path-20221031

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

___________________________________________

FORM 10-Q

___________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number: 001-40348

___________________________________________

UiPath, Inc.

(Exact Name of Registrant as Specified in its Charter)

___________________________________________


Delaware			47-4333187
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)
One Vanderbilt Avenue, 60th Floor New York, New York			10017
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code: (844) 432-0455

___________________________________________

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

Title of each class

Trading
Symbol(s)

Name of each exchange on which registered

Class A common stock, par value
$0.00001 per share

PATH

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of December 1, 2022, the registrant had 470,382,453 shares of Class A common stock and 82,452,748 shares of Class B common stock, each with a par value of $0.00001 per share, outstanding.

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		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Operations	2
	Condensed Consolidated Statements of Comprehensive Loss	3
	Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)	4
	Condensed Consolidated Statements of Cash Flows	6
	Notes to Condensed Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	45
Item 4.	Controls and Procedures	45

PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	47
Item 1A.	Risk Factors	47
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	52
Item 3.	Defaults Upon Senior Securities	52
Item 4.	Mine Safety Disclosures	52
Item 5.	Other Information	52
Item 6.	Exhibits	53
Signatures		54

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), about UiPath, Inc. and its consolidated subsidiaries (“UiPath,” the “Company,” “we,” “us,” or “our”) and our industry that involve substantial risks and uncertainties. All statements other than statements of historical facts contained in this Quarterly Report on Form 10-Q, including statements regarding our future results of operations or financial condition, business strategy, and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or the negative of these words or other similar terms or expressions. These forward-looking statements include, but are not limited to, statements concerning the following:

•our expectations regarding our annualized renewal run-rate ("ARR"), revenue, expenses, and other operating results;

•our ability to acquire new customers and successfully retain existing customers;

•our ability to increase the number of users who access our platform and the number of automations built on our platform by our existing customers;

•our ability to effectively manage our growth and achieve or maintain profitability;

•future investments in our business, our anticipated capital expenditures, and our estimates regarding our capital requirements;

•the costs and success of our marketing efforts and our ability to maintain and enhance our brand;

•our growth strategies, including any further expansion into the top 25 countries as measured by gross domestic product;

•the estimated addressable market opportunity for our platform and for automation generally;

•our reliance on key personnel and our ability to attract and retain highly-qualified personnel, integrate new team members, and execute management transitions;

•our ability to obtain, maintain, protect, and enforce our intellectual property rights and any costs associated therewith;

•the effect of global events, such as the COVID-19 pandemic and the war in Ukraine, on our business, industry, and the global economy including inflation and currency fluctuations;

•our ability to compete effectively with existing competitors and new market entrants; and

•the size and growth rates of the markets in which we compete.

You should not rely on forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Quarterly Report on Form 10-Q primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and other factors described in the section titled “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q, and in the section titled "Risk Factors" and elsewhere in our Annual Report on Form 10-K for the fiscal year ended January 31, 2022 filed with the Securities and Exchange Commission ("SEC") on April 4, 2022 (the "2022 Form 10-K"). Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. The results, events, and circumstances reflected in the forward-looking statements may not be achieved or occur, and actual results, events, or circumstances could differ materially from those described in the forward-looking statements.

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In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based on information available to us as of the date of this Quarterly Report on Form 10-Q. While we believe that information provides a reasonable basis for these statements, that information may be limited or incomplete. Our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all relevant information. Such statements are inherently uncertain, and investors are cautioned not to unduly rely on these statements.

The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, dispositions, joint ventures, or investments.

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PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

UiPath, Inc.

Condensed Consolidated Balance Sheets

Amounts in thousands except per share data

(unaudited)


	As of
	October 31, 2022		January 31, 2022
ASSETS
Current assets
Cash and cash equivalents	$	1,451,152	$	1,768,723
Marketable securities	225,605		96,417
Accounts receivable, net of allowance for doubtful accounts of $3,279 and $2,566, respectively	275,935		251,988
Contract assets	91,551		74,831
Deferred contract acquisition costs	40,168		29,926
Prepaid expenses and other current assets	74,834		55,416
Total current assets	2,159,245		2,277,301
Marketable securities, non-current	2,920		19,523
Contract assets, non-current	9,498		2,730
Deferred contract acquisition costs, non-current	113,568		100,224
Property and equipment, net	28,152		17,176
Operating lease right-of-use assets	50,555		48,953
Intangible assets, net	23,993		16,817
Goodwill	83,844		53,564
Deferred tax asset	7,657		10,628
Other assets, non-current	32,252		25,534
Total assets	$	2,511,684	$	2,572,450
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	11,253	$	11,515
Accrued expenses and other current liabilities	78,892		87,958
Accrued compensation and employee benefits	98,086		130,673
Deferred revenue	288,412		297,355
Total current liabilities	476,643		527,501
Deferred revenue, non-current	107,633		68,665
Operating lease liabilities, non-current	55,085		49,843
Other liabilities, non-current	12,499		4,524
Total liabilities	651,860		650,533
Commitments and contingencies (Note 11)
Stockholders' equity
Preferred stock, $0.00001 par value per share, 20,000 shares authorized as of October 31, 2022 and January 31, 2022; 0 shares issued and outstanding as of October 31, 2022 and January 31, 2022	—		—
Class A common stock, $0.00001 par value per share, 2,000,000 shares authorized as of October 31, 2022 and January 31, 2022; 469,924 and 458,773 shares issued and outstanding as of October 31, 2022 and January 31, 2022, respectively	5		4
Class B common stock, $0.00001 par value per share, 115,741 shares authorized as of October 31, 2022 and January 31, 2022; 82,453 shares issued and outstanding as of October 31, 2022 and January 31, 2022	1		1
Additional paid-in capital	3,649,474		3,406,959
Accumulated other comprehensive income	6,953		10,899
Accumulated deficit	(1,796,609)		(1,495,946)
Total stockholders’ equity	1,859,824		1,921,917
Total liabilities and stockholders’ equity	$	2,511,684	$	2,572,450

The accompanying notes are an integral part of these condensed consolidated financial statements.

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UiPath, Inc.

Condensed Consolidated Statements of Operations

Amounts in thousands except per share data

(unaudited)


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2021		2022		2021
Revenue:
Licenses	$	118,175	$	111,608	$	338,875	$	307,371
Subscription services	130,159		97,963		370,309		265,924
Professional services and other	14,410		11,245		40,848		29,259
Total revenue	262,744		220,816		750,032		602,554
Cost of revenue:
Licenses	3,208		2,626		7,915		7,514
Subscription services	20,578		15,659		63,949		42,076
Professional services and other	18,982		24,815		60,496		78,114
Total cost of revenue	42,768		43,100		132,360		127,704
Gross profit	219,976		177,716		617,672		474,850
Operating expenses:
Sales and marketing	156,469		172,906		527,798		522,925
Research and development	67,341		61,559		203,880		212,245
General and administrative	63,157		59,498		189,130		189,747
Total operating expenses	286,967		293,963		920,808		924,917
Operating loss	(66,991)		(116,247)		(303,136)		(450,067)
Interest income	9,561		899		15,057		2,606
Other income (expense), net	888		(4,300)		(2,523)		(8,743)
Loss before income taxes	(56,542)		(119,648)		(290,602)		(456,204)
Provision for income taxes	1,182		3,139		10,061		6,272
Net loss	$	(57,724)	$	(122,787)	$	(300,663)	$	(462,476)


Net loss per share attributable to common stockholders, basic and diluted	$	(0.10)	$	(0.23)	$	(0.55)	$	(1.08)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	550,164		531,718		546,087		426,811

The accompanying notes are an integral part of these condensed consolidated financial statements.

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UiPath, Inc.

Condensed Consolidated Statements of Comprehensive Loss

Amounts in thousands

(unaudited)


	Three Months Ended October 31,				Nine Months Ended October 31,
	2022		2021		2022		2021
Net loss	$	(57,724)	$	(122,787)	$	(300,663)	$	(462,476)
Other comprehensive (loss) income, net of tax:
Unrealized loss on available-for-sale marketable securities, net	(324)		(81)		(625)		(72)
Foreign currency translation adjustments	(3,873)		8,510		(3,321)		16,424
Other comprehensive (loss) income, net	(4,197)		8,429		(3,946)		16,352
Comprehensive loss	$	(61,921)	$	(114,358)	$	(304,609)	$	(446,124)

The accompanying notes are an integral part of these condensed consolidated financial statements.

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UiPath, Inc.

Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

Amounts in thousands

(unaudited)


	Convertible Preferred Stock			Common Stock						Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
				Class A			Class B
	Shares	Amount		Shares	Amount		Shares	Amount		Amount		Amount		Amount		Amount
Balance as of January 31, 2022	—	$	—	458,773	$	4	82,453	$	1	$	3,406,959	$	10,899	$	(1,495,946)	$	1,921,917
Issuance of common stock upon exercise of stock options	—	—		1,283	—		—	—		2,683		—		—		2,683
Vesting of early exercised stock options	—	—		—	—		—	—		1,355		—		—		1,355
Issuance of common stock upon settlement of restricted stock units	—	—		3,499	—		—	—		—		—		—		—
Tax withholdings on settlement of restricted stock units	—	—		(1,125)	—		—	—		(24,827)		—		—		(24,827)
Stock-based compensation	—	—		—	—		—	—		102,085		—		—		102,085
Other comprehensive loss, net of tax	—	—		—	—		—	—		—		(458)		—		(458)
Net loss	—	—		—	—		—	—		—		—		(122,561)		(122,561)
Balance as of April 30, 2022	—	$	—	462,430	$	4	82,453	$	1	$	3,488,255	$	10,441	$	(1,618,507)	$	1,880,194
Issuance of common stock upon exercise of stock options	—	—		1,418	—		—	—		1,878		—		—		1,878

Issuance of common stock upon settlement of restricted stock units	—	—		3,183	1		—	—		—		—		—		1
Tax withholdings on settlement of restricted stock units	—	—		(1,040)	—		—	—		(18,922)		—		—		(18,922)
Charitable donation of Class A common stock	—	—		300	—		—	—		5,499		—		—		5,499
Shares issued in connection with business acquisition	—	—		570	—		—	—		2,965		—		—		2,965
Issuance of common stock under employee stock purchase plan	—	—		578	—		—	—		9,070		—		—		9,070
Repurchase of unvested early exercised stock options	—	—		(441)	—		—	—		—		—		—		—
Stock-based compensation	—	—		—	—		—	—		88,533		—		—		88,533
Other comprehensive income, net of tax	—	—		—	—		—	—		—		709		—		709
Net loss	—	—		—	—		—	—		—		—		(120,378)		(120,378)
Balance as of July 31, 2022	—	$	—	466,998	$	5	82,453	$	1	$	3,577,278	$	11,150	$	(1,738,885)	$	1,849,549
Issuance of common stock upon exercise of stock options	—	—		1,087	—		—	—		2,889		—		—		2,889

Issuance of common stock upon settlement of restricted stock units	—	—		2,790	—		—	—		—		—		—		—
Tax withholdings on settlement of restricted stock units	—	—		(951)	—		—	—		(11,998)		—		—		(11,998)
Stock-based compensation	—	—		—	—		—	—		81,305		—		—		81,305
Other comprehensive loss, net of tax	—	—		—	—		—	—		—		(4,197)		—		(4,197)
Net loss	—	—		—	—		—	—		—		—		(57,724)		(57,724)
Balance as of October 31, 2022	—	$	—	469,924	$	5	82,453	$	1	$	3,649,474	$	6,953	$	(1,796,609)	$	1,859,824

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	Convertible Preferred Stock			Common Stock						Additional Paid-in Capital		Accumulated Other Comprehensive Income (Loss)		Accumulated Deficit		Total Stockholders' (Deficit) Equity
				Class A			Class B
	Shares	Amount		Shares	Amount		Shares	Amount		Amount		Amount		Amount		Amount
Balance as of January 31, 2021	294,257	$	1,221,968	75,177	$	1	110,653	$	1	$	179,175	$	(12,521)	$	(970,360)	$	(803,704)
Issuance of convertible preferred stock, net of issuance costs	12,043	749,836		—	—		—	—		—		—		—		—
Conversion of convertible preferred stock to common stock upon initial public offering	(306,300)	(1,971,804)		306,300	3		—	—		1,971,801		—		—		1,971,804
Issuance of common stock upon initial public offering, net of underwriting discounts and commissions and other issuance costs	—	—		13,000	—		—	—		687,903		—		—		687,903
Conversion of shares of Class B common stock into shares of Class A common stock	—	—		28,200	—		(28,200)	—		—		—		—		—
Shares issued as consideration for business acquisition	—	—		543	—		—	—		30,446		—		—		30,446
Issuance of common stock upon exercise of stock options	—	—		1,881	—		—	—		3,114		—		—		3,114
Vesting of early exercised stock options	—	—		—	—		—	—		1,646		—		—		1,646
Issuance of common stock upon settlement of restricted stock units	—	—		389	—		—	—		—		—		—		—
Tax withholdings on settlement of restricted stock units	—	—		(164)	—		—	—		(9,218)		—		—		(9,218)
Stock-based compensation	—	—		—	—		—	—		252,986		—		—		252,986
Other comprehensive income, net of tax	—	—		—	—		—	—		—		4,227		—		4,227
Net loss	—	—		—	—		—	—		—		—		(239,663)		(239,663)
Balance as of April 30, 2021	—	$	—	425,326	$	4	82,453	$	1	$	3,117,853	$	(8,294)	$	(1,210,023)	$	1,899,541
Shares issued as consideration for business acquisition	—	—		—	—		—	—		21		—		—		21
Issuance of common stock upon exercise of stock options	—	—		2,993	—		—	—		3,537		—		—		3,537
Vesting of early exercised stock options	—	—		—	—		—	—		615		—		—		615
Issuance of common stock upon settlement of restricted stock units	—	—		2,492	—		—	—		—		—		—		—
Tax withholdings on settlement of restricted stock units	—	—		(18)	—		—	—		(1,175)		—		—		(1,175)
Stock-based compensation	—	—		—	—		—	—		92,744		—		—		92,744
Other comprehensive income, net of tax	—	—		—	—		—	—		—		3,696		—		3,696
Net loss	—	—		—	—		—	—		—		—		(100,026)		(100,026)
Balance as of July 31, 2021	—	$	—	430,793	$	4	82,453	$	1	$	3,213,595	$	(4,598)	$	(1,310,049)	$	1,898,953
Issuance of common stock upon exercise of stock options	—	—		2,848	—		—	—		3,209		—		—		3,209
Vesting of early exercised stock options	—	—		—	—		—	—		462		—		—		462
Issuance of common stock upon settlement of restricted stock units	—	—		8,720	—		—	—		—		—		—		—
Tax withholdings on settlement of restricted stock units	—	—		(4)	—		—	—		(199)		—		—		(199)
Stock-based compensation	—	—		—	—		—	—		95,338		—		—		95,338
Other comprehensive income, net of tax	—	—		—	—		—	—		—		8,429		—		8,429
Net loss	—	—		—	—		—	—		—		—		(122,787)		(122,787)
Balance as of October 31, 2021	—	$	—	442,357	$	4	82,453	$	1	$	3,312,405	$	3,831	$	(1,432,836)	$	1,883,405

The accompanying notes are an integral part of these condensed consolidated financial statements.

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UiPath, Inc.

Condensed Consolidated Statements of Cash Flows

Amounts in thousands

(unaudited)


	Nine Months Ended October 31,
	2022		2021
Cash flows from operating activities
Net loss	$	(300,663)	$	(462,476)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	12,993		10,697
Amortization of deferred contract acquisition costs	37,967		19,904
Net amortization of premium on marketable securities	501		1,391
Stock-based compensation expense	270,797		438,551
Charitable donation of Class A common stock	5,499		—
Amortization of operating lease right-of-use assets	8,555		6,013
Provision for deferred income taxes	1,171		(357)
Abandonment and impairment charges	2,881		—
Other non-cash (credits) charges, net (1)	(1,714)		1,599
Changes in operating assets and liabilities:
Accounts receivable	(33,449)		(27,028)
Contract assets	(27,735)		(29,994)
Deferred contract acquisition costs	(69,657)		(80,720)
Prepaid expenses and other assets	(27,361)		(2,295)
Accounts payable	2,414		17,549
Accrued expense and other liabilities	(13,785)		17,756
Accrued compensation and employee benefits	(26,096)		(822)
Operating lease liabilities, net	(488)		(5,261)
Deferred revenue	54,232		46,544
Net cash used in operating activities	(103,938)		(48,949)
Cash flows from investing activities
Purchases of marketable securities	(204,311)		(161,214)
Sales of marketable securities	—		89,383
Maturities of marketable securities	93,298		58,109
Purchases of property and equipment	(21,614)		(5,719)
Capitalization of software development costs	—		(2,950)
Payments related to business acquisitions, net of cash acquired	(29,542)		(5,498)
Other investing, net	(507)		(1,231)
Net cash used in investing activities	(162,676)		(29,120)
Cash flows from financing activities
Proceeds from exercise of stock options	7,605		9,687
Payments of tax withholdings on net settlement of equity awards	(53,300)		(10,300)
Net (payments) receipts of tax withholdings on sell-to-cover equity award transactions	(10,132)		20,418
Proceeds from employee stock purchase plan contributions	13,525		13,766
Repurchase of unvested early exercised stock options	(1,493)		—
Proceeds from initial public offering, net of underwriting discounts and commissions	—		692,369
Payments of initial public offering costs	—		(3,734)
Proceeds from issuance of convertible preferred stock	—		750,000
Payments of issuance costs for convertible preferred stock	—		(164)
Net cash (used in) provided by financing activities	(43,795)		1,472,042
Effect of exchange rate changes	(7,162)		11,254
Net (decrease) increase in cash, cash equivalents and restricted cash	(317,571)		1,405,227
Cash, cash equivalents, and restricted cash - beginning of period	1,768,723		371,190
Cash, cash equivalents, and restricted cash - end of period	$	1,451,152	$	1,776,417
Supplemental disclosure of cash flow information
Cash paid for interest	$	720	$	512
Cash paid for income taxes	19,060		6,680
Supplemental disclosure of non-cash investing and financing activities
Stock-based compensation capitalized for software development	$	—	$	4,487
Value of shares issued in payment of business acquisitions	2,965		30,467
Reduction in accrued expenses and other liabilities for vesting of early exercised stock options	1,355		2,723

Payable for marketable securities purchase	2,894		—
Deferred payments related to business acquisitions	11,433		—
Tax withholdings on net settlement of restricted stock units, accrued but not yet paid	2,517		445

(1) Prior period amounts have been combined to conform to current presentation

The accompanying notes are an integral part of these consolidated financial statements.

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UiPath, Inc.

Notes to Condensed Consolidated Financial Statements

(unaudited)

1. Organization and Description of Business

Description of Business

UiPath, Inc. (the “Company,” “we,” “us,” or “our”) was founded in Bucharest, Romania in 2005, was incorporated in Delaware in June 2015, and is headquartered in New York, New York. We offer an end-to-end automation platform which provides a range of robotic process automation (“RPA”) solutions via a suite of interrelated software offerings that allow our customers to discover automation opportunities and to build, manage, run, engage, measure, and govern automations across departments within an organization.

We derive revenue primarily from the sale of: (1) software licenses for use of our proprietary software and related maintenance and support; (2) the right to access certain software products we host (i.e., software as a service, or "SaaS"); (3) hybrid solutions (which are comprised of three types of performance obligations: term license, maintenance and support, and SaaS); and (4) professional services.

We have legal presence in 32 countries, with our principal operations in the United States, Romania, and Japan.

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UiPath, Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

2. Summary of Significant Accounting Policies

Our significant accounting policies are discussed in greater detail in Note 2, Summary of Significant Accounting Policies, in the notes to consolidated financial statements included in the 2022 Form 10-K. There have been no significant changes to these policies during the nine months ended October 31, 2022.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and applicable regulations of the SEC regarding interim financial reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by U.S. GAAP may be condensed or omitted. The accompanying unaudited condensed consolidated financial statements and related financial information should be read in conjunction with the audited consolidated financial statements and the accompanying notes thereto for the fiscal year ended January 31, 2022, which are included in the 2022 Form 10-K.

The unaudited condensed consolidated financial statements have been prepared on the same basis as the our audited consolidated financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, that are necessary for the fair presentation of our financial information. The unaudited condensed consolidated financial statements include the financial statements of UiPath, Inc. and its wholly owned subsidiaries in which we hold a controlling financial interest. Intercompany transactions and accounts have been eliminated in consolidation.

The results of operations for the nine months ended October 31, 2022 and 2021 are not necessarily indicative of the results to be expected for the fiscal year ending January 31, 2023 or for any other future interim or annual period.

Fiscal Year

Our fiscal year ends on January 31. References to fiscal year 2023, for example, refer to the fiscal year ending January 31, 2023.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities at the balance sheet date and the amounts of revenue and expenses reported during the period. We evaluate estimates based on historical and anticipated results, trends, and various other assumptions. Such estimates include, but are not limited to, revenue recognition, estimated expected benefit period for deferred contract acquisition costs, allowance for doubtful accounts, fair value of financial assets, fair value of acquired assets and assumed liabilities, useful lives of long-lived assets, capitalized software development costs, carrying value of operating lease right-of-use (“ROU”) assets, incremental borrowing rates for operating leases, amount of stock-based compensation expense including determination of fair value of common stock prior to our initial public offering ("IPO"), timing and amount of contingencies, costs related to our restructuring actions, and valuation allowance for deferred income taxes. Actual results could differ from these estimates and assumptions.

Foreign Currency

The functional currency of our non-U.S. subsidiaries is the local currency. Asset and liability balances denominated in non-U.S. dollar currencies are translated into U.S. dollars using period-end exchange rates, while revenue and expenses are translated using average monthly exchange rates. Differences are included in stockholders’ equity as a component of accumulated other comprehensive income. Financial assets and liabilities denominated in currencies other than the functional currency are recorded at the exchange rate at the time of the transaction and subsequent gains and losses related to changes in the foreign currency are included in other income (expense), net in the condensed consolidated statements of operations. For the three months ended October 31, 2022 and 2021, we recognized transaction losses of $0.4 million and $6.5 million, respectively. For the nine months ended October 31, 2022 and 2021, we recognized transaction losses of $2.6 million and $11.7 million, respectively.

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UiPath, Inc.

Notes to Condensed Consolidated Financial Statements (Continued)

(unaudited)

Concentration of Risks

Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash and cash equivalents, marketable securities, and accounts receivable. We maintain our cash balance at financial institutions that management believes are high-credit, quality financial institutions, where our deposits, at times, exceed Federal Deposit Insurance Corporation (“FDIC”) limits. As of October 31, 2022 and January 31, 2022, 99% and 96%, respectively, of our cash and cash equivalents were concentrated in the United States, European Union (“EU”) countries, and Japan.