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United States securities and exchange commission logo
October 29, 2021
Gleb Budman
Chief Executive Officer
Backblaze, Inc.
500 Ben Franklin Ct.
San Mateo, CA 94401
Re: Backblaze, Inc.
Registration
Statement on Form S-1
Filed October 18,
2021
File No. 333-260333
Dear Mr. Budman:
We have reviewed your registration statement and have the
following comments. In
some of our comments, we may ask you to provide us with information so
we may better
understand your disclosure.
Please respond to this letter by amending your registration
statement and providing the
requested information. If you do not believe our comments apply to your
facts and
circumstances or do not believe an amendment is appropriate, please tell
us why in your
response.
After reviewing any amendment to your registration statement and
the information you
provide in response to these comments, we may have additional comments.
Unless we note
otherwise, our references to prior comments are to comments in our
October 15, 2021 letter.
Registration Statement on Form S-1
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Key business metrics, page 66
1. In response to prior
comment 2, you provided key business metrics for your segments for
the quarter ended June
30, 2021; however, you provided key business metrics at the
company level for
fiscal year 2019, fiscal year 2020, and for quarterly periods. Please
provide disclosure of
the key business metrics for your segments for the same periods as
you provided at the
company level.
Gleb Budman
FirstName
Backblaze, LastNameGleb Budman
Inc.
Comapany
October 29,NameBackblaze,
2021 Inc.
October
Page 2 29, 2021 Page 2
FirstName LastName
Notes to Financial Statements
Note 18. Subsequent Events (Unaudited), page F-34
2. If material, please revise to disclose the amount of stock-based
compensation associated
with each stock award grants subsequent to your quarter end. Refer to
ASC 855-10-50-2.
General
3. Please balance and provide context to the financial and operating data
presented on the
second page of your prospectus graphics that follow the prospectus
cover page. In
particular, please address the following:
You disclose that you have 500,000 customers in 175 countries.
Please clarify that
you generated 72% of your revenues in the United States in fiscal
year 2020 and the
six months ended June 30, 2021.
We note that you only provide information about your B2 Cloud
segment and not
your Computer Backup segment. Please balance this information by
disclosing
that B2 Cloud Storage generated 26.5% of the company's revenues
in 2020 and 32%
of revenues for the six months ended June 30, 2021, and Computer
Backup
generated 72.4% and 67% of the company's revenues for the same
periods,
respectively. Also disclose the number of B2 Cloud customers
versus the number of
Computer Backup customers.
You disclose that the 2025 mid-market opportunity is $55 billion
and that B2 Cloud
Storage had greater than 60% growth for fiscal year 2020. To
provide context,
disclose the amount of revenues generated by your B2 Cloud
segment.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
Gleb Budman
Backblaze, Inc.
October 29, 2021
Page 3
You may contact Amanda Kim, Senior Staff Accountant, at (202) 551-3241
or Stephen
Krikorian, Accounting Branch Chief, at (202) 551-3488 if you have questions
regarding
comments on the financial statements and related matters. Please contact
Kathleen
Krebs, Special Counsel, at (202) 551-3350 or Jan Woo, Legal Branch Chief, at
(202) 551-3453
with any other questions.
Sincerely,
FirstName LastNameGleb Budman
Division of
Corporation Finance
Comapany NameBackblaze, Inc.
Office of Technology
October 29, 2021 Page 3
cc: Bennett L. Yee, Esq.
FirstName LastName