Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 01, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FORR | |
Entity Registrant Name | FORRESTER RESEARCH, INC. | |
Entity Central Index Key | 0001023313 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 18,552,000 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 000-21433 | |
Entity Tax Identification Number | 042797789 | |
Entity Address, Address Line One | 60 Acorn Park Drive | |
Entity Address, City or Town | CAMBRIDGE | |
Entity Address, State or Province | MASSACHUSETTS | |
Entity Address, Postal Zip Code | 02140 | |
City Area Code | 617 | |
Local Phone Number | 613-6000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 69,762 | $ 140,296 |
Accounts receivable, net | 65,824 | 67,318 |
Deferred commissions | 14,837 | 15,677 |
Prepaid expenses and other current assets | 16,227 | 12,802 |
Total current assets | 166,650 | 236,093 |
Property and equipment, net | 25,974 | 22,005 |
Operating lease right-of-use assets | 73,167 | |
Goodwill | 242,265 | 85,165 |
Intangible assets, net | 108,661 | 4,951 |
Other assets | 7,753 | 5,310 |
Total assets | 624,470 | 353,524 |
Current Liabilities: | ||
Accounts payable | 3,462 | 588 |
Accrued expenses and other current liabilities | 67,340 | 54,065 |
Current portion of long-term debt | 7,813 | |
Deferred revenue | 180,910 | 135,332 |
Total current liabilities | 259,525 | 189,985 |
Long-term debt, net of deferred financing fees | 131,540 | |
Non-current operating lease liabilities | 64,818 | |
Other non-current liabilities | 18,901 | 11,939 |
Total liabilities | 474,784 | 201,924 |
Stockholders' Equity (Note 11): | ||
Preferred stock, $0.01 par value Authorized - 500 shares; issued and outstanding - none | ||
Common stock, $0.01 par value Authorized - 125,000 shares Issued - 00,000 and 22,951 shares as of June 30, 2019 and December 31, 2018, respectively Outstanding - 00,000 and 18,320 shares as of June 30, 2019 and December 31, 2018, respectively | 231 | 230 |
Additional paid-in capital | 210,378 | 200,696 |
Retained earnings | 115,956 | 127,717 |
Treasury stock - 4,631 shares as of June 30, 2019 and December 31, 2018, at cost | (171,889) | (171,889) |
Accumulated other comprehensive loss | (4,990) | (5,154) |
Total stockholders’ equity | 149,686 | 151,600 |
Total liabilities and stockholders’ equity | $ 624,470 | $ 353,524 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 23,089,000 | 22,951,000 |
Common stock, shares outstanding | 18,458,000 | 18,320,000 |
Treasury stock, shares | 4,631,000 | 4,631,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues: | ||||
Total revenues | $ 128,183 | $ 96,353 | $ 228,832 | $ 174,102 |
Operating expenses: | ||||
Selling and marketing | 44,017 | 32,709 | 86,050 | 65,720 |
General and administrative | 13,221 | 10,940 | 26,411 | 21,679 |
Depreciation | 2,166 | 2,095 | 4,189 | 4,091 |
Amortization of intangible assets | 5,099 | 182 | 11,309 | 368 |
Acquisition and integration costs | 2,487 | 329 | 5,454 | 329 |
Total operating expenses | 123,561 | 85,326 | 235,094 | 165,363 |
Income (loss) from operations | 4,622 | 11,027 | (6,262) | 8,739 |
Interest expense | (2,085) | (4,437) | ||
Other income (expense), net | (86) | 271 | (356) | 153 |
Losses on investments, net | (8) | (20) | (44) | (45) |
Income (loss) before income taxes | 2,443 | 11,278 | (11,099) | 8,847 |
Income tax expense | 888 | 3,490 | 662 | 2,792 |
Net income (loss) | $ 1,555 | $ 7,788 | $ (11,761) | $ 6,055 |
Basic income (loss) per common share | $ 0.08 | $ 0.43 | $ (0.64) | $ 0.34 |
Diluted income (loss) per common share | $ 0.08 | $ 0.43 | $ (0.64) | $ 0.33 |
Basic weighted average common shares outstanding | 18,435 | 17,965 | 18,399 | 18,001 |
Diluted weighted average common shares outstanding | 18,780 | 18,290 | 18,399 | 18,313 |
Cash dividends declared per common share | $ 0.20 | $ 0.40 | ||
Research Services [Member] | ||||
Revenues: | ||||
Total revenues | $ 76,279 | $ 58,300 | $ 144,888 | $ 110,000 |
Advisory Services and Events [Member] | ||||
Revenues: | ||||
Total revenues | 51,904 | 38,053 | 83,944 | 64,102 |
Cost of Services and Fulfillment [Member] | ||||
Operating expenses: | ||||
Cost of services and fulfillment | $ 56,571 | $ 39,071 | $ 101,681 | $ 73,176 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 1,555 | $ 7,788 | $ (11,761) | $ 6,055 |
Other comprehensive income (loss), net of taxes: | ||||
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Net change in market value of investments | 62 | (53) | ||
Other comprehensive income (loss) | 594 | (3,332) | 164 | (1,744) |
Comprehensive income (loss) | $ 2,149 | $ 4,456 | $ (11,597) | $ 4,311 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (11,761) | $ 6,055 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation | 4,189 | 4,091 |
Amortization of intangible assets | 11,309 | 368 |
Net losses from investments | 44 | 45 |
Deferred income taxes | (10,814) | (831) |
Stock-based compensation | 5,533 | 4,071 |
Operating lease right-of-use asset amortization and impairments | 6,415 | |
Amortization of deferred financing fees | 474 | |
Amortization of premium on investments | 18 | |
Foreign currency losses | 498 | 437 |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | 22,476 | 20,020 |
Deferred commissions | 840 | 2,086 |
Prepaid expenses and other current assets | (1,451) | 280 |
Accounts payable | 3,170 | 423 |
Accrued expenses and other liabilities | (9,976) | (15,310) |
Deferred revenue | 18,799 | 6,533 |
Operating lease liabilities | (6,216) | |
Net cash provided by operating activities | 33,529 | 28,286 |
Cash flows from investing activities: | ||
Acquisitions, net of cash acquired | (238,943) | (1,289) |
Purchases of property and equipment | (4,666) | (2,544) |
Purchases of marketable investments | (14,673) | |
Proceeds from sales and maturities of marketable investments | 18,828 | |
Other investing activity | 30 | |
Net cash provided by (used in) investing activities | (243,579) | 322 |
Cash flows from financing activities: | ||
Proceeds from borrowings, net of costs | 171,275 | |
Payments on borrowings | (33,125) | |
Payment of debt issuance costs | (857) | |
Deferred acquisition payments | (766) | |
Dividends paid on common stock | (7,196) | |
Repurchases of common stock | (9,642) | |
Proceeds from issuance of common stock under employee equity incentive plans | 4,280 | 3,678 |
Taxes paid related to net share settlements of stock-based compensation awards | (130) | (102) |
Net cash provided by (used in) financing activities | 140,677 | (13,262) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 189 | (2,139) |
Net change in cash, cash equivalents and restricted cash | (69,184) | 13,207 |
Cash and cash equivalents, beginning of period | 140,296 | 79,790 |
Cash, cash equivalents and restricted cash, end of period | 71,112 | 92,997 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 3,791 | |
Cash paid for income taxes | $ 2,540 | $ 2,102 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Statement Of Cash Flows [Abstract] | |
Non-cash financing activities, debt issuance costs | $ 3.7 |
Interim Consolidated Financial
Interim Consolidated Financial Statements | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Interim Consolidated Financial Statements | Note 1 — Interim Consolidated Financial Statements Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. The year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. It is recommended that these financial statements be read in conjunction with the consolidated financial statements and related notes that appear in the Forrester Research, Inc. (“Forrester”) Annual Report on Form 10-K for the year ended December 31, 2018. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the financial position, results of operations, comprehensive income (loss) and cash flows as of the dates and for the periods presented have been included. The results of operations for the three and six months ended June 30, 2019 may not be indicative of the results for the year ending December 31, 2019, or any other period. Fair Value Measurements The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The Company believes that the carrying amount of its variable-rate borrowings reasonably approximate their fair values because the rates of interest on those borrowings reflect current market rates of interest. See Note 6 – Fair Value Measurements, Presentation of Restricted Cash The following table summarizes the end-of-period cash and cash equivalents from the Company's Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash as presented in the accompanying Consolidated Statements of Cash Flows (in thousands). Six Months Ended June 30, 2019 2018 Cash and cash equivalents $ 69,762 $ 92,997 Restricted cash classified in (1): Prepaid expenses and other current assets 203 — Other assets 1,147 — Cash, cash equivalents and restricted cash shown in statement of cash flows $ 71,112 $ 92,997 (1) Restricted cash consists of collateral required primarily for letters of credit. The short-term or long-term classification is determined in accordance with the expiration of the underlying lease as the letters of credit are non-cancellable while the leases are in effect. Adoption of New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases Leases (Topic 842): Targeted Improvements On January 1, 2019, the Company adopted Topic 842 using the modified retrospective method in which prior periods are not adjusted. Under this method, the cumulative effect of applying the standard is recorded at the date of initial application. Adoption of the standard did not result in the Company recording a cumulative effect adjustment. Adoption of the standard resulted in the recognition of operating lease right-of-use (“ROU”) assets of $53.3 million, operating lease liabilities of $60.8 million and the elimination of deferred rent of $7.5 million on the adoption date. In addition, the Company recorded $10.4 million of operating lease ROU assets and operating lease liabilities on January 3, 2019 as a result of the acquisition of SiriusDecisions (see Note 2 – Acquisitions standard did not have a material impact on the Company’s results of operations or cash flows. The Company elected the package of practical expedients permitted under the new lease standard that allowed the carry forward of the historical lease classification for all leases that existed as of the adoption date. In addition, the Company elected to exempt short term leases from recognition of ROU assets and lease liabilities and elected not to separate lease and non-lease components within its leases. The Company determines whether an arrangement is a lease at inception of the arrangement. The Company accounts for a lease when it has the right to control the leased asset for a period of time while obtaining substantially all of the assets’ economic benefits. All of the Company’s leases are operating leases, the majority of which are for office space. Operating lease ROU assets and non-current operating lease liabilities are included as individual line items on the Consolidated Balance Sheets while short-term operating lease liabilities are recorded within accrued expenses and other current liabilities. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. The discount rate used to determine the present value of the lease payments is the Company’s incremental borrowing rate based on the information available at lease inception, as an implicit rate in the lease is generally not readily determinable. An operating lease ROU asset includes all lease payments, lease incentives and initial direct costs incurred. Some of the Company’s leases include options to extend or terminate the lease. When determining the lease term, these options are included in the measurement and recognition of the Company’s ROU assets and lease liabilities when it is reasonably certain that the Company will exercise the option. The Company considers various economic factors when making this determination, including but not limited to, the significance of leasehold improvements incurred in the office space, the difficulty in replacing the asset, underlying contractual obligations, or specific characteristics unique to a particular lease. Lease expense for operating leases is recognized on a straight-line basis over the lease term based on the total lease payments (which include initial direct costs and lease incentives). The expense is included in operating expenses in the Consolidated Statements of Operations. The Company’s lease agreements generally contain lease and non-lease components. Non-lease components are fixed charges stated in an agreement and primarily include payments for parking at the leased office facilities. The Company accounts for the lease and fixed payments for non-lease components as a single lease component under Topic 842, which increases the amount of the ROU assets and lease liabilities. Most of the Company’s lease agreements also contain variable payments, primarily maintenance-related costs, which are expensed as incurred and not included in the measurement of the ROU assets and lease liabilities. The Company incurred $0.3 million of ROU asset impairments during the three and six months ended June 30, 2019 related to facility leases from the SiriusDecisions, Inc. acquisition. Leases with an initial term of twelve months or less are not recorded on the Consolidated Balance Sheets and are not material. The components of lease expense were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease cost $ 3,727 $ 7,296 Short-term lease cost 85 340 Variable lease cost 1,335 2,569 Total lease cost $ 5,147 $ 10,205 Additional lease information is summarized in the following table (in thousands, except lease term and discount rate): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 7,762 Operating right-of-use assets obtained in exchange for lease obligations $ 16,626 Weighted-average remaining lease term - operating leases (years) 6.7 Weighted-average discount rate - operating leases 5.1 % Future minimum lease payments under non-cancellable leases as of June 30, 2019 are as follows (in thousands): 2019 $ 6,155 2020 16,410 2021 13,995 2022 13,049 2023 12,728 Thereafter 35,580 Total lease payments 97,917 Less imputed interest (15,773 ) Present value of lease liabilities $ 82,144 Lease balances as of June 30, 2019 are as follows (in thousands): Operating lease right-of-use assets $ 73,167 Short-term operating lease liabilities (1) $ 17,326 Non-current operating lease liabilities 64,818 Total operating lease liabilities $ 82,144 (1) Included in accrued expenses and other current liabilities The Company’s leases do not contain residual value guarantees, material restrictions or covenants. Lease Disclosures Under Prior GAAP Under prior GAAP, as of December 31, 2018, the Company’s future contractual obligations for operating leases were as follows (in thousands): 2019 $ 12,498 2020 11,762 2021 10,145 2022 8,552 2023 7,856 Thereafter 22,222 Total minimum lease payments $ 73,035 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Note 2 — Acquisitions The Company accounts for business combinations in accordance with the acquisition method of accounting as prescribed by Accounting Standards Codification (“ASC”) 805, Business Combinations GlimpzIt On June 22, 2018, Forrester acquired substantially all of the assets of SocialGlimpz, Inc. (“GlimpzIt”), an artificial intelligence and machine-learning provider based in San Francisco. The acquisition is part of Forrester's plan to build a real-time customer experience or CX cloud solution, integrating a range of inputs to help companies monitor and improve customer experience. Forrester intends to deploy the GlimpzIt technology to extend the analytics engine in Forrester’s planned real-time CX cloud . FeedbackNow On July 6, 2018, Forrester acquired 100% of the issued and outstanding shares of S.NOW SA, a Switzerland-based business that operates as FeedbackNow. FeedbackNow is a maker of physical buttons and monitoring software that companies deploy to measure, analyze, and improve customer experience. The acquisition is part of Forrester's plan to build a real-time CX cloud solution. FeedbackNow provides a high-volume input source for the real-time CX cloud solution. The Company paid $8.4 million on the closing date. An additional $1.5 million is payable during a two-year period from the closing date and is subject to typical indemnity provisions from the seller. The Company paid additional purchase price based on the acquired working capital of $0.8 million during the six months ended June 30, 2019. In addition, the sellers may earn up to CHF 4.2 million ($4.3 million at June 30, 2019) based on the financial performance of FeedbackNow during the two-year period following the closing date, with up to $1.8 million and $2.5 million payable during 2019 and 2020, respectively, if the financial targets are met. The first-year financial targets are expected to be met and as such $1.8 million is expected to be paid to the sellers by the end of 2019. The range of undiscounted amounts that could be payable under this arrangement, including the presumed achievement of the first-year financial targets, is $1.8 million to $4.3 million. The fair value of this contingent consideration arrangement as of the acquisition date was $3.4 million, which was recognized as purchase price. Measurement period adjustments were insignificant during the six months ended June 30, 2019. SiriusDecisions, Inc. On January 3, 2019, Forrester acquired 100% of the issued and outstanding shares of SiriusDecisions, Inc. (“SiriusDecisions”), a privately-held company based in Wilton, Connecticut with approximately 350 employees globally. Forrester believes that the combination of its expertise in strategy with SiriusDecisions’ focus on operational excellence will create additional market opportunities for the Company, including cross-selling services to the respective client bases, extending SiriusDecisions’ platform, methodologies, data, and best-practices tools into new roles, and accelerating international and industry growth. The acquisition of SiriusDecisions was determined to be an acquisition of a business under the provisions of ASC 805. Pursuant to the terms of the merger agreement, the Company paid $246.8 million at closing after certain transaction expense adjustments, which is subject to a working capital adjustment, and included the purchase price of $245.0 million plus an estimate of cash acquired and reduced by an estimate of certain working capital items. At the time of the merger, each vested SiriusDecisions stock option was converted into the right to receive the excess of the per share merger consideration over the exercise price of such stock option. All unvested SiriusDecisions stock options were cancelled without payment of any consideration. Total Consideration The following table summarizes the fair value of the aggregate consideration paid or payable for SiriusDecisions (in thousands): Cash paid at close (1) $ 246,801 Working capital adjustment (2) (833 ) Total $ 245,968 (1) The cash paid at close represents the gross contractual amount paid. Net cash paid, which accounts for the cash acquired of $7.9 million $238.9 million (2) Amount represents the provisional amount receivable from the sellers based upon working capital as defined. This amount is subject to adjustment and the Company expects to receive the working capital adjustment by the end of 2019. The following table summarizes the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed for the acquisition of SiriusDecisions (in thousands): Assets: Cash and cash equivalents $ 7,858 Accounts receivable 19,237 Prepaids and other current assets 3,660 Fixed assets 4,169 Goodwill (1) 157,161 Acquired intangible assets (2) 115,000 Other assets 265 Total assets 307,350 Liabilities: Accounts payable and accrued liabilities 8,924 Deferred revenue 26,143 Deferred tax liability 24,204 Long-term deferred revenue 1,037 Other long-term liabilities 1,074 Total liabilities 61,382 Net assets acquired $ 245,968 (1) Goodwill represents the expected revenue and cost synergies from combining SiriusDecisions with Forrester as well as the value of the acquired workforce. (2) All of the acquired intangible assets are finite-lived. The determination of the fair value of the finite-lived intangible assets required management judgment and the consideration of a number of factors. In determining the fair values, management primarily relied on income valuation methodologies, in particular discounted cash flow models. The use of discounted cash flow models required the use of estimates, including projected cash flows related to the particular asset; the useful lives of the particular assets; the selection of royalty and discount rates used in the models; and certain published industry benchmark data. In establishing the estimated useful lives of the acquired intangible assets, the Company relied primarily on the duration of the cash flows utilized in the valuation model. Of the $115.0 million assigned to acquired intangible assets, $13.0 million was assigned to the technology asset class with useful lives of 1 to 8 years (with a weighted average amortization period of 3.2 years), $13.0 million to backlog with a useful life of 2.0 years, $77.0 million to customer relationships with a useful life of 9.25 years, and $12.0 million to trade names with a useful life of 15.5 years. The weighted-average amortization period for the total acquired intangible assets is 8.4 years. The allocation of the purchase price for SiriusDecisions is preliminary with respect to the valuation of acquired intangible assets, working capital and goodwill. The Company expects to obtain the remainder of the information to complete the allocation of purchase price by the end of 2019. The Company’s financial statements include the operating results of SiriusDecisions beginning on January 3, 2019, the date of the acquisition. SiriusDecision’s operating results and the related goodwill are being reported as its own operating segment (refer to Note 12 – Operating Segments T Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Pro forma total revenue $ 133,039 $ 122,875 $ 237,527 $ 216,246 Pro forma net income (loss) $ 4,823 $ 3,011 $ (4,267 ) $ (7,440 ) The pro forma results have been prepared in accordance with U.S. GAAP and include the following pro forma adjustments for the three and six months ended June 30, 2018: (1) an increase in interest expense and amortization of debt issuance costs related to the financing of the SiriusDecisions acquisition (refer to Note 4 – Debt The Company recognized $1.7 million of acquisition costs for the three months ended March 31, 2019 and the six months ended June 30, 2019 related to the SiriusDecisions acquisition. The costs primarily consisted of investment banker fees and other professional services costs and are included in acquisition and integration costs within the Consolidated Statements of Operations. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Note 3 — Goodwill and Intangible Assets Goodwill The change in the carrying amount of goodwill for the six months ended June 30, 2019 is summarized as follows (in thousands): Total Balance at December 31, 2018 $ 85,165 Acquisition 157,161 Translation adjustments (61 ) Balance at June 30, 2019 $ 242,265 As of June 30, 2019, the Company had no accumulated goodwill impairment losses. Finite-Lived Intangible Assets During the six months ended June 30, 2019, $115.0 million of intangible assets were added as a result of the acquisition of SiriusDecisions. The carrying values of finite-lived intangible assets are as follows (in thousands): June 30, 2019 Gross Net Carrying Accumulated Carrying Amount Amortization Amount Amortizable intangible assets: Customer relationships $ 109,794 $ 35,855 $ 73,939 Technology 16,635 3,671 12,964 Backlog 13,000 3,250 9,750 Trade name 12,447 439 12,008 Total $ 151,876 $ 43,215 $ 108,661 December 31, 2018 Gross Net Carrying Accumulated Carrying Amount Amortization Amount Amortizable intangible assets: Customer relationships $ 32,823 $ 31,604 $ 1,219 Technology 3,610 295 3,315 Trade name 443 26 417 Total $ 36,876 $ 31,925 $ 4,951 Estimated intangible asset amortization expense as of June 30, 2019 is as follows (in thousands): Year ending December 31, 2019 (remainder) $ 11,315 Year ending December 31, 2020 18,839 Year ending December 31, 2021 12,339 Year ending December 31, 2022 11,000 Year ending December 31, 2023 10,827 Thereafter 44,341 Total $ 108,661 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Note 4 — Debt In connection with the acquisition of SiriusDecisions, the Company entered into a $200.0 million Credit Agreement on January 3, 2019 (the “Closing Date”). The Credit Agreement provides for: (1) senior secured term loans in an aggregate principal amount of $125.0 million (the “ Term Loans Revolving Credit Facility Facilities The Facilities permit the Company to borrow incremental term loans and/or increase commitments under the Revolving Credit Facility in an aggregate principal amount up to $50.0 million, subject to approval by the administrative agent and certain customary terms and conditions. The Facilities can be repaid early, in part or in whole, at any time and from time to time, without premium or penalty, other than customary breakage reimbursement requirements for LIBOR-based loans. The Term Loans must be prepaid with net cash proceeds of (i) certain debt incurred or issued by Forrester and its restricted subsidiaries and (ii) certain asset sales and condemnation or casualty events, subject to certain reinvestment rights. Amounts borrowed under the Facilities bear interest, at Forrester’s option, at a rate per annum equal to either (i) the London Interbank Offering Rate (“ LIBOR” The Term Loans require repayment of the outstanding principal balance in quarterly installments each year, commencing on March 31, 2019 with the balance repayable on the maturity date, subject to customary exceptions. The amount payable in each year as of June 30, 2019 is set forth in the table below (in thousands): 2019 (remainder) $ 3,125 2020 9,375 2021 12,500 2022 12,500 2023 15,625 Thereafter 68,750 Total remaining principal payments $ 121,875 The Revolving Credit Facility does not require repayment prior to maturity, subject to customary exceptions. In addition to financing the acquisition, proceeds from the Revolving Credit Facility can also be used towards working capital and general corporate purposes. Up to $5.0 million of the Revolving Credit Facility is available for the issuance of letters of credit, and any drawings under the letters of credit must be reimbursed within one business day. Forrester incurred $1.8 million in costs related to the Revolving Credit Facility, which are recorded in other assets on the Consolidated Balance Sheets. These costs are being amortized as interest expense on a straight-line basis over the five-year term of the Revolving Credit Facility. Forrester incurred $2.8 million in costs related to the Term Loans, which are recorded as a reduction to the face value of long-term debt on the Consolidated Balance Sheets. These costs are being amortized as interest expense utilizing the effective interest rate method. Outstanding Borrowings The following table summarizes the Company’s total outstanding borrowings as of the dates indicated (in thousands): Description: June 30, 2019 December 31, 2018 Term loan facility (1) $ 121,875 $ — Revolving credit facility (1) (2) 20,000 — Principal amount outstanding (3) 141,875 — Less: Deferred financing fees (2,522 ) — Net carrying amount $ 139,353 $ — (1) The contractual annualized interest rate as of June 30, 2019 on the Term loan facility and the Revolving Credit Facility was 4.6875%, which consisted of LIBOR of 2.4375% plus a margin of 2.25%. (2) The Company had $55.0 million of available borrowing capacity on the revolver (not including the expansion feature) as of June 30, 2019. (3) The weighted average annual effective rates on the Company's total debt outstanding for the three and six months ended June 30, 2019, were 4.81% and 5.04%, respectively. The Facilities contain certain customary restrictive loan covenants, including among others, financial covenants that apply a maximum leverage ratio and minimum fixed charge coverage ratio. The negative covenants limit, subject to various exceptions, the Company’s ability to incur additional indebtedness, create liens on assets, merge, consolidate, liquidate or dissolve any part of the Company, sell assets, pay dividends or other payments in respect to capital stock, change fiscal year, or enter into certain transactions with affiliates and subsidiaries. The Company was in full compliance with the covenants as of June 30, 2019. The Facilities also contain customary events of default, representations, and warranties. All obligations under the Facilities are unconditionally guaranteed by each of the Company’s existing and future, direct and indirect material wholly-owned domestic subsidiaries, other than certain excluded subsidiaries, and are collateralized by a first priority lien on substantially all tangible and intangible assets including intellectual property and all of the capital stock of the Company and its subsidiaries (limited to 65% of the voting equity of certain subsidiaries). |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Note 5 — Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss are as follows (in thousands): Total Cumulative Accumulated Translation Other Comprehensive Adjustment Loss Balance at January 1, 2019 $ (5,154 ) $ (5,154 ) Foreign currency translation 164 164 Balance at June 30, 2019 $ (4,990 ) $ (4,990 ) Total Net Unrealized Cumulative Accumulated Loss on Marketable Translation Other Comprehensive Investments Adjustment Loss Balance at January 1, 2018 $ (115 ) $ (1,897 ) $ (2,012 ) Reclassification of stranded tax effects from tax reform (26 ) — (26 ) Foreign currency translation — (1,691 ) (1,691 ) Unrealized loss on investments, net of tax of $(17) (53 ) — (53 ) Balance at June 30, 2018 $ (194 ) $ (3,588 ) $ (3,782 ) Total Cumulative Accumulated Translation Other Comprehensive Adjustment Loss Balance at April 1, 2019 $ (5,584 ) $ (5,584 ) Foreign currency translation 594 594 Balance at June 30, 2019 $ (4,990 ) $ (4,990 ) Total Net Unrealized Cumulative Accumulated Loss on Marketable Translation Other Comprehensive Investments Adjustment Loss Balance at April 1, 2018 $ (256 ) $ (194 ) $ (450 ) Foreign currency translation — (3,394 ) (3,394 ) Unrealized gain on investments, net of tax of $21 62 — 62 Balance at June 30, 2018 $ (194 ) $ (3,588 ) $ (3,782 ) |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 6 — Fair Value Measurements The Company measures certain financial assets at fair value on a recurring basis, including cash equivalents and available-for-sale securities. The fair values of these financial assets have been classified as Level 1, 2 or 3 within the fair value hierarchy as described in the accounting standards for fair value measurements. Level 1 — Fair value based on quoted prices in active markets for identical assets or liabilities. Level 2 — Fair value based on inputs other than Level 1 inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 — Fair value based on unobservable inputs that are supported by little or no market activity and such inputs are significant to the fair value of the assets or liabilities. During the six months ended June 30, 2019 and 2018, the Company did not transfer assets or liabilities between levels of the fair value hierarchy. The following table represents the Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): As of June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 7,331 $ — $ — $ 7,331 Total Assets: $ 7,331 $ — $ — $ 7,331 Liabilities Contingent purchase price (2) $ — $ — $ (4,269 ) $ (4,269 ) Total Liabilities: $ — $ — $ (4,269 ) $ (4,269 ) As of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 255 $ — $ — $ 255 Total Assets: $ 255 $ — $ — $ 255 Liabilities Contingent purchase price (2) $ — $ — $ (4,196 ) $ (4,196 ) Total Liabilities: $ — $ — $ (4,196 ) $ (4,196 ) (1) Included in cash and cash equivalents. (2) $1.8 million is included in accrued expenses and other current liabilities, and $2.5 million and $2.4 million is included in non-current liabilities as of June 30, 2019 and December 31, 2018, respectively. Level 3 liabilities at June 30, 2019 consist entirely of the contingent purchase price related to the acquisition of FeedbackNow. Changes in the fair value of Level 3 contingent consideration for the six months ended June 30, 2019 were as follows (in thousands): Contingent Consideration Balance at December 31, 2018 $ (4,196 ) Fair value adjustment of contingent purchase price (1) (46 ) Foreign exchange effect (27 ) Balance at June 30, 2019 $ (4,269 ) (1) This amount was recognized as acquisition and integration costs within the Consolidated Statements of Operations. As of June 30, 2019, the significant unobservable inputs used in the Monte Carlo simulation to fair value the contingent consideration included projected contract bookings, a discount rate of 17.3%, and revenue volatility of 26.6%. Increases or decreases in the inputs would result in a higher or lower fair value measurement. |
Non-Marketable Investments
Non-Marketable Investments | 6 Months Ended |
Jun. 30, 2019 | |
Investments Debt And Equity Securities [Abstract] | |
Non-Marketable Investments | Note 7 — Non-Marketable Investments At June 30, 2019 and December 31, 2018, the carrying value of the Company’s non-marketable investments, which were composed of interests in technology-related private equity funds, was $2.4 million and $2.5 million, respectively, and is included in other assets in the Consolidated Balance Sheets. The Company’s non-marketable investments at June 30, 2019 are being accounted for using the equity method as the investments are limited partnerships and the Company has an ownership interest in excess of 5% and, accordingly, the Company records its share of the investee’s operating results each period. Losses from non-marketable investments were immaterial during the three and six months ended June 30, 2019 and 2018. During the three and six months ended June 30, 2019 and 2018, no distributions were received from the funds. |
Contract Assets and Liabilities
Contract Assets and Liabilities | 6 Months Ended |
Jun. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Contract Assets and Liabilities | Note 8 – Contract Assets and Liabilities Accounts Receivable Accounts receivable includes amounts billed and currently due from customers. Since the only condition for payment of our invoices is the passage of time, the Company records a receivable on the date the invoice is issued. Also included in accounts receivable are unbilled amounts resulting from revenue exceeding the amount billed to the customer, where the right to payment is unconditional. If the right to payment for services performed was conditional on something other than the passage of time, the unbilled amount would be recorded as a separate contract asset. There were no contract assets as of June 30, 2019 or 2018. The majority of the Company’s contracts are non-cancellable. However, for contracts that are cancellable by the customer, the Company does not record a receivable when it issues an invoice. The Company records accounts receivable on these contracts only up to the amount of revenue earned but not yet collected. In addition, since the majority of the Company’s contracts are for a duration of one year and payment is expected within one year from the transfer of products and services, the Company does not adjust its receivables or transaction price for the effects of a significant financing component. Deferred Revenue The Company refers to contract liabilities as deferred revenue on the Consolidated Balance Sheets. Payment terms in the Company’s customer contracts vary, but generally require payment in advance of fully satisfying the performance obligation(s). Deferred revenue consists of billings in excess of revenue recognized. Similar to accounts receivable, the Company does not record deferred revenue for invoices issued on a cancellable contract. During the three and six months ended June 30, 2019, the Company recognized approximately $53.5 million and $111.6 million of revenue related to its deferred revenue balance at January 1, 2019. During the three and six months ended June 30, 2018, the Company recognized approximately $45.9 million and $103.9 million of revenue related to its deferred revenue balance at January 1, 2018. To determine revenue recognized in the current period from deferred revenue at the beginning of the period, the Company first allocates revenue to the individual deferred revenue balance outstanding at the beginning of the period, until the revenue equals that balance. Approximately $325.0 million of revenue is expected to be recognized during the next 12 to 24 months from remaining performance obligations as of June 30, 2019. Cost to Obtain Contracts The Company capitalizes commissions paid to internal sales representatives and related fringe benefits costs that are incremental to obtaining customer contracts . These costs are included in deferred commissions on the Consolidated Balance Sheets. The Company accounts for these costs at a portfolio level as the Company’s contracts are similar in nature and the amortization model used closely matches the amortization expense that would be recognized on a contract-by-contract basis. Costs to obtain a contract are amortized to operations as the related revenue is recognized over the initial contract term. Amortization expense related to deferred commissions was $8.9 million and $16.0 million for the three and six months ended June 30, 2019, respectively. Amortization expense related to deferred commissions was $8.2 million and $15.2 million for the three and six months ended June 30, 2018, respectively. The Company evaluates the recoverability of deferred commissions at each balance sheet date |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9 — Income Taxes Forrester provides for income taxes on an interim basis according to management’s estimate of the effective tax rate expected to be applicable for the full fiscal year. Certain items such as changes in tax rates, tax benefits or expense related to settlements of share-based payment awards, and foreign currency gains or losses are treated as discrete items and are recorded in the period in which they arise. Income tax expense for the six months ended June 30, 2019 was $0.7 million resulting in an effective tax rate of (6.0)% for the period. The Company recorded a $0.6 million discrete tax expense during the six months ended June 30, 2019 due to the settlement of a U.S. Competent Authority claim during the period. The Company anticipates that its effective tax rate for the full year 2019 will be approximately (10)% to (5)% due to a projected pretax loss for the year and a minimal amount of tax expense for the year due to non-deductible expense items and tax expense related to the Competent Authority claim. Income tax expense for the six months ended June 30, 2018 was $2.8 million resulting in an effective tax rate of 31.6% for the period. In July 2015, the U.S. Tax Court issued an opinion in Altera Corp. v. Commissioner related to the treatment of stock-based compensation expense in an intercompany cost-sharing arrangement. The opinion invalidated part of a treasury regulation requiring stock-based compensation to be included in any qualified intercompany cost-sharing arrangement. The Company previously recorded a tax benefit based on the opinion in the case. In June 2019, the U.S. Court of Appeals for Ninth Circuit reversed the U.S. Tax Court’s decision. Currently, Altera Corp. submi tted its appeal for an en banc rehearing before the U .S. Court of Appeals for the Ninth Circuit. Due to the uncertainty surrounding the status of the current regulations and questions related to jurisdiction, the Company has determined no adjustment is required to the consolidated financial statements as a result of this ruling. The Company will continue to monitor ongoing developments and potential impacts to its consolidated financial statements. |
Net Income (Loss) Per Common Sh
Net Income (Loss) Per Common Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Common Share | Note 10 — Net Income (Loss) Per Common Share Basic net income (loss) per common share is computed by dividing net income (loss) by the basic weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the diluted weighted average number of common shares and common equivalent shares outstanding during the period. The weighted average number of common equivalent shares outstanding has been determined in accordance with the treasury-stock method. Common equivalent shares consist of common stock issuable on the exercise of outstanding stock options and the vesting of restricted stock units. Basic and diluted weighted average common shares are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Basic weighted average common shares outstanding 18,435 17,965 18,399 18,001 Weighted average common equivalent shares 345 325 — 312 Diluted weighted average common shares outstanding 18,780 18,290 18,399 18,313 Options and restricted stock units excluded from diluted weighted average share calculation as effect would have been anti-dilutive 1 14 1,084 14 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Note 11 — Stockholders’ Equity The components of stockholders’ equity are as follows (in thousands): Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at January 1, 2019 22,951 $ 230 $ 200,696 $ 127,717 4,631 $ (171,889 ) $ (5,154 ) $ 151,600 Issuance of common stock under stock plans, net 138 1 4,149 — — — — 4,150 Stock-based compensation expense — — 5,533 — — — — 5,533 Net loss — — — (11,761 ) — — — (11,761 ) Foreign currency translation — — — — — — 164 164 Balance at June 30, 2019 23,089 $ 231 $ 210,378 $ 115,956 4,631 $ (171,889 ) $ (4,990 ) $ 149,686 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at January 1, 2018 22,432 $ 224 $ 181,910 $ 123,010 4,391 $ (161,943 ) $ (2,012 ) $ 141,189 Issuance of common stock under stock plans, net 132 2 3,573 — — — — 3,575 Cumulative effect adjustment due to adoption of new accounting pronouncements — — — 3,829 — — (26 ) 3,803 Stock-based compensation expense — — 4,071 — — — — 4,071 Repurchases of common stock — — — — 233 (9,642 ) — (9,642 ) Dividends paid on common shares — — — (7,196 ) — — — (7,196 ) Net income — — — 6,055 — — — 6,055 Net change in marketable investments, net of tax — — — — — — (53 ) (53 ) Foreign currency translation — — — — — — (1,691 ) (1,691 ) Balance at June 30, 2018 22,564 $ 226 $ 189,554 $ 125,698 4,624 $ (171,585 ) $ (3,782 ) $ 140,111 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at April 1, 2019 23,050 $ 231 $ 206,655 $ 114,401 4,631 $ (171,889 ) $ (5,584 ) $ 143,814 Issuance of common stock under stock plans, net 39 — 875 — — — — 875 Stock-based compensation expense — — 2,848 — — — — 2,848 Net income — — — 1,555 — — — 1,555 Foreign currency translation — — — — — — 594 594 Balance at June 30, 2019 23,089 $ 231 $ 210,378 $ 115,956 4,631 $ (171,889 ) $ (4,990 ) $ 149,686 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at April 1, 2018 22,514 $ 225 $ 186,335 $ 121,495 4,497 $ (166,310 ) $ (450 ) $ 141,295 Issuance of common stock under stock plans, net 50 1 1,111 — — — — 1,112 Stock-based compensation expense — — 2,108 — — — — 2,108 Repurchases of common stock — — — — 127 (5,275 ) — (5,275 ) Dividends paid on common shares — — — (3,585 ) — — — (3,585 ) Net income — — — 7,788 — — — 7,788 Net change in marketable investments, net of tax — — — — — — 62 62 Foreign currency translation — — — — — — (3,394 ) (3,394 ) Balance at June 30, 2018 22,564 $ 226 $ 189,554 $ 125,698 4,624 $ (171,585 ) $ (3,782 ) $ 140,111 Equity Plans Restricted stock unit activity for the six months ended June 30, 2019 is presented below (in thousands, except per share data): Weighted- Average Number of Grant Date Shares Fair Value Unvested at December 31, 2018 497 $ 40.89 Granted 190 45.14 Vested (22 ) 38.89 Forfeited (39 ) 43.10 Unvested at June 30, 2019 626 $ 42.11 Stock option activity for the six months ended June 30, 2019 is presented below (in thousands, except per share data and contractual term): Weighted - Weighted - Average Average Exercise Remaining Aggregate Number Price Per Contractual Intrinsic of Shares Share Term (in years) Value Outstanding at December 31, 2018 583 $ 35.27 Granted — — Exercised (95 ) 34.31 Forfeited (18 ) 35.46 Outstanding at June 30, 2019 470 $ 35.46 4.62 $ 5,433 Exercisable at June 30, 2019 404 $ 35.67 4.34 $ 4,589 Vested and expected to vest at June 30, 2019 470 $ 35.46 4.62 $ 5,433 Stock-Based Compensation Forrester recognizes the fair value of stock-based compensation in net income (loss) over the requisite service period of the individual grantee, which generally equals the vesting period. Stock-based compensation was recorded in the following expense categories (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of services and fulfillment $ 1,567 $ 1,108 $ 3,030 $ 2,127 Selling and marketing 485 246 925 491 General and administrative 796 754 1,578 1,453 Total $ 2,848 $ 2,108 $ 5,533 $ 4,071 Forrester utilizes the Black-Scholes valuation model for estimating the fair value of shares subject to purchase under the employee stock purchase plan, which were valued using the following assumptions: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Average risk-free interest rate 2.51 % 1.92 % 2.51 % 1.62 % Expected dividend yield 0.0 % 2.0 % 0.0 % 2.0 % Expected life 0.5 Years 0.5 Years 0.5 Years 0.5 Years Expected volatility 34 % 22 % 34 % 22 % Weighted average fair value $ 12.50 $ 8.49 $ 12.50 $ 8.50 Dividends As a result of the acquisition of SiriusDecisions on January 3, 2019 and the related debt incurred to fund the acquisition, the Company suspended its dividend program beginning in 2019. Accordingly, the Company did not declare or pay any dividends in the three and six months ended June 30, 2019. In the six months ended June 30, 2018, the Company declared and paid two quarterly dividends of $0.20 per share or $7.2 million in the aggregate. Treasury Stock As of June 30, 2019, Forrester’s Board of Directors had authorized an aggregate $535.0 million to purchase common stock under its stock repurchase program. The shares repurchased may be used, among other things, in connection with Forrester’s equity incentive and purchase plans. In the six months ended June 30, 2019, the Company did not repurchase any shares of common stock. In the three and six months ended June 30, 2018, the Company repurchased approximately 0.1 million and 0.2 million shares of common stock at an aggregate cost of approximately $5.3 million and $9.6 million, respectively. From the inception of the program through June 30, 2019, the Company repurchased 16.3 million shares of common stock at an aggregate cost of $474.9 million. |
Operating Segments
Operating Segments | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Operating Segments | Note 12 — Operating Segments In conjunction with the acquisition of SiriusDecisions in the first quarter of 2019, the Company realigned its management structure into Products, Research and SiriusDecisions. The Products segment includes the revenues of the Connect, Analytics, and Events products (excluding the revenues from SiriusDecisions products) and the costs of the organizations responsible for developing and delivering these products. In addition, this segment includes Consulting revenues from the project consulting organization that is included in this segment. The project consulting organization delivers a majority of the Company’s project consulting revenue (excluding SiriusDecisions consulting) and certain advisory services primarily related to the Analytics product line. This segment also includes the costs of the product management organization that is responsible for product pricing and packaging and the launch of new products. The Research segment includes the revenues of the Research products and the cost of the organizations responsible for developing and delivering the Research products (excluding the costs and revenues from SiriusDecisions products). In addition, this segment includes Consulting revenues primarily from the delivery of advisory services (such as workshops, speeches and advisory days) delivered by the Company’s research analysts. The SiriusDecisions segment includes the revenues of the legacy SiriusDecisions products and the costs of the organizations responsible for developing and delivering these products. In addition, this segment includes the costs of marketing, technology development and business support departments of the legacy SiriusDecisions business. The Company evaluates reportable segment performance and allocates resources based on segment revenues and expenses. Segment expenses include the direct expenses of each segment organization and exclude, except as noted above for the SiriusDecisions segment, selling and marketing expenses, general and administrative expenses, stock-based compensation expense, depreciation expense, adjustments to incentive bonus compensation from target amounts, amortization of intangible assets, interest and other expense, and losses on investments. The accounting policies used by the segments are the same as those used in the consolidated financial statements. The Company is providing disaggregated revenue by product in the segment tables below (in thousands). The 2018 amounts have been reclassified to conform to the current presentation. Products Research Sirius Decisions Consolidated Three Months Ended June 30, 2019 Research services revenues Research $ — $ 41,506 $ 14,799 $ 56,305 Connect 13,525 — 542 14,067 Analytics 5,907 — — 5,907 Total research services revenues 19,432 41,506 15,341 76,279 Advisory services and events revenues Consulting 19,021 13,503 1,493 34,017 Events 7,194 — 10,693 17,887 Total advisory services and events revenues 26,215 13,503 12,186 51,904 Total segment revenues 45,647 55,009 27,527 128,183 Segment expenses 23,431 13,747 15,498 52,676 Contribution margin 22,216 41,262 12,029 75,507 Selling, marketing, administrative and other expenses (63,299 ) Amortization of intangible assets (5,099 ) Acquisition and integration costs (2,487 ) Interest, other expense and loss on investments (2,179 ) Income before income taxes $ 2,443 Products Research Sirius Decisions Consolidated Three Months Ended June 30, 2018 Research services revenues Research $ — $ 41,055 $ — $ 41,055 Connect 12,538 — — 12,538 Analytics 4,707 — — 4,707 Total research services revenues 17,245 41,055 — 58,300 Advisory services and events revenues Consulting 16,363 13,681 — 30,044 Events 8,009 — — 8,009 Total advisory services and events revenues 24,372 13,681 — 38,053 Total segment revenues 41,617 54,736 — 96,353 Segment expenses 20,985 13,378 — 34,363 Contribution margin 20,632 41,358 — 61,990 Selling, marketing, administrative and other expenses (50,452 ) Amortization of intangible assets (182 ) Acquisition and integration costs (329 ) Other expense and loss on investments 251 Income before income taxes $ 11,278 Sirius Product Research Decisions Consolidated Six Months Ended June 30, 2019 Research services revenues Research $ — $ 77,943 $ 28,142 $ 106,085 Connect 26,640 — 998 27,638 Analytics 11,165 — — 11,165 Total research services revenues 37,805 77,943 29,140 144,888 Advisory services and events revenues Consulting 36,858 26,271 2,675 65,804 Events 7,221 — 10,919 18,140 Total advisory services and events revenues 44,079 26,271 13,594 83,944 Total segment revenues 81,884 104,214 42,734 228,832 Segment expenses 41,608 27,776 24,908 94,292 Contribution margin 40,276 76,438 17,826 134,540 Selling, marketing, administrative and other expenses (124,039 ) Amortization of intangible assets (11,309 ) Acquisition and integration costs (5,454 ) Interest expense, other income and losses on investments (4,837 ) Loss before income taxes $ (11,099 ) Sirius Products Research Decisions Consolidated Six Months Ended June 30, 2018 Research services revenues Research $ — $ 75,698 $ — $ 75,698 Connect 25,102 — — 25,102 Analytics 9,200 — — 9,200 Total research services revenues 34,302 75,698 — 110,000 Advisory services and events revenues Consulting 30,770 25,323 — 56,093 Events 8,009 — — 8,009 Total advisory services and events revenues 38,779 25,323 — 64,102 Total segment revenues 73,081 101,021 — 174,102 Segment expenses 37,041 26,789 — 63,830 Contribution margin 36,040 74,232 — 110,272 Selling, marketing, administrative and other expenses (100,836 ) Amortization of intangible assets (368 ) Acquisition and integration costs (329 ) Other income and losses on investments 108 Income before income taxes $ 8,847 |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2019 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Note 13 — Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. The Company is currently evaluating the potential impact that this standard may have on its financial position and results of operations. |
Interim Consolidated Financia_2
Interim Consolidated Financial Statements (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. The year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States of America. It is recommended that these financial statements be read in conjunction with the consolidated financial statements and related notes that appear in the Forrester Research, Inc. (“Forrester”) Annual Report on Form 10-K for the year ended December 31, 2018. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the financial position, results of operations, comprehensive income (loss) and cash flows as of the dates and for the periods presented have been included. The results of operations for the three and six months ended June 30, 2019 may not be indicative of the results for the year ending December 31, 2019, or any other period. |
Fair Value Measurements | Fair Value Measurements The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. The Company believes that the carrying amount of its variable-rate borrowings reasonably approximate their fair values because the rates of interest on those borrowings reflect current market rates of interest. See Note 6 – Fair Value Measurements, |
Presentation of Restricted Cash | Presentation of Restricted Cash The following table summarizes the end-of-period cash and cash equivalents from the Company's Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash as presented in the accompanying Consolidated Statements of Cash Flows (in thousands). Six Months Ended June 30, 2019 2018 Cash and cash equivalents $ 69,762 $ 92,997 Restricted cash classified in (1): Prepaid expenses and other current assets 203 — Other assets 1,147 — Cash, cash equivalents and restricted cash shown in statement of cash flows $ 71,112 $ 92,997 (1) Restricted cash consists of collateral required primarily for letters of credit. The short-term or long-term classification is determined in accordance with the expiration of the underlying lease as the letters of credit are non-cancellable while the leases are in effect. |
Adoption of New Accounting Pronouncements | Adoption of New Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases Leases (Topic 842): Targeted Improvements On January 1, 2019, the Company adopted Topic 842 using the modified retrospective method in which prior periods are not adjusted. Under this method, the cumulative effect of applying the standard is recorded at the date of initial application. Adoption of the standard did not result in the Company recording a cumulative effect adjustment. Adoption of the standard resulted in the recognition of operating lease right-of-use (“ROU”) assets of $53.3 million, operating lease liabilities of $60.8 million and the elimination of deferred rent of $7.5 million on the adoption date. In addition, the Company recorded $10.4 million of operating lease ROU assets and operating lease liabilities on January 3, 2019 as a result of the acquisition of SiriusDecisions (see Note 2 – Acquisitions standard did not have a material impact on the Company’s results of operations or cash flows. The Company elected the package of practical expedients permitted under the new lease standard that allowed the carry forward of the historical lease classification for all leases that existed as of the adoption date. In addition, the Company elected to exempt short term leases from recognition of ROU assets and lease liabilities and elected not to separate lease and non-lease components within its leases. The Company determines whether an arrangement is a lease at inception of the arrangement. The Company accounts for a lease when it has the right to control the leased asset for a period of time while obtaining substantially all of the assets’ economic benefits. All of the Company’s leases are operating leases, the majority of which are for office space. Operating lease ROU assets and non-current operating lease liabilities are included as individual line items on the Consolidated Balance Sheets while short-term operating lease liabilities are recorded within accrued expenses and other current liabilities. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. The discount rate used to determine the present value of the lease payments is the Company’s incremental borrowing rate based on the information available at lease inception, as an implicit rate in the lease is generally not readily determinable. An operating lease ROU asset includes all lease payments, lease incentives and initial direct costs incurred. Some of the Company’s leases include options to extend or terminate the lease. When determining the lease term, these options are included in the measurement and recognition of the Company’s ROU assets and lease liabilities when it is reasonably certain that the Company will exercise the option. The Company considers various economic factors when making this determination, including but not limited to, the significance of leasehold improvements incurred in the office space, the difficulty in replacing the asset, underlying contractual obligations, or specific characteristics unique to a particular lease. Lease expense for operating leases is recognized on a straight-line basis over the lease term based on the total lease payments (which include initial direct costs and lease incentives). The expense is included in operating expenses in the Consolidated Statements of Operations. The Company’s lease agreements generally contain lease and non-lease components. Non-lease components are fixed charges stated in an agreement and primarily include payments for parking at the leased office facilities. The Company accounts for the lease and fixed payments for non-lease components as a single lease component under Topic 842, which increases the amount of the ROU assets and lease liabilities. Most of the Company’s lease agreements also contain variable payments, primarily maintenance-related costs, which are expensed as incurred and not included in the measurement of the ROU assets and lease liabilities. The Company incurred $0.3 million of ROU asset impairments during the three and six months ended June 30, 2019 related to facility leases from the SiriusDecisions, Inc. acquisition. Leases with an initial term of twelve months or less are not recorded on the Consolidated Balance Sheets and are not material. The components of lease expense were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease cost $ 3,727 $ 7,296 Short-term lease cost 85 340 Variable lease cost 1,335 2,569 Total lease cost $ 5,147 $ 10,205 Additional lease information is summarized in the following table (in thousands, except lease term and discount rate): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 7,762 Operating right-of-use assets obtained in exchange for lease obligations $ 16,626 Weighted-average remaining lease term - operating leases (years) 6.7 Weighted-average discount rate - operating leases 5.1 % Future minimum lease payments under non-cancellable leases as of June 30, 2019 are as follows (in thousands): 2019 $ 6,155 2020 16,410 2021 13,995 2022 13,049 2023 12,728 Thereafter 35,580 Total lease payments 97,917 Less imputed interest (15,773 ) Present value of lease liabilities $ 82,144 Lease balances as of June 30, 2019 are as follows (in thousands): Operating lease right-of-use assets $ 73,167 Short-term operating lease liabilities (1) $ 17,326 Non-current operating lease liabilities 64,818 Total operating lease liabilities $ 82,144 (1) Included in accrued expenses and other current liabilities The Company’s leases do not contain residual value guarantees, material restrictions or covenants. Lease Disclosures Under Prior GAAP Under prior GAAP, as of December 31, 2018, the Company’s future contractual obligations for operating leases were as follows (in thousands): 2019 $ 12,498 2020 11,762 2021 10,145 2022 8,552 2023 7,856 Thereafter 22,222 Total minimum lease payments $ 73,035 |
Interim Consolidated Financia_3
Interim Consolidated Financial Statements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of End-of-period Cash and Cash Equivalents and Cash, Cash Equivalents and Restricted Cash from Financial Statements | The following table summarizes the end-of-period cash and cash equivalents from the Company's Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash as presented in the accompanying Consolidated Statements of Cash Flows (in thousands). Six Months Ended June 30, 2019 2018 Cash and cash equivalents $ 69,762 $ 92,997 Restricted cash classified in (1): Prepaid expenses and other current assets 203 — Other assets 1,147 — Cash, cash equivalents and restricted cash shown in statement of cash flows $ 71,112 $ 92,997 (1) Restricted cash consists of collateral required primarily for letters of credit. The short-term or long-term classification is determined in accordance with the expiration of the underlying lease as the letters of credit are non-cancellable while the leases are in effect. |
Summary of Components of Lease Expense | The components of lease expense were as follows (in thousands): Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease cost $ 3,727 $ 7,296 Short-term lease cost 85 340 Variable lease cost 1,335 2,569 Total lease cost $ 5,147 $ 10,205 |
Summary of Additional Lease Information | Additional lease information is summarized in the following table (in thousands, except lease term and discount rate): Six Months Ended June 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 7,762 Operating right-of-use assets obtained in exchange for lease obligations $ 16,626 Weighted-average remaining lease term - operating leases (years) 6.7 Weighted-average discount rate - operating leases 5.1 % |
Summary of Future Minimum Lease Payments Under Non-Cancellable Leases | Future minimum lease payments under non-cancellable leases as of June 30, 2019 are as follows (in thousands): 2019 $ 6,155 2020 16,410 2021 13,995 2022 13,049 2023 12,728 Thereafter 35,580 Total lease payments 97,917 Less imputed interest (15,773 ) Present value of lease liabilities $ 82,144 |
Summary of Lease Balances | Lease balances as of June 30, 2019 are as follows (in thousands): Operating lease right-of-use assets $ 73,167 Short-term operating lease liabilities (1) $ 17,326 Non-current operating lease liabilities 64,818 Total operating lease liabilities $ 82,144 (1) Included in accrued expenses and other current liabilities |
Future Contractual Obligations for Operating Leases | Under prior GAAP, as of December 31, 2018, the Company’s future contractual obligations for operating leases were as follows (in thousands): 2019 $ 12,498 2020 11,762 2021 10,145 2022 8,552 2023 7,856 Thereafter 22,222 Total minimum lease payments $ 73,035 |
Acquisitions (Tables)
Acquisitions (Tables) - SiriusDecisions, Inc [Member] | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Fair Value of Aggregate Consideration Paid or Payable | The following table summarizes the fair value of the aggregate consideration paid or payable for SiriusDecisions (in thousands): Cash paid at close (1) $ 246,801 Working capital adjustment (2) (833 ) Total $ 245,968 (1) The cash paid at close represents the gross contractual amount paid. Net cash paid, which accounts for the cash acquired of $7.9 million $238.9 million (2) Amount represents the provisional amount receivable from the sellers based upon working capital as defined. This amount is subject to adjustment and the Company expects to receive the working capital adjustment by the end of 2019. |
Summary of Preliminary Allocation of Purchase Price to Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed for the acquisition of SiriusDecisions (in thousands): Assets: Cash and cash equivalents $ 7,858 Accounts receivable 19,237 Prepaids and other current assets 3,660 Fixed assets 4,169 Goodwill (1) 157,161 Acquired intangible assets (2) 115,000 Other assets 265 Total assets 307,350 Liabilities: Accounts payable and accrued liabilities 8,924 Deferred revenue 26,143 Deferred tax liability 24,204 Long-term deferred revenue 1,037 Other long-term liabilities 1,074 Total liabilities 61,382 Net assets acquired $ 245,968 (1) Goodwill represents the expected revenue and cost synergies from combining SiriusDecisions with Forrester as well as the value of the acquired workforce. (2) All of the acquired intangible assets are finite-lived. The determination of the fair value of the finite-lived intangible assets required management judgment and the consideration of a number of factors. In determining the fair values, management primarily relied on income valuation methodologies, in particular discounted cash flow models. The use of discounted cash flow models required the use of estimates, including projected cash flows related to the particular asset; the useful lives of the particular assets; the selection of royalty and discount rates used in the models; and certain published industry benchmark data. In establishing the estimated useful lives of the acquired intangible assets, the Company relied primarily on the duration of the cash flows utilized in the valuation model. Of the $115.0 million assigned to acquired intangible assets, $13.0 million was assigned to the technology asset class with useful lives of 1 to 8 years (with a weighted average amortization period of 3.2 years), $13.0 million to backlog with a useful life of 2.0 years, $77.0 million to customer relationships with a useful life of 9.25 years, and $12.0 million to trade names with a useful life of 15.5 years. The weighted-average amortization period for the total acquired intangible assets is 8.4 years. |
Schedule of Unaudited Pro Forma Financial Information | Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Pro forma total revenue $ 133,039 $ 122,875 $ 237,527 $ 216,246 Pro forma net income (loss) $ 4,823 $ 3,011 $ (4,267 ) $ (7,440 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Change in Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the six months ended June 30, 2019 is summarized as follows (in thousands): Total Balance at December 31, 2018 $ 85,165 Acquisition 157,161 Translation adjustments (61 ) Balance at June 30, 2019 $ 242,265 |
Summary of Carrying Values of Finite-Lived Intangible Assets | The carrying values of finite-lived intangible assets are as follows (in thousands): June 30, 2019 Gross Net Carrying Accumulated Carrying Amount Amortization Amount Amortizable intangible assets: Customer relationships $ 109,794 $ 35,855 $ 73,939 Technology 16,635 3,671 12,964 Backlog 13,000 3,250 9,750 Trade name 12,447 439 12,008 Total $ 151,876 $ 43,215 $ 108,661 December 31, 2018 Gross Net Carrying Accumulated Carrying Amount Amortization Amount Amortizable intangible assets: Customer relationships $ 32,823 $ 31,604 $ 1,219 Technology 3,610 295 3,315 Trade name 443 26 417 Total $ 36,876 $ 31,925 $ 4,951 |
Summary of Estimated Intangible Assets Amortization Expense | Estimated intangible asset amortization expense as of June 30, 2019 is as follows (in thousands): Year ending December 31, 2019 (remainder) $ 11,315 Year ending December 31, 2020 18,839 Year ending December 31, 2021 12,339 Year ending December 31, 2022 11,000 Year ending December 31, 2023 10,827 Thereafter 44,341 Total $ 108,661 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | The amount payable in each year as of June 30, 2019 is set forth in the table below (in thousands): 2019 (remainder) $ 3,125 2020 9,375 2021 12,500 2022 12,500 2023 15,625 Thereafter 68,750 Total remaining principal payments $ 121,875 |
Summary of Company’s Total Outstanding Borrowings | The following table summarizes the Company’s total outstanding borrowings as of the dates indicated (in thousands): Description: June 30, 2019 December 31, 2018 Term loan facility (1) $ 121,875 $ — Revolving credit facility (1) (2) 20,000 — Principal amount outstanding (3) 141,875 — Less: Deferred financing fees (2,522 ) — Net carrying amount $ 139,353 $ — (1) The contractual annualized interest rate as of June 30, 2019 on the Term loan facility and the Revolving Credit Facility was 4.6875%, which consisted of LIBOR of 2.4375% plus a margin of 2.25%. (2) The Company had $55.0 million of available borrowing capacity on the revolver (not including the expansion feature) as of June 30, 2019. (3) The weighted average annual effective rates on the Company's total debt outstanding for the three and six months ended June 30, 2019, were 4.81% and 5.04%, respectively. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss are as follows (in thousands): Total Cumulative Accumulated Translation Other Comprehensive Adjustment Loss Balance at January 1, 2019 $ (5,154 ) $ (5,154 ) Foreign currency translation 164 164 Balance at June 30, 2019 $ (4,990 ) $ (4,990 ) Total Net Unrealized Cumulative Accumulated Loss on Marketable Translation Other Comprehensive Investments Adjustment Loss Balance at January 1, 2018 $ (115 ) $ (1,897 ) $ (2,012 ) Reclassification of stranded tax effects from tax reform (26 ) — (26 ) Foreign currency translation — (1,691 ) (1,691 ) Unrealized loss on investments, net of tax of $(17) (53 ) — (53 ) Balance at June 30, 2018 $ (194 ) $ (3,588 ) $ (3,782 ) Total Cumulative Accumulated Translation Other Comprehensive Adjustment Loss Balance at April 1, 2019 $ (5,584 ) $ (5,584 ) Foreign currency translation 594 594 Balance at June 30, 2019 $ (4,990 ) $ (4,990 ) Total Net Unrealized Cumulative Accumulated Loss on Marketable Translation Other Comprehensive Investments Adjustment Loss Balance at April 1, 2018 $ (256 ) $ (194 ) $ (450 ) Foreign currency translation — (3,394 ) (3,394 ) Unrealized gain on investments, net of tax of $21 62 — 62 Balance at June 30, 2018 $ (194 ) $ (3,588 ) $ (3,782 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Company's Fair Value Hierarchy for its Financial Assets and Liabilities | The following table represents the Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis (in thousands): As of June 30, 2019 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 7,331 $ — $ — $ 7,331 Total Assets: $ 7,331 $ — $ — $ 7,331 Liabilities Contingent purchase price (2) $ — $ — $ (4,269 ) $ (4,269 ) Total Liabilities: $ — $ — $ (4,269 ) $ (4,269 ) As of December 31, 2018 Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ 255 $ — $ — $ 255 Total Assets: $ 255 $ — $ — $ 255 Liabilities Contingent purchase price (2) $ — $ — $ (4,196 ) $ (4,196 ) Total Liabilities: $ — $ — $ (4,196 ) $ (4,196 ) (1) Included in cash and cash equivalents. (2) $1.8 million is included in accrued expenses and other current liabilities, and $2.5 million and $2.4 million is included in non-current liabilities as of June 30, 2019 and December 31, 2018, respectively. |
Summary of Changes in the Fair Value of Level 3 Contingent Consideration | Changes in the fair value of Level 3 contingent consideration for the six months ended June 30, 2019 were as follows (in thousands): Contingent Consideration Balance at December 31, 2018 $ (4,196 ) Fair value adjustment of contingent purchase price (1) (46 ) Foreign exchange effect (27 ) Balance at June 30, 2019 $ (4,269 ) (1) This amount was recognized as acquisition and integration costs within the Consolidated Statements of Operations. As of June 30, 2019, the significant unobservable inputs used in the Monte Carlo simulation to fair value the contingent consideration included projected contract bookings, a discount rate of 17.3%, and revenue volatility of 26.6%. Increases or decreases in the inputs would result in a higher or lower fair value measurement. |
Net Income (Loss) Per Common _2
Net Income (Loss) Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Weighted Average Common Shares | Basic and diluted weighted average common shares are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Basic weighted average common shares outstanding 18,435 17,965 18,399 18,001 Weighted average common equivalent shares 345 325 — 312 Diluted weighted average common shares outstanding 18,780 18,290 18,399 18,313 Options and restricted stock units excluded from diluted weighted average share calculation as effect would have been anti-dilutive 1 14 1,084 14 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Components of Stockholders' Equity | The components of stockholders’ equity are as follows (in thousands): Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at January 1, 2019 22,951 $ 230 $ 200,696 $ 127,717 4,631 $ (171,889 ) $ (5,154 ) $ 151,600 Issuance of common stock under stock plans, net 138 1 4,149 — — — — 4,150 Stock-based compensation expense — — 5,533 — — — — 5,533 Net loss — — — (11,761 ) — — — (11,761 ) Foreign currency translation — — — — — — 164 164 Balance at June 30, 2019 23,089 $ 231 $ 210,378 $ 115,956 4,631 $ (171,889 ) $ (4,990 ) $ 149,686 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at January 1, 2018 22,432 $ 224 $ 181,910 $ 123,010 4,391 $ (161,943 ) $ (2,012 ) $ 141,189 Issuance of common stock under stock plans, net 132 2 3,573 — — — — 3,575 Cumulative effect adjustment due to adoption of new accounting pronouncements — — — 3,829 — — (26 ) 3,803 Stock-based compensation expense — — 4,071 — — — — 4,071 Repurchases of common stock — — — — 233 (9,642 ) — (9,642 ) Dividends paid on common shares — — — (7,196 ) — — — (7,196 ) Net income — — — 6,055 — — — 6,055 Net change in marketable investments, net of tax — — — — — — (53 ) (53 ) Foreign currency translation — — — — — — (1,691 ) (1,691 ) Balance at June 30, 2018 22,564 $ 226 $ 189,554 $ 125,698 4,624 $ (171,585 ) $ (3,782 ) $ 140,111 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at April 1, 2019 23,050 $ 231 $ 206,655 $ 114,401 4,631 $ (171,889 ) $ (5,584 ) $ 143,814 Issuance of common stock under stock plans, net 39 — 875 — — — — 875 Stock-based compensation expense — — 2,848 — — — — 2,848 Net income — — — 1,555 — — — 1,555 Foreign currency translation — — — — — — 594 594 Balance at June 30, 2019 23,089 $ 231 $ 210,378 $ 115,956 4,631 $ (171,889 ) $ (4,990 ) $ 149,686 Common Stock Treasury Stock Accumulated Number $0.01 Additional Number Other of Par Paid-in Retained of Comprehensive Total Shares Value Capital Earnings Shares Cost Income (Loss) Equity Balance at April 1, 2018 22,514 $ 225 $ 186,335 $ 121,495 4,497 $ (166,310 ) $ (450 ) $ 141,295 Issuance of common stock under stock plans, net 50 1 1,111 — — — — 1,112 Stock-based compensation expense — — 2,108 — — — — 2,108 Repurchases of common stock — — — — 127 (5,275 ) — (5,275 ) Dividends paid on common shares — — — (3,585 ) — — — (3,585 ) Net income — — — 7,788 — — — 7,788 Net change in marketable investments, net of tax — — — — — — 62 62 Foreign currency translation — — — — — — (3,394 ) (3,394 ) Balance at June 30, 2018 22,564 $ 226 $ 189,554 $ 125,698 4,624 $ (171,585 ) $ (3,782 ) $ 140,111 |
Schedule of Restricted Stock Unit Activity | Restricted stock unit activity for the six months ended June 30, 2019 is presented below (in thousands, except per share data): Weighted- Average Number of Grant Date Shares Fair Value Unvested at December 31, 2018 497 $ 40.89 Granted 190 45.14 Vested (22 ) 38.89 Forfeited (39 ) 43.10 Unvested at June 30, 2019 626 $ 42.11 |
Schedule of Stock Option Activity | Stock option activity for the six months ended June 30, 2019 is presented below (in thousands, except per share data and contractual term): Weighted - Weighted - Average Average Exercise Remaining Aggregate Number Price Per Contractual Intrinsic of Shares Share Term (in years) Value Outstanding at December 31, 2018 583 $ 35.27 Granted — — Exercised (95 ) 34.31 Forfeited (18 ) 35.46 Outstanding at June 30, 2019 470 $ 35.46 4.62 $ 5,433 Exercisable at June 30, 2019 404 $ 35.67 4.34 $ 4,589 Vested and expected to vest at June 30, 2019 470 $ 35.46 4.62 $ 5,433 |
Summary of Stock-Based Compensation Recorded in Expense Categories | Stock-based compensation was recorded in the following expense categories (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of services and fulfillment $ 1,567 $ 1,108 $ 3,030 $ 2,127 Selling and marketing 485 246 925 491 General and administrative 796 754 1,578 1,453 Total $ 2,848 $ 2,108 $ 5,533 $ 4,071 |
Shares Subject to Employee Stock Purchase Plan Valuation Assumptions | Forrester utilizes the Black-Scholes valuation model for estimating the fair value of shares subject to purchase under the employee stock purchase plan, which were valued using the following assumptions: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Average risk-free interest rate 2.51 % 1.92 % 2.51 % 1.62 % Expected dividend yield 0.0 % 2.0 % 0.0 % 2.0 % Expected life 0.5 Years 0.5 Years 0.5 Years 0.5 Years Expected volatility 34 % 22 % 34 % 22 % Weighted average fair value $ 12.50 $ 8.49 $ 12.50 $ 8.50 |
Operating Segments (Tables)
Operating Segments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Information about Reportable Segments | The Company is providing disaggregated revenue by product in the segment tables below (in thousands). The 2018 amounts have been reclassified to conform to the current presentation. Products Research Sirius Decisions Consolidated Three Months Ended June 30, 2019 Research services revenues Research $ — $ 41,506 $ 14,799 $ 56,305 Connect 13,525 — 542 14,067 Analytics 5,907 — — 5,907 Total research services revenues 19,432 41,506 15,341 76,279 Advisory services and events revenues Consulting 19,021 13,503 1,493 34,017 Events 7,194 — 10,693 17,887 Total advisory services and events revenues 26,215 13,503 12,186 51,904 Total segment revenues 45,647 55,009 27,527 128,183 Segment expenses 23,431 13,747 15,498 52,676 Contribution margin 22,216 41,262 12,029 75,507 Selling, marketing, administrative and other expenses (63,299 ) Amortization of intangible assets (5,099 ) Acquisition and integration costs (2,487 ) Interest, other expense and loss on investments (2,179 ) Income before income taxes $ 2,443 Products Research Sirius Decisions Consolidated Three Months Ended June 30, 2018 Research services revenues Research $ — $ 41,055 $ — $ 41,055 Connect 12,538 — — 12,538 Analytics 4,707 — — 4,707 Total research services revenues 17,245 41,055 — 58,300 Advisory services and events revenues Consulting 16,363 13,681 — 30,044 Events 8,009 — — 8,009 Total advisory services and events revenues 24,372 13,681 — 38,053 Total segment revenues 41,617 54,736 — 96,353 Segment expenses 20,985 13,378 — 34,363 Contribution margin 20,632 41,358 — 61,990 Selling, marketing, administrative and other expenses (50,452 ) Amortization of intangible assets (182 ) Acquisition and integration costs (329 ) Other expense and loss on investments 251 Income before income taxes $ 11,278 Sirius Product Research Decisions Consolidated Six Months Ended June 30, 2019 Research services revenues Research $ — $ 77,943 $ 28,142 $ 106,085 Connect 26,640 — 998 27,638 Analytics 11,165 — — 11,165 Total research services revenues 37,805 77,943 29,140 144,888 Advisory services and events revenues Consulting 36,858 26,271 2,675 65,804 Events 7,221 — 10,919 18,140 Total advisory services and events revenues 44,079 26,271 13,594 83,944 Total segment revenues 81,884 104,214 42,734 228,832 Segment expenses 41,608 27,776 24,908 94,292 Contribution margin 40,276 76,438 17,826 134,540 Selling, marketing, administrative and other expenses (124,039 ) Amortization of intangible assets (11,309 ) Acquisition and integration costs (5,454 ) Interest expense, other income and losses on investments (4,837 ) Loss before income taxes $ (11,099 ) Sirius Products Research Decisions Consolidated Six Months Ended June 30, 2018 Research services revenues Research $ — $ 75,698 $ — $ 75,698 Connect 25,102 — — 25,102 Analytics 9,200 — — 9,200 Total research services revenues 34,302 75,698 — 110,000 Advisory services and events revenues Consulting 30,770 25,323 — 56,093 Events 8,009 — — 8,009 Total advisory services and events revenues 38,779 25,323 — 64,102 Total segment revenues 73,081 101,021 — 174,102 Segment expenses 37,041 26,789 — 63,830 Contribution margin 36,040 74,232 — 110,272 Selling, marketing, administrative and other expenses (100,836 ) Amortization of intangible assets (368 ) Acquisition and integration costs (329 ) Other income and losses on investments 108 Income before income taxes $ 8,847 |
Interim Consolidated Financia_4
Interim Consolidated Financial Statements - Summary of End-of-period Cash and Cash Equivalents and Cash, Cash Equivalents and Restricted Cash from Financial Statements (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Cash And Cash Equivalents [Abstract] | |||
Cash and cash equivalents | $ 69,762 | $ 140,296 | $ 92,997 |
Restricted cash, current | $ 203 | ||
Restricted Cash, Current, Asset, Statement of Financial Position [Extensible List] | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | ||
Restricted cash, non-current | $ 1,147 | ||
Restricted Cash, Noncurrent, Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | ||
Cash, cash equivalents and restricted cash shown in statement of cash flows | $ 71,112 | $ 92,997 |
Interim Consolidated Financia_5
Interim Consolidated Financial Statements - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2019 | Jan. 03, 2019 | Jan. 01, 2019 | |
Summary Of Significant Accounting Policy [Line Items] | ||||
Operating lease right-of-use assets | $ 73,167 | $ 73,167 | ||
Operating lease liabilities | 82,144 | $ 82,144 | ||
Lease package practical expedients | true | |||
Option to extend description | Some of the Company’s leases include options to extend or terminate the lease. When determining the lease term, these options are included in the measurement and recognition of the Company’s ROU assets and lease liabilities when it is reasonably certain that the Company will exercise the option. | |||
Topic 842 [Member] | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Operating lease right-of-use assets | $ 53,300 | |||
Operating lease liabilities | 60,800 | |||
Topic 842 [Member] | Effect of Adoption [Member] | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Deferred rent | $ 7,500 | |||
Topic 842 [Member] | SiriusDecisions, Inc [Member] | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Operating lease right-of-use assets | $ 10,400 | |||
Operating lease liabilities | $ 10,400 | |||
Topic 842 [Member] | SiriusDecisions, Inc [Member] | Facility Lease [Member] | ||||
Summary Of Significant Accounting Policy [Line Items] | ||||
Operating lease right-of-use asset impairments | $ 300 | $ 300 |
Interim Consolidated Financia_6
Interim Consolidated Financial Statements - Summary of Components of Lease Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 3,727 | $ 7,296 |
Short-term lease cost | 85 | 340 |
Variable lease cost | 1,335 | 2,569 |
Total lease cost | $ 5,147 | $ 10,205 |
Interim Consolidated Financia_7
Interim Consolidated Financial Statements - Summary of Additional Lease Information (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 7,762 |
Operating right-of-use assets obtained in exchange for lease obligations | $ 16,626 |
Weighted-average remaining lease term - operating leases (years) | 6 years 8 months 12 days |
Weighted-average discount rate - operating leases | 5.10% |
Interim Consolidated Financia_8
Interim Consolidated Financial Statements - Summary of Future Minimum Lease Payments Under Non-Cancellable Leases (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
Operating Lease Liabilities Payments Due [Abstract] | |
2019 | $ 6,155 |
2020 | 16,410 |
2021 | 13,995 |
2022 | 13,049 |
2023 | 12,728 |
Thereafter | 35,580 |
Total lease payments | 97,917 |
Less imputed interest | (15,773) |
Present value of lease liabilities | $ 82,144 |
Interim Consolidated Financia_9
Interim Consolidated Financial Statements - Summary of Lease Balances (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
Operating lease right-of-use assets | $ 73,167 |
Short term operating lease liabilities | $ 17,326 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent |
Non-current operating lease liabilities | $ 64,818 |
Total operating lease liabilities | $ 82,144 |
Interim Consolidated Financi_10
Interim Consolidated Financial Statements - Future Contractual Obligations for Operating Leases (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 12,498 |
2020 | 11,762 |
2021 | 10,145 |
2022 | 8,552 |
2023 | 7,856 |
Thereafter | 22,222 |
Total minimum lease payments | $ 73,035 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) | Jan. 03, 2019USD ($)Employee | Jul. 06, 2018USD ($) | Jun. 22, 2018USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jul. 06, 2018CHF (SFr) |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 242,265,000 | $ 242,265,000 | $ 85,165,000 | |||||||
Additional purchase price paid | 766,000 | |||||||||
SiriusDecisions, Inc [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Revenue | 27,500,000 | 42,700,000 | ||||||||
Direct expenses including intangible amortization | 32,000,000 | $ 57,000,000 | ||||||||
SocialGlimpz Inc. [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition date | Jun. 22, 2018 | |||||||||
Name of the business entity acquired | SocialGlimpz, Inc. | |||||||||
Description of acquired entity | On June 22, 2018, Forrester acquired substantially all of the assets of SocialGlimpz, Inc. (“GlimpzIt”), an artificial intelligence and machine-learning provider based in San Francisco. The acquisition is part of Forrester's plan to build a real-time customer experience or CX cloud solution, integrating a range of inputs to help companies monitor and improve customer experience. Forrester intends to deploy the GlimpzIt technology to extend the analytics engine in Forrester’s planned real-time CX cloud. | |||||||||
Purchase price paid | $ 1,300,000 | |||||||||
Goodwill | 700,000 | |||||||||
Cash contingent to be paid on achievement of certain employment conditions | $ 300,000 | |||||||||
Compensation expense to be recognized over related service period of employees | 2 years | |||||||||
Cash contingent paid on achievement of certain employment conditions | $ 100,000 | |||||||||
SocialGlimpz Inc. [Member] | Technology [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible assets | $ 600,000 | |||||||||
Estimated useful life | 5 years | |||||||||
FeedbackNow [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Acquisition date | Jul. 6, 2018 | |||||||||
Purchase price paid | $ 8,400,000 | |||||||||
Percentage of issued and outstanding shares acquired | 100.00% | 100.00% | ||||||||
Acquisition price due and subject to indemnity provisions from seller | $ 1,500,000 | |||||||||
Additional purchase price paid | 800,000 | |||||||||
Maximum consideration payable based on the financial performance of acquired company | 4,300,000 | $ 4,300,000 | 4,300,000 | SFr 4,200,000 | ||||||
Business acquisition undiscounted amounts could be payable, minimum | 1,800,000 | |||||||||
Contingent purchase price | $ 3,400,000 | |||||||||
FeedbackNow [Member] | Scenario, Forecast [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Additional consideration payable to sellers based on financial performance | $ 1,800,000 | |||||||||
FeedbackNow [Member] | Scenario, Forecast [Member] | Maximum [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Additional consideration payable to sellers based on financial performance | $ 2,500,000 | $ 1,800,000 | ||||||||
SiriusDecisions, Inc [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase price paid | $ 246,801,000 | |||||||||
Goodwill | $ 157,161,000 | |||||||||
Percentage of issued and outstanding shares acquired | 100.00% | |||||||||
Number of employees | Employee | 350 | |||||||||
Consideration paid | $ 245,000,000 | |||||||||
Acquisition costs recognized | $ 1,700,000 | $ 1,700,000 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Value of Aggregate Consideration Paid or Payable (Detail) - SiriusDecisions, Inc [Member] $ in Thousands | Jan. 03, 2019USD ($) |
Business Acquisition [Line Items] | |
Cash paid at close | $ 246,801 |
Working capital adjustment | (833) |
Total | $ 245,968 |
Acquisitions - Summary of Fai_2
Acquisitions - Summary of Fair Value of Aggregate Consideration Paid or Payable (Parenthetical) (Detail) - USD ($) $ in Thousands | Jan. 03, 2019 | Jun. 30, 2019 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||
Net cash paid | $ 238,943 | $ 1,289 | |
SiriusDecisions, Inc [Member] | |||
Business Acquisition [Line Items] | |||
Cash acquired | $ 7,900 | ||
Net cash paid | $ 238,900 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Allocation of Purchase Price to Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 03, 2019 | Dec. 31, 2018 |
Assets: | |||
Goodwill | $ 242,265 | $ 85,165 | |
SiriusDecisions, Inc [Member] | |||
Assets: | |||
Cash and cash equivalents | $ 7,858 | ||
Accounts receivable | 19,237 | ||
Prepaids and other current assets | 3,660 | ||
Fixed assets | 4,169 | ||
Goodwill | 157,161 | ||
Acquired intangible assets | 115,000 | ||
Other assets | 265 | ||
Total assets | 307,350 | ||
Liabilities: | |||
Accounts payable and accrued liabilities | 8,924 | ||
Deferred revenue | 26,143 | ||
Deferred tax liability | 24,204 | ||
Long-term deferred revenue | 1,037 | ||
Other long-term liabilities | 1,074 | ||
Total liabilities | 61,382 | ||
Net assets acquired | $ 245,968 |
Acquisitions - Summary of Pre_2
Acquisitions - Summary of Preliminary Allocation of Purchase Price to Fair Value of Assets Acquired and Liabilities Assumed (Parenthetical) (Detail) - USD ($) $ in Thousands | Jan. 03, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||||
Amortization of intangible assets | $ 5,099 | $ 182 | $ 11,309 | $ 368 | |
SiriusDecisions, Inc [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets | $ 115,000 | ||||
Acquired intangible assets, Useful life | 8 years 4 months 24 days | ||||
Amortization of intangible assets | $ 4,900 | $ 10,900 | |||
SiriusDecisions, Inc [Member] | Technology Asset Class [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets | $ 13,000 | ||||
Acquired intangible assets, Useful life | 3 years 2 months 12 days | ||||
SiriusDecisions, Inc [Member] | Technology Asset Class [Member] | Minimum [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets, Useful life | 1 year | ||||
SiriusDecisions, Inc [Member] | Technology Asset Class [Member] | Maximum [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets, Useful life | 8 years | ||||
SiriusDecisions, Inc [Member] | Customer Relationships [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets | $ 77,000 | ||||
Acquired intangible assets, Useful life | 9 years 3 months | ||||
SiriusDecisions, Inc [Member] | Trade Names [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets | $ 12,000 | ||||
Acquired intangible assets, Useful life | 15 years 6 months | ||||
SiriusDecisions, Inc [Member] | Backlog [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquired intangible assets | $ 13,000 | ||||
Acquired intangible assets, Useful life | 2 years |
Acquisitions - Schedule of Unau
Acquisitions - Schedule of Unaudited Pro Forma Financial Information (Detail) - SiriusDecisions, Inc [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Pro forma total revenue | $ 133,039 | $ 122,875 | $ 237,527 | $ 216,246 |
Pro forma net income (loss) | $ 4,823 | $ 3,011 | $ (4,267) | $ (7,440) |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Change in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, Beginning Balance | $ 85,165 |
Acquisition | 157,161 |
Translation adjustments | (61) |
Goodwill, Ending Balance | $ 242,265 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Finite Lived Intangible Assets [Line Items] | |
Accumulated goodwill impairment losses | $ 0 |
SiriusDecisions, Inc [Member] | |
Finite Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 115,000,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Summary of Carrying Values of Finite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 151,876 | $ 36,876 |
Accumulated Amortization | 43,215 | 31,925 |
Total | 108,661 | 4,951 |
Customer Relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 109,794 | 32,823 |
Accumulated Amortization | 35,855 | 31,604 |
Total | 73,939 | 1,219 |
Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 16,635 | 3,610 |
Accumulated Amortization | 3,671 | 295 |
Total | 12,964 | 3,315 |
Backlog [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 13,000 | |
Accumulated Amortization | 3,250 | |
Total | 9,750 | |
Trade Name [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 12,447 | 443 |
Accumulated Amortization | 439 | 26 |
Total | $ 12,008 | $ 417 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Summary of Estimated Intangible Assets Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
Year ending December 31, 2019 (remainder) | $ 11,315 | |
Year ending December 31, 2020 | 18,839 | |
Year ending December 31, 2021 | 12,339 | |
Year ending December 31, 2022 | 11,000 | |
Year ending December 31, 2023 | 10,827 | |
Thereafter | 44,341 | |
Total | $ 108,661 | $ 4,951 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Jan. 03, 2019 | Jun. 30, 2019 |
Debt Instrument [Line Items] | ||
Credit facility, maximum borrowing capacity amount | $ 200,000,000 | |
Aggregate principal amount | $ 141,875,000 | |
Percentage of voting equity of subsidiaries | 65.00% | |
Maximum [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.50% | |
Maximum [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.50% | |
Minimum [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 1.75% | |
Minimum [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 0.75% | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 125,000,000 | 121,875,000 |
Senior secured term loans | $ 125,000,000 | |
Debt instrument maturity date | Jan. 3, 2024 | |
Debt cost incurred related to term loans | $ 2,800,000 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 20,000,000 | |
Line of credit facility, maximum borrowing capacity | 75,000,000 | |
Line of credit facility current borrowing capacity | $ 50,000,000 | |
Credit facility maturity date | Jan. 3, 2024 | |
Revolving Credit Facility [Member] | Letters of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Available for issuance of letter of credit | $ 5,000,000 | |
Debt cost incurred related to revolving credit facility | $ 1,800,000 | |
Debt instrument, amortized over the term | 5 years | |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Increase (decrease) in line of credit facility | $ 50,000,000 | |
Percentage of commitment fee on the unused portion of the facility | 0.35% | |
Revolving Credit Facility [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Percentage of commitment fee on the unused portion of the facility | 0.25% |
Debt - Schedule of Maturities o
Debt - Schedule of Maturities of Long-term Debt (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 03, 2019 |
Debt Instrument [Line Items] | ||
Total remaining principal payments | $ 141,875 | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
2019 (remainder) | 3,125 | |
2020 | 9,375 | |
2021 | 12,500 | |
2022 | 12,500 | |
2023 | 15,625 | |
Thereafter | 68,750 | |
Total remaining principal payments | $ 121,875 | $ 125,000 |
Debt - Summary of Company's Tot
Debt - Summary of Company's Total Outstanding Borrowings (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 03, 2019 |
Debt Instrument [Line Items] | ||
Principal amount outstanding | $ 141,875 | |
Less: Deferred financing fees | (2,522) | |
Net carrying amount | 139,353 | |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding | 121,875 | $ 125,000 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount outstanding | $ 20,000 |
Debt - Summary of Company's T_2
Debt - Summary of Company's Total Outstanding Borrowings (Parenthetical) (Detail) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($) | |
Debt Instrument [Line Items] | ||
Line of credit facility, available borrowing capacity | $ 55 | $ 55 |
Weighted average interest rate | 4.81% | 5.04% |
Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4.6875% | 4.6875% |
Term Loans [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 2.4375% | 2.4375% |
Term Loans [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 2.25% | 2.25% |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4.6875% | 4.6875% |
Revolving Credit Facility [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 2.4375% | 2.4375% |
Revolving Credit Facility [Member] | Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 2.25% | 2.25% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Schedule of Components of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | $ 143,814 | $ 141,295 | $ 151,600 | $ 141,189 |
Reclassification of stranded tax effects from tax reform | (26) | |||
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Unrealized gain (loss) on investments, net of tax | 62 | (53) | ||
Ending Balance | 149,686 | 140,111 | 149,686 | 140,111 |
Net Unrealized Loss on Marketable Investments [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (256) | (115) | ||
Reclassification of stranded tax effects from tax reform | (26) | |||
Unrealized gain (loss) on investments, net of tax | 62 | (53) | ||
Ending Balance | (194) | (194) | ||
Cumulative Translation Adjustment [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (5,584) | (194) | (5,154) | (1,897) |
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Ending Balance | (4,990) | (3,588) | (4,990) | (3,588) |
Total Accumulated Other Comprehensive Loss [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (5,584) | (450) | (5,154) | (2,012) |
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Ending Balance | $ (4,990) | $ (3,782) | $ (4,990) | $ (3,782) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Schedule of Components of Accumulated Other Comprehensive Loss (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Other Comprehensive Income Loss Tax Parenthetical Disclosures [Abstract] | ||
Tax expense (benefit) on unrealized gain (loss) on investments | $ 21 | $ (17) |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Company's Fair Value Hierarchy for its Financial Assets and Liabilities (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Fair value of investments | $ 7,331 | $ 255 |
Liabilities | ||
Fair value of liabilities | (4,269) | (4,196) |
Contingent Purchase Price [Member] | ||
Liabilities | ||
Fair value of liabilities | (4,269) | (4,196) |
Money Market Funds [Member] | ||
Assets: | ||
Fair value of cash equivalents | 7,331 | 255 |
Level 1 [Member] | ||
Assets: | ||
Fair value of investments | 7,331 | 255 |
Level 1 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Fair value of cash equivalents | 7,331 | 255 |
Level 3 [Member] | ||
Liabilities | ||
Fair value of liabilities | (4,269) | (4,196) |
Level 3 [Member] | Contingent Purchase Price [Member] | ||
Liabilities | ||
Fair value of liabilities | $ (4,269) | $ (4,196) |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Company's Fair Value Hierarchy for its Financial Assets and Liabilities (Parenthetical) (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of liabilities | $ 4,269 | $ 4,196 |
Accrued Expenses and Other Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of liabilities | 1,800 | 1,800 |
Non-current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of liabilities | $ 2,500 | $ 2,400 |
Fair Value Measurements - Sum_3
Fair Value Measurements - Summary of Changes in the Fair Value of Level 3 Contingent Consideration (Detail) - Level 3 [Member] - Contingent Consideration [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Beginning balance | $ (4,196) |
Fair value adjustment of contingent purchase price | (46) |
Foreign exchange effect | (27) |
Ending balance | $ (4,269) |
Fair Value Measurements - Sum_4
Fair Value Measurements - Summary of Changes in the Fair Value of Level 3 Contingent Consideration (Parenthetical) (Detail) - Level 3 [Member] - Contingent Consideration [Member] - FeedbackNow [Member] | Jun. 30, 2019 |
Discount Rate [Member] | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair value of contingent consideration dicount rate | 17.3 |
Revenue Volatility [Member] | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair value of contingent consideration dicount rate | 26.6 |
Non-Marketable Investments - Ad
Non-Marketable Investments - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Fair Value Investments Entities That Calculate Net Asset Value Per Share [Line Items] | |||||
Carrying value of the Company's non-marketable investments | $ 2,400,000 | $ 2,400,000 | $ 2,500,000 | ||
Distributions received from funds | $ 0 | $ 0 | $ 0 | $ 0 | |
Limited Partnerships Investments [Member] | Minimum [Member] | |||||
Fair Value Investments Entities That Calculate Net Asset Value Per Share [Line Items] | |||||
Ownership interest of Company | 5.00% |
Contract Assets and Liabilites
Contract Assets and Liabilites - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Contract assets | $ 0 | $ 0 | $ 0 | $ 0 |
Contract with customer, contract duration | 1 year | |||
Deferred revenue recognized | 53,500,000 | 45,900,000 | $ 111,600,000 | 103,900,000 |
Revenue expected to be recognized | 325,000,000 | 325,000,000 | ||
Amortization expense related to deferred commissions | $ 8,900,000 | $ 8,200,000 | $ 16,000,000 | $ 15,200,000 |
Maximum [Member] | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Contract with customer, expected payment term | one year |
Contract Assets and Liabilite_2
Contract Assets and Liabilites - Additional Information1 (Detail) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2019-07-01 | Jun. 30, 2019 |
Minimum [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, revenue expected to be recognized | 12 months |
Maximum [Member] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Performance obligation, revenue expected to be recognized | 24 months |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2019 | |
Income Taxes [Line Items] | |||||
Income tax expense | $ 888 | $ 3,490 | $ 662 | $ 2,792 | |
Effective income tax rate | (6.00%) | 31.60% | |||
Settlement of U.S. Competent Authority Claim [Member] | |||||
Income Taxes [Line Items] | |||||
Discrete tax expense | $ 600 | ||||
Scenario, Forecast [Member] | Maximum [Member] | |||||
Income Taxes [Line Items] | |||||
Effective income tax rate | (10.00%) | ||||
Scenario, Forecast [Member] | Minimum [Member] | |||||
Income Taxes [Line Items] | |||||
Effective income tax rate | (5.00%) |
Net Income (Loss) Per Common _3
Net Income (Loss) Per Common Share - Schedule of Basic and Diluted Weighted Average Common Shares (Detail) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share [Line Items] | ||||
Basic weighted average common shares outstanding | 18,435 | 17,965 | 18,399 | 18,001 |
Weighted average common equivalent shares | 345 | 325 | 312 | |
Diluted weighted average common shares outstanding | 18,780 | 18,290 | 18,399 | 18,313 |
Options And Restricted Stock Units [Member] | ||||
Earnings Per Share [Line Items] | ||||
Options and restricted stock units excluded from diluted weighted average share calculation as effect would have been anti-dilutive | 1 | 14 | 1,084 | 14 |
Stockholders' Equity - Componen
Stockholders' Equity - Components of Stockholders' Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Beginning Balance | $ 143,814 | $ 141,295 | $ 151,600 | $ 141,189 |
Issuance of common stock under stock plans, net | 875 | 1,112 | 4,150 | 3,575 |
Cumulative effect adjustment due to adoption of new accounting pronouncements | 3,803 | |||
Stock-based compensation expense | 2,848 | 2,108 | $ 5,533 | 4,071 |
Repurchases of common stock | $ (5,275) | $ (9,642) | ||
Repurchase of common stock, Shares | 100,000 | 0 | 200,000 | |
Dividends paid on common shares | $ (3,585) | $ (7,196) | ||
Net income (loss) | 1,555 | 7,788 | $ (11,761) | 6,055 |
Net change in marketable investments, net of tax | 62 | (53) | ||
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Ending Balance | 149,686 | 140,111 | 149,686 | 140,111 |
Common Stock [Member] | ||||
Beginning Balance | $ 231 | $ 225 | $ 230 | $ 224 |
Beginning Balance, Shares | 23,050,000 | 22,514,000 | 22,951,000 | 22,432,000 |
Issuance of common stock under stock plans, net | $ 1 | $ 1 | $ 2 | |
Issuance of common stock under stock plans, net, Shares | 39,000 | 50,000 | 138,000 | 132,000 |
Ending Balance | $ 231 | $ 226 | $ 231 | $ 226 |
Ending Balance, Shares | 23,089,000 | 22,564,000 | 23,089,000 | 22,564,000 |
Additional Paid-in Capital [Member] | ||||
Beginning Balance | $ 206,655 | $ 186,335 | $ 200,696 | $ 181,910 |
Issuance of common stock under stock plans, net | 875 | 1,111 | 4,149 | 3,573 |
Stock-based compensation expense | 2,848 | 2,108 | 5,533 | 4,071 |
Ending Balance | 210,378 | 189,554 | 210,378 | 189,554 |
Retained Earnings [Member] | ||||
Beginning Balance | 114,401 | 121,495 | 127,717 | 123,010 |
Cumulative effect adjustment due to adoption of new accounting pronouncements | 3,829 | |||
Dividends paid on common shares | (3,585) | (7,196) | ||
Net income (loss) | 1,555 | 7,788 | (11,761) | 6,055 |
Ending Balance | 115,956 | 125,698 | 115,956 | 125,698 |
Treasury Stock [Member] | ||||
Beginning Balance | $ (171,889) | $ (166,310) | $ (171,889) | $ (161,943) |
Beginning Balance, Shares | 4,631,000 | 4,497,000 | 4,631,000 | 4,391,000 |
Repurchases of common stock | $ (5,275) | $ (9,642) | ||
Repurchase of common stock, Shares | (127,000) | (233,000) | ||
Ending Balance | $ (171,889) | $ (171,585) | $ (171,889) | $ (171,585) |
Ending Balance, Shares | 4,631,000 | 4,624,000 | 4,631,000 | 4,624,000 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Beginning Balance | $ (5,584) | $ (450) | $ (5,154) | $ (2,012) |
Cumulative effect adjustment due to adoption of new accounting pronouncements | (26) | |||
Net change in marketable investments, net of tax | 62 | (53) | ||
Foreign currency translation | 594 | (3,394) | 164 | (1,691) |
Ending Balance | $ (4,990) | $ (3,782) | $ (4,990) | $ (3,782) |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Restricted Stock Unit Activity (Detail) - Restricted Stock Units (RSUs) [Member] shares in Thousands | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Unvested at December 31, 2018 | shares | 497 |
Number of Shares, Granted | shares | 190 |
Number of Shares, Vested | shares | (22) |
Number of Shares, Forfeited | shares | (39) |
Number of Shares, Unvested at June 30, 2019 | shares | 626 |
Weighted-Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 40.89 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 45.14 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 38.89 |
Weighted-Average Grant Date Fair Value, Forfeited | $ / shares | 43.10 |
Weighted-Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 42.11 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Stock Option Activity (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Number of Shares, Outstanding at December 31, 2018 | shares | 583 |
Number of Shares, Exercised | shares | (95) |
Number of Shares, Forfeited | shares | (18) |
Number of Shares, Outstanding at June 30, 2019 | shares | 470 |
Number of Shares, Exercisable at June 30, 2019 | shares | 404 |
Number of Shares, Vested and expected to vest at June 30, 2019 | shares | 470 |
Weighted - Average Exercise Price Per Share, Outstanding, Beginning balance | $ / shares | $ 35.27 |
Weighted - Average Exercise Price Per Share, Exercised | $ / shares | 34.31 |
Weighted - Average Exercise Price Per Share, Forfeited | $ / shares | 35.46 |
Weighted - Average Exercise Price Per Share, Outstanding, Ending balance | $ / shares | 35.46 |
Weighted - Average Exercise Price Per Share, Exercisable at June 30, 2019 | $ / shares | 35.67 |
Weighted - Average Exercise Price Per Share, Vested and expected to vest at June 30, 2019 | $ / shares | $ 35.46 |
Weighted - Average Remaining Contractual Term, Outstanding at June 30, 2019 | 4 years 7 months 13 days |
Weighted - Average Remaining Contractual Term, Exercisable at June 30, 2019 | 4 years 4 months 2 days |
Weighted - Average Remaining Contractual Term, Vested and expected to vest at June 30, 2019 | 4 years 7 months 13 days |
Aggregate Intrinsic Value, Outstanding at June 30, 2019 | $ | $ 5,433 |
Aggregate Intrinsic Value, Exercisable at June 30, 2019 | $ | 4,589 |
Aggregate Intrinsic Value, Vested and expected to vest at June 30, 2019 | $ | $ 5,433 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock-Based Compensation Recorded in Expense Categories (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total allocated share-based compensation expense | $ 2,848 | $ 2,108 | $ 5,533 | $ 4,071 |
Cost of Services and Fulfillment [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total allocated share-based compensation expense | 1,567 | 1,108 | 3,030 | 2,127 |
Selling and Marketing [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total allocated share-based compensation expense | 485 | 246 | 925 | 491 |
General and Administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Total allocated share-based compensation expense | $ 796 | $ 754 | $ 1,578 | $ 1,453 |
Stockholders' Equity - Shares S
Stockholders' Equity - Shares Subject to Employee Stock Purchase Plan Valuation Assumptions (Detail) - Employee Stock Purchase Plan [Member] - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Average risk-free interest rate | 2.51% | 1.92% | 2.51% | 1.62% |
Expected dividend yield | 0.00% | 2.00% | 0.00% | 2.00% |
Expected life | 6 months | 6 months | 6 months | 6 months |
Expected volatility | 34.00% | 22.00% | 34.00% | 22.00% |
Weighted average fair value | $ 12.50 | $ 8.49 | $ 12.50 | $ 8.50 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Dividend declared and paid per share | $ 0.20 | ||
Aggregate dividend declared for the year | $ 7,200,000 | ||
Authorized to purchase of common stock under the stock repurchase program | $ 535,000,000 | ||
Repurchase of common stock | 100,000 | 0 | 200,000 |
Aggregate cost of repurchase of common stock | $ 5,300,000 | $ 474,900,000 | $ 9,600,000 |
Cumulative repurchase of common stock | 16,300,000 |
Operating Segments - Schedule o
Operating Segments - Schedule of Information about Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 128,183 | $ 96,353 | $ 228,832 | $ 174,102 |
Segment expenses | 52,676 | 34,363 | 94,292 | 63,830 |
Contribution margin | 75,507 | 61,990 | 134,540 | 110,272 |
Selling, marketing, administrative and other expenses | (63,299) | (50,452) | (124,039) | (100,836) |
Amortization of intangible assets | (5,099) | (182) | (11,309) | (368) |
Acquisition and integration costs | (2,487) | (329) | (5,454) | (329) |
Interest, other expense and loss on investments | (2,179) | 251 | (4,837) | 108 |
Income (loss) before income taxes | 2,443 | 11,278 | (11,099) | 8,847 |
Research [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 56,305 | 41,055 | 106,085 | 75,698 |
Connect [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 14,067 | 12,538 | 27,638 | 25,102 |
Analytics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 5,907 | 4,707 | 11,165 | 9,200 |
Research Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 76,279 | 58,300 | 144,888 | 110,000 |
Consulting [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 34,017 | 30,044 | 65,804 | 56,093 |
Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 17,887 | 8,009 | 18,140 | 8,009 |
Advisory Services and Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 51,904 | 38,053 | 83,944 | 64,102 |
Products Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 45,647 | 41,617 | 81,884 | 73,081 |
Segment expenses | 23,431 | 20,985 | 41,608 | 37,041 |
Contribution margin | 22,216 | 20,632 | 40,276 | 36,040 |
Products Segment [Member] | Connect [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 13,525 | 12,538 | 26,640 | 25,102 |
Products Segment [Member] | Analytics [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 5,907 | 4,707 | 11,165 | 9,200 |
Products Segment [Member] | Research Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 19,432 | 17,245 | 37,805 | 34,302 |
Products Segment [Member] | Consulting [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 19,021 | 16,363 | 36,858 | 30,770 |
Products Segment [Member] | Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 7,194 | 8,009 | 7,221 | 8,009 |
Products Segment [Member] | Advisory Services and Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 26,215 | 24,372 | 44,079 | 38,779 |
Research Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 55,009 | 54,736 | 104,214 | 101,021 |
Segment expenses | 13,747 | 13,378 | 27,776 | 26,789 |
Contribution margin | 41,262 | 41,358 | 76,438 | 74,232 |
Research Segment [Member] | Research [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 41,506 | 41,055 | 77,943 | 75,698 |
Research Segment [Member] | Research Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 41,506 | 41,055 | 77,943 | 75,698 |
Research Segment [Member] | Consulting [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 13,503 | 13,681 | 26,271 | 25,323 |
Research Segment [Member] | Advisory Services and Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 13,503 | $ 13,681 | 26,271 | $ 25,323 |
Sirius Decisions Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 27,527 | 42,734 | ||
Segment expenses | 15,498 | 24,908 | ||
Contribution margin | 12,029 | 17,826 | ||
Sirius Decisions Segment [Member] | Research [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 14,799 | 28,142 | ||
Sirius Decisions Segment [Member] | Connect [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 542 | 998 | ||
Sirius Decisions Segment [Member] | Research Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 15,341 | 29,140 | ||
Sirius Decisions Segment [Member] | Consulting [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1,493 | 2,675 | ||
Sirius Decisions Segment [Member] | Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 10,693 | 10,919 | ||
Sirius Decisions Segment [Member] | Advisory Services and Events [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 12,186 | $ 13,594 |