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“We had our strongest quarter ever as a public company, and our revenue growth continued to accelerate, growing 53% year-over-year. We also added a record number of large customers, signing the equivalent of more than two six-figure customers every single business day in Q2.” said Matthew Prince, co-founder & CEO of Cloudflare. “Whether we’re offering Zero Trust security solutions to the world’s most sophisticated organizations, or enabling the next billion dollar business with Cloudflare Workers, we remain focused on delivering secure, programmable network solutions that our customers rely on.”

The following forward-looking statements regarding our financial outlook are subject to substantial uncertainty as a result of the ongoing COVID-19 pandemic, reflect our estimates as of August 5, 2021 regarding the impact of the pandemic on our operations, and are highly dependent on numerous factors that we may not be able to predict or control, including, among others: the duration, spread, and severity of the pandemic; actions taken by governments and businesses in response to the pandemic and the resulting impact on our customers, vendors, and partners; the timing of administering COVID-19 vaccines around the world and the long-term efficiency of these vaccines; the impact of the pandemic on global and regional economies and economic activity generally; our ability to continue operating in impacted areas; and customer demand and spending patterns.

Cloudflare will host an investor conference call to discuss its second quarter ended June 30, 2021 earnings results today at 2:00 p.m. Pacific time (5:00 p.m. Eastern time). Interested parties can access the call by dialing (866) 211-4146 from the United States or (647) 689-6734 internationally with conference ID 5798218. A live webcast of the conference call will be accessible from the investor relations website at cloudflare.NET. A replay will be available approximately two hours after the conclusion of the live event and will remain available for approximately one year.

Cloudflare believes that the presentation of non-GAAP financial information provides important supplemental information to management and investors regarding financial and business trends relating to the Company’s financial condition and results of operations. Reconciliations of non-GAAP financial measures to the most directly comparable financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. A reconciliation of non-GAAP guidance measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty of expenses that may be incurred in the future. For further information regarding why Cloudflare believes that these non-GAAP measures provide useful information to investors, the specific manner in which management uses these measures, and some of the limitations associated with the use of these measures, please refer to the “Explanation of Non-GAAP Financial Measures” section at the end of this press release.

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “explore,” “plan,” “anticipate,” “could,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” or the negative of these words, or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. However, not all forward-looking statements contain these identifying words. Forward-looking statements expressed or implied in this press release include, but are not limited to, statements regarding our future financial and operating performance, our reputation and performance in the market, general market trends, our estimated and projected revenue, non-GAAP net loss from operations and non-GAAP net loss per share, shares outstanding, the benefits to customers from using our products, the expected functionality and performance of our

products, our plans and objectives for future operations, growth, initiatives, or strategies, and comments made by our CEO and others. There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including: the extent and duration of the impact of the COVID-19 pandemic and resulting adverse conditions in the general domestic and global economic markets; the impact of the COVID-19 pandemic on our and our customers’, vendors’, and partners’ operations and future financial performance; our history of net losses; our limited operating history; risks associated with managing our rapid growth; our ability to attract and retain new customers (including new large customers); our ability to retain and upgrade paying customers and convert free customers to paying customers; our ability to effectively increase sales to large customers; problems with our internal systems, network, or data, including actual or perceived breaches or failures; rapidly evolving technological developments in the market; length of sales cycles; activities of our paying and free customers or the content of their websites and other Internet properties that use our network and products; changes in the legal, tax, and regulatory environment applicable to our business; and general market, political, economic, and business conditions. Our actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to, risks detailed in our filings with the SEC, including our Quarterly Report on Form 10-Q filed on May 07, 2021, as well as other filings that we may make from time to time with the SEC.

The forward-looking statements made in this press release 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 press release to reflect events or circumstances after the date of this press release 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.

Cloudflare, Inc. (www.cloudflare.com / @cloudflare) is on a mission to help build a better Internet. Cloudflare’s suite of products protect and accelerate any Internet application online without adding hardware, installing software, or changing a line of code. Internet properties powered by Cloudflare have all web traffic routed through its intelligent global network, which gets smarter with every request. As a result, they see significant improvement in performance and a decrease in spam and other attacks. Cloudflare was named to Entrepreneur Magazine’s Top Company Cultures 2018 list and ranked among the World’s Most Innovative Companies by Fast Company in 2019. Headquartered in San Francisco, CA, Cloudflare has offices in Austin, TX, Champaign, IL, New York, NY, San Jose, CA, Seattle, WA, Washington, D.C., Toronto, Lisbon, London, Munich, Paris, Beijing, Singapore, Sydney, and Tokyo.


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Revenue	$	152,428	$	99,721	$	290,483	$	190,971
Cost of revenue(1)(2)	35,029		24,164		67,113		44,985
Gross profit	117,399		75,557		223,370		145,986
Operating expenses:
Sales and marketing(1)	75,995		51,376		145,969		98,341
Research and development(1)(3)	41,349		28,131		80,876		61,485
General and administrative(1)(3)	28,927		20,754		56,651		46,935
Total operating expenses	146,271		100,261		283,496		206,761
Loss from operations	(28,872)		(24,704)		(60,126)		(60,775)
Non-operating income (expense):
Interest income	373		1,857		917		4,426
Interest expense(4)	(10,444)		(5,007)		(20,678)		(5,074)
Other income (expense), net	(877)		(219)		(729)		266
Total non-operating income (expense), net	(10,948)		(3,369)		(20,490)		(382)
Loss before income taxes	(39,820)		(28,073)		(80,616)		(61,157)
Benefit from income taxes	(4,310)		(1,938)		(5,143)		(2,276)
Net loss	$	(35,510)	$	(26,135)	$	(75,473)	$	(58,881)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.12)	$	(0.09)	$	(0.25)	$	(0.20)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	308,263		299,321		307,115		297,392

(unaudited)


	June 30, 2021		December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	247,551	$	108,895
Available-for-sale securities	785,991		923,201
Accounts receivable, net	75,853		63,499
Contract assets	5,249		3,538
Restricted cash short-term	2,659		2,591
Prepaid expenses and other current assets	28,650		28,230
Total current assets	1,145,953		1,129,954
Property and equipment, net	156,719		123,688
Goodwill	17,167		17,167
Acquired intangible assets, net	1,400		2,800
Operating lease right-of-use assets	44,456		43,148
Deferred contract acquisition costs, noncurrent	56,587		44,176
Restricted cash	6,660		6,660
Other noncurrent assets	16,990		13,058
Total assets	$	1,445,932	$	1,380,651
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	29,558	$	14,485
Accrued expenses and other current liabilities	33,483		20,217
Accrued compensation	31,098		25,410
Operating lease liabilities	20,031		17,717
Liability for early exercise of unvested stock options	6,477		8,603
Deferred revenue	79,829		54,945
Total current liabilities	200,476		141,377
Convertible senior notes, net	401,428		383,275
Operating lease liabilities, noncurrent	26,936		27,309
Deferred revenue, noncurrent	4,728		1,891
Other noncurrent liabilities	11,268		9,859
Total liabilities	644,836		563,711
Stockholders’ Equity:
Class A common stock; $0.001 par value; 2,250,000 shares authorized as of June 30, 2021 and December 31, 2020; 263,096 and 249,401 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively	263		249
Class B common stock; $0.001 par value; 315,000 shares authorized as of June 30, 2021 and December 31, 2020; 49,269 and 59,239 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively	46		55
Additional paid-in capital	1,296,824		1,236,993
Accumulated deficit	(495,993)		(420,520)
Accumulated other comprehensive income (loss)	(44)		163
Total stockholders’ equity	801,096		816,940
Total liabilities and stockholders’ equity	$	1,445,932	$	1,380,651

(unaudited)


	Six Months Ended June 30,
	2021		2020
Cash Flows From Operating Activities
Net loss	$	(75,473)	$	(58,881)
Adjustments to reconcile net loss to cash provided by (used in) operating activities:
Depreciation and amortization expense	31,245		22,113
Non-cash operating lease costs	11,004		9,332
Amortization of deferred contract acquisition costs	12,915		7,462
Stock-based compensation expense	38,589		25,346
Amortization of debt discount and issuance costs	18,154		4,303
Net accretion of discounts and amortization of premiums on available-for-sale securities	3,864		(367)
Deferred income taxes	(6,616)		(2,621)
Provision for bad debt	2,009		2,493
Other	84		(95)
Changes in operating assets and liabilities, net of effect of acquisitions:
Accounts receivable, net	(14,363)		(12,272)
Contract assets	(1,711)		(161)
Deferred contract acquisition costs	(25,326)		(16,158)
Prepaid expenses and other current assets	(1,465)		(171)
Other noncurrent assets	1,590		(894)
Accounts payable	6,767		4,333
Accrued expenses and other current liabilities	10,936		4,179
Operating lease liabilities	(10,371)		(10,205)
Deferred revenue	27,721		13,371

Other noncurrent liabilities	1,396		(1,396)
Net cash provided by (used in) operating activities	30,949		(10,289)
Cash Flows From Investing Activities
Purchases of property and equipment	(35,840)		(30,605)
Capitalized internal-use software	(7,103)		(9,863)
Cash paid for acquisitions, net of cash acquired	—		(13,691)
Purchases of available-for-sale securities	(381,205)		(579,437)

Maturities of available-for-sale securities	514,344		323,832
Other investing activities	50		223
Net cash provided by (used in) investing activities	90,246		(309,541)
Cash Flows From Financing Activities

Gross proceeds from issuance of convertible senior notes	—		575,000
Purchases of capped calls related to convertible senior notes	—		(67,333)
Cash paid for issuance costs on convertible senior notes	—		(12,520)
Proceeds from the exercise of stock options	11,519		4,335
Proceeds from the early exercise of stock options	95		80
Repurchases of unvested common stock	(169)		(101)
Payments on note payable	—		(200)
Proceeds from the issuance of common stock for employee stock purchase plan	7,174		5,447
Payment of tax withholding obligation on RSU settlement	(1,090)		(7,308)
Payment of tax withholding obligation on common stock issued under employee stock purchase plan	—		(376)
Net cash provided by financing activities	17,529		497,024
Net increase in cash, cash equivalents, and restricted cash	138,724		177,194
Cash, cash equivalents, and restricted cash, beginning of period	118,146		145,636
Cash, cash equivalents, and restricted cash, end of period	$	256,870	$	322,830


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Reconciliation of cost of revenue:
GAAP cost of revenue	$	35,029	$	24,164	$	67,113	$	44,985
Less: Stock-based compensation and related employer payroll taxes	(803)		(329)		(1,326)		(634)
Less: Amortization of acquired intangible assets	(700)		(700)		(1,400)		(1,431)
Non-GAAP cost of revenue	$	33,526	$	23,135	$	64,387	$	42,920
Reconciliation of gross profit:
GAAP gross profit	$	117,399	$	75,557	$	223,370	$	145,986
Add: Stock-based compensation and related employer payroll taxes	803		329		1,326		634
Add: Amortization of acquired intangible assets	700		700		1,400		1,431
Non-GAAP gross profit	$	118,902	$	76,586	$	226,096	$	148,051
GAAP gross margin	77.0%		75.8%		76.9%		76.4%
Non-GAAP gross margin	78.0%		76.8%		77.8%		77.5%
Reconciliation of operating expenses:
GAAP sales and marketing	$	75,995	$	51,376	$	145,969	$	98,341
Less: Stock-based compensation and related employer payroll taxes	(7,579)		(3,975)		(14,414)		(7,554)
Non-GAAP sales and marketing	$	68,416	$	47,401	$	131,555	$	90,787
GAAP research and development	$	41,349	$	28,131	$	80,876	$	61,485
Less: Stock-based compensation and related employer payroll taxes	(11,280)		(6,917)		(22,338)		(14,044)
Less: Acquisition-related and other expenses	—		51		—		(5,725)
Non-GAAP research and development	$	30,069	$	21,265	$	58,538	$	41,716
GAAP general and administrative	$	28,927	$	20,754	$	56,651	$	46,935
Less: Stock-based compensation and related employer payroll taxes	(4,486)		(3,347)		(9,134)		(6,953)
Less: Acquisition-related and other expenses	—		—		—		(554)
Non-GAAP general and administrative	$	24,441	$	17,407	$	47,517	$	39,428
Reconciliation of loss from operations:
GAAP loss from operations	$	(28,872)	$	(24,704)	$	(60,126)	$	(60,775)
Add: Stock-based compensation and related employer payroll taxes	24,148		14,568		47,212		29,185
Add: Amortization of acquired intangible assets	700		700		1,400		1,431
Add: Acquisition-related and other expenses	—		(51)		—		6,279
Non-GAAP loss from operations	$	(4,024)	$	(9,487)	$	(11,514)	$	(23,880)
GAAP operating margin	(18.9)%		(24.8)%		(20.7)%		(31.8)%
Non-GAAP operating margin	(2.6)%		(9.5)%		(4.0)%		(12.5)%
Reconciliation of interest expense:
GAAP interest expense	$	(10,444)	$	(5,007)	$	(20,678)	$	(5,074)
Add: Amortization of debt discount and issuance costs	9,183		4,303		18,154		4,303
Non-GAAP interest expense	$	(1,261)	$	(704)	$	(2,524)	$	(771)
Reconciliation of provision for (benefit from) income taxes:
GAAP benefit from income taxes	$	(4,310)	$	(1,938)	$	(5,143)	$	(2,276)
Income tax effect of non-GAAP adjustments(1)	5,807		2,979		7,910		4,230
Non-GAAP provision for income taxes	$	1,497	$	1,041	$	2,767	$	1,954


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Reconciliation of net loss and net loss per share:
GAAP net loss attributable to common stockholders	$	(35,510)	$	(26,135)	$	(75,473)	$	(58,881)
Add: Stock-based compensation and related employer payroll taxes	24,148		14,568		47,212		29,185
Add: Amortization of acquired intangible assets	700		700		1,400		1,431
Add: Acquisition-related and other expenses	—		(51)		—		6,279
Add: Amortization of debt discount and issuance costs	9,183		4,303		18,154		4,303
Income tax effect of non-GAAP adjustments(1)	(5,807)		(2,979)		(7,910)		(4,230)
Non-GAAP net loss	$	(7,286)	$	(9,594)	$	(16,617)	$	(21,913)
GAAP net loss per share	$	(0.12)	$	(0.09)	$	(0.25)	$	(0.20)
Add: Stock-based compensation and related employer payroll taxes	0.08		0.05		0.15		0.10
Add: Amortization of acquired intangible assets	—		—		—		—
Add: Acquisition-related and other expenses	—		—		—		0.02
Add: Amortization of debt discount and issuance costs	0.03		0.01		0.06		0.01
Income tax effect of non-GAAP adjustments(1)	(0.02)		(0.01)		(0.03)		(0.01)
Non-GAAP net loss per share(2)	$	(0.02)	$	(0.03)	$	(0.05)	$	(0.07)
Weighted-average shares used in computing net loss per share attributable to common stockholders, basic and diluted	308,263		299,321		307,115		297,392


	Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020
Free cash flow
Net cash provided by (used in) operating activities	$	7,455		$	3,987		$	30,949		$	(10,289)
Less: Purchases of property and equipment	(13,572)			(19,200)			(35,840)			(30,605)
Less: Capitalized internal-use software	(3,658)			(4,941)			(7,103)			(9,863)
Free cash flow	$	(9,775)		$	(20,154)		$	(11,994)		$	(50,757)
Net cash provided by (used) in investing activities	$	42,470		$	(300,769)		$	90,246		$	(309,541)
Net cash provided by financing activities	$	10,150		$	501,702		$	17,529		$	497,024
Net cash provided by (used in) operating activities (percentage of revenue)	5		%	4		%	11		%	(5)		%
Less: Purchases of property and equipment (percentage of revenue)	(9)		%	(19)		%	(12)		%	(17)		%
Less: Capitalized internal-use software (percentage of revenue)	(2)		%	(5)		%	(3)		%	(5)		%
Free cash flow margin(1)	(6)		%	(20)		%	(4)		%	(27)		%

In addition to our results determined in accordance with generally accepted accounting principles in the United States (U.S. GAAP), we believe the following non-GAAP measures are useful in evaluating our operating performance. We use the following non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that non-GAAP financial information, when taken collectively, may be helpful to investors because it provides consistency and comparability with past financial performance. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with U.S. GAAP. In particular, free cash flow is not a substitute for cash provided by (used in) operating activities. Additionally, the utility of free cash flow as a measure of our liquidity is further limited as it does not represent the total increase or decrease in our cash balance for a given period. In addition, other companies, including companies in our industry, may calculate similarly-titled non-GAAP measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of our non-GAAP financial measures as tools for comparison. A reconciliation is provided above for each non-GAAP financial measure to the most directly comparable financial measure stated in accordance with U.S. GAAP. Investors are encouraged to review the related U.S. GAAP financial measures and the reconciliation of these non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures, and not to rely on any single financial measure to evaluate our business.

Expenses Excluded from Non-GAAP Measures. We exclude stock-based compensation expense, which is a non-cash expense, from certain of our non-GAAP financial measures because we believe that excluding this item provides meaningful supplemental information regarding operational performance. We exclude employer payroll tax expenses related to stock-based compensation which is a cash expense, from certain of our non-GAAP financial measures because such expenses are dependent on the price of our common stock and other factors that are beyond our control and do not correlate to the operation of our business. We exclude amortization of acquired intangible assets, which is a non-cash expense, related to business combinations from certain of our non-GAAP financial measures because such expenses are related to business combinations and have no direct correlation to the operation of our business. We exclude acquisition-related and other expenses from certain of our non-GAAP financial measures because such expenses are related to business combinations and have no direct correlation to the operation of our business. Acquisition-related and other expenses can be cash or non-cash expenses and include third-party transaction costs and compensation expense for key acquired personnel. We exclude amortization of debt discount and issuance costs, which is a non-cash expense, from certain of our non-GAAP financial measures because such expenses have no direct correlation to the operation of our business.

Non-GAAP Net Loss and Non-GAAP Net Loss per Share, Basic and Diluted. We define non-GAAP net loss as GAAP net loss plus stock-based compensation and related employer payroll taxes, amortization of acquired intangible assets, acquisition-related and other expenses, and a non-GAAP provision for (benefit from) income taxes. Generally, the difference between our GAAP and non-GAAP income tax expense (benefit) is primarily due to adjustments in stock-based compensation and related employer payroll taxes, amortization of acquired intangibles associated with business combinations, acquisition-related and other expenses, and amortization of debt discount and issuance costs. We define non-GAAP net loss per share, basic and diluted, as non-GAAP net loss divided by the weighted-average common shares outstanding. Since we have reported net losses for all periods presented, we have excluded all potentially dilutive securities from the calculation of net loss per share as their effect is antidilutive and accordingly, basic and diluted net loss per share is the same for all periods presented. We believe that excluding these items from non-GAAP net loss and non-GAAP net loss per share, diluted, provides management and investors with greater visibility into the underlying performance of our core business operating results.

Free Cash Flow and Free Cash Flow Margin. Free cash flow is a non-GAAP financial measure that we calculate as net cash provided by (used in) operating activities less cash used for purchases of property and equipment and capitalized internal-use software. Free cash flow margin is calculated as free cash flow divided by revenue. We believe that free cash flow and free cash flow margin are useful indicators of liquidity that provide information to management and investors about the amount of cash generated from our operations that, after the investments in property and equipment and capitalized internal-use software, can be used for strategic initiatives, including investing in our business, and strengthening

our financial position. We believe that historical and future trends in free cash flow and free cash flow margin, even if negative, provide useful information about the amount of cash generated (or consumed) by our operating activities that is available (or not available) to be used for strategic initiatives. For example, if free cash flow is negative, we may need to access cash reserves or other sources of capital to invest in strategic initiatives. One limitation of free cash flow and free cash flow margin is that they do not reflect our future contractual commitments. Additionally, free cash flow does not represent the total increase or decrease in our cash balance for a given period.


Cost of revenue	$	803	$	329	$	1,326	$	634
Sales and marketing	7,579		3,975		14,414		7,554
Research and development	11,280		6,917		22,338		14,044
General and administrative	4,486		3,347		9,134		6,953
Total stock-based compensation and related employer payroll taxes	$	24,148	$	14,568	$	47,212	$	29,185


Research and development	$	—	$	(51)	$	—	$	5,725
General and administrative	—		—		—		554
Total acquisition-related and other expenses	$	—	$	(51)	$	—	$	6,279


Amortization of debt discounts and issuance costs	$	9,183	$	4,303	$	18,154	$	4,303
Total amortization of debt discounts and issuance costs	$	9,183	$	4,303	$	18,154	$	4,303