ZS.NASDAQZscaler, INC

10-Q: Zscaler Reports Strong Revenue and Cash Flow Growth Amidst Continued Strategic Investments and Q3 Net Loss

Sentiment:

Quarterly Report


Zscaler, a cloud security leader, announced a 23% revenue increase for the quarter and a 24% increase for the nine-month period, alongside robust operating cash flow, despite reporting a net loss for the recent quarter as it continues significant investments in growth and strategic acquisitions.

Capital raiseThe company states, "We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all."It also notes, "Our failure to raise additional capital necessary to expand our operations and invest in new solutions could reduce our ability to compete and could harm our business."This indicates a general potential need for future capital, rather than an immediate or planned capital raise.

Summary

  • Revenue for the three months ended April 30, 2025, increased by 23% to $678.0 million, up from $553.2 million in the prior year period.
  • For the nine months ended April 30, 2025, revenue grew 24% to $1,953.9 million, compared to $1,574.9 million in the same period last year.
  • The company reported a net loss of $4.1 million for the three months ended April 30, 2025, a shift from a net income of $19.1 million in the comparable prior year quarter.
  • For the nine months ended April 30, 2025, the net loss was $23.9 million, an improvement from a net loss of $42.8 million in the prior year period.
  • Gross margin decreased slightly to 77% for both the three and nine months ended April 30, 2025, down from 79% and 78% respectively in the prior year periods.
  • Non-GAAP operating margin improved to 22% for the nine months ended April 30, 2025, up from 20% in the prior year period.
  • Net cash provided by operating activities significantly increased to $721.8 million for the nine months ended April 30, 2025, compared to $576.3 million in the prior year period.
  • Free cash flow for the nine months ended April 30, 2025, was $554.8 million, up from $448.6 million in the prior year period, maintaining a 28% free cash flow margin.
  • Calculated billings increased by 19% to $2,043.9 million for the nine months ended April 30, 2025.
  • The dollar-based net retention rate was 114% for the trailing 12 months ended April 30, 2025, a slight decrease from 116% in the prior year.
  • Zscaler's customer base grew by 10% from April 30, 2024, to April 30, 2025.
  • The company entered into a definitive agreement to acquire Red Canary, Inc. for $675.0 million in cash plus equity awards, expected to close in Q1 fiscal 2026.
  • Convertible Senior Notes totaling $1,150.0 million are due on July 1, 2025, with the company electing to satisfy conversion obligations by paying cash equal to the principal amount.
  • A new lease agreement for the company's headquarters in Santa Clara, California, for approximately 301,000 square feet, commences on September 1, 2026, and ends on April 30, 2032.

Sentiment

Score: 6

Explanation: The company demonstrates strong revenue growth and excellent cash flow generation, indicating a healthy core business and effective market penetration. However, the return to a net loss in the current quarter and a slight dip in net retention, coupled with management's cautious outlook on sales cycles, introduce some concerns. The strategic acquisition of Red Canary is positive for long-term positioning but adds to immediate cash outlays. Overall, the sentiment is cautiously optimistic, balancing growth with profitability challenges.

Positives

  • Strong revenue growth of 23% for the quarter and 24% for the nine-month period demonstrates continued market penetration and demand for Zscaler's cloud platform.
  • Net cash provided by operating activities increased significantly to $721.8 million for the nine months ended April 30, 2025, indicating robust cash generation from core operations.
  • Free cash flow grew to $554.8 million for the nine-month period, maintaining a healthy 28% free cash flow margin, providing ample liquidity for strategic initiatives.
  • Non-GAAP operating margin improved to 22% for the nine months ended April 30, 2025, reflecting increased operational efficiency despite significant investments.
  • The net loss for the nine-month period decreased to $23.9 million from $42.8 million, showing progress towards profitability on a longer-term basis.
  • The customer base expanded by 10% year-over-year, indicating successful new customer acquisition.
  • A dollar-based net retention rate of 114% signifies strong expansion within existing customer accounts, driven by additional users and services.
  • Strategic acquisitions, including the planned acquisition of Red Canary, Inc. for $675.0 million, are expected to expand security operations offerings and enhance data fabric capabilities.

Negatives

  • The company reported a net loss of $4.1 million for the three months ended April 30, 2025, a decline from a net income of $19.1 million in the same quarter last year.
  • Gross margin slightly decreased to 77% for both the three and nine months ended April 30, 2025, compared to prior periods, indicating increased cost of revenue relative to sales.
  • Operating losses increased for both the three-month ($25.4 million from $3.0 million) and nine-month ($96.2 million from $94.5 million) periods, reflecting higher operating expenses.
  • The dollar-based net retention rate slightly declined to 114% from 116% in the prior year, suggesting a minor slowdown in expansion from existing customers.
  • Management noted continued customer scrutiny and elongated approval processes for transactions, particularly larger deals, due to the uncertain macroeconomic environment.
  • The company expects to continue incurring net losses for the foreseeable future as it prioritizes investments in sales and marketing, research and development, and legal matters.

Risks

  • The company has a history of losses and may not be able to achieve or sustain profitability in the future, as it expects to continue incurring net losses due to ongoing investments.
  • Failure of organizations to widely adopt Zscaler's cloud platform, or inability to keep pace with industry changes, could adversely affect business growth and operating results.
  • Inability to attract new customers or retain and expand existing customer subscriptions could harm future results of operations, especially with increased customer cautiousness and elongated sales cycles.
  • Intense and increasing competition from established network and security vendors, as well as emerging cloud-based solution providers, could lead to loss of market share.
  • Rapid revenue growth in recent periods may not be indicative of future performance, and growth rates are expected to decline as the revenue base increases.
  • Operating results may fluctuate significantly due to factors such as broad market acceptance, sales cycles, seasonality, competition, and macroeconomic conditions.
  • Any interruption or delay in the delivery of services, including due to defects, errors, or infrastructure failures, could damage reputation and negatively impact customer relationships.
  • Actual or perceived security breaches of the cloud platform or internal networks could harm Zscaler's reputation, lead to financial liabilities, and negatively impact business.
  • The business and growth depend significantly on the success of relationships with channel partners, and their failure to effectively market or support services could be detrimental.
  • Reliance on key technical, sales, and management personnel, including the upcoming CFO retirement, means the loss of such employees or inability to attract new talent could harm the business.
  • Claims by others of intellectual property infringement or other lawsuits could result in significant costs, divert management attention, and harm the business.
  • Challenges related to India operations, such as increasing wage costs and intense competition for skilled professionals, could impair development efforts and growth.
  • Servicing the $1.15 billion Convertible Senior Notes due July 1, 2025, will require a substantial amount of cash, potentially impacting funds for other corporate purposes.
  • The impact of global economic disruptions, including inflation, high interest rates, and geopolitical conflicts, remains uncertain and may materially adversely affect the business.
  • Issues in the development, use, and execution of AI and Machine Learning, combined with an uncertain regulatory environment, may harm the business.
  • Reliance on a limited number of suppliers for critical components of the cloud platform and systems exposes the company to supply chain disruptions and increased costs.
  • Failure to comply with various federal, state, local, and foreign laws and regulations, including those related to privacy, data protection, export controls, and trade sanctions, could lead to fines and penalties.
  • Exposure to fluctuations in currency exchange rates, particularly for foreign currency-denominated operating expenses, could negatively affect operating results despite hedging efforts.
  • The company is subject to counterparty default risks with financial institutions for cash, investments, and derivative contracts.
  • Taxing authorities may successfully assert that the company should have collected sales and use, value-added, or similar taxes, leading to potential liabilities.
  • The ability to use net operating loss carryforwards and certain other tax attributes may be limited due to ownership changes or other factors.
  • The concentration of stock ownership with insiders may limit other stockholders' ability to influence corporate matters.
  • Certain provisions in charter documents and Delaware law could make an acquisition of the company more difficult or limit stockholder influence.
  • The market price of common stock may be volatile due to various factors, including operating results, competition, litigation, and general economic conditions.
  • Sales of substantial amounts of common stock in the public markets, or the perception thereof, as well as issuances upon conversion of Notes, could reduce the stock price and dilute ownership.
  • The company does not intend to pay dividends in the foreseeable future, meaning returns on investment depend solely on stock price appreciation.
  • Reliance on third parties for essential financial and operational services means a failure or disruption in these services could adversely affect business management.
  • Involvement in litigation, even if incidental to ordinary course of business, can be time-consuming, costly, and divert management resources.

Future Outlook

Zscaler anticipates continued net losses for the foreseeable future as it prioritizes significant investments in its sales and marketing organization to maximize market opportunity, and in research and development to enhance its cloud platform functionality. The company expects its calculated billings growth rate to trend down over time, and while operating expenses are projected to increase in absolute dollars, they are expected to decrease as a percentage of revenue in the long term. Zscaler believes its existing cash, cash equivalents, and short-term investments will be sufficient to fund its working capital, capital expenditures, and convertible senior notes repayment requirements for at least the next 12 months. The acquisition of Red Canary, Inc. is expected to close in the first quarter of fiscal 2026, further expanding Zscaler's security operations offerings.

Management Comments

  • "We expect we will continue to incur net losses for the foreseeable future, as we continue to invest in our sales and marketing organization to maximize our market opportunity, to invest in research and development efforts to enhance the functionality of our cloud platform, and to address any legal matters and related accruals."
  • "We continue to see customer scrutiny of and elongated approval processes for transactions, particularly larger deals, as customers continue to carefully consider purchasing decisions and are requiring multiple approvals for large expenditures in response to the uncertain economic environment."
  • "We expect customer cautiousness to continue in the near term, elongating our sales cycles and the timing of large deals."
  • "We believe that our ability to increase the number of customers, and more significantly, customers in the Forbes Global 2000, on our cloud platform is an indicator of our market penetration and our future business opportunities."
  • "We intend to balance these investments in future growth with a continued focus on managing our results of operations and investing judiciously."
  • "Our Chief Financial Officer has informed us that he plans to retire, and a successor will need to be appointed."

Industry Context

The cloud security market, where Zscaler operates, is characterized by rapid technological change and evolving customer needs, driven by increased internet traffic, widespread cloud adoption, and the growing use of AI. This environment necessitates continuous innovation to counter sophisticated cyber threats. While cloud-based security solutions are gaining traction, traditional on-premises appliances remain entrenched, creating a competitive landscape where Zscaler faces established network and security vendors, as well as emerging cloud-based solution providers. The industry is also impacted by global macroeconomic conditions, including inflation and high interest rates, which lead to increased customer scrutiny, elongated sales cycles, and potential reductions in IT budgets.

Comparison to Industry Standards

  • Zscaler's revenue growth of 23-24% is strong, indicating a leading position in the high-growth cloud security market, often outpacing more mature software companies.
  • The dollar-based net retention rate of 114% is considered healthy for a SaaS company, demonstrating effective land-and-expand strategies, though a slight decline from 116% suggests some pressure compared to top-tier SaaS benchmarks which often aim for 120% or higher.
  • Gross margins of 77-80% (non-GAAP) are generally in line with or slightly below the higher end of the SaaS industry, where top performers can achieve 80-85% for subscription services, reflecting Zscaler's significant infrastructure and operational costs.
  • The company's continued operating losses are typical for high-growth SaaS companies that prioritize market share expansion and R&D investments over immediate profitability, a strategy seen in companies like CrowdStrike or Palo Alto Networks in their earlier growth phases, though Zscaler's non-GAAP operating margin improvement is a positive sign of efficiency gains.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
Chief Financial OfficerRemo CanessaTo be appointedFutureRemo Canessa plans to retire.

Legal Proceedings

  • The company is a party to various litigation matters and claims arising in the ordinary course of business, including patent, commercial, product liability, employment, class action, whistleblower, and other litigation and claims, as well as governmental and other regulatory investigations and proceedings.
  • There is no pending or threatened legal proceeding that, in the company's opinion, is likely to have a material adverse effect on future financial results or operations.

Stakeholder Impact

  • **Shareholders**: Potential for dilution from future equity raises, volatility in stock price, and no anticipated dividends mean returns depend on capital appreciation. The upcoming convertible notes maturity and significant acquisition could influence share price.
  • **Employees**: Continued investment in headcount, significant stock-based compensation, and the need to attract and retain talent in a competitive market. The CFO's planned retirement indicates a leadership transition.
  • **Customers**: Benefit from expanded security offerings through strategic acquisitions and ongoing platform enhancements. However, macroeconomic conditions may lead to increased scrutiny and elongated approval processes for new purchases.
  • **Channel Partners**: Continued reliance on channel partners for revenue growth means their performance directly impacts Zscaler's business. Any underperformance by partners could affect Zscaler's brand and sales.
  • **Creditors**: The company faces the obligation to repay $1.15 billion in Convertible Senior Notes by July 1, 2025, which will utilize a substantial portion of its cash flows.

Next Steps

  • Continue significant investments in sales and marketing to drive additional revenue and expand the global customer base.
  • Further invest in research and development efforts to enhance the functionality, reliability, availability, and scalability of the cloud platform.
  • Balance future growth investments with a continued focus on judiciously managing results of operations.
  • Complete the acquisition of Red Canary, Inc., which is expected to close in the first quarter of fiscal 2026.
  • Manage the repayment of the $1.15 billion Convertible Senior Notes maturing on July 1, 2025, with the principal amount to be settled in cash.
  • Prepare for the commencement of the new headquarters lease in Santa Clara, California, starting September 1, 2026.

Key Dates

DateDescription
2023-07-31Balance as of this date for Stockholders' Equity.
2023-08-31Completion of the acquisition of Securelyshare Software Private Ltd.
2024-03-08Completion of the acquisition of Avalor Technologies Ltd.
2024-04-12Completion of the acquisition of Airgap Networks Inc.
2024-07-31Fiscal year ended, balance sheet date for comparative purposes.
2024-09-12Annual Report on Form 10-K for fiscal year ended July 31, 2024, filed with the SEC.
2024-12-19Completion of the acquisition of Fidenty B.V.
2025-04-01Company elected to satisfy any conversion obligations of the Convertible Senior Notes by paying cash equal to the principal amount.
2025-04-30End of the quarterly period covered by this report and balance sheet date.
2025-05-23Number of shares of common stock outstanding was 155,695,672.
2025-05-27Entered into a definitive agreement to acquire Red Canary, Inc.
2025-05-29Date of filing of this Quarterly Report on Form 10-Q.
2025-06-16End of the current Employee Stock Purchase Plan (ESPP) purchase period.
2025-07-01Maturity date of the 0.125% Convertible Senior Notes due 2025.
2025-10-31Expected closing of the Red Canary, Inc. acquisition (end of Q1 fiscal 2026).
2026-01-01Target Delivery Date for Building #1 of the new headquarters lease.
2026-09-01Lease term begins for the new headquarters in Santa Clara, California.
2029Foreign tax credits will begin to expire.
2032-04-30Expiration Date of the new headquarters lease agreement.
2033Federal research and development tax credit carryforwards will begin expiring.

Recommendation

hold

Keywords

Cloud Security, Zero Trust Exchange, Cybersecurity, SaaS, Network Security, Enterprise Security, Zscaler, SEC Filing, 10-Q, Financial Results, Revenue Growth, Cash Flow, Operating Income, Net Loss, Acquisitions, Red Canary, Convertible Notes, Stock-Based Compensation, Data Centers, Channel Partners, Artificial Intelligence, Machine Learning, Risk Management

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