chbase(BASE) - 2023 Q4 - Annual Report

Part I Item 1. Business Couchbase provides a leading cloud database platform for modern applications, simplifying development from cloud to edge - Couchbase's mission is to simplify the development, deployment, and consumption of modern applications across cloud and edge environments[21] - The database platform fuses relational database strengths (e.g., SQL transactions, ACID guarantees) with NoSQL flexibility and scalability[21][24] - Couchbase Capella is a fully-managed database-as-a-service offering designed for quick, easy, and affordable deployment, reducing operational management efforts[21][25][28] Item 1A. Risk Factors The company faces significant risks including a history of net losses, intense competition, and various operational challenges - Couchbase has a history of net losses ($68.5M in FY2023, $58.2M in FY2022, $40.0M in FY2021) and an accumulated deficit of $410.5M as of January 31, 2023, with expectations of continued losses due to investments in growth[81] - The company faces intense competition from legacy database providers (Oracle, IBM, Microsoft), NoSQL providers (MongoDB), and cloud infrastructure providers (Amazon, Microsoft, Google)[88] - Risks include failure to cost-effectively acquire new customers or retain/expand existing ones, the evolving nature of the market for its products, and the need to continuously innovate to meet changing customer needs and technologies[91][92][95] Item 1B. Unresolved Staff Comments This section states that there are no unresolved staff comments from the SEC - Not applicable[209] Item 2. Properties The company leases all facilities, including its corporate headquarters in Santa Clara and various international offices - Corporate headquarters are in Santa Clara, California, leasing approximately 46,000 square feet until March 2025[210] - Additional leased facilities are located in Austin, Texas; Tel Aviv, Israel; Bangalore, India; and London and Manchester, United Kingdom[210] - The company leases all its facilities and plans to expand as needed to accommodate growth[210] Item 3. Legal Proceedings Couchbase is not currently party to any material legal proceedings but may face future litigation in the ordinary course of business - The company is not currently involved in any legal proceedings deemed to have a material adverse effect on its business, financial condition, results of operations, or cash flows[211] - Future litigation may be necessary to defend intellectual property or other rights, which could be costly and time-consuming[211] Item 4. Mine Safety Disclosures This item is not applicable to the company's operations - Not applicable[212] Part II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities This section details the company's common stock trading, holder information, dividend policy, and use of IPO proceeds - Common stock began trading on Nasdaq Global Select Market under 'BASE' on July 22, 2021[214] Holders of Record (As of January 31, 2023) | Metric | Count | | :----- | :---- | | Holders of Record | ~142 | - The company has never paid cash dividends and plans to retain future earnings for business operations and expansion[216][209] - No unregistered equity securities were sold in fiscal year ended January 31, 2023[217] - No issuer purchases of equity securities were made during the three months ended January 31, 2023[218] - The IPO completed on July 26, 2021, raised $214.9 million net proceeds, used for general corporate purposes, including repaying $25.0 million debt under the Credit Facility in fiscal 2022[222] Item 6. [Reserved] This item is reserved and contains no information - This item is reserved[223] Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses financial condition, operational results, revenue model, and key performance drivers for recent fiscal years Revenue and Net Loss (Fiscal Years Ended January 31) | Fiscal Year | Revenue (in millions) | Net Loss (in millions) | | :---------- | :-------------------- | :--------------------- | | 2023 | $154.8 | $(68.5) | | 2022 | $123.5 | $(58.2) | | 2021 | $103.3 | $(40.0) | Annual Recurring Revenue (ARR) (As of January 31) | Metric | 2023 (in millions) | 2022 (in millions) | | :----- | :----------------- | :----------------- | | ARR | $163.7 | $132.9 | - Subscription revenue constituted 92%, 94%, and 94% of total revenue in fiscal 2023, 2022, and 2021, respectively, primarily from Couchbase Server and Mobile Enterprise Edition, with Capella revenue not yet material[228] - The company's business model relies on a 'land-and-expand' strategy, driven by direct sales to large enterprises and a 'buy-from' motion targeting application developers, supported by Couchbase Capella and free product offerings[229][230] Item 8. Financial Statements and Supplementary Data This section presents the company's audited consolidated financial statements and accompanying notes for the last three fiscal years - The consolidated financial statements have been audited by PricewaterhouseCoopers LLP, who issued an unqualified opinion[311] - The financial statements are prepared in conformity with GAAP and include the accounts of Couchbase, Inc and its wholly-owned subsidiaries[332] - Key financial statements include Consolidated Balance Sheets, Statements of Operations, Comprehensive Loss, Redeemable Convertible Preferred Stock and Stockholders' Equity (Deficit), and Cash Flows[308] Part III Item 10. Directors, Executive Officers and Corporate Governance Information regarding directors, executive officers, and corporate governance is incorporated by reference from the 2023 Proxy Statement - Information for this item is incorporated by reference from the 2023 Proxy Statement[465] Item 11. Executive Compensation Information regarding executive compensation is incorporated by reference from the 2023 Proxy Statement - Information for this item is incorporated by reference from the 2023 Proxy Statement[466] Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information regarding security ownership and related matters is incorporated by reference from the 2023 Proxy Statement - Information for this item is incorporated by reference from the 2023 Proxy Statement[466] Item 13. Certain Relationships and Related Transactions, and Director Independence Information regarding related transactions and director independence is incorporated by reference from the 2023 Proxy Statement - Information for this item is incorporated by reference from the 2023 Proxy Statement[466] Item 14. Principal Accountant Fees and Services Information regarding principal accountant fees and services is incorporated by reference from the 2023 Proxy Statement - Information for this item is incorporated by reference from the 2023 Proxy Statement[466] Part IV Item 15. Exhibits and Financial Statement Schedules This section lists the financial statements, schedules, and exhibits filed as part of the Annual Report on Form 10-K - The Annual Report on Form 10-K includes consolidated financial statements and an exhibit index[468] - The exhibit index details various corporate documents, including the Amended and Restated Certificate of Incorporation, Bylaws, Equity Incentive Plans, Indemnification Agreements, and other material contracts[469][479] Item 16. Form 10-K Summary This item is not applicable to the company - Not applicable[481]