Exhibit 99.1
coupalogoa.jpg
Coupa Software Reports Second Quarter Fiscal 2022 Financial Results
Record Quarterly Revenues of $179 Million, 42% Year-Over-Year Growth
Quarterly Calculated Billings of $195 Million, 49% Year-Over-Year Growth
Quarterly Operating Cash Flows and Adjusted Free Cash Flows of $41 Million and $37 Million, Respectively
SAN MATEO, Calif., September 7, 2021 —
Coupa Software (NASDAQ: COUP) today announced financial results for its second fiscal quarter ended July 31, 2021.

“We are proud to report another fantastic quarter where we delivered record revenue, strong calculated billings growth, and our third year of consecutive quarterly non-GAAP profitability,” said Rob Bernshteyn, chairman and chief executive officer at Coupa. “Digitizing and optimizing back-office operations is being prioritized as a key strategic initiative for our customers, and the Coupa platform is critical for their ability to develop agility and adaptability in these rapidly changing times.”
Second Quarter Results:

Total revenues were $179.2 million, an increase of 42% compared to the same period last year. Subscription revenues were $156.2 million, an increase of 40% compared to the same period last year.
GAAP operating loss was $54.3 million, compared to $31.9 million for the same period last year. Non-GAAP operating income was $26.7 million, compared to $12.3 million for the same period last year.
GAAP net loss attributable to Coupa Software Incorporated was $91.5 million, compared to $43.1 million for the same period last year. GAAP net loss per basic and diluted share attributable to Coupa Software Incorporated was $1.24, compared to $0.64 for the same period last year. Non-GAAP net income attributable to Coupa Software Incorporated was $20.3 million, compared to $15.2 million for the same period last year. Non-GAAP net income per diluted share attributable to Coupa Software Incorporated was $0.26, compared to $0.21 for the same period last year.
Operating cash flows and adjusted free cash flows were positive $40.8 million and $36.9 million, respectively.


See the section titled “Non-GAAP Financial Measures” and the reconciliation tables below for important information regarding the non-GAAP financial measures used by Coupa.
Business Outlook:
The following forward-looking statements reflect Coupa’s expectations as of September 7, 2021.
Third quarter of fiscal 2022:
Total revenues are expected to be $177.0 to $178.0 million.
Subscription revenues are expected to be $158.0 to $159.0 million.
Professional services and other revenues are expected to be approximately $19.0 million.
Non-GAAP income from operations is expected to be $6.0 to $7.0 million.
Non-GAAP net income per diluted share attributable to Coupa Software Incorporated is expected to be $0.01 to $0.03 per share.
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Diluted weighted average share count is expected to be approximately 77.0 million shares.
Full year fiscal 2022:
Total revenues are expected to be $706.0 to $708.0 million.
Non-GAAP income from operations is expected to be $40.0 to $41.0 million.
Non-GAAP net income per diluted share attributable to Coupa Software Incorporated is expected to be $0.27 to $0.29 per share.
Diluted weighted average share count is expected to be approximately 76.5 million shares.
Coupa has not reconciled its expectations for non-GAAP income from operations to GAAP loss from operations, or non-GAAP net income per diluted share attributable to Coupa Software Incorporated to GAAP net loss per share attributable to Coupa Software Incorporated because certain items excluded from non-GAAP income from operations and non-GAAP net income per diluted share attributable to Coupa Software Incorporated, such as charges related to stock-based compensation expenses, amortization of acquired intangible assets, amortization of debt discount and issuance costs, gain or loss on conversion of convertible senior notes, the adjustment attributable to non-controlling interests, and related tax effects, including non-recurring income tax adjustments, cannot be reasonably calculated or predicted at this time. In addition, the effect of the anti-dilutive impact of the capped call transactions entered into in connection with the company’s offerings of convertible notes in 2018, 2019 and 2020, respectively, cannot be reasonably calculated or predicted at this time. The effect of these items may be significant.
Recent Business Highlights:

Welcomed many new customers into the Coupa community in Q2, including the following: Adastria Co., AR Holdings, Asklepios BioPharmaceutical, Cuprum, DiCE Molecules, Fairlead Integrated, FIFA, Foghorn Therapeutics, Garrett Motion, Greenstone Financial Services, Groupe Lapointe Dentaire, Imago BioSciences, JG Summit Holdings, JGC Holdings, Jubin Frères, mobilezone, Novelis, PACT Group, Progress Rail Services, ProSciento, Sasol, SCG Packaging, Schwan’s Company, Sumitomo Dainippon Pharma, Suzano, Unilab, Walker & Dunlop, WestJet Airlines, and Workato.
Launched Coupa App Marketplace, connecting businesses with certified, pre-built solutions to tap into a global ecosystem.
Reached a milestone of more than 100 issued and pending U.S. patents.
Welcomed accounting workflow automation provider FloQast to its portfolio of Coupa Ventures investments.
Released its inaugural Environmental, Social, and Governance (ESG) report.
Hosted a Smarter Together virtual event, showcasing the resilience, agility, and adaptability of the Business Spend Management community.
Named to Fortune's Best Places to Work for Millennials and Best Medium Workplaces lists1.
Recognized by Spend Matters in its ESG vendor profile report, highlighting how Source-to-Pay (S2P) suites address sustainability efforts2.
Awarded $75,000 to 15 students in North America through its Coupa Cares scholarship and mentorship program.
Conference Call Information:
Coupa will host a conference call and live webcast for analysts and investors at 4:30 p.m. Eastern time today.
The live webcast will be accessible on Coupa’s investor relations website at http://investors.coupa.com. A replay will be available through the same link.
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Non-GAAP Financial Measures:
In addition to disclosing financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release and the accompanying tables contain certain non-GAAP financial measures, including non-GAAP operating (loss) income, non-GAAP net (loss) income attributable to Coupa Software Incorporated, non-GAAP net (loss) income per basic and diluted share attributable to Coupa Software Incorporated, and adjusted free cash flows. Coupa believes these non-GAAP measures are useful in evaluating its operating performance and Coupa’s management regularly reviews and uses these measures for business planning and other purposes.
Non-GAAP operating (loss) income and non-GAAP net (loss) income attributable to Coupa Software Incorporated exclude certain items from the corresponding GAAP measures, including: stock-based compensation expenses; amortization of acquired intangible assets; the change in fair value of contingent consideration related to an acquisition; amortization of debt discount and issuance costs; gain or loss on conversion of convertible senior notes; the adjustment attributable to non-controlling interests; and related tax effects, including non-recurring income tax adjustments. In addition, the weighted average diluted shares figure used to calculate non-GAAP net income per share attributable to Coupa Software Incorporated reflects the anti-dilutive impact of the capped call transactions entered into in connection with the company’s offerings of convertible notes.
Adjusted free cash flows is defined as net cash provided by operating activities, less purchases of property and equipment, plus repayments of convertible senior notes attributable to debt discount, plus one-time payout of legacy unvested equity awards accelerated in conjunction with a business combination. Coupa has the ability to settle obligations related to its senior notes through the use of cash, shares of its common stock, or a combination of both, at its election.
Coupa believes these non-GAAP measures are useful to investors and other users of its financial information because they provide a way to measure and evaluate Coupa’s underlying operating performance and the strength of its core business consistently across the periods presented. Coupa believes these non-GAAP measures are also useful for comparing its operating performance to that of other companies in its industry, because they eliminate the effects of certain items that may vary between companies for reasons unrelated to their operating performance. Coupa believes that adjusted free cash flows also provides a useful measure of the company’s capital strength and liquidity, although it is not intended to represent and should not be viewed as the amount of residual cash flow available for discretionary expenditures.
Coupa uses these non-GAAP measures in conjunction with GAAP measures as part of its overall assessment of its performance and liquidity, including the preparation of its annual operating budget and quarterly forecasts, to evaluate the effectiveness of its business strategies, and to communicate with its board of directors concerning its financial performance and liquidity. Coupa’s definitions of its non-GAAP measures may differ from those used by other companies for similarly-titled measures, and therefore comparability may be limited. In addition, other companies may not publish these or similar metrics. Thus, Coupa’s non-GAAP measures should be considered in addition to, not as substitutes for, or in isolation from, the company’s GAAP results.
Coupa encourages investors and others to review its financial information in its entirety, not to rely on any single financial measure, and to view its non-GAAP measures in conjunction with GAAP financial measures. In addition, Coupa compensates for the limitations of its non-GAAP financial measures by providing a reconciliation of each non-GAAP measure to the most directly comparable GAAP financial measure. These reconciliations are included in the tables attached to this release.
Forward-Looking Statements:
This release includes forward-looking statements. All statements other than statements of historical facts, including the statements of management and statements in “Business Outlook,” are forward-looking statements. These forward-looking statements are based on Coupa’s current expectations and projections about future events and trends that Coupa believes may affect its financial condition, results of operations, strategy, short- and long-term business operations and objectives, cash flows, liquidity and financial needs.
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These forward-looking statements are subject to a number of risks, uncertainties and assumptions that may cause actual results to differ materially from those projected, including, without limitation: the uncertain impact of the COVID-19 pandemic, including new variants such as the Delta variant; Coupa has a limited operating history at its current scale, which makes it difficult to predict its future operating results; Coupa may not be able to manage its recent rapid growth effectively; risks related to past and future business acquisitions, including their integration with Coupa’s existing business model, operations and culture; if Coupa is unable to attract new customers, the growth of its revenues will be adversely affected; because its platform is sold to large enterprises with complex operating environments, Coupa encounters long and unpredictable sales cycles; the markets in which Coupa participates are intensely competitive; Coupa’s business depends in part on its customers renewing their subscriptions and purchasing additional subscriptions; Coupa may not be successful in expanding its sales efforts or developing widespread brand awareness in a cost-effective manner; risks and liabilities related to breach of its security measures or unauthorized access to customer data; the impact of foreign currency exchange rates and global economic conditions; and risks relating to analyst coverage of its stock.
These and other risks and uncertainties that could affect Coupa’s future results are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in Coupa’s quarterly report on Form 10-Q filed with the Securities and Exchange Commission (SEC) on June 8, 2021, which is available at investors.coupa.com and on the SEC’s website at www.sec.gov. Further information on potential risks that could affect actual results will be included in other periodic filings Coupa makes with the SEC.
The forward-looking statements in this release reflect Coupa’s expectations as of September 7, 2021. Coupa undertakes no obligation to update publicly any forward-looking statements for any reason after the date of this release to conform these statements to actual results or to changes in its expectations.

About Coupa Software
Coupa empowers companies around the world with the visibility and control they need to spend smarter and safer. To learn more about how Coupa can help you spend smarter, visit www.coupa.com. Read more on the Coupa Blog or follow @Coupa on Twitter.
Investor Relations:
Steven Horwitz
(650) 338-1340
ir@coupa.com



1Fortune, Best Workplaces for Millennials TM 2021”, and “Fortune Best Small & Medium Workplaces TM 2021”
2 Spend Matters, “ESG Vendor Profiles”, August 4, 2021
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COUPA SOFTWARE INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)

Three Months Ended
July 31,
Six Months Ended
July 31,
 2021202020212020
Revenues:
Subscription$156,230 $111,581 $296,334 $217,316 
Professional services and other23,016 14,340 49,841 27,819 
Total revenues179,246 125,921 346,175 245,135 
Cost of revenues:
Subscription51,398 33,805 102,423 62,807 
Professional services and other27,822 14,634 56,524 28,470 
Total cost of revenues79,220 48,439 158,947 91,277 
Gross profit100,026 77,482 187,228 153,858 
Operating expenses:
Research and development41,799 30,212 85,636 56,931 
Sales and marketing76,279 50,488 154,122 96,627 
General and administrative36,248 28,705 75,625 37,849 
Total operating expenses154,326 109,405 315,383 191,407 
Loss from operations(54,300)(31,923)(128,155)(37,549)
Interest expense(30,621)(20,223)(59,724)(32,512)
Other income (expense), net(1,983)4,759 (1,448)8,087 
Loss before benefit from income taxes(86,904)(47,387)(189,327)(61,974)
Benefit from income taxes(155)(4,271)(2,221)(4,042)
Net loss(86,749)(43,116)(187,106)(57,932)
Net loss attributable to non-controlling interests(517)— (517)— 
Adjustment attributable to non-controlling interests5,235 — 5,235 — 
Net loss attributable to Coupa Software Incorporated$(91,467)$(43,116)$(191,824)$(57,932)
Net loss per share, basic and diluted, attributable to Coupa Software Incorporated$(1.24)$(0.64)$(2.62)$(0.87)
Weighted-average number of shares used in computing net loss per share, basic and diluted73,526 67,597 73,200 66,545 
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COUPA SOFTWARE INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)

July 31, 2021January 31, 2021
Assets
Current assets:
Cash and cash equivalents$432,009 $323,284 
Marketable securities201,555 283,036 
Accounts receivable, net of allowances170,171 196,009 
Prepaid expenses and other current assets35,422 36,381 
Deferred commissions, current portion17,428 15,541 
Total current assets856,585 854,251 
Property and equipment, net29,578 28,266 
Deferred commissions, net of current portion39,783 36,832 
Goodwill1,515,477 1,480,847 
Intangible assets, net577,146 632,173 
Operating lease right-of-use assets38,296 41,305 
Other assets34,980 31,491 
Total assets$3,091,845 $3,105,165 
Liabilities, Redeemable Non-Controlling Interests, Other Temporary Equity and Stockholders’ Equity
Current liabilities:
Accounts payable$4,621 $4,831 
Accrued expenses and other current liabilities94,209 80,271 
Deferred revenue, current portion351,933 356,115 
Current portion of convertible senior notes, net626,819 609,068 
Operating lease liabilities, current portion12,362 11,222 
Total current liabilities1,089,944 1,061,507 
Convertible senior notes, net933,439 897,525 
Deferred revenue, net of current portion7,308 5,773 
Operating lease liabilities, net of current portion27,717 31,845 
Other liabilities67,819 67,915 
Total liabilities2,126,227 2,064,565 
Redeemable non-controlling interests6,952 — 
Other temporary equity369 
Stockholders’ equity:
Preferred stock, $0.0001 par value per share— — 
Common stock, $0.0001 par value per share
Additional paid-in capital1,662,804 1,556,865 
Accumulated other comprehensive income8,758 9,165 
Accumulated deficit(712,912)(525,806)
Total stockholders’ equity958,657 1,040,231 
Total liabilities, redeemable non-controlling interests, other temporary equity and stockholders’ equity
$3,091,845 $3,105,165 
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COUPA SOFTWARE INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

Six Months Ended
July 31,
 20212020
Cash flows from operating activities
Net loss attributable to Coupa Software Incorporated$(191,824)$(57,932)
Net loss and adjustment attributable to redeemable non-controlling interests4,718 — 
Net loss(187,106)(57,932)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization73,146 22,920 
Amortization of premium on marketable securities, net755 1,099 
Amortization of deferred commissions8,554 6,437 
Amortization of debt discount and issuance costs56,262 31,357 
Stock-based compensation94,792 58,040 
Loss (gain) on conversion of convertible senior notes129 (3,202)
Repayments of convertible senior notes attributable to debt discount(517)(26,336)
Other(3,176)3,300 
Changes in operating assets and liabilities net of effects from acquisitions:
Accounts receivable30,444 19,583 
Prepaid expenses and other current assets1,396 7,053 
Other assets9,585 901 
Deferred commissions(13,394)(6,051)
Accounts payable(248)(1,741)
Accrued expenses and other liabilities5,703 1,289 
Deferred revenue(3,432)(17,920)
Net cash provided by operating activities72,893 38,797 
Cash flows from investing activities
Purchases of marketable securities(72,392)(246,586)
Maturities of marketable securities69,523 284,090 
Sales of marketable securities83,630 25,013 
Acquisitions, net of cash acquired(45,766)(87,338)
Purchases of other investments(7,500)— 
Purchases of property and equipment(6,662)(7,028)
Net cash provided by (used in) investing activities20,833 (31,849)
Cash flows from financing activities
Investment from redeemable non-controlling interests2,223 — 
Proceeds from issuance of convertible senior notes, net of issuance costs— 1,355,367 
Purchase of capped calls— (192,786)
Repayments of convertible senior notes(2,446)(549,278)
Proceeds from the exercise of common stock options4,727 9,609 
Proceeds from issuance of common stock for employee stock purchase plan10,477 7,391 
Net cash provided by financing activities
14,981 630,303 
Effects of foreign currency exchange rates on cash, cash equivalents, and restricted cash(41)241 
Net increase in cash, cash equivalents, and restricted cash108,666 637,492 
Cash, cash equivalents, and restricted cash at beginning of year327,589 268,280 
Cash, cash equivalents, and restricted cash at end of period$436,255 $905,772 
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets
Cash and cash equivalents$432,009 $905,612 
Restricted cash included in other assets4,246 160 
Total cash, cash equivalents, and restricted cash$436,255 $905,772 
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COUPA SOFTWARE INCORPORATED
Reconciliation of GAAP to Non-GAAP Financial Measures
Three Months Ended July 31, 2021
(in thousands, except percentages and per share amounts)
(unaudited)

GAAPStock-Based
Compensation
Expenses
Amortization of
Acquired
Intangible Assets
Amortization of
Debt Discount and
Issuance Costs
Other (2)
Non-GAAP
Costs and expenses:
Costs of subscription$51,398 $(3,596)$(14,525)$— $— $33,277 
Costs of professional services and other27,822 (4,357)(5,852)— — 17,613 
Gross profit55.8 %4.4 %11.4 %0.0 %0.0 %71.6 %
Research and development41,799 (11,055)— — — 30,744 
Sales and marketing76,279 (12,230)(13,141)— — 50,908 
General and administrative36,248 (16,262)— — — 19,986 
Income (loss) from operations(54,300)47,500 33,518 — — 26,718 
Operating margin(30.3)%26.5 %18.7 %0.0 %0.0 %14.9 %
Interest expense(30,621)— — 28,872 — (1,749)
Other income (expense), net(1,983)— — — — (1,983)
Income (loss) before provision for (benefit from) income taxes(86,904)47,500 33,518 28,872 — 22,986 
Provision for (benefit from) income taxes(155)769 1,889 — 746 3,249 
Net income (loss)(86,749)46,731 31,629 28,872 (746)19,737 
Net loss attributable to non-controlling interests(517)— — — — (517)
Adjustment attributable to non-controlling interests5,235 — — — 5,235 — 
Net income (loss) attributable to Coupa Software Incorporated(91,467)46,731 31,629 28,872 4,489 20,254 
Net income (loss) per share, basic, attributable to Coupa Software Incorporated (1)
$(1.24)$0.28 
Net income (loss) per share, diluted, attributable to Coupa Software Incorporated (1)
$(1.24)$0.26 
 
(1)GAAP net loss per share attributable to Coupa Software Incorporated is calculated based upon 73,526 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share attributable to Coupa Software Incorporated is calculated based upon 73,526 basic and 76,561 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.
(2)Other consists of the removal of a one-time income tax benefit associated with the remeasurement of foreign deferred tax assets and an adjustment attributable to non-controlling interests to its redemption amount.
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COUPA SOFTWARE INCORPORATED
Reconciliation of GAAP to Non-GAAP Financial Measures
Three Months Ended July 31, 2020
(in thousands, except percentages and per share amounts)
(unaudited)

GAAPStock-Based
Compensation
Expenses
Amortization of
Acquired
Intangible Assets
Amortization of
Debt Discount and
Issuance Costs
Gain on
Conversion of
Convertible
Senior Notes
Other (2)
Non-GAAP
Costs and expenses:
Costs of subscription$33,805 $(2,647)$(7,548)$— $— $— $23,610 
Costs of professional services and other14,634 (2,952)(200)— — — 11,482 
Gross profit61.5 %4.4 %6.2 %0.0 %0.0 %0.0 %72.1 %
Research and development30,212 (7,316)— — — — 22,896 
Sales and marketing50,488 (9,255)(2,614)— — — 38,619 
General and administrative28,705 (11,673)— — — — 17,032 
Income (loss) from operations(31,923)33,843 10,362 — — — 12,282 
Operating margin(25.4)%26.9 %8.2 %0.0 %0.0 %0.0 %9.8 %
Interest expense(20,223)— — 19,407 — — (816)
Other income (expense), net4,759 — — — (631)— 4,128 
Income (loss) before provision for income taxes(47,387)33,843 10,362 19,407 (631)— 15,594 
Provision for income taxes(4,271)3,444 (103)1,109 — 182 361 
Net income (loss) attributable to Coupa Software Incorporated
(43,116)30,399 10,465 18,298 (631)(182)15,233 
Net income (loss) per share, basic, attributable to Coupa Software Incorporated (1)
$(0.64)$0.23 
Net income (loss) per share, diluted, attributable to Coupa Software Incorporated (1)
$(0.64)$0.21 
 
(1)GAAP net loss per share attributable to Coupa Software Incorporated is calculated based upon 67,597 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share attributable to Coupa Software Incorporated is calculated based upon 67,597 basic and 73,019 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.
(2)Other consists of the release of valuation allowances against deferred tax assets.
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COUPA SOFTWARE INCORPORATED
Reconciliation of GAAP to Non-GAAP Financial Measures
Six Months Ended July 31, 2021
(in thousands, except percentages and per share amounts)
(unaudited)

GAAPStock-Based
Compensation
Expenses
Amortization of
Acquired
Intangible Assets
Amortization of
Debt Discount and
Issuance Costs
Loss on
Conversion of
Convertible
Senior Notes
Other (2)
Non-GAAP
Costs and expenses:
Costs of subscription$102,423 $(6,901)$(28,411)$— $— $— $67,111 
Costs of professional services and other56,524 (8,255)(12,374)— — — 35,895 
Gross profit54.1 %4.4 %11.8 %0.0 %0.0 %0.0 %70.2 %
Research and development85,636 (21,718)— — — — 63,918 
Sales and marketing154,122 (23,451)(26,273)— — — 104,398 
General and administrative75,625 (34,467)— — — — 41,158 
Income (loss) from operations(128,155)94,792 67,058 — — — 33,695 
Operating margin(37.0)%27.4 %19.4 %0.0 %0.0 %0.0 %9.7 %
Interest expense(59,724)— — 56,262 — — (3,462)
Other income (expense), net(1,448)— — — 129 — (1,319)
Income (loss) before provision for (benefit from) income taxes(189,327)94,792 67,058 56,262 129 — 28,914 
Provision for (benefit from) income taxes(2,221)1,817 3,818 — — 746 4,160 
Net income (loss)(187,106)92,975 63,240 56,262 129 (746)24,754 
Net loss attributable to non-controlling interests(517)— — — — — (517)
Adjustment attributable to non-controlling interests5,235 — — — — 5,235 — 
Net income (loss) attributable to Coupa Software Incorporated(191,824)92,975 63,240 56,262 129 4,489 25,271 
Net income (loss) per share, basic, attributable to Coupa Software Incorporated (1)
$(2.62)$0.35 
Net income (loss) per share, diluted, attributable to Coupa Software Incorporated (1)
$(2.62)$0.33 

(1)GAAP net loss per share attributable to Coupa Software Incorporated is calculated based upon 73,200 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share attributable to Coupa Software Incorporated is calculated based upon 73,200 basic and 76,431 diluted weighted-average shares of common stock. The company uses the treasury stock method to calculate the non-GAAP diluted shares related to the convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.
(2)Other consists of the removal of a one-time income tax benefit associated with the remeasurement of foreign deferred tax assets and an adjustment attributable to non-controlling interests to its redemption amount.
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COUPA SOFTWARE INCORPORATED
Reconciliation of GAAP to Non-GAAP Financial Measures
Six Months Ended July 31, 2020
(in thousands, except percentages and per share amounts)
(unaudited)

GAAPStock-Based
Compensation
Expenses
Amortization of
Acquired
Intangible Assets
Change in Fair Value of
 Contingent Consideration
Liability
Amortization of
Debt Discount and
Issuance Costs
Gain on Conversion
 of Convertible Senior
 Notes
Other (2)
Non-GAAP
Costs and expenses:
Costs of subscription$62,807 $(4,805)$(14,158)$— $— $— $— $43,844 
Costs of professional services and other28,470 (5,364)(400)— — — — 22,706 
Gross profit62.8 %4.1 %5.9 %0.0 %0.0 %0.0 %0.0 %72.9 %
Research and development56,931 (13,440)— — — — — 43,491 
Sales and marketing96,627 (16,768)(4,670)— — — — 75,189 
General and administrative37,849 (17,663)— 12,500 — — — 32,686 
Income (loss) from operations(37,549)58,040 19,228 (12,500)— — — 27,219 
Operating margin(15.3)%23.7 %7.8 %(5.1)%0.0 %0.0 %0.0 %11.1 %
Interest expense(32,512)— — — 31,357 — — (1,155)
Other income (expense), net8,087 — — — — (3,202)— 4,885 
Income (loss) before provision for (benefit from) income taxes(61,974)58,040 19,228 (12,500)31,357 (3,202)— 30,949 
Provision for (benefit from) income taxes(4,042)4,031 (152)— 1,109 — 310 1,256 
Net income (loss) attributable to Coupa Software Incorporated
(57,932)54,009 19,380 (12,500)30,248 (3,202)(310)29,693 
Net income (loss) per share, basic, attributable to Coupa Software Incorporated (1)
$(0.87)$0.45 
Net income (loss) per share, diluted, attributable to Coupa Software Incorporated (1)
$(0.87)$0.41 

(1)GAAP net loss per share attributable to Coupa Software Incorporated is calculated based upon 66,545 basic and diluted weighted-average shares of common stock. Non-GAAP net income per share attributable to Coupa Software Incorporated is calculated based upon 66,545 basic and 71,603 diluted weighted-average shares of common stock. The Company uses the treasury stock method to calculate the non-GAAP diluted shares related to the convertible notes which reflects any anti-dilutive impact of the capped call transactions entered into in connection with the convertible notes.
(2)Other consists of the release of valuation allowances against deferred tax assets.
11



COUPA SOFTWARE INCORPORATED
Reconciliation of GAAP Cash Flows from Operations to Adjusted Free Cash Flows and Adjusted Free Cash Flows Margin
(Non-GAAP Financial Measures)
(in thousands, except percentages)
(unaudited)

Three Months Ended July 31,Six Months Ended July 31,
 2021202020212020
Net cash provided by operating activities$40,811 $23,389 $72,893 $38,797 
Less: purchases of property and equipment(3,908)(3,429)(6,662)(7,028)
Add: repayments of convertible senior notes attributable to debt discount— 15,732 517 26,336 
Adjusted free cash flows$36,903 $35,692 $66,748 $58,105 


Trailing Twelve Months Ended July 31,
 20212020
Net cash provided by operating activities$112,298 $86,908 
Less: purchases of property and equipment(11,126)(12,825)
Add: repayments of convertible senior notes attributable to debt discount1,589 26,336 
Add: one-time payout of legacy unvested equity awards accelerated in conjunction with a business combination
19,428 — 
Adjusted free cash flows122,189 100,419 
Divided by: total revenues
$642,683 $458,371 
Adjusted free cash flows margin
19.0 %21.9 %



12

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