14 ms·

UiPath Inc S-1 SEC Form

54 points by vladd 6y ago

ketanmaheshwari 6y ago
Does anyone know how to effectively read such a long form / document? What are the most important pieces of information for a layperson and where / how to find them?
- franklampard 6y ago
  What are you looking for?
- svbanker 6y ago
  Business Section and MD&A are the only parts worth reading. Business section will go over the history of the company, the product, high level strategy etc. MD&A will include all of the financials and provide some commentary
- JumpCrisscross 6y ago
  > Does anyone know how to effectively read such a long form / document? I skim the prospectus summary before skipping to the financials (index to consolidated financials) and the notes below them. (The notes are where red flags are hidden.) I then skim the description of capital stock, principal and selling stockholders and related party transactions for scumminess. Finally, if nothing there looks off-putting, the MD&A. (If management is screwy, the MD&A is easier to manipulate than the above sections.)
- pottertheotter 6y ago
  It depends on what you want to get out of it. Are you looking to learn about the business/market, or are you also interested in potentially investing? The S-1 has information on the financials, the stock being offered, the company's capitalization, their business, the market/industry, etc. At the front of every S-1 is the "Prospectus Summary" [1], which is easily identified as it has a black border around it. It's a condensed version of the rest of the filing, so (a) it may have some parts that don't interest you, and (b) it repeats information that is explained more fully in other sections. My recommendation is to check out the Table of Contents [2] and click on a few of the sections that stick out to you. Every S-1 follows the same format [3], so if you skim through one of them you'll get a good idea of what will be in others and what you care about. When I'm primarily interested in learning about the business (i.e., not making an investment), I head straight to the Business section [4]. The MD&A [5] is also great. You'll learn additional things about the business, but it will be mixed in with financial data. A lot of that detail might not be important to you. For instance, there are sections of the MD&A that discuss non-GAAP financial metrics (i.e., financial metrics that are not standardized by the SEC) or the company's liquidity. The headings within the MD&A help a lot. The Risk Factors [6] can be interesting, but there's a lot of boiler plate info. Skim it and look for things that seem specific to the company. For instance, there's one that says, "The markets in which we participate are competitive..." and it lists companies they see as their competition. A couple pages later is one that says, "We target enterprise customers..." and has some details on customer size and concentration. But then there is one that says, "If we fail to retain and motivate members of our management team or other key employees, or fail to attract additional qualified personnel to support our operations, our business and future growth prospects would be harmed." There are some specifics about the company and the market they are in, but it's also kind of obvious and in there so that a shareholder can't sue them later and say, "We didn't know this was a risk!" I hope this helps some. It's a bit daunting to see so many pages with so much information. Happy to answer other questions you have. I took a few companies public as an investment banker, then invested in equities at a hedge fund, and also have a PhD in capital markets and disclosure. [1] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_1 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [2] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#toc https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [3] https://www.sec.gov/files/forms-1.pdf https://www.sec.gov/files/forms-1.pdf [4] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_11 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [5] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_9 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [6] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_2 https://www.sec.gov/Archives/edgar/data/1734722/000119312521...
  - ketanmaheshwari 6y ago
    Thank you for such a thorough answer. Much appreciated.
sdan 6y ago
I find it crazy they were able to go from 1m to 100m in ARR in 18 months
- arikr 6y ago
  That doesn't sound right, where are you seeing that
- svbanker 6y ago
  It took them 13 years to get from $0 to $50m of ARR..
  - sdan 6y ago
    I believe it was 13 years to get from $0 to 1m in ARR? Am I mistaken?
oblio 6y ago
I know it's registered in the US, but still: go Romania! :-)
- wait_a_minute 6y ago
  Hai Romanii!!!! :D
  - andrei 6y ago
    literally dozens of us!
    - wait_a_minute 6y ago
      And each of us can be a Daniel Dines if we ever decide to save up our American capital and go back to start more companies. :)
      - oblio 6y ago
        Well, it wouldn't hurt if at some point we finally have, you know... Romanian capital :-)
        wait_a_minute 6y ago
        100%, I like how you think <3 :)
        xbar 6y ago
        What is it going to take to get there?
        oblio 6y ago
        More successful Romanian owned businesses, especially international ones plus, I think, better EU funds use. EU funds are not exactly Romanian funding but are earmarked for Romanian development so they're not far off, and we're super bad at utilizing them fully.
bscanlan 6y ago
On one hand, this type of service merely solves business intent with unfriendly or un-automatable interfaces. Why should this exist and be so successful? On the other, I guess it's like Segment or Tray.io, gluing together various services to improve business outcomes, and taking their slice of the efficiency improvements they make possible. I guess the most commonly integrated services should wake up and see the potential revenue they're losing in having crumby interfaces, and in the meantime UIPath will provide a good path for efficient IT services. Fair play to them in executing so well in this space.
joschmo 6y ago
UiPath vs. Automation Anywhere was a hotly contested debate amongst the growth investor set for the last 3-5 years but the massive distance UiPath has put between it and AA in the last 12-15 months is remarkable. Dubious on the very long-term value of the company as SaaS providers continue to eat away at some of its core use cases in banking / financial services, and both large RPA vendors have had some disastrous deployments outside of their core industries but there's so much value in replacing massive BPO spend in financial and professional services oriented enterprises. This one's a winner in the near to mid-term at the very least.
- bob33212 6y ago
  If you have to buy bots like this you are already fucked. Your workforce is already spending enormous amounts of time doing simple processes or data entry.
  - CrazyCatDog 6y ago
    Welcome to public audit, buddy. Every publicly listed firm has an audit team assigned and they UiP the ____ out of everything and anything your publicly traded investment throws at them.
    - bob33212 6y ago
      Exactly
  - tartoran 6y ago
    Or they’re using legacy software that will forever be crystalized under a flimsy layer of UiPath automation. Lots of large institutions in this market hence the large market capitalization. If things weren’t complicated enough now they will see a lot more spaghetti infrastucture and this is not a turnkey solution, this needs an initial setup and a lot of maintenance as well
- deleted 6y ago
  [deleted]
mrkramer 6y ago
They remind me of Oracle but RPA can't be as big as databases anytime soon.
bot41 6y ago
I haven't worked with uipsth directly but have some experience with similar automation tools. They are the worst and if needed it's a pretty bad sign.
- rablackburn 6y ago
  Part of the reason UiPath is doing so well is because it raised the bar when compared to its competitors from 'the worst' to 'usable'. Blue Prism is alright, but they're so closed off and proprietary it gets in the way of actually solving the problem. AA is just, as you say, 'the worst'. I'm not the biggest fan of RPA but it definitely has a use case. Though my hunch is that UiPath is going to be something like the Slack of RPA soon if there isn't any progress in the anti-trust front. Microsoft is starting a big push with Flow/PowerAutomate, and Microsoft _owns_ the legacy corporate environment where RPA finds all its customers. RPA makes money charging expensive licenses per 'bot', and MS just gave 1000 free licenses of power automate to MS 365 customers (at least, the small NPO I just migrated got them). Good luck to UiPaths sales team going forward.
tootie 6y ago
I do not understand what they actually do. I thought they made robots for a very long time.
- f430 6y ago
  Business process automation. I would be cautious on IPO however.
  - tootie 6y ago
    Like Zapier?
    - hyldmo 6y ago
      More like a mix of Lego Mindstorms and the macro software you get from gaming mice
chevman 6y ago
All the big consultancies are pushing RPA, bots, automation etc HARd the last year in bigCo land. I think part of it is due to the wfh pandemic situation. I’d wait 6 months or so, the bottom could fall out of this category fairly quick.
judge2020 6y ago
Any reason this is on sec.report (a standalone company) rather than sec.gov like almost every other S-1 post? https://hn.algolia.com/?q=sec.gov+s-1 https://hn.algolia.com/?q=sec.gov+s-1
- pottertheotter 6y ago
  sec.report is just a third-party frontend, if you will, to SEC filings. Anyone can download all the SEC filings, so several companies have been built around providing better access, such as improved search, than sec.gov has. I don't know why OP didn't submit the sec.gov link though.
  - lgats 6y ago
    Email notification perhaps
- tedd4u 6y ago
  The formatting is actually better on sec.gov https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_13 https://www.sec.gov/Archives/edgar/data/1734722/000119312521...
- jgalt212 6y ago
  It's often the case that sec.report has better SEO than the official EDGAR website. Which is a shame in that it can be quite challenging to mechanistically download data from sec.report. In short, you can always get what you need from EDGAR, and also spider that site with ease (so long as you are not abusive). sec.report does provide value to the user for sure. Just not the one who is interested in data extraction.
- hbcondo714 6y ago
  This has happened before, more recently with Sumo Logic's S-1 and HN changed the post link to sec.gov which IMO is what should happen with this post too: https://news.ycombinator.com/item?id=24263217 https://news.ycombinator.com/item?id=24263217 If not, here's a new submission with the authoritative sec.gov source: https://news.ycombinator.com/item?id=26608517 https://news.ycombinator.com/item?id=26608517
ajcp 6y ago
I work in this space. That this is considered a subset of "AI" is the biggest magic trick these RPA companies have pulled off. The worst part is that they prey on the Business side of the corporate world by peddling of these as "Low-code" platforms where a business team can just "build bots". It is never. the case. Never.
- Spooky23 6y ago
  I did some work with this during the peak pandemic times to help automate workflows on legacy systems. It is bullshit that they sell the bots so hard but things like attended bots make it easier to train people or modernize front ends. A lot of times the cost of rewriting a big nasty mainframe app is too expensive. Cheaper to offshore those operations and put an api in front of it. Nobody wants to be the next headline for fubaring the DMV rewrite. End of the day, UiPath will end up part of some necrotic software collector firm like MicroFocus or OpenText.
- jkuria 6y ago
  "Business results are achieved by exploiting opportunity NOT by solving problems" :) -- Peter Drucker
  - deleted 6y ago
    [deleted]
  - mrkramer 6y ago
    But every opportunity is unsolved problem.
- tootie 6y ago
  I've spent a lot of time in consulting and have been in and out of many giant enterprises. I've seen all the slick sales nonsense from Salesforce, Adobe, IBM, Tata etc. I've never once heard UIPath even be mentioned. Who are they selling to?
  - ajcp 6y ago
    Any large to medium sized company with a backoffice cost-center, like a company that does X but has a huge finance department that needs to provide for it.
alvarlagerlof 6y ago
I find it crazy that something do seemingly inefficient and fragile is promoted as amazing. Are you really going to have a bunch of windows servers with software clicking buttons, hoping it doesn't suddenly click the wrong thing and mess everything up.
jgalt212 6y ago
RPA solutions seem very fragile (akin to the web scraper space), but if the folks maintaining these low code solutions are cheap, then product will be around for a while as a sort new fangled, easy to deploy, CGI.
jgalt212 6y ago
> Net losses fell from $519.9 million in 2020 to $92.3 million in 2021. It's amazing how tolerant the capital markets are of purchasing revenues. https://www.cnbc.com/2021/03/26/uipath-files-s-1-for-ipo.html https://www.cnbc.com/2021/03/26/uipath-files-s-1-for-ipo.htm...
publiccomps 6y ago
Here's a teardown of the UiPath S1 of the business metrics, product/market, competition, etc: https://blog.publiccomps.com/ui-path-s-1-ipo-teardown/ https://blog.publiccomps.com/ui-path-s-1-ipo-teardown/

54 points by vladd 6y ago

Does anyone know how to effectively read such a long form / document? What are the most important pieces of information for a layperson and where / how to find them?

franklampard 6y ago
What are you looking for?
svbanker 6y ago
Business Section and MD&A are the only parts worth reading. Business section will go over the history of the company, the product, high level strategy etc. MD&A will include all of the financials and provide some commentary
JumpCrisscross 6y ago
> Does anyone know how to effectively read such a long form / document? I skim the prospectus summary before skipping to the financials (index to consolidated financials) and the notes below them. (The notes are where red flags are hidden.) I then skim the description of capital stock, principal and selling stockholders and related party transactions for scumminess. Finally, if nothing there looks off-putting, the MD&A. (If management is screwy, the MD&A is easier to manipulate than the above sections.)
pottertheotter 6y ago
It depends on what you want to get out of it. Are you looking to learn about the business/market, or are you also interested in potentially investing? The S-1 has information on the financials, the stock being offered, the company's capitalization, their business, the market/industry, etc. At the front of every S-1 is the "Prospectus Summary" [1], which is easily identified as it has a black border around it. It's a condensed version of the rest of the filing, so (a) it may have some parts that don't interest you, and (b) it repeats information that is explained more fully in other sections. My recommendation is to check out the Table of Contents [2] and click on a few of the sections that stick out to you. Every S-1 follows the same format [3], so if you skim through one of them you'll get a good idea of what will be in others and what you care about. When I'm primarily interested in learning about the business (i.e., not making an investment), I head straight to the Business section [4]. The MD&A [5] is also great. You'll learn additional things about the business, but it will be mixed in with financial data. A lot of that detail might not be important to you. For instance, there are sections of the MD&A that discuss non-GAAP financial metrics (i.e., financial metrics that are not standardized by the SEC) or the company's liquidity. The headings within the MD&A help a lot. The Risk Factors [6] can be interesting, but there's a lot of boiler plate info. Skim it and look for things that seem specific to the company. For instance, there's one that says, "The markets in which we participate are competitive..." and it lists companies they see as their competition. A couple pages later is one that says, "We target enterprise customers..." and has some details on customer size and concentration. But then there is one that says, "If we fail to retain and motivate members of our management team or other key employees, or fail to attract additional qualified personnel to support our operations, our business and future growth prospects would be harmed." There are some specifics about the company and the market they are in, but it's also kind of obvious and in there so that a shareholder can't sue them later and say, "We didn't know this was a risk!" I hope this helps some. It's a bit daunting to see so many pages with so much information. Happy to answer other questions you have. I took a few companies public as an investment banker, then invested in equities at a hedge fund, and also have a PhD in capital markets and disclosure. [1] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_1 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [2] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#toc https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [3] https://www.sec.gov/files/forms-1.pdf https://www.sec.gov/files/forms-1.pdf [4] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_11 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [5] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_9 https://www.sec.gov/Archives/edgar/data/1734722/000119312521... [6] https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_2 https://www.sec.gov/Archives/edgar/data/1734722/000119312521...
- ketanmaheshwari 6y ago
  Thank you for such a thorough answer. Much appreciated.

sdan 6y ago

I find it crazy they were able to go from 1m to 100m in ARR in 18 months

arikr 6y ago
That doesn't sound right, where are you seeing that
svbanker 6y ago
It took them 13 years to get from $0 to $50m of ARR..
- sdan 6y ago
  I believe it was 13 years to get from $0 to 1m in ARR? Am I mistaken?

oblio 6y ago

I know it's registered in the US, but still: go Romania! :-)

wait_a_minute 6y ago
Hai Romanii!!!! :D
- andrei 6y ago
  literally dozens of us!
  - wait_a_minute 6y ago
    And each of us can be a Daniel Dines if we ever decide to save up our American capital and go back to start more companies. :)
    - oblio 6y ago
      Well, it wouldn't hurt if at some point we finally have, you know... Romanian capital :-)
      - wait_a_minute 6y ago
        100%, I like how you think <3 :)
      - xbar 6y ago
        What is it going to take to get there?
        oblio 6y ago
        More successful Romanian owned businesses, especially international ones plus, I think, better EU funds use. EU funds are not exactly Romanian funding but are earmarked for Romanian development so they're not far off, and we're super bad at utilizing them fully.

bscanlan 6y ago

On one hand, this type of service merely solves business intent with unfriendly or un-automatable interfaces. Why should this exist and be so successful? On the other, I guess it's like Segment or Tray.io, gluing together various services to improve business outcomes, and taking their slice of the efficiency improvements they make possible. I guess the most commonly integrated services should wake up and see the potential revenue they're losing in having crumby interfaces, and in the meantime UIPath will provide a good path for efficient IT services. Fair play to them in executing so well in this space.

joschmo 6y ago

UiPath vs. Automation Anywhere was a hotly contested debate amongst the growth investor set for the last 3-5 years but the massive distance UiPath has put between it and AA in the last 12-15 months is remarkable. Dubious on the very long-term value of the company as SaaS providers continue to eat away at some of its core use cases in banking / financial services, and both large RPA vendors have had some disastrous deployments outside of their core industries but there's so much value in replacing massive BPO spend in financial and professional services oriented enterprises. This one's a winner in the near to mid-term at the very least.

bob33212 6y ago
If you have to buy bots like this you are already fucked. Your workforce is already spending enormous amounts of time doing simple processes or data entry.
- CrazyCatDog 6y ago
  Welcome to public audit, buddy. Every publicly listed firm has an audit team assigned and they UiP the ____ out of everything and anything your publicly traded investment throws at them.
  - bob33212 6y ago
    Exactly
- tartoran 6y ago
  Or they’re using legacy software that will forever be crystalized under a flimsy layer of UiPath automation. Lots of large institutions in this market hence the large market capitalization. If things weren’t complicated enough now they will see a lot more spaghetti infrastucture and this is not a turnkey solution, this needs an initial setup and a lot of maintenance as well
deleted 6y ago
[deleted]

mrkramer 6y ago

They remind me of Oracle but RPA can't be as big as databases anytime soon.

bot41 6y ago

I haven't worked with uipsth directly but have some experience with similar automation tools. They are the worst and if needed it's a pretty bad sign.

rablackburn 6y ago
Part of the reason UiPath is doing so well is because it raised the bar when compared to its competitors from 'the worst' to 'usable'. Blue Prism is alright, but they're so closed off and proprietary it gets in the way of actually solving the problem. AA is just, as you say, 'the worst'. I'm not the biggest fan of RPA but it definitely has a use case. Though my hunch is that UiPath is going to be something like the Slack of RPA soon if there isn't any progress in the anti-trust front. Microsoft is starting a big push with Flow/PowerAutomate, and Microsoft _owns_ the legacy corporate environment where RPA finds all its customers. RPA makes money charging expensive licenses per 'bot', and MS just gave 1000 free licenses of power automate to MS 365 customers (at least, the small NPO I just migrated got them). Good luck to UiPaths sales team going forward.

tootie 6y ago

I do not understand what they actually do. I thought they made robots for a very long time.

f430 6y ago
Business process automation. I would be cautious on IPO however.
- tootie 6y ago
  Like Zapier?
  - hyldmo 6y ago
    More like a mix of Lego Mindstorms and the macro software you get from gaming mice

chevman 6y ago

All the big consultancies are pushing RPA, bots, automation etc HARd the last year in bigCo land. I think part of it is due to the wfh pandemic situation. I’d wait 6 months or so, the bottom could fall out of this category fairly quick.

judge2020 6y ago

Any reason this is on sec.report (a standalone company) rather than sec.gov like almost every other S-1 post? https://hn.algolia.com/?q=sec.gov+s-1 https://hn.algolia.com/?q=sec.gov+s-1

pottertheotter 6y ago
sec.report is just a third-party frontend, if you will, to SEC filings. Anyone can download all the SEC filings, so several companies have been built around providing better access, such as improved search, than sec.gov has. I don't know why OP didn't submit the sec.gov link though.
- lgats 6y ago
  Email notification perhaps
tedd4u 6y ago
The formatting is actually better on sec.gov https://www.sec.gov/Archives/edgar/data/1734722/000119312521094920/d98556ds1.htm#rom98556_13 https://www.sec.gov/Archives/edgar/data/1734722/000119312521...
jgalt212 6y ago
It's often the case that sec.report has better SEO than the official EDGAR website. Which is a shame in that it can be quite challenging to mechanistically download data from sec.report. In short, you can always get what you need from EDGAR, and also spider that site with ease (so long as you are not abusive). sec.report does provide value to the user for sure. Just not the one who is interested in data extraction.
hbcondo714 6y ago
This has happened before, more recently with Sumo Logic's S-1 and HN changed the post link to sec.gov which IMO is what should happen with this post too: https://news.ycombinator.com/item?id=24263217 https://news.ycombinator.com/item?id=24263217 If not, here's a new submission with the authoritative sec.gov source: https://news.ycombinator.com/item?id=26608517 https://news.ycombinator.com/item?id=26608517

ajcp 6y ago

I work in this space. That this is considered a subset of "AI" is the biggest magic trick these RPA companies have pulled off. The worst part is that they prey on the Business side of the corporate world by peddling of these as "Low-code" platforms where a business team can just "build bots". It is never. the case. Never.

Spooky23 6y ago
I did some work with this during the peak pandemic times to help automate workflows on legacy systems. It is bullshit that they sell the bots so hard but things like attended bots make it easier to train people or modernize front ends. A lot of times the cost of rewriting a big nasty mainframe app is too expensive. Cheaper to offshore those operations and put an api in front of it. Nobody wants to be the next headline for fubaring the DMV rewrite. End of the day, UiPath will end up part of some necrotic software collector firm like MicroFocus or OpenText.
jkuria 6y ago
"Business results are achieved by exploiting opportunity NOT by solving problems" :) -- Peter Drucker
- deleted 6y ago
  [deleted]
- mrkramer 6y ago
  But every opportunity is unsolved problem.
tootie 6y ago
I've spent a lot of time in consulting and have been in and out of many giant enterprises. I've seen all the slick sales nonsense from Salesforce, Adobe, IBM, Tata etc. I've never once heard UIPath even be mentioned. Who are they selling to?
- ajcp 6y ago
  Any large to medium sized company with a backoffice cost-center, like a company that does X but has a huge finance department that needs to provide for it.

alvarlagerlof 6y ago

I find it crazy that something do seemingly inefficient and fragile is promoted as amazing. Are you really going to have a bunch of windows servers with software clicking buttons, hoping it doesn't suddenly click the wrong thing and mess everything up.

jgalt212 6y ago

RPA solutions seem very fragile (akin to the web scraper space), but if the folks maintaining these low code solutions are cheap, then product will be around for a while as a sort new fangled, easy to deploy, CGI.

jgalt212 6y ago

> Net losses fell from $519.9 million in 2020 to $92.3 million in 2021. It's amazing how tolerant the capital markets are of purchasing revenues. https://www.cnbc.com/2021/03/26/uipath-files-s-1-for-ipo.html https://www.cnbc.com/2021/03/26/uipath-files-s-1-for-ipo.htm...

publiccomps 6y ago

Here's a teardown of the UiPath S1 of the business metrics, product/market, competition, etc: https://blog.publiccomps.com/ui-path-s-1-ipo-teardown/ https://blog.publiccomps.com/ui-path-s-1-ipo-teardown/