Filed pursuant to Rule 424(b)(3)
Registration No. 333-261923
Prospectus Supplement No. 1
(To Prospectus dated January 6, 2022)

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This prospectus supplement updates, amends and supplements the prospectus dated January 6, 2022 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-261923). Capitalized terms used in this prospectus supplement and not otherwise defined herein have the meanings specified in the Prospectus.

This prospectus supplement is being filed to update, amend and supplement the information included in the Prospectus with certain information contained in Exhibit 99.1 relating to Item 2.02 of our Current Report on Form 8-K filed with the Securities and Exchange Commission on March 31, 2022, which is set forth below. The information from Exhibit 99.1 deemed to be part of the Prospectus is limited to: the information included directly under the heading “Forward-looking Statements”; the unaudited consolidated statements of operations and comprehensive loss, consolidated balance sheets, consolidated statements of cash flows, reconciliation of net loss to adjusted EBITDA and reconciliation of U.S. GAAP to non-GAAP financial measures; and the information included directly under the heading “Planet’s Use of Non-GAAP Financial Measures”. No other information included in Exhibit 99.1 or in the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 31, 2022 is deemed to be part of the Prospectus.

This prospectus supplement is not complete without the Prospectus. This prospectus supplement should be read in conjunction with the Prospectus, which is to be delivered with this prospectus supplement, and is qualified by reference thereto, except to the extent that the information in this prospectus supplement updates or supersedes the information contained in the Prospectus. Please keep this prospectus supplement with your Prospectus for future reference.

Our Class A Common Stock and Warrants are listed on the New York Stock Exchange (“NYSE”) under the symbols “PL” and “PL WS,” respectively. On March 29, 2022, the closing price of our Class A Common Stock was $5.59 and the closing price for our Warrants was $1.38.

Our business and an investment in our Class A Common Stock and Warrants involve significant risks. These risks are described in the section titled “Risk Factors” beginning on page 12 of the Prospectus.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.


The date of this prospectus supplement is March 31, 2022.





UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 31, 2022

Planet Labs PBC
(Exact name of registrant as specified in its charter)
Delaware
001-40166
85-4299396
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
645 Harrison Street, Floor 4
San Francisco, California
94107
(Address of principal executive offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: (415) 829-3313

N/A
(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
Trading
Symbol(s)
Name of each exchange
on which registered
Class A common stock, $0.0001 par value per share
PL
New York Stock Exchange
Warrants, each warrant exercisable for one share of common stock, each at an exercise price of $11.50 per share
PLWS
New York Stock Exchange




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 March 31, 2022, Planet Labs PBC (the “Company”) issued a press release announcing its financial results for its fiscal fourth quarter and full year ended January 31, 2022. The Company announced that it will hold a conference call and webcast to discuss these results at 5:00 p.m. eastern time on March 31, 2022. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

The information in this Item 2.02, including the information contained in Exhibit 99.1, of this Current Report on Form 8-K is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
Exhibit Number
Exhibit Description
99.1
104
Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

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.
Planet Labs PBC
Date: March 31, 2022
By:
/s/ Ashley Fieglein Johnson
Ashley Fieglein Johnson
Chief Financial and Operating Officer






Exhibit 99.1

Planet Reports Financial Results for Fourth Quarter and Full Year of Fiscal 2022
Delivers Record Fourth Quarter Revenue of $37.1 Million and Full Year Revenue of $131.2 Million
Expands YoY Fourth Quarter GAAP Gross Margin from 25% to 37%
Significant Topline Acceleration Expected for Fiscal 2023

San Francisco, CA – March 31, 2022 – Planet Labs PBC (NYSE: PL) (“Planet” or the “Company”), a leading provider of daily data and insights about Earth, today announced financial results for its fiscal fourth quarter and full year ended January 31, 2022, demonstrating accelerating growth and the momentum of its unique data subscription business.

“We scaled the business to over $131 million for the fiscal year ended January 31, 2022, accelerating topline growth and significantly expanding gross margin as use of our proprietary data and services expands within existing and new verticals,” said Will Marshall, Planet’s Co-Founder, Chief Executive Officer and Chairperson. “Recent events in security and sustainability have underscored that now is a global moment for satellite imagery. The criticality of our data and daily scans have never been more apparent.”

Dr. Marshall continued, “We are bullish on our opportunities for growth, given both the general increasing market pull and the specific engagements we are pursuing. We have high confidence in our revenue growth and are continuing to invest in response to what we’re seeing in the market.”

Ashley Johnson, Planet’s Chief Financial and Operating Officer, added, “Over fiscal year 2022, we extended our market lead, scaled the business to over $131 million in revenue, increased our customer count to 770 customers, and ended the year with $491 million of cash on the balance sheet. We are well positioned to capture the massive opportunity for Planet’s data with our rapidly scalable business model and differentiated data solution.”

Fiscal Fourth Quarter and Full Year 2022 Financial and Key Metric Highlights:

Fourth quarter revenue increased 23% year-over-year to $37.1 million.
Full year revenue increased 16% year-over-year to $131.2 million.
Percent of Recurring Annual Contract Value (ACV) for the fourth quarter of fiscal year 2022 was 92%, consistent with the fourth quarter of fiscal year 2021.
End of Period (EoP) Customer Count increased 25% year-over-year to 770 customers.
Net dollar retention rate for the full year was 116% including winbacks.
Fourth quarter gross margin expanded to 37%, compared to 25% in the fourth quarter of fiscal year 2021. Fourth quarter Non-GAAP Gross Margin(1) expanded to 42%, compared to 25% in the fourth quarter of fiscal year 2021.
Full year gross margin expanded to 37%, compared to 23% in fiscal year 2021. Full year Non-GAAP Gross Margin(1) expanded to 38%, compared to 24% in fiscal year 2021.
Raised over $590 million in gross proceeds through successful business combination transaction with dMY Technology Group, Inc. IV and concurrent private placement, and completed public listing on the New York Stock Exchange.
Ended the year with $490.8 million in cash and cash equivalents and no debt.

(1) Please see “Planet’s Use of Non-GAAP Financial Measures” below for a discussion on how Planet calculates the non-GAAP financial measures presented herein. In addition, please find below a reconciliation to the most directly comparable U.S. GAAP financial measure.





Recent Business Highlights:

Growing Customer and Partner Relationships:

Planet recently signed a deal with Rabobank, a leading Dutch multinational banking and financial services organization, who is using Planet’s data to support credit risk assessment for smallholder farmers in developing countries.
Planet signed a contract expansion with Bayer Environmental Science, who created RangeView, a digital platform for the range and pasture industry using satellite imagery and planning tools to help ranchers assess pastures with the most infestation of annual invasive grasses and evaluate the return on investment for treating them.
Planet is partnered with Swiss Re, which, jointly with its local insurance partners, is using Planet's data to insure farmers against drought in parts of Europe and Central Asia.
Taranis and Woolpert were recognized as 2022 Partners of the Year in their respective markets at Planet’s annual Sales Kickoff in San Diego, CA.

Successfully Launching New Products and Technologies:

PlanetScope: Planet announced the general availability of the next generation of its PlanetScope Monitoring product, offering high quality, analysis-ready data to all existing PlanetScope customers. PlanetScope will now include eight spectral bands in addition to a series of enhancements, providing customers with richer, cleaner, and more consistent data to empower deeper analysis of Earth’s changing conditions.
SuperDoves: On January 13, 2022, Flock 4x, consisting of 44 SuperDove satellites, was successfully launched into orbit on a SpaceX Falcon 9 rocket. These 44 satellites join Planet’s existing fleet of roughly 200 satellites in orbit.

Supporting Ukraine Response:

Planet has provided imagery to governments, aid and relief organizations, data analysts and media. Planet remains committed to transparency and accountability and will continue to help others to leverage its services in timely and responsible ways.
Planet has responded with a number of product developments, including providing weekly basemaps of the region to customers, adding analytical capabilities in collaboration with third parties, and enabling improvements to its satellite tasking algorithm.

Impact and Education:

Planet was officially certified as a carbon neutral company for the 2020 calendar year as part of its commitment to sustainability. Planet worked with SCS Global Services (SCS) to certify its operations as carbon neutral in accordance with the internationally recognized PAS 2060: 2014 Carbon Neutrality Standard. This certification covers the entire supply chain – from manufacturing and launching satellites to corporate operations.
Planet’s robust Education and Research program has now led to its satellite data being used in over 1,800 publications. Recent highlights include a study from the University of Aberdeen in the UK, which used PlanetScope imagery to look at arctic lakes formed from melting permafrost and how to measure the resulting carbon sources and sinks in those regions. Contracts like these often lead to new use cases of Planet’s data and better forecasts of the resultant economic and geopolitical effects.





Financial Outlook

For the first quarter of fiscal year 2023, Planet expects revenue to be in the range of approximately $38 million to $41 million. Non-GAAP Gross Margin is expected to be between approximately 38% to 45%. Adjusted EBITDA is expected to be between approximately ($17) million and ($14) million. Capital Expenditure as a Percentage of Revenue is expected to be between approximately 8% and 9% of revenue for the first quarter.

For fiscal year 2023, Planet expects revenue to be in the range of approximately $170 million to $190 million. Non-GAAP Gross Margin is expected to be between approximately 43% to 50%. Adjusted EBITDA is expected to be between approximately ($75) million and ($50) million. Capital Expenditure as a Percentage of Revenue is expected to be between approximately 12% to 13% for the full fiscal year 2023.

Planet has not reconciled its Non-GAAP Gross Margin outlook, which is derived from Non-GAAP Gross Profit (Loss), and Adjusted EBITDA outlook to their most directly comparable GAAP measures (gross profit (loss) and net loss, respectively) because certain items that impact gross profit (loss) and net loss, such as stock-based compensation expense and (in the case of Adjusted EBITDA) depreciation and amortization, are uncertain or out of Planet’s control and cannot be reasonably predicted. The actual amount of these expenses during the first quarter of fiscal year 2023 and fiscal year 2023 will have a significant impact on Planet’s future GAAP financial results. Accordingly, a reconciliation of Non-GAAP Gross Margin outlook and Adjusted EBITDA outlook to gross profit (loss) margin and net loss, respectively, is not available without unreasonable efforts.

The foregoing forward-looking statements reflect Planet’s expectations as of today's date. Given the number of risk factors, uncertainties and assumptions discussed below, actual results may differ materially.

Webcast and Conference Call Information

Planet will host a conference call at 5:00 p.m. ET / 2:00 p.m. PT today, March 31, 2022. The webcast can be accessed at www.planet.com/investors/. A replay will be available approximately 2 hours following the event. If you would prefer to register for the conference call, please go to the following link: https://www.incommglobalevents.com/registration/q4inc/10219/planet-labs-pbc-fiscal-year-2022-earnings-call/. You will then receive your access details via email.

Additionally, a supplemental Fiscal Fourth Quarter and Full Year 2022 Update presentation has been made available on Planet’s investor relations page.

About Planet

Planet is a leading provider of global, daily satellite imagery and geospatial solutions. Planet is driven by a mission to image the world every day, and make change visible, accessible and actionable. Founded in 2010 by three NASA scientists, Planet designs, builds, and operates the largest Earth observation fleet of imaging satellites, capturing and compiling data from over 3 million images per day. Planet provides mission-critical data, advanced insights, and software solutions to over 700 customers, comprising the world’s leading agriculture, forestry, intelligence, education and finance companies and government agencies, enabling users to simply and effectively derive unique value from satellite imagery. Planet is a public benefit corporation trading on the New York Stock Exchange as PL. To learn more visit www.planet.com and follow us on Twitter.

Planet’s Use of Non-GAAP Financial Measures

This press release includes Non-GAAP Gross Profit (Loss), Non-GAAP Gross Margin, which is derived from Non-GAAP Gross Profit (Loss), Adjusted EBITDA and certain non-GAAP operating expenses described further below, which are non-GAAP performance measures that the Company uses to supplement its results presented in accordance with U.S. GAAP. The Company believes these non-GAAP financial measures are useful in evaluating its operating performance, as they are similar to measures



reported by the Company’s public competitors and are regularly used by analysts, institutional investors, and other interested parties in analyzing operating performance and prospects. Further, the Company believes such non-GAAP measures are helpful in highlighting trends in the Company’s operating results because they exclude items that are not indicative of the Company’s core operating performance. In addition, the Company includes these non-GAAP financial measures because they are used by management to evaluate the Company’s core operating performance and trends and to make strategic decisions regarding the allocation of capital and new investments.

Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, as a substitute for, or superior to, measures of financial performance prepared in accordance with U.S. GAAP. Specifically, these measures should not be considered as an alternative to gross profit (loss), net loss, loss from operations, operating expenses, cost of revenue or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flows from operating activities as a measure of liquidity. The non-GAAP financial measures presented are not based on any standardized methodology prescribed by U.S. GAAP and are not necessarily comparable to similarly-titled measures presented by other companies. Further, the non-GAAP financial measures presented exclude stock-based compensation expenses, which has recently been, and will continue to be for the foreseeable future, a significant recurring expense for the Company’s business and an important part of its compensation strategy.

Planet calculates these non-GAAP financial measures as follows:

Non-GAAP Gross Profit (Loss) and Non-GAAP Gross Margin: The Company defines and calculates Non-GAAP Gross Profit (Loss) as gross profit (loss) adjusted for stock-based compensation expenses classified as cost of revenue, and Non-GAAP Gross Margin as the percentage of Non-GAAP Gross Profit (Loss) to revenue.

Adjusted EBITDA: The Company defines and calculates Adjusted EBITDA as net loss before the impact of interest income and expense, income tax expense and depreciation and amortization, and further adjusted for the following items: stock-based compensation; change in fair value of convertible notes and warrant liabilities; gain or loss on the extinguishment of debt; and non-operating income and expenses such as foreign currency exchange gain or loss.

Non-GAAP Operating Expenses: The Company defines and calculates Non-GAAP cost of revenue, Non-GAAP research and development expenses, Non-GAAP sales and marketing expenses, and Non-GAAP general and administrative expenses as, in each case, the corresponding U.S. GAAP financial measure (cost of revenue, research and development expenses, sales and marketing expenses, and general and administrative expenses) adjusted for stock-based compensation expenses that are classified within each of the corresponding U.S. GAAP financial measures.

Other Key Metrics

Percent of Recurring ACV

The Company defines Annual Contract Value (“ACV”) for contracts of one year or greater as the total amount of value that a customer has contracted to pay for the most recent 12 month period for the contract. For short-term contracts (contracts less than 12 months), ACV is equal to total contract value. The Company defines Percent of Recurring ACV as the dollar value of all data subscription contracts and the committed portion of usage-based contracts divided by the total dollar value of all contracts in its ACV Book of Business at a specific point in time. The Company defines ACV Book of Business as the sum of the ACV of all contracts that are active on the last day of the period pursuant to the effective dates and end dates of such contracts. The Company believes Percent of Recurring ACV is a useful metric for investors and management to track as it helps to illustrate how much of its revenue comes from customers that have the potential to renew their contracts over multiple years rather than being one-time in nature. In calculating Percent of Recurring ACV, management applies judgment as to which customers have an active contract at a period end for the purpose of determining ACV Book of Business, which is used as part of the calculation of Percent of Recurring ACV.




EoP Customer Count

The Company defines EoP Customer Count as the total count of all existing customers at the end of the period. It defines existing customers as customers with an active contract with the Company at the end of the reported period. For the purpose of this metric, the Company defines a customer as a distinct entity that uses its data or services. The Company sells directly to customers, as well as indirectly through its partner network. If a partner does not provide the end customer’s name, then the partner is reported as the customer. Each customer, regardless of the number of active opportunities with the Company, is counted only once. For example, if a customer utilizes multiple products of the Company, the Company only counts that customer once for purposes of EoP Customer Count. A customer with multiple divisions, segments, or subsidiaries are also counted as a single unique customer based on the parent organization or parent account. The Company believes EoP Customer Count is a useful metric for investors and management to track as it is an important indicator of the broader adoption of its platform and is a measure of its success in growing its market presence and penetration. In calculating EoP Customer Count, management applies judgment as to which customers are deemed to have an active contract in a period, as well as whether a customer is a distinct entity that uses the Company’s data or services.

Net Dollar Retention Rate including Winbacks

The Company defines Net Dollar Retention Rate including winbacks as the percentage of ACV generated by existing customers and winbacks in a given period as compared to the ACV of all contracts at the beginning of the fiscal year from the same set of existing customers. A winback is a previously existing customer who was inactive at the start of the fiscal year, but has reactivated during the same fiscal year period. The reactivation period must be within 24 months from the last active contract with the customer; otherwise, the customer is assumed as a new customer. We believe this metric is useful to investors as it captures the value of customer contracts that resume business with the Company after being inactive and thereby provides a quantification of the Company’s ability to recapture lost business. Management applies judgment in determining the value of active contracts in a given period, as set forth in the definition of ACV above. Management uses this metric to understand the adoption of our products and long-term customer retention, as well as the success of marketing campaigns and sales initiatives in re-engaging inactive customers.

Capital Expenditures as a Percentage of Revenue

The Company defines capital expenditures as purchases of property and equipment plus capitalized internally developed software development costs, which are included in our statements of cash flows from investing activities. The Company defines Capital Expenditures as a Percentage of Revenue as the total amount of capital expenditures divided by total revenue in the reported period. Capital Expenditures as a Percentage of Revenue is a performance measure that we use to evaluate the appropriate level of capital expenditures needed to support demand for the Company’s data services and related revenue, and to provide a comparable view of the Company’s performance relative to other earth observation companies, which may invest significantly greater amounts in their satellites to deliver their data to customers. The Company uses an agile space systems strategy, which means we invest in a larger number of significantly lower cost satellites and software infrastructure to automate the management of the satellites and to deliver the Company’s data to clients. As a result of the Company’s strategy and business model, the Company’s capital expenditures may be more similar to software companies with large data center infrastructure costs. Therefore, the Company believes it is important to look at the level of capital expenditure investments relative to revenue when evaluating the Company’s performance relative to other earth observation companies or to other software and data companies with significant data center infrastructure investment requirements. The Company believes Capital Expenditures as a Percentage of Revenue is a useful metric for investors because it provides visibility to the level of capital expenditures required to operate the Company and the Company’s relative capital efficiency.





Forward-looking Statements

Except for the historical information contained herein, the matters set forth in this press release are forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including, but not limited to, the Company’s ability to capture market opportunity; whether and when the Company will be able to execute on its growth initiatives; whether the Company will realize any of the potential benefits from strategic acquisitions; whether the Company will be able to successfully build or deploy its satellites, including new satellites that are in development; whether the Company will be able to continue to invest in scaling its sales organization and expanding its software engineering capabilities; and the Company’s financial outlook. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “seek,” “may,” “will,” “could,” “can,” “should,” “would,” “believes,” “predicts,” “potential,” “strategy,” “opportunity,” “aim,” “continue” and similar expressions or the negative thereof, or discussions of strategy, plans, objectives, intentions, estimates, forecasts, outlook, assumptions, or goals, are intended to identify such forward-looking statements. Forward-looking statements are based on the Company’s management’s beliefs, as well as assumptions made by, and information currently available to them. Because such statements are based on expectations as to future financial and operating results and are not statements of fact, actual results may differ materially from those projected. Factors which may cause actual results to differ materially from current expectations include, but are not limited to: the Company’s limited operating history making it difficult to predict its future operating results; the Company’s expectations that its operating expenses will increase substantially for the foreseeable future; whether the market for the Company’s products and services that is built upon its data set, which has not existed before, will grow as expected; the Company’s ability to manage its growth effectively; whether current customers or prospective customers adopt the Company’s platform; whether the Company will be able to compete effectively with the increasing competition in its market from commercial entities and governments; the Company’s ability to continue to capture certain high-value government procurement contracts; whether the Company is subject to any risks as a result of its global operations, including, but not limited to, being subject to any hostile actions by a government or other state actor; the Company’s international operations creating business and economic risks that could impact its operations and financial results; the interruption or failure of the Company’s satellite operations, information technology infrastructure or loss of its data storage, whether by cyber-attacks or other adverse events that limit its ability to perform its daily operations effectively and provide its products and services; whether the Company experiences any adverse events, such as delayed launches, launch failures, its satellites failing to reach their planned orbital locations, its satellites failing to operate as intended, being destroyed or otherwise becoming inoperable, the cost of satellite launches significantly increasing and/or satellite launch providers not having sufficient capacity; the Company’s satellites not being able to capture Earth images due to weather, natural disasters or other external factors, or as a result of its constellation of satellites having restrained capacity; if the Company is unable to develop and release product and service enhancements to respond to rapid technological change, or to develop new designs and technologies for its satellites, in a timely and cost-effective manner; downturns or volatility in general economic conditions, including as a result of the current COVID-19 pandemic, including any variants thereof, or any other outbreak of an infectious disease; the effects of acts of terrorism, war or political instability, both domestically and internationally, including the current events involving Russia and Ukraine, changes in laws and regulations, or the imposition of economic or trade sanctions affecting international commercial transactions; the loss of one or more of the Company’s key personnel, or its failure to attract, hire, retain and train other highly qualified personnel in the future; the Company’s ability to raise adequate capital, including on acceptable terms, to finance its business strategies; how rules and regulations in the Company’s highly regulated industry may impact its business; if the Company fails to maintain effective internal controls over financial reporting at a reasonable assurance level; and the other factors described under the heading “Risk Factors” in the Registration Statement on Form S-1 filed by the Company with the Securities and Exchange Commission (SEC) and any subsequent filings with the SEC the Company may make. Copies of each filing may be obtained from the Company or the SEC. All forward-looking statements reflect the Company’s beliefs and assumptions only as of the date of this press release. The Company undertakes no obligation to update forward-looking statements to reflect future events or circumstances. The Company’s results for the quarter and year ended January 31, 2022 are not necessarily indicative of its operating results for any future periods.




PLANET
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (unaudited)


Three Months Ended January 31, Year Ended January 31,
(in thousands, except share and per share amounts) 2022 2021 2022 2021
Revenue $ 37,146  $ 30,281  $ 131,209  $ 113,168 
Cost of revenue 23,230 22,825 82,987 87,383
Gross profit 13,916 7,456 48,222  25,785 
Operating expenses
Research and development 27,163 11,384 66,684 43,825
Sales and marketing 19,226 10,047 52,917 37,268
General and administrative 24,733 6,586 56,672 32,134
Total operating expenses 71,122 28,017 176,273 113,227
Loss from operations (57,206) (20,561) (128,051) (87,442)
Debt extinguishment gain (loss) (1,690) (1,690) 673
Interest expense (1,022) (2,612) (8,772) (9,447)
Change in fair value of convertible notes and warrant liabilities 17,155 (13,540) 5,726 (30,053)
Other income (expense), net (1,914) (281) (2,227) 239
Total other expense, net 12,529 (16,433) (6,963) (38,588)
Loss before provision for income taxes (44,677) (36,994) (135,014) (126,030)
Provision for income taxes 1,288 504 2,110 1,073
Net loss $ (45,965) $ (37,498) $ (137,124) $ (127,103)
Other comprehensive loss
Foreign currency translation adjustment, net of tax (8) 239 327 276
Comprehensive loss $ (45,973) $ (37,259) $ (136,797) $ (126,827)
Basic and diluted net loss per share attributable to common stockholders $ (0.26) $ (0.83) $ (1.72) $ (2.87)
Basic and diluted weighted-average common shares outstanding used in computing net loss per share attributable to common stockholders 178,278,954 45,230,840 79,610,970 44,214,426



























PLANET
CONSOLIDATED BALANCE SHEETS (unaudited)


January 31,
(in thousands, except share and par value amounts) 2022 2021
Assets
Current assets
Cash and cash equivalents $ 490,762  $ 71,183 
Accounts receivable, net 44,373 47,110
Prepaid expenses and other current assets 16,385 7,134
Total current assets 551,520 125,427
Property and equipment, net 133,280 159,855
Capitalized internal-use software, net 10,768 11,994
Goodwill 103,219 88,393
Intangible assets, net 14,197 5,673
Restricted cash, non-current 5,743 4,982
Other non-current assets 2,714 2,984
Total assets $ 821,441  $ 399,308 
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable $ 2,850  $ 1,446 
Accrued and other current liabilities 48,823 30,195
Deferred revenue 64,233 57,570
Liability from early exercise of stock options 16,135
Convertible notes, at fair value 8,244
Preferred stock warrant liability 11,359
Total current liabilities 132,041 108,814
Debt, net of discount 62,644
Convertible notes, at fair value
92,968
Deferred revenue
3,579 15,122
Deferred hosting costs 12,149 7,971
Public and private placement warrant liabilities 23,224
Deferred rent 798 2,991
Other non-current liabilities 1,405 1,287
Total liabilities 173,196 291,797
Commitments and contingencies
Stockholders’ equity
Convertible preferred stock 13
Common stock 27 4
Additional paid-in capital 1,423,151 745,630
Accumulated other comprehensive income 2,096 1,769
Accumulated deficit (777,029) (639,905)
Total stockholders’ equity 648,245 107,511
Total liabilities and stockholders’ equity $ 821,441  $ 399,308 













PLANET
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)


Year Ended January 31,
(in thousands) 2022 2021
Operating activities
Net loss $ (137,124) $ (127,103)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization 45,043 62,212
Stock-based compensation, net of capitalized costs 41,956 14,012
Provision for doubtful accounts 45 823
Change in fair value of convertible notes and warrant liabilities (5,726) 30,053
Debt extinguishment (gain) loss 1,671 (673)
Deferred income taxes (1,393)
Amortization of debt discount and issuance costs 2,635 2,750
Impairment of capitalized internal-use software 1,143
Changes in operating assets and liabilities
Accounts receivable 3,263 (19,932)
Prepaid expenses and other assets (8,680) 2,617
Accounts payable, accrued and other liabilities 16,072 11,033
Deferred revenue (4,898) 14,433
Deferred hosting costs 5,844 7,971
Deferred rent (2,062) (2,223)
Net cash used in operating activities (42,211) (4,027)
Investing activities
Purchases of property and equipment (10,313) (26,096)
Capitalized internal-use software (4,618) (4,030)
Business acquisition, net of cash acquired (9,620)
Other (598) (674)
Net cash used in investing activities (25,149) (30,800)
Financing activities
Proceeds from the exercise of common stock options 10,640 539
Proceeds from the early exercise of common stock options 17,928
Class A common stock withheld to satisfy employee tax withholding obligations (5,598)
Proceeds from Business Combination and PIPE Investment, net of transaction costs 533,164
Principal payment of debt (66,950)
Proceeds from issuance of debt and common stock warrants, net of issuance costs 14,862
Principal payment of convertible notes (2,586)
Proceeds from issuance of convertible notes and preferred stock warrant 71,125
Net cash provided by financing activities 489,184 83,940
Effect of exchange rate changes on cash, cash equivalents and restricted cash (1,550) (312)
Net increase (decrease) in cash, cash equivalents and restricted cash 420,274 48,801
Cash, cash equivalents and restricted cash at the beginning of the period 76,540 27,739
Cash, cash equivalents and restricted cash at the end of the period $ 496,814  $ 76,540 








PLANET
RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA (unaudited)


Three Months Ended Year Ended
January 31, 2022 January 31, 2021 January 31, 2022 January 31, 2021
(in thousands)
Net loss $ (45,965) $ (37,498) $ (137,124) $ (127,103)
Interest expense 1,022  2,612  8,772 9,447
Interest income (9) (4) (21) (53)
Income tax provision 1,288  504  2,110 1,073
Depreciation and amortization 11,178  15,912  45,043 62,212
Debt extinguishment (gain) loss 1,690  —  1,690 (673)
Change in fair value of convertible notes and warrant liabilities (17,155) 13,540  (5,726) 30,053
Stock-based compensation 29,337  2,923  41,956 14,012
Other (income) expense 1,923  285  2,248 (186)
Adjusted EBITDA $ (16,691) $ (1,726) $ (41,052) $ (11,218)









































PLANET
RECONCILIATION OF U.S. GAAP TO NON-GAAP FINANCIAL MEASURES (unaudited)


Three Months Ended Year Ended
January 31, 2022 January 31, 2021 January 31, 2022 January 31, 2021
(in thousands)
Reconciliation of cost of revenue:
GAAP cost of revenue $ 23,230  $ 22,825  $ 82,987  $ 87,383 
Less: Stock-based compensation 1,569  258  2,257  843 
Non-GAAP cost of revenue $ 21,661  $ 22,567  $ 80,730  $ 86,540 
Reconciliation of gross profit:
GAAP gross profit $ 13,916  $ 7,456  $ 48,222  $ 25,785 
Add: Stock-based compensation 1,569 258 2,257 843
Non-GAAP gross profit $ 15,485  $ 7,714  $ 50,479  $ 26,628 
GAAP gross margin 37  % 25  % 37  % 23  %
Non-GAAP gross margin 42  % 25  % 38  % 24  %
Reconciliation of operating expenses:
GAAP research and development $ 27,163  $ 11,384  $ 66,684  $ 43,825 
Less: Stock-based compensation 11,332  1,077  15,400  3,583 
Non-GAAP research and development $ 15,831  $ 10,307  $ 51,284  $ 40,242 
GAAP sales and marketing $ 19,226  $ 10,047  $ 52,917  $ 37,268 
Less: Stock-based compensation 5,918  494  7,877  1,687 
Non-GAAP sales and marketing $ 13,308  $ 9,553  $ 45,040  $ 35,581 
GAAP general and administrative $ 24,733  $ 6,586  $ 56,672  $ 32,134 
Less: Stock-based compensation 10,518  1,094  16,422  7,899 
Non-GAAP general and administrative $ 14,215  $ 5,492  $ 40,250  $ 24,235 























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