-average shares used to compute non-GAAP net income (loss) per share, diluted			72,067				60,889				70,080				60,487

 

(1) The income tax effect of non-GAAP adjustments for the three and six months ended December 31, 2021 were immaterial.

 

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