0001607939FALSEMay 4, 2022600 Harrison Street3rd FloorSan FranciscoCaliforniaThe Nasdaq Stock Market LLC00016079392021-12-082021-12-08




Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2022

Udemy, Inc.
(Exact name of Registrant as Specified in Its Charter)

(State or Other Jurisdiction
of Incorporation)
(Commission File Number)(IRS Employer
Identification No.)
600 Harrison Street, 3rd Floor
San Francisco, California
(Address of Principal Executive Offices)(Zip Code)

(415) 813-1710
(Registrant’s Telephone Number, Including Area Code)

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

Name of each exchange on which registered
Common Stock, $0.00001 par value per shareUDMY
The Nasdaq Stock Market LLC
(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.

Item 2.02 Results of Operations and Financial Condition
On May 4, 2022, Udemy, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2022. A copy of the press release is furnished as Exhibit 99.1 hereto and is incorporated by reference herein.
The information in Item 2.02 of this Current Report on Form 8-K, including the accompanying Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of Section 18. The information in Item 2.02 of this Current Report on Form 8-K, including the accompanying Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language contained in such filing.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.
Date:May 4, 2022By:/s/ Ken Hirschman
Ken Hirschman
SVP Operations and General Counsel


Udemy Reports First Quarter 2022 Results
Udemy Business Revenue Up 77% Year over Year, ARR up 80% to $279.6 million

San Francisco, CA / May 4, 2022 / (GLOBE NEWSWIRE) / - Udemy (Nasdaq: UDMY), a leading destination for learning and teaching online, today reported results for the first quarter ending March 31, 2022.

“One of our core values at Udemy is to be both mission-inspired and results-obsessed. This quarter’s performance proves we can be both, with revenue exceeding expectations on the back of strong Udemy Business growth,” said Gregg Coccari, Chairman and Chief Executive Officer of Udemy. “Within our strong, symbiotic business model, the continued health of Udemy’s consumer marketplace fuels the growth of Udemy Business with the broadest and most relevant skill-building content in what is a very large and under-penetrated market. We're just getting started, and I'm excited for the opportunity ahead.”

First Quarter 2022 Financial Results and Key Operating Data:
Revenue totaled $152.2 million, up 22% year over year.
GAAP net loss was $(25.6) million compared to $(18.0) million in the first quarter of fiscal 2021. GAAP net loss per share was $(0.18), compared to $(0.50) in the first quarter of fiscal 2021.
Non-GAAP net loss was $(11.2) million compared to $(7.5) million in the first quarter of fiscal 2021. Non-GAAP net loss per share was $(0.08) compared to $(0.21) in the first quarter of fiscal 2021.
GAAP gross profit was $85.8 million, compared to $66.6 million in the first quarter of fiscal 2021.
Non-GAAP gross profit was $87.3 million, compared to $66.9 million in the first quarter of fiscal 2021.
Adjusted EBITDA was $(7.0) million, compared to $(2.9) million in the first quarter of fiscal 2021.
Udemy Business revenue totaled $64.9 million, up 77% year over year.
Udemy Business segment gross profit was $42.7 million compared to $23.7 million in the first quarter of fiscal 2021.
Udemy Business segment annual recurring revenue was $279.6 million, up 80% year over year.
Udemy Business total customers was 11,605 as of March 31, 2022, up 49% year over year.
Udemy Business net dollar retention rate of 120%.
Consumer revenue totaled $87.3 million, down 1% year over year.
Consumer segment gross profit was $47.5 million compared to $45.4 million in the first quarter of fiscal 2021.
Consumer segment monthly average buyers was 1,383 thousand, down 2% year over year.

First Quarter Highlights:
In the first full quarter of selling Udemy Business in South Korea, generated nearly $500K in ARR through partner, Woongjin ThinkBig, and closed first Udemy Business deals in the People’s Republic of China through partner, Sanjieke.
Added new Udemy Business customers across key verticals, including Baptist Health System, Inc., Crocs, Inc., Medici, and Volta Trucks Ltd.
Udemy Business customer expansions included Abu Dhabi Port, Grupo Falabella, Gympass USA LLC, Indeed, Inc., Klarna AB, and Picsart, Inc. Also expanded work with one of the U.S. military’s branches, and now support several branches with their learning programs.
Launched three new assessments and 19 new labs within Udemy Business Pro, as well as our Learning Paths API that allows learners to bring their curated Udemy Business and Udemy Business Pro Learning Paths directly into their LMS or internal sites.
Built proprietary skills graphs that match courses and skills to professional aspirations on the Udemy Business platform, fueled skills graphs with sophisticated machine learning and artificial intelligence models that personalize learning experiences, and launched career guides within the consumer subscription offering.
Expanded relationship with Randstad N.V., the world’s largest provider of flexible work and human resources services. Since 2019, Randstad has used Udemy Business to increase talent mobility across their client base, and has since doubled the number of Udemy licenses they use to support their efforts.

Partnered with First National Bank, one of South Africa’s largest banks that serves over nine million customers. Through this multi-million dollar partnership agreement, their customers now have access to hundreds of global courses from Udemy.
Certified™ as a Great Place to Work® in the United States, citing company’s strong culture and high employee engagement.
Ranked fifth on Great Place to Work’s list of Best Mid-sized Workplaces in Ireland. Udemy Dublin office recognized as 2022 Best Workplace for Women, citing gender equity in policies, benefits and culture.

2022 Financial Outlook
Udemy provides guidance based on current market conditions and expectations; actual results may differ materially. Please refer to the comments below regarding forward-looking statements.

The table below reflects Udemy’s financial outlook for its second quarter ending June 30, 2022 and fiscal year ending December 31, 2022:

Revenue$147.00 - $151.0 million$610.0 - $640.0 million
Adjusted EBITDA Margin(15)% - (12)%(12)% - (10)%
Weighted Average Share Count140 million142 million
Webcast Information
Udemy will host a webcast at 2:00 pm Pacific Time on Wednesday, May 4th, to discuss its first quarter 2022 financial results, as well as its 2022 outlook. The live webcast will be accessible on Udemy’s website at investors.udemy.com. A webcast replay will be available approximately two hours after the conclusion of the live event.
Non-GAAP Financial Measures
To supplement the condensed consolidated financial statements prepared and presented in accordance with U.S. generally accepted accounting principles (“GAAP”), Udemy’s key non-GAAP performance measures include Adjusted EBITDA, Adjusted EBITDA Margin, and non-GAAP income. We calculate Adjusted EBITDA as net loss (income) determined in accordance with GAAP, excluding by i) interest expense (income), net; ii) provision for (benefit from) income taxes; iii) depreciation and amortization; iv) other expense (income), net, including gains and losses from the remeasurement of foreign currency assets and liabilities into their functional currency and v) non-cash stock-based compensation expense. We calculate Adjusted EBITDA Margin as Adjusted EBITDA divided by revenue for the same period. We have not reconciled our expectations for Adjusted EBITDA and Adjusted EBITDA Margin to net loss and net loss margin, respectively, the most directly comparable GAAP measures, because certain items are out of our control or cannot be reasonably predicted and a reconciliation for the guidance for Adjusted EBITDA and Adjusted EBITDA Margin is not available without unreasonable effort. As Adjusted EBITDA and Adjusted EBITDA Margin facilitates internal comparisons of our historical operating performance on a more consistent basis, we use this measure for business planning purposes. Accordingly, we believe that Adjusted EBITDA and Adjusted EBITDA Margin provide useful information to investors and others in understanding and evaluating our operating results in the same manner as our management team and board of directors. In addition, it provides a useful measure for period-to-period comparisons of our business, as it removes the effect of certain non-cash expenses and certain variable charges. We define non-GAAP income as net loss attributable to common stockholders, adjusted to exclude non-cash stock-based compensation expense and the amortization of acquired intangible assets. We believe the presentation of operating results that excludes these non-cash items provides useful supplemental information to investors and facilitates the analysis of our operating results and comparison of operating results across reporting periods. Udemy’s non-GAAP financial measures may be different from non-GAAP financial measures used by other companies. The presentation of non-GAAP financial measures is not intended to be considered in isolation or as a substitute for, or superior to, financial measures determined in accordance with GAAP. Because of the limitations of non-GAAP financial measures, you should consider the non-GAAP financial measures presented herein in conjunction with Udemy’s financial statements and the related

notes thereto. Please refer to the non-GAAP reconciliations in this press release for a reconciliation of these non-GAAP financial measures to the most comparable financial measure prepared in accordance with GAAP.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, but are not limited to, statements regarding Udemy’s expectations relating to future operating results and financial position, including the first quarter of 2022, the full year 2022, and future periods, anticipated future expenses and investments, our business strategy and plans, market growth, our market position and potential market opportunities, and the impact of acquisitions and business alliances. The words “believe,” “may,” “will,” “estimate,” “potential,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “target,” and similar expressions are intended to identify forward-looking statements.

Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted and reported results should not be considered as an indication of future performance.

The potential risks and uncertainties that could cause actual results to differ from the results predicted include, among others, those risks and uncertainties included under the caption "Risk Factors" and elsewhere in our filings with the Securities and Exchange Commission (“SEC”), including, without limitation, our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 25, 2021. All information provided in this release is as of the date hereof, and we undertake no duty to update this information unless required by law.

About Udemy
Udemy (Nasdaq: UDMY) provides flexible, effective skill development to empower organizations and individuals. The Udemy marketplace platform, with thousands of up-to-date courses in dozens of languages, offers the tools learners, instructors, and enterprises need to achieve their goals and reach their full potential. Millions of people learn on Udemy from real-world experts in topics ranging from programming and data science to leadership and team building. Udemy Business offers corporate customers an employee training and development platform with subscription access to thousands of courses, learning analytics, and the ability to host and distribute their own content. Udemy Business customers include Fender Instruments, Glassdoor, GoFundMe, On24, The World Bank, and Volkswagen. Udemy is headquartered in San Francisco with hubs in Ankara, Turkey; Austin, Texas; Boston, Massachusetts; Mountain View, California; Denver, Colorado; Dublin, Ireland; Melbourne, Australia; New Delhi, India; and Sao Paulo, Brazil.

Udemy, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share amounts)
Three Months Ended March 31,
Revenue$152,223 $124,550 
Cost of revenue (1)(2)66,438 57,923 
Gross profit85,785 66,627 
Operating expenses (1)(2)
Sales and marketing66,878 53,239 
Research and development22,570 15,413 
General and administrative21,653 14,413 
Total operating expenses111,101 83,065 
Loss from operations(25,316)(16,438)
Other income (expense)
Interest income (expense), net243 (218)
Other expense, net(244)(428)
Total other expense, net(1)(646)
Net loss before taxes(25,317)(17,084)
Income tax provision (332)(905)
Net loss attributable to common stockholders$(25,649)$(17,989)
Net loss per share attributable to common stockholders
Basic and diluted$(0.18)$(0.50)
Weighted-average shares used in computing net loss per share attributable to common stockholders
Basic and diluted139,405,294 36,178,304 
(1)Includes stock-based compensation expense as follows (in thousands):
Three Months Ended March 31,
Cost of revenue$840 $300 
Sales and marketing4,137 1,924 
Research and development3,334 2,090 
General and administrative5,031 6,198 
Total stock-based compensation expense$13,342 $10,512 
(2)     Includes amortization of intangible assets as follows (in thousands):
Three Months Ended March 31,
Cost of revenue$724 $— 
Sales and marketing342 — 
Total amortization of intangible assets$1,066 $— 

Udemy, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share amounts)
March 31,December 31,
Current assets:
Cash and cash equivalents$510,965 $533,868 
Accounts receivable, net of allowance for doubtful accounts of $678 and $678 as of March 31, 2022 and December 31, 2021, respectively.67,699 73,180 
Prepaid expenses and other current assets15,279 15,927 
Deferred contract costs, current23,074 18,898 
Total current assets617,017 641,873 
Property and equipment, net8,937 9,887 
Capitalized software, net21,693 20,054 
Operating lease right-of-use assets15,994 — 
Restricted cash, non-current3,629 2,900 
Deferred contract costs, non-current27,927 25,647 
Strategic investments15,000 10,000 
Intangible assets, net12,531 13,597 
Goodwill12,646 12,646 
Other assets3,516 3,247 
Total assets$738,890 $739,851 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable$16,275 $34,627 
Accrued expenses and other current liabilities35,697 40,140 
Content costs payable31,606 35,961 
Accrued compensation and benefits20,909 22,341 
Operating lease liabilities, current7,410 — 
Deferred revenue227,701 208,274 
Total current liabilities339,598 341,343 
Long-term obligation under operating leases11,458 — 
Deferred revenue, non-current2,817 2,280 
Other liabilities, non-current4,509 6,528 
Total liabilities358,382 350,151 
Stockholders' equity:
Preferred stock— — 
Common stock
Additional paid-in capital864,676 848,229 
Accumulated other comprehensive income (loss)(1)
Accumulated deficit(484,178)(458,529)
Total stockholders’ equity$380,508 $389,700 
Total liabilities and stockholders' equity $738,890 $739,851 

Udemy, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
Three Months Ended March 31,
Cash flows from operating activities:
Net loss$(25,649)$(17,989)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization4,967 3,069 
Amortization of deferred sales commissions6,582 3,481 
Stock-based compensation13,342 10,512 
Provision for doubtful accounts110 
Non-cash operating lease expense1,573 — 
Other75 — 
Changes in operating assets and liabilities:
Accounts receivable5,371 2,039 
Prepaid expenses and other assets198 (2,738)
Deferred contract costs(13,038)(7,956)
Accounts payable, accrued expenses and other liabilities(21,964)(16,265)
Content costs payable(4,355)(1,986)
Operating lease liabilities(1,151)— 
Deferred revenue19,964 14,072 
Net cash used in operating activities(13,975)(13,758)
Cash flows from investing activities:
Purchases of property and equipment(156)(933)
Capitalized software costs(3,121)(3,289)
Purchases of strategic investments(5,000)— 
Net cash used in investing activities(8,277)(4,222)
Cash flows from financing activities:
Net proceeds from exercise of Series A-1 redeemable convertible preferred stock warrants— 
Net proceeds from exercise of stock options1,658 4,489 
Payment of redeemable convertible preferred stock issuance costs— (2,250)
Payment of deferred offering costs(1,586)— 
Net cash provided by financing activities72 2,241 
Effect of foreign exchange rates on cash flows— 
Net decrease in cash, cash equivalents and restricted cash(22,174)(15,739)
Cash, cash equivalents and restricted cash—Beginning of period536,768 177,931 
Cash, cash equivalents and restricted cash—End of period$514,594 $162,192 

Udemy, Inc.
Reconciliation of GAAP to Non-GAAP Financial Measures
(in thousands, except share and per share amounts)

Three Months Ended March 31, 2022
GAAPStock-based CompensationAmortization of Intangible AssetsNon-GAAP
(in thousands, except share and per share amounts)
Revenue$152,223 $— $— $152,223 
Cost of revenue 66,438 (840)(724)64,874 
Gross profit85,785 840 724 87,349 
Operating expenses
Sales and marketing66,878 (4,137)(342)62,399 
Research and development22,570 (3,334)19,236 
General and administrative21,653 (5,031)16,622 
Total operating expenses111,101 (12,502)(342)98,257 
Loss from operations(25,316)13,342 1,066 (10,908)
Other income (expense)
Interest income, net243 — — 243 
Other expense, net(244)— — (244)
Total other expense, net(1)— — (1)
Net loss before taxes(25,317)13,342 1,066 (10,909)
Income tax provision(332)— — (332)
Net loss attributable to common stockholders$(25,649)$13,342 $1,066 $(11,241)
Net loss per share attributable to common stockholders
Basic and diluted$(0.18)$(0.08)
Weighted-average shares used in computing net loss per share attributable to common stockholders139,405,294 139,405,294 

Three Months Ended March 31, 2021
GAAPStock-based CompensationNon-GAAP
(in thousands, except share and per share amounts)
Revenue$124,550 $— $124,550 
Cost of revenue 57,923 (300)57,623 
Gross profit66,627 300 66,927 
Operating expenses
Sales and marketing53,239 (1,924)51,315 
Research and development15,413 (2,090)13,323 
General and administrative14,413 (6,198)8,215 
Total operating expenses83,065 (10,212)72,853 
Loss from operations(16,438)10,512 (5,926)
Other income (expense)
Interest expense, net(218)— (218)
Other expense, net(428)— (428)
Total other expense, net(646)— (646)
Net loss before taxes(17,084)10,512 (6,572)
Income tax provision(905)— (905)
Net loss attributable to common stockholders$(17,989)$10,512 $(7,477)
Net loss per share attributable to common stockholders
Basic and diluted$(0.50)$(0.21)
Weighted-average shares used in computing net loss per share attributable to common stockholders
Basic and diluted36,178,304 36,178,304 

Three Months Ended March 31,
Net loss(25,649)(17,989)
Adjusted to exclude the following:
Interest (income) expense, net(243)218 
Provision for income taxes332 905 
Depreciation and amortization4,967 3,069 
Stock-based compensation expense13,342 10,512 
Other expense, net244 428 
Adjusted EBITDA$(7,007)$(2,857)


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Managing Director, The Blueshirt Group