Hello, everyone. Welcome to Amplitude's Second Quarter 2021 Earnings Conference Call. I'm Jason Starr, Vice President of Investor Relations. Joining me are Spenser Skates, CEO and Co-Founder of Amplitude, and Hoang Vuong, the company's Chief Financial Officer. During today's call, management will be making forward-looking statements, including statements regarding our financial outlook for the third quarter in full year 2021 and 2022, the expected performance of our products, our expected quarterly and long-term growth, accelerated investments, and our overall future prospects. These forward-looking statements are based on current information, assumptions, and expectations and are subject to risks and uncertainties, some of which may be beyond our control, that could cause actual results to differ materially from those described in these statements. Further information on the risks that could cause actual results to differ is included in our filings with the Securities and Exchange Commission.
You are cautioned not to place undue reliance on these forward-looking statements, and we assume no obligation to update these statements after today's call, except as required by law. Certain financial measures used on today's call are expressed on a non-GAAP basis. We use these non-GAAP financial measures internally to facilitate analysis of our financial and business trends and for internal planning and forecasting purposes. These non-GAAP financial measures have limitations and should not be used in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. A reconciliation between these GAAP and non-GAAP financial measures is included in our earnings press release, which can be found on our investor relations website at investors.amplitude.com. With that, I'll hand the call over to Spenser.
Thank you, Jason, and good afternoon to everyone joining us on our first public earnings conference call. I am just so excited. We decided to host this call today to provide investors with additional color on our second quarter results, which were recently included in our recently filed S-1 registration statement. I'm pleased to announce that this became effective today, and as a result, we expect to have our class A shares begin to trade publicly under the ticker AMPL on September 28th on Nasdaq. We're really proud of these milestones. I'd like to thank our employees, customers, and investors who have helped build Amplitude's success. I'll start today's discussion with an overview of our financial performance. I'll provide an overview of our business model, market opportunity, and digital optimization system.
I'll also detail the strong traction we saw with our customers this quarter, and then I'll turn it over to Hoang, who will walk through our financials in detail and provide guidance for Q3 in the full year 2021 and our outlook for 2022. Amplitude had an outstanding second quarter reflecting the rapid acceleration of the digital world and great execution by our team. Revenue in the second quarter grew 66% year-over-year to over $39 million, showcasing the strength in customer adoption of digital optimization. We ended the quarter with 1,280 customers, up 51% year-over-year. Customer demand for Amplitude was exceptional, further demonstrated by a dollar-based net retention rate of 119%. As many of you are new to Amplitude's story, I would like to provide some additional background on our business, products, and market opportunity.
Also, as a reminder, we held our investor day last week, which provided a thorough review of our business, a product demonstration, our financial model, and several presentations by key members of our leadership team. A replay of this event is available on our investor relations website at investors.amplitude.com. Amplitude's vision is to help every company use product data to drive their business. We are pioneering a new category of software called digital optimization, which connects digital product data or events directly to the business. Digital optimization transforms product development from an intuition-based process to a data-driven one. Product data is now used to understand every behavior taken in the product and which behaviors drive business outcomes. We believe digital optimization is the next wave after digital transformation. It connects product event data and user actions to deliver critical product insights.
Enables companies to improve their digital products, increase revenue and profitability, and answer the strategic question: how do our digital products drive our business? Similar to how Salesforce became the system of record for sales organizations and Adobe became the system of record for marketing, we believe Amplitude is becoming the system of record for the product organization. Digital products have become the core business driver of companies of every size in every industry, and we've seen that accelerate during the global pandemic. There are two big trends that drive the need for Amplitude. The first is that the revenue center within companies is shifting from the sales and the marketing functions to the product function. product-led growth has become critical to companies' survival. The second is that data-driven products are how the best product teams operate today.
There is a movement to use data derived from digital products to make strategic decisions. This is often the difference between the success and failure for organizations, and we believe there's a significant market opportunity for digital optimization that we estimate to be approximately $37 billion in 2021. At Amplitude, we've recognized from the start that data should drive business outcomes. Our digital optimization system is the command center to manage, measure, and optimize the business value of digital product innovation. Our system helps product, data, engineering, design, marketing, and customer teams to leverage self-service analytics, adapt products based on user behavior, and experiment to create impactful product experiences for customers. The Amplitude Digital Optimization System brings together a new depth of customer understanding with speed of action to optimize experiences. We have three products that operate as an integrated solution. The first is Amplitude Analytics.
Amplitude Analytics provides teams with fast self-service insights into customer behavior and is the number one ranked product analytics solution according to G2. The second is Amplitude Experiment. We launched Amplitude Experiment in Q2 of 2021. It is an integrated end-to-end experimentation solution which enables teams to deliver impactful product experiences for their customers through A/B tests and controlled feature releases. The third product is Amplitude Recommend. We also released Amplitude Recommend in Q2 of 2021. It is a no-code personalization solution that helps teams increase customer engagement by intelligently adapting digital products and campaigns to every user based on behavior. These three products comprise the Amplitude Digital Optimization System. We believe there are three core attributes that set Amplitude apart from other systems in the market.
The Amplitude behavioral graph is a proprietary user-oriented database that we built from the ground up to support the real-time interactive queries that are required to power our suite of applications. Existing databases are unable or struggle to answer the questions about a user journey. By partitioning the data on a per user basis, the behavioral graph allows customers to answer complex questions about their user's journey. It provides novel approaches to normalizing, classifying, and partitioning behavioral data as a fundamentally new way of joining and making sense of complex end-user and product data. We offer a vertically integrated SaaS application that gives actionable insights for non-technical users. You can construct complex queries through a point-and-click interface. Users don't need to be technical or know SQL to answer complex behavioral questions about the user journey. Our solutions align to how cross-functional teams develop data-driven products.
Our customers benefit from rapid time to value across product management, engineering, design, data science, marketing, sales, and customer success. It also has collaboration built in to allow customers to share insights across teams for added visibility and productivity. Teams can bridge from data to insights and drive action all at the same time. Finally, through the use of Recommend and Experiment, our system enables continuous optimization by feeding the data it has back into the customer experience. Both Recommend and Experiment allow the customization of the digital product experience. The more data a customer has in our platform, the better customers can run experiments and optimize the digital product experience through recommendations to drive more product usage. The Amplitude Digital Optimization System enables our customers to transform product teams from a cost center into a revenue center.
Our focus on customer success and product innovation is why we now have a paying customer base of 1,280 organizations of every size and vertical, including 26 of the Fortune 100 and more than 300 customers with at least $100,000 in ARR. Our success in expanding our customer base continued in the second quarter with strong demands from our products from organizations across a variety of sizes, verticals, and digital maturity. Several notable new wins include Electronic Arts, Miro, Smartsheet, ClassPass, Lydia, Shift, SurveyMonkey, and a local public broadcasting station, KQED. We also had a significant increase in ARR commitments from existing customers. This further demonstrates expansion in customer usage of our platform and shows encouraging traction with Recommend and Experiment. I'll expand on a few customer stories from the second quarter to provide some additional context of what drove some of these wins and our value to customers.
One of my favorite stories from Q2 is our work with Anheuser-Busch InBev, the world's largest brewer of beer. AB InBev originally partnered with Amplitude in 2018 as part of its digital transformation initiative. After the creation of its e-commerce platform, BEES, in 2020, the team transformed their physical sales model to a digital sales model using cutting-edge customer data tools like Amplitude. Recently, the BEES team discovered that they could better serve low and no technology customers who were having a hard time interacting with the BEES registration process. Amplitude's insight showed that instead of asking new digital customers to fill out detailed online forms, the BEES team needed simple registration mechanism. As our partnership with BEES has grown over time, BEES has increased their event volume and recently added Amplitude's new Recommend product in Q2.
The second example I want to share is that as we help our customers become product-led organizations, our partnership grows. A Fortune 50 consumer products company originally selected Amplitude in 2018 to help transform its consumer packaged goods product into a digital brand to compete with new direct-to-consumer companies popping up in their market. Amplitude is helping this customer become a customer and data-centric brand, improve one-on-one communications with their customers, and create value by making their digital product loved and chosen by families around the globe. Marketing, product, data science, and vendor teams increased their Amplitude usage and event volume substantially over this time frame, including a volume-based upsell in Q2. Another example of a Q2 win and a unique use case is our new partnership with Electronic Arts, a leading publisher of video games.
They selected Amplitude as a way to measure their transformation efforts for the many tools their employees could use internally. The company uses hundreds of cloud apps and services and want to be able to optimize their employee technology experience and guide what is working and what is not. Finally, a great new win in Q2 was Smartsheet, an enterprise collaboration and work management company. They chose Amplitude to drive digital growth and product strategy. Smartsheet is focused on using Amplitude to help drive onboarding activation and engagement, optimize purchase flows and conversion rates, and drive virality across their existing customer base. The Smartsheet team purchased Amplitude Analytics and are also replacing their in-house experimentation platform with Amplitude Experiment. These are just a few of the ways that Amplitude customers are using the Amplitude Digital Optimization System to answer strategic business questions.
These examples demonstrate the potential for growth, upsells, and how Amplitude can drive product strategy and critical digital optimization efforts for customers across verticals and company sizes. We're very pleased with our results this quarter and believe that we're at the beginning of a significant market opportunity and look forward to reporting on our success in the future. Thank you for your interest in Amplitude's story, and I'd now like to turn it over to Hoang to walk through the financial results.
All right. Thanks, Spenser. Thanks again to everyone joining us today. We had an exceptional second quarter with strong revenue growth, customer expansion, and dollar-based net retention. Before I get into the results of the quarter, I thought it may be helpful to provide some background on our business model. We designed our business model to help customers become data-driven in building and optimizing their digital products. We sell our subscription based on the product customer needs and the committed event volume. We don't charge based on users because we believe everyone in an organization should have access to actionable insights. As of Q2 2021, over 95% of our revenue is recurring and recognized ratably over the contract term. The remainder consists of overages and professional services related to implementation and training. Most of our contracts are annual, although we do have some multi-year contracts.
Moving on to our financial results. Q2 revenue growth accelerated to $39.3 million, up 66% year-over-year, driven by strong demand for our products. Expansions from existing customers were particularly robust as the team continued to execute well on our land and expand strategy. As Spenser mentioned, we had several notable customer wins, and we ended the quarter with 1,280 paying customers, an increase of 51% year-over-year. We maintain our strong dollar-based net retention rate, or NRR, of 119%, which is consistent with what we reported in Q4 2020. From a geographic standpoint, Q2 revenue from the U.S. was 65% and international was 35%, compared to 64% and 36%, respectively, a year ago. Turning to current remaining performance obligations, or CRPO.
This metric represents the amount of contracted future revenue that has not been recognized, including both deferred revenue and non-cancellable contract amount that will be invoiced and recognized as revenue in the next 12 months. In Q2, CRPO increased to $116.9 million, up 76% year-over-year, providing strong visibility into revenue in the quarters ahead. This increase was driven in part by strong customer upsells and some early customer renewal that took place in the quarter. Before turning to gross margins, expenses, and profitability, please note that I will be discussing non-GAAP results going forward. As a reminder, our GAAP financial results, along with the reconciliation between GAAP and non-GAAP results, can be found in our earnings press release and supplemental financials. Gross margin was 71%, an increase of 70 basis points from Q2 2020.
This is consistent with our near-term goal of maintaining gross margins in the low 70s, while we're still targeting 75% or more in the longer term, as we discussed in our investor day last week. Moving to operational expenses. We accelerated our investments in all functional areas to capture the significant momentum we're seeing in the market. In fact, we hired two times more people in the first half of 2021 than all of 2020. As we continue to invest for growth and build out our platform, we expect our sales and marketing and research and development expenses to increase in absolute dollar amount. Although we believe these expenses as a percentage of revenue will decrease over time, we expect these expenses as a percentage of revenue will increase in the short term.
Sales and marketing expense in Q2 was $19.2 million or 49% of revenue, compared to $10.9 million or 46% of revenue in Q2 last year. We're making significant investments to capitalize on the tailwinds and to establish a market leadership position. R&D expense in Q2 was $7.3 million, compared to $4.6 million in Q2 last year. This represents approximately 19% of revenue in both periods. We expect this line to increase into the low 20s in the quarters ahead as we accelerate our investments in product innovation and release new features and capabilities in the quarters ahead. G&A expense was $5.4 million for the second quarter, compared to $3.1 million in the second quarter of last year. G&A was 14% of revenue versus 13% of revenue last year.
We're investing in an infrastructure of our business as we prepare for life as a public company and to further scale our business. As a result, loss from operations in the second quarter was $4.1 million, compared to a loss of $1.9 million last year. Operating margins of - 11% compared to - 8% in the same period last year as we accelerate investment for growth. Net loss was $4.5 million compared to $2.1 million in the second quarter of 2020. Net loss per share was $0.15 based on 29.7 million shares, compared to $0.08 in the second quarter of 2020, based on 24.7 million shares. Free cash flow was - $5.8 million, or 15% of revenue, compared to - $7.7 million or 32% of revenue in the second quarter of 2020.
Turning to our balance sheet, our cash and cash equivalents were $291 million as of June 30, 2021. As a reminder, in June, we closed $173 million in Series F funding round led by Sequoia Capital with participation from [audio distortion], GIC, Battery Ventures and IVP. Subsequently, we closed an additional $26.5 million in Series F funding, including funds affiliated with Fidelity Management & Research Company. Based on these strong second quarter results and the leading indicators that we monitor, we are pleased to provide our expectations for the third quarter and the rest of fiscal 2021. For the third quarter of 2021, we expect revenue to be between $43 million-$44 million, representing a growth rate of 63%-67% year-over-year.
Non-GAAP operating loss to be between $5 million and $4 million, and non-GAAP net loss per share to be between $0.15 and $0.12, assuming shares outstanding of approximately 34.2 million. The weighted average share count included in this calculations includes preferred stock conversion to common and certain RSUs vesting upon our direct listing. For the full year of 2021, we expect revenue to be between $160 million and $162 million, representing a growth rate of 56%-58% year-over-year. Non-GAAP operating loss to be between $25 million and $23 million, and non-GAAP net loss per share to be between $0.50 and $0.46, assuming shares outstanding of approximately 49.6 million. Note that we included in today's press release on a fully diluted basis, we have approximately 130 million shares outstanding.
Excluding shares that are issuable with respect to outstanding options and restricted stock units that have been granted but have not yet vested or satisfied a service-based vesting condition per their term, the fully diluted share count is 114 million. Both measures are calculated on a treasury stock method basis with respect to all common and preferred share, assuming a hypothetical per share price of $32.02, the price of our Series F preferred stock offering. As a final comment on our financial expectations, as we look to fiscal year 2022, given the strong trends that we have discussed today, we believe that we are well-positioned to grow revenue more than 40% year-over-year. We're looking forward to continuing our discussions with investors and analysts in the quarters ahead and are excited about Amplitude continued strong momentum and market leadership opportunity in the digital optimization system.
With that, I will turn it back over to Jason to moderate the Q&A session.
Great. Thanks, Hoang. Now as many of you know, given our expected direct listing next week, we're unable to hold a traditional Q&A session with sell-side analysts. Alternatively, I'm going to ask Spenser and Hoang some prepared questions that we anticipate many investors may have following today's remarks. Spenser, I'm going to start with you. Can you expand on your ambition for Amplitude to become the system of record for product organizations, and how do you expect to accomplish that over the next several years? What else do you need in your product arsenal to improve the odds of success?
Yeah. Particularly for folks looking at holding us for a long period of time, this is a really important question. I think it helps to draw some lessons from other SaaS vendors who have been very successful. If you look at either Salesforce in the sales space or Adobe in the marketing space, they've done a phenomenal job of becoming the system of records for their respective functions. I think the biggest takeaway that we have is that analytics is really the key piece where if you get those functions to operationalize around your analytics and data store as the system of record, what happens is other spend that falls under that functional buyer will start to consolidate, and that's why you've seen those companies be very successful.
After you do that, you get ecosystem consolidation where SIs and partners and other applications end up plugging into you as well. At Amplitude, we're hoping to replicate the exact same thing for the product organization. With the product organization specifically, I think what we're seeing in a lot of companies, as I mentioned early in the call, is that power shifting to them as the distribution channel away from sales and marketing. If you talk to product leaders and you ask them, "Hey, what's either most important piece in your stack or what's the first piece in your stack?" They're always going to be talking about analytics as the foundation.
Given we're the market leader in that category per G2, and also in the enterprise more generally, I think we're very well set up to become that system of record for enterprise product buyers long term. We started with the analytics. We just launched both Experiment and Recommend in Q2. While it's early, we're excited about the traction that both of those new products have so far, and think that that's already along the path of offering a more comprehensive suite to the product buyers. I think we're transitioning from an early adopter buyer in the product space to an early majority buyer. What early majority buyers really care about is do you have the most complete suite and offering for those buyers because they don't want to have to go to multiple vendors and stitch things together and what have you.
We decided to be very aggressive with new products. I would expect us to continue to launch one to two new products a year, basically from here on out. We're at three today, and we'll be at many more over the next few years. We're going to do that both through aggressively developing new ones in-house. Experiment was a great case of that example, as well as through acquisitions and consolidating the ecosystem around Amplitude. Recommend actually initially came through an acquisition. Both muscles are going to be really important for us with the goal of offering the most complete and comprehensive suite to the product buyers so that over the next three to five years, we turn our current lead into the space into market domination in the enterprise.
Great. Okay. Thanks, Spenser. Let's shift over to Hoang for a few modeling questions here. First off, what are some of the key operating metrics that you will report on quarterly versus annually?
Thanks, Jason. On a quarterly basis, we'll provide updates on our net retention rate, our total paying customers, and we'll also break down our revenue by geography between international and U.S. Once a year, on an annual basis, we'll give an update on total number of customers over 100K and number of customers over 1 million.
Great. What are some of the key drivers of the model, and what metrics should investors be following? You reported on CRPO. Will you report calculated billings, and will you provide guidance on these metrics?
Yeah. As we look forward on guidance, we'll provide guidance obviously on revenue, non-GAAP operating income/loss, and non-GAAP net income loss, and the underlying share count estimates that goes behind that. When you look at between current remaining performance obligation versus calculated billings, we really believe that the CRPO is actually the better metric to follow and track us. We would advise to look at that one.
Great. Next question here. What are some of the assumptions that you've built into your guidance given the acceleration you saw in Q2, and is that sustainable?
Yeah. We're obviously being very mindful that this is our first public earnings call, and we're doing our direct listing next Tuesday. We want to take a very prudent approach to how we're providing guidance. We're very pleased with the fact that we're providing guidance at the midpoint of 65% growth year-over-year for Q3, 57% year-over-year growth for the full fiscal year 2021. Obviously, when we look out further, we want to look at our current momentum we're having and then be measured still in balancing all that out. That's why we're giving an outlook of 40% growth or more for the year 2022.
Okay, great. Moving along. We got a few more here. You reported a net retention rate of 119% for Q2. What are the primary drivers for customer expansions in Q2, and how should investors think about the trends in NRR over the next several quarters?
Yeah. First I want to remind folks that our NRR, the metric we share is basically you take a point measurement every month, then it's a weighted 12-month average of each point in each month for the calculation of NRR. Obviously, as we see that, I think that we'll look at we are carrying a couple quarters where we obviously had some impact from COVID. We should see that obviously improve. As far as some of the primary drivers for driving expansion, we're really excited by the fact that when we look at Q2, we saw expansion coming from multiple angles. We saw folks that were just expanding purely because of they were expanding from volume. As Spenser highlighted, we also saw a few customer-added Recommend and Experiment. I want to be careful that those are still relatively new and still relatively small.
It's really encouraging sign to see. We also saw other customers really adding and expanding into other product lines and business units. There wasn't one massive thing or another. It actually came pretty healthy in terms of the larger expansion coming from either just volume or people expanding into additional product lines.
Okay. Let's shift over to customers here. Net new customer adds in first half were particularly strong. Do you think this level of new customer activity is sustainable in the back half? If you lose a customer, what are the typical factors involved in that?
Yeah. I think the way that we think about the market, and the market, as we mentioned, is $37 billion and it's quite large, is that we're just in the beginning of moving from early adopter to the early majority, and I think you're starting to see some signals of that. We're hopeful that obviously we're in the beginning stage, and that's going to get bigger. We'll let the market tell us how that happens. At the end of the day, right now, what we want to focus on is making the investment to make sure we win the market and make sure we're building the right solution for all the customers. We'll look and see, and I think don't pay so much attention to every quarter in terms of customer adds or additions or changes.
I think it's really more about the longer term of we gaining momentum in terms of winning more customers, both enterprise and SMB, and then obviously getting them to expand. As far as for why we lose typical customers, obviously the number one reason for us is when there's a material change in business, similar to what happened with COVID in last year. If a company's obviously going out of business or face a material change to their business, that's the number one reason. The second reason is when a customer hasn't fully adopted, hasn't reached out to enough adoption, yet we've lost a champion inside that account.
That's another reason why we are working really both from a customer success side and a product side to constantly figure out how do we make sure that this goes as wide-reaching as possible in terms of usage and trying to get past what we typically think of Weekly Active Users. Our goal is always to get to at least five or more when we're activating an account.
Really helpful. Good color there, too. Time for two more questions here. You touched on this in the script and also the release, but how should investors think about your total share count for market cap purposes, as opposed to the weighted average share count, including your guidance for Q3 and fiscal year 2021?
Yeah. For the weighted average share count, which is used to calculate the earnings, that is basically the amount of common stock that's available. Obviously, preferred hasn't converted over to common, and there's obviously options and other things that haven't converted to common. You take the weight of that. While we do expect, obviously, the conversion of preferred to common to happen at the end of Q3 when we direct list, you basically only have one month of that. That's what the calculation there is. That's why we obviously also provided the fully diluted share count, which again, when you look at it fully, is 130 million shares. When you exclude the options that have not vested, along with RSUs that still have not been earned, in essence, it's 114 million.
Great. We'll wrap up on this. This has come up quite often. You've mentioned you're significantly investing in your growth opportunity. Where are those investments primarily being made?
Yeah. We are aggressively investing. I know this is somewhat kind of still generic. We are really investing in all the areas. Let's first start off with sales and marketing. We believe one of the biggest thing that you got to do when you're in that early adopter is getting our awareness out, making sure that people understand, not only what Amplitude does, but all the success stories that we have with all the customers. We obviously are investing a lot in building out our sales capacity. At the same time, on the product development, we mentioned it earlier in the script, in that building out the right solution and having a suite of solution to go after the product leader and the product organization to be their system of record is critical. We'll be investing in product development to make sure that innovation happens.
Obviously, becoming a public company has its own kind of additional weight and scale that comes along with G&A. We're growing that out in all three big buckets of operating expenses. On the cost of revenue side, we think that will scale similarly to revenue. That won't be outsized in terms of gains. The other three, for the near term, we want to make sure that we're investing in all three of sales and marketing, product development, and G&A, just to make sure that we're doing the right thing to win the market.
Okay, great. Well, with that, we will conclude today's discussion. As a reminder, we expect our Class A common stock to begin trading on Nasdaq on September 28th under the ticker symbol AMPL. Thank you for being with us on our call today, and we look forward to reporting our success in the quarters ahead.