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United States securities and exchange commission logo
October 15, 2021
Gleb Budman
Chief Executive Officer
Backblaze, Inc.
500 Ben Franklin Ct.
San Mateo, CA 94401
Re: Backblaze, Inc.
Amendment No. 2 to
Draft Registration
Statement on Form S-1
Submitted September
17, 2021
CIK No. 0001462056
Dear Mr. Budman:
We have reviewed your amended draft 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 providing the requested
information and either submitting
an amended draft registration statement or publicly filing your
registration statement on
EDGAR. 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 the information you provide in response to these
comments and your
amended draft registration statement or filed registration statement, we
may have additional
comments.
Amendment No. 2 to Draft Registration Statement on Form S-1
Management's Discussion and Analysis of Financial Condition and Results
of Operations
Key Business Metrics, page 64
1. Please tell us whether
you consider adjusted EBITDA and adjusted gross margin key
performance indicators
and metrics. Refer to Item 303(a) of Regulation S-K and SEC
Release No. 33-10751.
2. You indicate that your
ability to grow the number of customers, and revenue generated per
customer, on your
platform is a key indicator of the growth of your business and future
business opportunities.
Please tell us whether you use average revenue per customer, in
Gleb Budman
Backblaze, Inc.
October 15, 2021
Page 2
addition to number of customers, as a key metric to evaluate your
business. If so, please
expand your results of operations to discuss the impact of changes in the
number of
customers versus annual revenue per customer and any trends in this
regard.
Annual Recurring Revenue, page 65
3. Please expand your discussion of annual recurring revenue to explain how
this metric
captures recurring revenue from your business operations, how management
uses ARR
and its limitations. For example, explain how the calculation of ARR
takes into account
that Backblaze B2 is a consumption-based offering that is paid in arrears
and Computer
Backup is a subscription-based offering paid up front. Also discuss the
length of
customer subscriptions, including the extent to which they are monthly
versus annual.
Revenue, page 70
4. Please revise your revenue discussion to separately analyze changes in
revenue recognized
from the consumption-based and subscription-based offering. This
discussion should
disclose increases due to adding customers and higher consumption. We
refer you Item
303(b)(2) of Regulation S-K.
Liquidity and Capital Resources, page 73
5. You indicate throughout the prospectus that you issued $10 million in
convertible notes in
August 2021; however, it appears that you issued a SAFE instrument, or a
Simple
Agreement for Future Equity. Please revise your disclosure to clarify you
obtained
financing through SAFE agreements.
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 15, 2021 Page 2
cc: Bennett L. Yee, Esq.
FirstName LastName