International Business Machines Corporation (IBM) is in advanced discussions to purchase HashiCorp Inc. (HCP) , per a Wall Street Journal report. Based in California, HashiCorp is a software company that enables organizations to efficiently automate multi-cloud and hybrid environments with its Infrastructure Lifecycle Management and Security Lifecycle Management solutions.Earlier this year, a Bloomberg article hinted at HashiCorp considering a potential sale. The company has consistently exceeded earnings e ...

HashiCorp, Inc. (HCP) shares rallied 21.4% in the last trading session to close at $29.15. This move can be attributable to notable volume with a higher number of shares being traded than in a typical session. This compares to the stock's 8.8% loss over the past four weeks.The upswing in shares can be attributed to rumors that IBM might bid for HashiCorp.This company is expected to post quarterly loss of $0.01 per share in its upcoming report, which represents a year-over-year change of +85.7%. Revenues are ...

The Wall Street Journal reported IBM may be nearing a deal to buy the software maker.Shares of cloud automation software company HashiCorp (HCP 19.67%) were rallying hard on Tuesday, up 21.7% as of 3:56 p.m. ET.The software company, which went public in 2021 and helps businesses set up their cloud infrastructure, is apparently nearing a deal to be acquired by tech giant IBM (IBM 0.16%), according to an exclusive report in The Wall Street Journal.The company had been rumored to be seeking a buyer since March ...

About this content About Angela Harmantas Angela Harmantas is an Editor at Proactive. She has over 15 years of experience covering the equity markets in North America, with a particular focus on junior resource stocks. Angela has reported from numerous countries around the world, including Canada, the US, Australia, Brazil, Ghana, and South Africa for leading trade publications. Previously, she worked in investor relations and led the foreign direct investment program in Canada for the Swedish government ...

HashiCorp shares jumped as much as 26% on Tuesday following a media report claiming IBM was in talks to acquire the cloud software maker.Developers use HashiCorp's software to set up and manage infrastructure in public clouds that companies such as Amazon and Microsoft operate. Citing unnamed sources, The Wall Street Journal said a deal could come in the next few days.HashiCorp and IBM both declined to comment.Founded in 2012, HashiCorp went public on Nasdaq in 2021. The company generated a net loss of near ...

NEW YORK, April 22, 2024 (GLOBE NEWSWIRE) --  HashiCorp, Inc. (NASDAQ:HCP), a leader in multi-cloud infrastructure automation software, today introduced The Infrastructure Cloud™, a unification of its products onto a single platform, the HashiCorp Cloud Platform (HCP), which delivers fully integrated solutions for Infrastructure Lifecycle Management and Security Lifecycle Management across multiple clouds. The cloud promised to deliver transformative business benefits for speed, cost, and risk. However, nea ...

MADRID, Spain, April 17, 2024 (GLOBE NEWSWIRE) -- HashiCorp, Inc. (NASDAQ:HCP), a leading provider of multi-cloud infrastructure automation software, announced today the opening of its Madrid tech hub, located at Paseo de La Castellana in Nuevos Ministerios, Madrid. This initiative marks a significant milestone in HashiCorp's commitment to grow its European presence and support companies with its Infrastructure (ILM) and Security Lifecycle Management (SLM) software that has become essential for enterprises ...

Financial Position - As of January 31, 2024, the company reported cash, cash equivalents, and short-term investments totaling $1,278.6 million[398]. - Total current assets rose to $1.54 billion, compared to $1.51 billion in the previous year, reflecting a 2.8% increase[416]. - Total liabilities increased to $479.0 million, up from $423.0 million in 2023, marking a 13.2% rise[416]. - Cash and cash equivalents decreased to $763.4 million from $1.29 billion, a decline of 40.6%[416]. - The total stockholders' equity as of January 31, 2024, was $1.213 billion, reflecting a decrease from $1.282 billion as of January 31, 2023[424]. - The company reported a total cash, cash equivalents, and restricted cash balance of $763.414 million as of January 31, 2024, down from $1.286 billion at the end of the previous fiscal year[427]. - Total short-term investments amounted to $515.1 million, with no marketable securities in a continuous unrealized loss position for over 12 months[523]. - As of January 31, 2024, total assets measured at fair value amounted to $598.794 million, with cash and cash equivalents contributing $83.613 million[527]. Revenue and Growth - Total revenue for the year ended January 31, 2024, was $583.1 million, a 22.5% increase from $475.9 million in 2023[418]. - Subscription revenue reached $564.6 million, up 22.4% from $460.9 million in the previous year[418]. - Subscription revenue accounted for 97% of total revenue, with support services generating $420.9 million, representing 72% of total revenue[518]. - Remaining performance obligations (RPOs) as of January 31, 2024, were $775.8 million, with approximately 59% expected to be recognized as revenue over the next 12 months[520]. - The company anticipates continued growth in international operations, necessitating ongoing reassessment of risk management strategies[400]. Expenses and Losses - The net loss for the year was $190.7 million, an improvement from a net loss of $274.3 million in 2023[421]. - Research and development expenses were $222.6 million, a 13.9% increase from $195.4 million in 2023[418]. - The company incurred $20.860 million in cash outflows related to business combinations during fiscal 2024[427]. - The loss before income taxes for the year ended January 31, 2024, was $189.6 million, a decrease from $273.3 million in 2023[569]. - The total current tax expense for the year ended January 31, 2024, was $1.5 million, compared to $1.2 million in 2023[570]. Stock and Compensation - The company reported a weighted-average share count of 193.8 million for calculating net loss per share, compared to 186.0 million in the previous year[418]. - Stock-based compensation expense for fiscal 2024 was $170.617 million, slightly lower than $171.161 million in fiscal 2023[427]. - The total stock-based compensation expense for the year ended January 31, 2024, was $175.4 million, slightly increasing from $175.4 million in 2023[563]. - The Company recognized $13.1 million of stock-based compensation expense related to the Employee Stock Purchase Plan (ESPP) for the year ended January 31, 2024[558]. - The total intrinsic value of options exercised during fiscal 2024 was $67.6 million, down from $94.1 million in fiscal 2023[553]. Investments and Acquisitions - The company acquired BluBracket, Inc. for an aggregate purchase price of $25.1 million, with $4.2 million held back for indemnification obligations[509]. - The fair value of developed technology and customer relationships acquired was estimated at $12.5 million and $1.0 million, respectively[511]. - The Company recognized $1.7 million in compensation expense related to retention payments for BluBracket employees during fiscal year 2024[509]. - The Company incurred $0.5 million in acquisition-related costs, recorded in general and administrative expenses[512]. - As of January 31, 2024, goodwill was recorded at $12.2 million, reflecting the acquisition of BluBracket[513]. Risk Management - The company implemented a foreign currency risk management program, entering into foreign currency forward contracts to hedge forecasted expenses[400]. - A hypothetical 10% weakening of the U.S. dollar could increase operating expenses by approximately 2% due to foreign currency fluctuations[399]. - The company has experienced no material changes in market risk exposures during fiscal 2024[397]. - The company has not reported any material effects from health epidemics or cybersecurity risks on its operations[398]. - Remeasurement gains and losses from foreign currency transactions were not material for fiscal years 2022 to 2024[433]. Taxation - The company recorded a net deferred tax asset of $322.5 million as of January 31, 2024, an increase from $271.7 million in 2023[572]. - Unrecognized tax benefits increased to approximately $15.3 million as of January 31, 2024, from $10.4 million in 2023[578]. - The company has U.S. federal and state net operating loss carryforwards of approximately $690.4 million and $602.2 million, respectively[573]. - The valuation allowance against federal and state deferred tax assets increased by $50.7 million for fiscal 2024[572]. - The company generated a deferred tax asset of $86.6 million for capitalized research and experimentation expenditures for the year ended January 31, 2024[575]. Workforce and Operational Changes - The company announced a workforce reduction plan impacting approximately 8% of its workforce, completed by January 31, 2024, with related charges totaling $7.3 million[567][568]. - The company has not capitalized any software development costs through fiscal 2024, 2023, and 2022, charging all costs to research and development expenses[479]. - The Company applies the practical expedient to not recognize lease assets and liabilities for leases with an original term of 12 months or less[472]. - The weighted average remaining lease term decreased to 3.4 years in 2024 from 4.2 years in 2023[541]. - The total lease costs for the year ended January 31, 2024, were $4.301 million, compared to $3.832 million in 2023, representing an increase of approximately 12.2%[539].

Exhibit 99.1 HashiCorp Announces Fourth Quarter and Fiscal Year 2024 Financial Results SAN FRANCISCO – March 5, 2024 – HashiCorp, Inc. (NASDAQ: HCP), a leading provider of multi-cloud infrastructure automation software, today announced financial results for its fourth quarter and full fiscal year 2024, ended January 31, 2024. "The HashiCorp team closed fiscal 2024 strong in Q4, with results that exceeded expectations," said Dave McJannet, CEO, HashiCorp. "In fiscal 2025, we are doubling down on initiatives ...

Part I. Financial Information [Financial Statements (Unaudited)](index=4&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents HashiCorp's unaudited financial statements, detailing its financial position and performance for the periods ended October 31, 2023 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheets show **total assets** of **$1.586 billion** as of October 31, 2023, reflecting changes in cash, investments, and liabilities Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | Oct 31, 2023 | Jan 31, 2023 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $729,826 | $1,286,134 | | Short-term investments | $525,825 | $— | | Total current assets | $1,438,590 | $1,508,998 | | Total assets | $1,586,269 | $1,628,340 | | **Liabilities & Stockholders' Equity** | | | | Deferred revenue (current) | $264,422 | $272,909 | | Total current liabilities | $357,890 | $380,849 | | Total liabilities | $394,546 | $422,990 | | Total stockholders' equity | $1,191,723 | $1,205,350 | | Total liabilities and stockholders' equity | $1,586,269 | $1,628,340 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The statements of operations show **total revenue** of **$146.1 million** for Q3 2023, with a narrowed **net loss** compared to the prior year Statement of Operations Highlights (in thousands, except per share data) | Metric | Q3 2023 | Q3 2022 | 9 Months 2023 | 9 Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Total revenue | $146,125 | $125,341 | $427,354 | $340,101 | | Gross profit | $120,520 | $102,793 | $345,627 | $276,624 | | Loss from operations | $(55,573) | $(77,338) | $(205,979) | $(234,399) | | Net loss | $(39,473) | $(71,958) | $(159,046) | $(224,939) | | Net loss per share | $(0.20) | $(0.38) | $(0.83) | $(1.22) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash flow statements indicate **$21.1 million** in **net cash used in operating activities** for the nine months ended October 31, 2023, a notable improvement Cash Flow Highlights (in thousands) | Activity | Nine Months Ended Oct 31, 2023 | Nine Months Ended Oct 31, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(21,137) | $(86,040) | | Net cash used in investing activities | $(548,073) | $(6,314) | | Net cash provided by financing activities | $12,902 | $11,434 | | **Net decrease in cash** | **$(556,308)** | **$(80,920)** | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes detail significant accounting policies, the **BluBracket acquisition**, a **workforce reduction**, and **Remaining Performance Obligations** as of October 31, 2023 - On June 2, 2023, the company acquired BluBracket, Inc. for an aggregate purchase price of **$25.1 million** in cash. The **acquisition** is expected to enhance the company's Vault product offering with code security solutions[41](index=41&type=chunk) - As of October 31, 2023, the company had **$678.2 million** in **Remaining Performance Obligations** (RPOs), with approximately **59%** expected to be recognized as **revenue** over the next 12 months[54](index=54&type=chunk) - On June 7, 2023, the company announced a **workforce reduction** plan affecting approximately **8%** of its workforce to improve operational efficiency. This resulted in **$7.3 million** of charges during the nine months ended October 31, 2023[93](index=93&type=chunk)[94](index=94&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial performance, highlighting **revenue growth**, **customer expansion**, and a strong **liquidity position** despite ongoing operating losses - The company's business model focuses on an "adopt, land, expand, and extend" motion, leveraging free community editions to drive adoption, followed by enterprise sales for proprietary features and support[119](index=119&type=chunk) - As of October 31, 2023, the last four-quarter average **net dollar retention rate** was **119%**, compared to **134%** as of October 31, 2022, indicating continued but slowing expansion within the existing customer base[119](index=119&type=chunk)[126](index=126&type=chunk) - **HashiCorp Cloud Platform (HCP) revenue** grew to **$19.9 million** for the three months ended October 31, 2023, up from **$12.9 million** in the prior-year period, representing a key **growth** area for the company[127](index=127&type=chunk) Key Business Metrics | Metric | As of Oct 31, 2023 | As of Jan 31, 2023 | | :--- | :--- | :--- | | Total customers | 4,354 | 3,870 | | Total customers with ≥$100,000 ARR | 877 | 798 | | GAAP Remaining Performance Obligations (RPOs) | $678.2 million | $647.1 million | [Results of Operations](index=47&type=section&id=Results%20of%20Operations) This section details the company's **revenue growth** and **operating expense** changes for Q3 and the nine months ended October 31, 2023, showing narrowed operating losses Revenue Comparison - Q3 2023 vs Q3 2022 (in thousands) | Revenue Type | Q3 2023 | Q3 2022 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Subscription | $141,934 | $120,198 | $21,736 | 18% | | - Cloud-hosted services | $19,863 | $12,875 | $6,988 | 54% | | Professional services | $4,191 | $5,143 | $(952) | (19)% | | **Total Revenue** | **$146,125** | **$125,341** | **$20,784** | **17%** | Operating Expense Comparison - Q3 2023 vs Q3 2022 (in thousands) | Expense Category | Q3 2023 | Q3 2022 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Sales and marketing | $87,320 | $92,872 | $(5,552) | (6)% | | Research and development | $54,349 | $53,887 | $462 | 1% | | General and administrative | $34,424 | $33,372 | $1,052 | 3% | | **Total Operating Expenses** | **$176,093** | **$180,131** | **$(4,038)** | **(2)%** | [Liquidity and Capital Resources](index=55&type=section&id=Liquidity%20and%20Capital%20Resources) HashiCorp maintains a strong **liquidity position** with **$1.256 billion** in cash and investments, sufficient to fund operations despite expected ongoing losses - The company's **cash, cash equivalents, and short-term investments** totaled **$1,255.7 million** as of October 31, 2023[199](index=199&type=chunk) Cash Flow Summary (in thousands) | Cash Flow Activity | Nine Months Ended Oct 31, 2023 | Nine Months Ended Oct 31, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(21,137) | $(86,040) | | Net cash used in investing activities | $(548,073) | $(6,314) | | Net cash provided by financing activities | $12,902 | $11,434 | [Quantitative and Qualitative Disclosures About Market Risk](index=59&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company manages market **risks** from **interest rates** and **foreign currency fluctuations**, implementing hedging strategies for foreign-denominated expenses - The company does not believe a hypothetical **10%** change in **interest rates** would materially impact operating results[214](index=214&type=chunk) - A portion of **operating expenses** are denominated in foreign currencies. A hypothetical **10%** weakening of the U.S. dollar could increase **operating expenses** by approximately **2%**[216](index=216&type=chunk) - In Q2 of fiscal 2024, the company began using foreign currency forward contracts to hedge against **fluctuations** in foreign-denominated expenses[217](index=217&type=chunk) [Controls and Procedures](index=59&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that **disclosure controls and procedures** were **effective** as of October 31, 2023, with **no material changes** in internal control over financial reporting - The CEO and CFO concluded that as of October 31, 2023, the company's **disclosure controls and procedures** were **effective** at a reasonable assurance level[222](index=222&type=chunk) - **No changes** occurred during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[223](index=223&type=chunk) Part II. Other Information [Legal Proceedings](index=61&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in ordinary course **legal proceedings** but believes it has not incurred a **material loss** from such contingencies as of October 31, 2023 - The company believes that as of October 31, 2023, it had not incurred a **material loss** with respect to litigation and other loss contingencies[81](index=81&type=chunk) [Risk Factors](index=62&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant **risks** including **net losses**, intense **competition**, challenges with its **source-available software model**, and concentrated **voting power** - The company has a history of **net losses**, incurring **$39.5 million** in Q3 2023, and may not achieve or sustain profitability in the future[239](index=239&type=chunk) - **Competition** is a major **risk**, especially from public cloud operators (AWS, Microsoft Azure, Google Cloud) who may use HashiCorp's **source-available software** to build competing offerings and have greater resources[233](index=233&type=chunk)[265](index=265&type=chunk) - The company's change to the Business Source License in August 2023 does not prevent competitors from building on versions released under the previous, more permissive open-source license[247](index=247&type=chunk)[248](index=248&type=chunk) - The dual-class stock structure **concentrates approximately 41%** of **voting power** with executive officers and directors, and **31%** with the co-founders, **limiting the influence** of Class A stockholders[406](index=406&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=126&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports **no unregistered sales of equity securities** during the reporting period - None[422](index=422&type=chunk) [Other Information](index=128&type=section&id=Item%205.%20Other%20Information) Armon Dadgar, Co-Founder and CTO, entered into a **Rule 10b5-1 trading plan** on September 7, 2023, for the **potential sale** of common stock - Armon Dadgar, Co-Founder and CTO, entered into a **Rule 10b5-1 trading plan** on September 7, 2023, for the **potential sale** of up to **1,029,830 shares** of common stock[428](index=428&type=chunk) [Exhibits](index=129&type=section&id=Item%206.%20Exhibits) This section lists the documents filed as **exhibits** with the Form 10-Q, including required certifications and Inline XBRL documents