Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 17, 2015 | Jun. 30, 2014 |
Document and Entity Information | |||
Entity Registrant Name | CALLIDUS SOFTWARE INC | ||
Entity Central Index Key | 1035748 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $564 | ||
Entity Common Stock, Shares Outstanding | 49,075,288 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $34,200 | $28,295 |
Short-term investments | 2,766 | 7,866 |
Accounts receivable, net of allowances | 41,623 | 29,216 |
Prepaid and other current assets | 10,384 | 6,232 |
Total current assets | 88,973 | 71,609 |
Property and equipment, net | 18,755 | 11,351 |
Goodwill | 46,970 | 31,207 |
Intangible assets, net | 17,757 | 16,995 |
Deferred income taxes, noncurrent | 440 | 405 |
Deposits and other assets | 3,403 | 2,626 |
Total assets | 176,298 | 134,193 |
Current liabilities: | ||
Accounts payable | 2,056 | 2,987 |
Accrued payroll and related expenses | 9,051 | 7,377 |
Accrued expenses | 16,868 | 5,395 |
Deferred income taxes | 1,475 | 1,159 |
Deferred revenue | 61,427 | 46,222 |
Capital lease obligations | 1,001 | 1,308 |
Total current liabilities | 91,878 | 64,448 |
Deferred revenue, noncurrent | 10,195 | 10,432 |
Deferred income taxes, noncurrent | 561 | 155 |
Other liabilities | 4,709 | 1,921 |
Capital lease obligations, noncurrent | 0 | 987 |
Convertible notes | 0 | 14,197 |
Long-term Line of Credit, Noncurrent | 10,481 | 0 |
Total liabilities | 117,824 | 92,140 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock | 49 | 45 |
Additional paid-in capital | 344,312 | 315,430 |
Treasury stock | -14,430 | -14,430 |
Accumulated other comprehensive income | -739 | 165 |
Accumulated deficit | -270,718 | -259,157 |
Total stockholders' equity | 58,474 | 42,053 |
Total liabilities and stockholders' equity | $176,298 | $134,193 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $1,063 | $650 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 51,285,000 | 47,817,000 |
Common stock, shares outstanding | 48,946,000 | 45,478,000 |
Treasury stock, shares | 2,339,000 | 2,339,000 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Recurring | $99,807 | $81,734 | $70,919 |
Services and other | 36,811 | 30,603 | 24,033 |
Total revenues | 136,618 | 112,337 | 94,952 |
Cost of revenues: | |||
Recurring | 31,282 | 28,741 | 30,039 |
Services and other | 24,756 | 19,048 | 20,301 |
Total cost of revenues | 56,038 | 47,789 | 50,340 |
Gross profit | 80,580 | 64,548 | 44,612 |
Operating expenses: | |||
Sales and marketing | 47,040 | 34,916 | 32,442 |
Research and development | 20,307 | 17,143 | 16,643 |
General and administrative | 26,255 | 22,951 | 19,953 |
Income from settlement and patent licensing | -500 | -500 | 0 |
Acquisition-related contingent consideration | 0 | 0 | -1,612 |
Restructuring | 1,025 | 1,699 | 1,115 |
Total operating expenses | 94,127 | 76,209 | 68,541 |
Operating loss | -13,547 | -11,661 | -23,929 |
Interest income and other income (expense), net | 3,504 | 264 | 70 |
Interest expense | -506 | -3,183 | -3,451 |
Induced Conversion of Convertible Debt Expense | 0 | -4,776 | 0 |
Loss before provision (benefit) for income taxes | -10,549 | -19,356 | -27,310 |
Provision (benefit) for income taxes | 1,012 | 2,055 | 388 |
Net loss | -11,561 | -21,411 | -27,698 |
Net loss per share-basic and diluted | |||
Net loss per share (in dollars per share) | ($0.24) | ($0.55) | ($0.78) |
Shares used in basic and diluted per share computation (in shares) | 47,547 | 38,858 | 35,393 |
Comprehensive loss | |||
Net loss | -11,561 | -21,411 | -27,698 |
Unrealized gains on available-for-sale securities | -7 | -11 | 26 |
Foreign currency translation adjustments | -897 | -63 | 24 |
Comprehensive loss | ($12,465) | ($21,485) | ($27,648) |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income | Accumulated Deficit |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2011 | $14,542 | $33 | $238,798 | ($14,430) | $189 | ($210,048) |
Balance (in shares) at Dec. 31, 2011 | 35,198,000 | 2,339,000 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans | 3,683 | 1 | 3,682 | |||
Exercise of stock options under stock incentive plans (in shares) | 715,000 | |||||
Issuance of common stock under stock purchase plans | 1,542 | 1,542 | ||||
Issuance of common stock under stock purchase plans (in shares) | 407,000 | |||||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes | -2,346 | 0 | -2,346 | |||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes (in shares) | 2,218,000 | |||||
Stock-based compensation | 13,655 | 13,655 | ||||
Unrealized gain (loss) on investments | 26 | 26 | ||||
Cumulative translation adjustment | 24 | 24 | ||||
Net loss | -27,698 | -27,698 | ||||
Balance at Dec. 31, 2012 | 3,428 | 34 | 255,331 | -14,430 | 239 | -237,746 |
Balance (in shares) at Dec. 31, 2012 | 38,538,000 | 2,339,000 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans | 5,055 | 1 | 5,054 | |||
Exercise of stock options under stock incentive plans (in shares) | 1,429,000 | |||||
Issuance of common stock under stock purchase plans | 1,574 | 1 | 1,573 | |||
Issuance of common stock under stock purchase plans (in shares) | 435,000 | |||||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes | -1,297 | 3 | -1,300 | |||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes (in shares) | 1,544,000 | |||||
Stock-based compensation | 10,395 | 10,395 | ||||
Conversion of debt to equity | 44,383 | 6 | 44,377 | |||
Conversion of debt to equity (in shares) | 5,871,000 | |||||
Unrealized gain (loss) on investments | -11 | -11 | ||||
Cumulative translation adjustment | -63 | -63 | ||||
Net loss | -21,411 | -21,411 | ||||
Balance at Dec. 31, 2013 | 42,053 | 45 | 315,430 | -14,430 | 165 | -259,157 |
Balance (in shares) at Dec. 31, 2013 | 47,817,000 | 2,339,000 | ||||
Increase (Decrease) in Shareholders' Equity | ||||||
Exercise of stock options under stock incentive plans | 2,870 | 1 | 2,869 | |||
Exercise of stock options under stock incentive plans (in shares) | 701,000 | |||||
Issuance of common stock under stock purchase plans | 1,983 | 0 | 1,983 | |||
Issuance of common stock under stock purchase plans (in shares) | 319,000 | |||||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes | -1,722 | 1 | -1,723 | |||
Issuance of common stock under restricted stock plans, net of shares withheld for employee taxes (in shares) | 607,000 | |||||
Stock-based compensation | 11,813 | 11,813 | ||||
Conversion of debt to equity | 13,942 | 2 | 13,940 | |||
Conversion of debt to equity (in shares) | 1,841,000 | |||||
Unrealized gain (loss) on investments | -7 | -7 | ||||
Cumulative translation adjustment | -897 | -897 | ||||
Net loss | -11,561 | -11,561 | ||||
Balance at Dec. 31, 2014 | $58,474 | $49 | $344,312 | ($14,430) | ($739) | ($270,718) |
Balance (in shares) at Dec. 31, 2014 | 51,285,000 | 2,339,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net loss | ($11,561) | ($21,411) | ($27,698) |
Adjustments to reconcile net loss to net cash (used in) provided by operating activities: | |||
Depreciation expense | 5,503 | 4,458 | 3,114 |
Amortization of intangible assets | 4,971 | 4,825 | 5,094 |
Provision for doubtful accounts and service remediation reserves | 852 | 999 | 595 |
Stock-based compensation | 11,813 | 10,395 | 13,655 |
Deferred Income Taxes and Tax Credits | -86 | 237 | 195 |
Release of valuation allowance | -265 | 0 | -350 |
Loss (gain) on disposal of property and equipment | 43 | 3 | -2 |
Amortization of convertible notes issuance cost | 58 | 485 | 402 |
Gain on extinguishment of convertible notes | -3,862 | 0 | 0 |
Net amortization on investments | 27 | 79 | 358 |
Induced Conversion of Convertible Debt Expense | 0 | 4,776 | 0 |
Acquisition-related contingent consideration | 0 | 0 | -1,612 |
Changes in operating assets and liabilities: | |||
Accounts receivable | -11,746 | -7,648 | -1,112 |
Prepaid and other current assets | -3,749 | 486 | -820 |
Other assets | -1,088 | -1,276 | 662 |
Accounts payable | -794 | -1,702 | 914 |
Accrued expenses | 6,696 | 106 | -1,106 |
Accrued payroll and related expenses | 1,149 | 1,971 | 987 |
Accrued restructuring | -181 | -503 | 443 |
Deferred revenue | 11,371 | 17,469 | 4,576 |
Net cash (used in) provided by operating activities | 9,151 | 13,749 | -1,705 |
Cash flows from investing activities: | |||
Purchases of investments | -2,784 | -7,434 | -16,536 |
Proceeds from maturities and sale of investments | 7,850 | 12,250 | 38,841 |
Purchases of property and equipment | -7,121 | -1,704 | -6,692 |
Proceeds from disposal of property and equipment | 4,651 | 0 | 2 |
Purchases of intangible assets | -1,112 | -638 | -6,196 |
Acquisitions, net of cash acquired | -15,488 | 0 | -7,715 |
Net cash provided by (used in) investing activities | -14,004 | 2,474 | 1,704 |
Cash flows from financing activities: | |||
Proceeds from issuance of common stock | 4,852 | 6,629 | 5,225 |
Repurchase of common stock from employees for payment of taxes on vesting of restricted stock units | -1,723 | -1,297 | -2,346 |
Payment of consideration related to acquisitions | -630 | -2,903 | -2,660 |
Payment on debt conversion | -645 | -4,374 | 0 |
Proceeds from Lines of Credit | 10,481 | 0 | 0 |
Repayment of debt assumed through acquisition | 0 | 0 | -30 |
Payment of principal under capital leases | -1,294 | -2,319 | -1,193 |
Net cash (used in) provided by financing activities | 11,041 | -4,264 | -1,004 |
Effect of exchange rates on cash and cash equivalents | -283 | -64 | 22 |
Net (decrease) increase in cash and cash equivalents | 5,905 | 11,895 | -983 |
Cash and cash equivalents at beginning of period | 28,295 | 16,400 | 17,383 |
Cash and cash equivalents at end of period | 34,200 | 28,295 | 16,400 |
Supplemental disclosures of cash flow information: | |||
Cash paid for interest on convertible debt | 277 | 2,604 | 2,813 |
Cash paid for interest on capital leases | 59 | 100 | 101 |
Income Taxes Paid, Net | 182 | 162 | 0 |
Conversion of debt to equity | 13,942 | 44,383 | |
Debt Conversion, Converted Instrument, Amount | 14,197 | 45,018 | 0 |
Reclassification of deferred debt issuance cost to additional paid-in capital | 253 | 1,037 | 0 |
Common stock issued as a premium of debt conversion | 0 | 402 | 0 |
Fixed assets acquired under capital lease | 0 | 3,851 | 0 |
Unpaid purchases of property and equipment | $5,829 | $157 | $214 |
The_Company_and_Significant_Ac
The Company and Significant Accounting Policies | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||
The Company and Significant Accounting Policies | The Company and Significant Accounting Policies | |||||||||||||||
Description of Business | ||||||||||||||||
Callidus Software Inc. (referred to herein as "CallidusCloud", "Callidus", "we" and "our") is a provider of sales and marketing effectiveness software. The Company provides organizations with a complete suite of Lead-to-Money solutions that identify the right leads, ensure proper territory and quota distribution, train sales forces, automate quote and proposal generation, and streamline sales compensation. | ||||||||||||||||
Principles of Consolidation | ||||||||||||||||
The consolidated financial statements include the accounts of Callidus Software, Inc. and its wholly-owned subsidiaries (collectively, the Company), which include wholly-owned subsidiaries in Australia, Canada, Germany, Hong Kong, India, Malaysia, Mexico, New Zealand, Serbia, Singapore, Japan and the United Kingdom. All intercompany transactions and balances have been eliminated in the consolidation. | ||||||||||||||||
Use of Estimates | ||||||||||||||||
The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles ("GAAP") as set forth in the Financial Accounting Standards Board’s ("FASB") Accounting Standards Codification ("ASC") and consider the various staff accounting bulletins and other applicable guidance issued by the U.S. Securities and Exchange Commission ("SEC"). These accounting principles require us to make certain estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions upon which the Company relies are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent there are differences between these estimates, judgments or assumptions and actual results, the Company's consolidated financial statements will be affected. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management’s judgment in its application. There are also areas in which management’s judgment in selecting among available alternatives would not produce a materially different result. | ||||||||||||||||
In addition, illiquid credit markets, volatile equity and foreign currency markets by companies have contributed to the increase in uncertainty in management estimates and assumptions. Also, future events, such as changes in economic environment, cannot be determined with precision, which would cause actual results to differ materially from management's estimates. Such changes in estimates will be reflected in the consolidated financial statements in future periods. | ||||||||||||||||
Foreign Currency Translation | ||||||||||||||||
The Company transact business in various foreign currencies. In general, the functional currency of a foreign operation is the local country’s currency. Accordingly, the foreign currencies are translated into U.S. Dollars using exchange rates in effect at period end for assets and liabilities and average rates during each reporting period for the results of operations. Adjustments resulting from the translation of the financial statements of the foreign subsidiaries are reported as a separate component of accumulated other comprehensive income (loss). Foreign currency transaction gains and losses are included in interest and other income (expense), net in the accompanying consolidated statements of comprehensive loss. | ||||||||||||||||
Cash and Cash Equivalents and Investments | ||||||||||||||||
The Company considers all highly liquid instruments with an original maturity on the date of purchase of three months or less to be cash equivalents. Cash equivalents as of December 31, 2014 and 2013 consisted of money market funds. The Company determines the appropriate classification of investment securities at the time of purchase and re-evaluates such designation as of each balance sheet date. As of December 31, 2014 and 2013, all investment securities were designated as "available-for-sale". The Company considers available-for-sale securities that have a maturity date longer than three months to be short-term investments, including those investments with a maturity date of longer than one year that are highly liquid and for which the Company does not have a positive intent to hold to maturity. These securities are carried at estimated fair value based on quoted market prices or other readily available market information, with the unrealized gains and losses included in other comprehensive income (loss). Recognized gains and losses are included in the consolidated statement of comprehensive loss. When the Company has determined that an other-than-temporary decline in fair value has occurred, the amount of the decline is recognized in earnings. Gains and losses are determined using the specific identification method. | ||||||||||||||||
Fair Value of Financial Instruments and Concentrations of Credit Risk | ||||||||||||||||
The fair value of certain of the Company's financial instruments that are not measured at fair value, including accounts receivable and accounts payable, approximates the carrying amount due to their short maturity. See Note 6 for discussion regarding the valuation of the Company's investments. Financial instruments that potentially subject us to concentrations of credit risk are short-term investments and trade receivables. The Company mitigates concentration of risk by monitoring the risk profiles of all bank counterparties on at least a quarterly basis. Based on the on-going assessment of counterparty risk, the Company will adjust its exposure to various counterparties. | ||||||||||||||||
The Company's customer base consists of businesses throughout the Americas, Europe, Middle East, Africa and Asia-Pacific. The Company performs ongoing credit evaluations of its customers and generally does not require collateral on accounts receivable. As of December 31, 2014 and 2013, the Company had no customers comprising greater than 10% of net accounts receivable or total revenue. Refer to Note 16 for information regarding revenue by geographic areas. | ||||||||||||||||
In May, 2014, the Company entered into a credit agreement with Wells Fargo Bank, National Association ("Wells Fargo"), under which Wells Fargo agreed to make a revolving loan ("Revolver") to us in an amount not to exceed $10.0 million, with an accordion feature that allows the Company to increase the maximum borrowing amount by not less than $5.0 million and not more than $10.0 million. The Revolver matures in May 2019. Outstanding borrowings under the Revolver bear interest, at the Company's option, at a base rate plus an applicable margin. The applicable margin ranges between 0.75% and 2.25% depending on the Company's leverage ratio. Interest is payable every three months. In September 2014 the Company exercised the accordion feature and increased the maximum amount of borrowing to $15.0 million. As of December 31, 2014 the Company had borrowed $10.5 million under the Revolver. The carrying value of total debt approximates fair market value. | ||||||||||||||||
Holdback Payable | ||||||||||||||||
The Company estimates the fair value of an indemnity holdback payable based on the contract value. The terms of the holdback payable includes standard representations and warranties. | ||||||||||||||||
Contingent Consideration | ||||||||||||||||
The Company estimates the fair value of the contingent consideration issued in business combinations using a probability-based income approach. The fair value of the Company liability-classified contingent consideration is remeasured at each reporting period, with any changes in the fair value recorded as income or expense. Contingent acquisition consideration payable is included in accrued liabilities on the Company's consolidated balance sheets. | ||||||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||||
The Company reduces gross trade accounts receivable with its allowance for doubtful accounts. The allowance for doubtful accounts is the Company's estimate of the amount of probable credit losses in existing accounts receivable. Management analyzes accounts receivable and historical bad debt experience, customer creditworthiness, current economic trends and changes in customer payment history when evaluating the adequacy of the allowance for doubtful accounts. Provisions to the allowance for doubtful accounts are recorded in general and administrative expenses. | ||||||||||||||||
Below is a summary of the changes in the Company's allowance for doubtful accounts for 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Balance at Beginning of Year | Additions (charges to expense) | Deductions | Balance at | |||||||||||||
End of Year | ||||||||||||||||
Allowance for doubtful accounts | ||||||||||||||||
Year ended December 31, 2014 | $ | 650 | $ | 996 | $ | (583 | ) | $ | 1,063 | |||||||
Year ended December 31, 2013 | 481 | 830 | (661 | ) | 650 | |||||||||||
Year ended December 31, 2012 | 225 | 434 | (178 | ) | 481 | |||||||||||
Prepaid and Other Current Assets and Deposits and Other Assets | ||||||||||||||||
Included in prepaid and other current assets and deposits and other in long-term assets in the consolidated balance sheets at December 31, 2014 and 2013 is restricted cash totaling $0.2 million and $0.5 million, respectively, primarily related to security deposits on leases of the Company's facilities. The restricted cash represents investments in certificates of deposit required by landlords to meet security deposit requirements for the leased facilities. Restricted cash is included in prepaid and other current assets in short-term assets and deposits and other assets in long-term assets based on the contractual term for the release of the restriction. | ||||||||||||||||
Property and Equipment, net | ||||||||||||||||
Property and equipment, net is stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, generally three to five years. Leasehold improvements are amortized over the lesser of the assets' estimated useful lives or the related lease terms. Expenditures for maintenance and repairs are expensed as incurred. Cost and accumulated depreciation of assets sold or retired are removed from the respective property accounts and any resulting gain or loss is reflected in the consolidated statements of comprehensive loss. | ||||||||||||||||
Goodwill, Intangible Assets, Long-Lived Assets and Impairment Assessments | ||||||||||||||||
Goodwill represents the excess of the purchase price over the fair value of net assets acquired in connection with business combinations. Goodwill is not amortized, but instead goodwill is required to be tested for impairment annually and under certain circumstances. The Company performs such testing of goodwill in the fourth quarter of each year, or as events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. | ||||||||||||||||
The Company conducts a two-step test for impairment of goodwill. The first step of the test for goodwill impairment compares the fair value of the applicable reporting unit with its carrying value. If the fair value of a reporting unit is less than the reporting unit's carrying value, the Company will perform the second step of the test for impairment of goodwill. During the second step of the test for impairment of goodwill, the Company will compare the implied fair value of the reporting unit's goodwill with the carrying value of that goodwill. If the carrying value of the goodwill exceeds the calculated implied fair value, the excess amount will be recognized as an impairment loss. The Company has one reporting unit and evaluates goodwill for impairment at the entity level. Based upon the results of the step one testing, the Company concluded that no impairment existed as December 31, 2014, and did not perform the second step of the goodwill impairment test. | ||||||||||||||||
Intangible assets with finite lives are amortized over their estimated useful lives of one to twelve years. Generally, amortization is based on the higher of a straight-line method or the pattern in which the economic benefits of the intangible asset will be consumed. | ||||||||||||||||
The Company also evaluates the recoverability of its long-lived assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If such review indicates that the carrying amount of long-lived assets is not recoverable, the carrying amount of such assets is reduced to fair value. There were no impairment charges recorded during the years ended December 31, 2014, 2013 and 2012. | ||||||||||||||||
Business Combinations | ||||||||||||||||
The Company recognizes assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of assets acquired and liabilities assumed, with a corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company's consolidated statements of operations. See Note 3 to the Company's consolidated financial statements, for a discussion of the Company's acquisitions during 2014. | ||||||||||||||||
In addition, uncertainties in income tax and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company continues to gather information and evaluate these items and records any adjustments to the preliminary estimates to goodwill when the estimates are within the measurement period. Subsequent to the measurement period, changes to these income tax uncertainties and tax related valuation allowances will affect the Company's provision for income taxes in its consolidated statements of comprehensive loss. | ||||||||||||||||
Revenue Recognition | ||||||||||||||||
The Company generates revenue by providing software applications as a service through on-demand subscription, perpetual and term licenses and related software maintenance, and professional services. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | ||||||||||||||||
Recurring Revenue. Recurring revenue, which includes SaaS revenue and maintenance revenue, are recognized as revenue ratably over the stated contractual period. SaaS revenue consists of subscription fees from customers accessing our cloud-based service offerings. Maintenance revenue consists of fees from customers purchasing subscriptions and receiving support for on-premise solutions. The Company also recognizes revenue associated with customers using its products in excess of contracted usage. This customer excess use is primarily attributed to SaaS products and are recorded in SaaS revenue. Revenue related to customer excess use was immaterial during 2014 and 2013. | ||||||||||||||||
Service and Other Revenue. Service and other revenue primarily consist of training, integration, and configuration services. Generally, the Company's professional services arrangements are on a time-and-materials basis. Time and material services are recognized as revenue as the services are rendered based on inputs to the project, such as billable hours incurred. For fixed-fee professional service arrangements, the Company recognizes revenue under the proportional performance method of accounting and estimates the proportional performance on a monthly basis, utilizing hours incurred to date as a percentage of total estimated hours to complete the project. If the Company does not have a sufficient basis to measure progress toward completion, revenue is recognized upon completion. Service and other revenue also includes license revenue from perpetual licenses which are recognized upon delivery of the product, using the residual method, assuming all the other conditions for revenue recognition have been met. | ||||||||||||||||
In certain arrangements with non-standard acceptance criteria, the Company defers the revenue until the acceptance criteria are satisfied. Reimbursements, including those related to travel and out-of-pocket expenses, are included in services and other revenue, and an equivalent amount of reimbursable expenses is included in cost of services and other revenue. | ||||||||||||||||
In general, recurring revenue agreements are entered into for twelve to thirty-six months, and the professional services are performed within nine months of entering into a contract with the customer, depending on the size of integration. | ||||||||||||||||
SaaS agreements provide specified service level commitments, excluding scheduled maintenance. The failure to meet this level of service availability may require the Company to credit qualifying customers a portion of their subscription and support fees. Based on the Company's historical experience meeting its service level commitments, the Company does not currently have any liabilities on its balance sheet for these commitments. | ||||||||||||||||
The Company recognizes revenue when all of the following conditions are met: | ||||||||||||||||
• Persuasive evidence of an arrangement exists; | ||||||||||||||||
• Delivery has occurred or services have been rendered; | ||||||||||||||||
• The fees are fixed or determinable; and | ||||||||||||||||
• Collection of the fees is reasonably assured. | ||||||||||||||||
If the Company determines that any one of the four criteria is not met, it will defer recognition of revenue until all the criteria are met. | ||||||||||||||||
Multiple-deliverable arrangements with on-demand subscription. For on-demand subscription agreements with multiple-deliverables, the Company evaluates each element to determine whether it represents a separate unit of accounting. The Company determines the best estimated selling price of each deliverable in an arrangement based on a selling price hierarchy of methods contained in Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2009-13, Revenue Recognition (Accounting Standards Codification (“ASC”) Topic 605)-Multiple-Deliverable Revenue Arrangements. The best estimated selling price for a deliverable is based on its vendor-specific objective evidence (“VSOE”), if available, third-party evidence (“TPE”), if VSOE is not available, or estimated selling price (“ESP”), if neither VSOE nor TPE is available. Total arrangement fees are allocated to each element using the relative selling price method. The Company has currently established VSOE for most deliverables, except for fixed fee service arrangements. | ||||||||||||||||
The Company considered all of the following factors to establish the ESP for fixed fee service arrangements when sold with its on-demand services: the weighted average actual sales prices of professional services sold on a standalone basis for on-demand services; average billing rate for fixed fee service agreements when sold with on-demand services, cost plus a reasonable mark-up and other factors such as gross margin objectives, pricing practices and growth strategy. The Company is currently using cost plus a reasonable mark-up to establish ESP for fixed fee service. | ||||||||||||||||
Multiple-deliverable arrangements with on-premise license. For arrangements with multiple-deliverables, including license, professional services and maintenance, the Company recognizes license revenue using the residual method of accounting pursuant to the requirements of the guidance contained in ASC 985-605, Software Revenue Recognition. Under the residual method, revenue is recognized when VSOE for fair value exists for all of the undelivered elements in the arrangement, but does not exist for one or more of the delivered elements in the arrangement. If evidence of fair value cannot be established for the undelivered elements, all of the revenue is deferred until evidence of fair value can be established, or until the items for which evidence of fair value cannot be established are delivered. For maintenance and certain professional services, the Company has established VSOE as a consistent number of standalone sales of this deliverable have been priced within a reasonably narrow range. The Company's revenue arrangements generally do not include a general right of return relative to the delivered products. | ||||||||||||||||
For the Company's term-based licenses, included in services and licenses, that are typically bundled with maintenance for the entire duration of the license, if the only undelivered element is maintenance, then the entire amount of revenue is recognized over the maintenance period, as maintenance is not typically sold separately. | ||||||||||||||||
Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. | ||||||||||||||||
Deferred Revenue | ||||||||||||||||
Deferred revenue consists of invoicing and payments received in advance of revenue recognition and is recognized as the revenue recognition criteria are met. The Company invoices its customers annually, quarterly, or in monthly installments. Deferred revenue that will be recognized during the succeeding twelve month period is recorded as current deferred revenue, and the remaining portion is recorded as non-current deferred revenue. | ||||||||||||||||
Cost of Revenue | ||||||||||||||||
Cost of recurring revenue consists primarily of salaries, benefits, allocated overhead costs related to on-demand operations and technical support personnel, as well as allocated amortization of purchased technology. Cost of services revenue consists primarily of salaries, benefits, travel and allocated overhead costs related to consulting, training and other professional services personnel, including cost of services provided by third-party consultants engaged by the Company. Cost of license revenue consists primarily of amortization of purchased technology. | ||||||||||||||||
Deferred Commissions | ||||||||||||||||
The deferred commissions on the Company's consolidated balance sheets totaled $5.6 million and $4.8 million at December 31, 2014 and December 31, 2013, respectively. As of December 31, 2014 and 2013 $4.2 million and $3.4 million of the deferred commissions are included in prepaid and other current assets in short-term assets with the remaining amounts included in deposits and other assets in long-term assets in the consolidated balance sheets. The deferred costs mainly represent commission payments to the Company's direct sales force for on-demand subscription and maintenance agreements, which the Company amortizes as sales and marketing expense over the non-cancellable term of the contract as the related revenue is recognized. The commission payments are a direct and incremental cost of the revenue arrangements. | ||||||||||||||||
Restructuring and Other Expenses | ||||||||||||||||
Restructuring and other expenses are comprised primarily of employee termination costs related to headcount reductions, costs related to properties abandoned in connection with facilities consolidation including estimated losses related to excess facilities based upon the Company's contractual obligations, net of estimated sublease income and related write-downs of leasehold improvements. The Company reassess the liability for excess facilities periodically based on market conditions. | ||||||||||||||||
Research and Development | ||||||||||||||||
The Company expenses the cost of research and development as incurred. Research and development expenses consist primarily of expenses for research and development staff, the cost of certain third-party service providers and allocated overhead. | ||||||||||||||||
Stock-Based Compensation | ||||||||||||||||
The Company measures and recognizes compensation expense for stock-based awards made to employees and directors including employee stock options and employee stock purchases under the Company's Employee Stock Purchase Plan ("ESPP") based on estimated fair values on the date of grant using the Black-Scholes option pricing model. Stock-based compensation expense for restricted stock units ("RSU"), relating to both performance and service-based awards, is estimated based on the market value of the Company's stock on the date of grant. | ||||||||||||||||
The Company granted performance-based share award ("PSUs") to select executives and other key employees. The Company's PSUs are in the form of restricted stock units, the vesting of which is based on achievement of specified company or other goals. In 2014, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three year period from 2014 to 2016, and the Company's relative total shareholder return over the three year period from 2014 through 2016 compared to an index of 17 SaaS companies. PSU awards based on SaaS revenue growth will, to the extent the performance criteria are achieved, vest on the third anniversary of the grant date. PSU awards based on total shareholder return is recognized as compensation costs over the requisite service period, if rendered, even if the market condition is never satisfied. In determining the fair value of PSUs based on total shareholder return the Company considered the achievement of the market condition in the estimated fair value. | ||||||||||||||||
Income Taxes | ||||||||||||||||
The Company is subject to income and foreign withholding taxes in both the United States and foreign jurisdictions and the Company uses estimates in determining its provision for income taxes. This process involves estimating actual current tax assets and liabilities together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are recorded on the consolidated balance sheets. Net deferred tax assets are recorded to the extent the Company believes that these assets will more likely than not be realized. In making such determination, all available positive and negative evidence is considered, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. With the exception of the net deferred tax assets of two of the Company's foreign subsidiaries, it maintained a full valuation allowance against its net deferred tax assets at December 31, 2014 because the Company believes that it is not more-likely-than-not that the gross deferred tax assets will be realized. While the Company has considered future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance, in the event the Company was able to determine that it would be able to realize the deferred tax assets in the future, an adjustment to the deferred tax assets would increase net income in the period such determination was made. | ||||||||||||||||
Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized upon the adoption of accounting for uncertainty in income taxes and in subsequent periods. This interpretation also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense in the accompanying consolidated statement of comprehensive loss. Accrued interest and penalties are included in other liabilities. | ||||||||||||||||
Advertising Costs | ||||||||||||||||
The Company expenses advertising costs in the period incurred. Advertising expense was $1.2 million, $227,000, and $146,000 for 2014, 2013 and 2012, respectively. | ||||||||||||||||
Comprehensive Income (Loss) | ||||||||||||||||
Comprehensive income (loss) is the total of net income (loss), unrealized gains and losses on investments and foreign currency translation adjustments. Unrealized gains and losses on investments and foreign currency translation adjustment amounts are excluded from net loss and are reported in accumulated other comprehensive income (loss) in the accompanying consolidated financial statements. | ||||||||||||||||
Recent Accounting Pronouncements | ||||||||||||||||
In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09) "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605)”, and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2014-09 on the consolidated financial statements. |
Restructuring
Restructuring | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Restructuring | Restructuring and Other | |||||||||||||||||||
On June 30, 2014, management approved and initiated restructuring plans to realign the Company's resources to improve cost efficiencies. Restructuring and other expenses primarily consist of costs associated with exit of excess facilities, employee terminations and incremental depreciation expense as a result of the change in the estimated useful life of assets to be abandoned. | ||||||||||||||||||||
The Company incurred restructuring and other expenses of $1.0 million, $1.7 million, and $1.1 million for the year ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||||||||||
The following table sets forth a summary of accrued restructuring expenses for 2014 and 2013 (in thousands): | ||||||||||||||||||||
December 31, | Additions | Adjustments | Cash Payments | December 31, | ||||||||||||||||
2013 | 2014 | |||||||||||||||||||
Severance and termination-related costs | $ | 141 | $ | 70 | $ | — | $ | (211 | ) | $ | — | |||||||||
Facilities related costs | 234 | 162 | 20 | (222 | ) | 194 | ||||||||||||||
Total accrued restructuring expenses | $ | 375 | $ | 232 | $ | 20 | $ | (433 | ) | $ | 194 | |||||||||
December 31, | Additions | Adjustments | Cash Payments | December 31, | ||||||||||||||||
2012 | 2013 | |||||||||||||||||||
Severance and termination-related costs | $ | 589 | $ | 1,706 | $ | (7 | ) | $ | (2,147 | ) | $ | 141 | ||||||||
Facilities related costs | 289 | — | — | (55 | ) | 234 | ||||||||||||||
Total accrued restructuring expenses | $ | 878 | $ | 1,706 | $ | (7 | ) | $ | (2,202 | ) | $ | 375 | ||||||||
In 2014, the Company incurred $0.8 million of non-cash expense, primarily related to incremental depreciation as a result of the change in the estimated useful life of assets at the Company's office space at Pleasanton, California. |
Acquisition
Acquisition | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Business Combinations [Abstract] | ||||||
Acquisition | Acquisitions | |||||
Clicktools Ltd. | ||||||
On September 16, 2014, the Company acquired Clicktools Ltd. (“Clicktools”), a provider of premium, cloud-based survey products and services for businesses. The purchase consideration was $16.4 million , which included $14.8 million paid in cash and a one million British Pounds indemnity holdback payable upon the one year closing anniversary. This amount is translated to U.S. Dollars to $1.6 million at the prevailing exchange rate on December 31, 2014. | ||||||
The preliminary purchase price allocation for Clicktools is summarized as follows (in thousands): | ||||||
Fair Value | ||||||
Net liabilities assumed | $ | (1,270 | ) | |||
Intangible assets | 3,000 | |||||
Goodwill | 14,675 | |||||
Total purchase price | $ | 16,405 | ||||
The excess of purchase consideration over the fair value of net tangible liabilities assumed and identifiable intangible assets acquired was recorded as goodwill. The estimated fair values of assets acquired and liabilities assumed, specifically current and noncurrent income taxes payable and deferred taxes, may be subject to change as additional information is received and certain tax returns are finalized. Thus the provisional measurements of fair value set forth above are subject to change. | ||||||
Goodwill is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of Clicktools' business-to-business survey management platform with the Company's other solutions. The goodwill balance is not deductible for U.S. or U.K income tax purposes. | ||||||
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of the Clicktools acquisition (in thousands). The intangible assets are reported in British Pounds and will be translated to U.S. Dollars at December 31, 2014. | ||||||
Fair Value | Useful Life | |||||
Developed technology | $ | 1,300 | 3 years | |||
Domain names and trademarks | 600 | 3 years | ||||
Customer relationships | 1,100 | 3 years | ||||
Total intangible assets subject to amortization | $ | 3,000 | ||||
Pro forma results of operations for the Clicktools acquisition have not been presented because the acquisition is not material. | ||||||
LeadRocket, Inc. | ||||||
On February 4, 2014, the Company acquired all of the common stock of LeadRocket, Inc. (“LeadRocket”), a privately-held company providing marketing automation and demand generation solutions that enable both marketing and sales users to identify and connect with leads efficiently. The Company acquired LeadRocket to strengthen its social engagement and digital marketing platform. The purchase consideration was $3.0 million, which included $2.5 million paid in cash and $0.5 million as indemnity holdback payable upon the one year closing anniversary. As of December 31, 2014, $0.3 million of the indemnity holdback remains accrued for potential indemnification claims. | ||||||
The purchase price allocation for LeadRocket is summarized as follows (in thousands): | ||||||
Fair Value | ||||||
Net liabilities assumed | $ | (1,224 | ) | |||
Intangible assets | 2,640 | |||||
Goodwill | 1,584 | |||||
Total purchase price | $ | 3,000 | ||||
The excess of purchase consideration over the fair value of net tangible liabilities assumed and identifiable intangible assets acquired was recorded as goodwill. The fair values assigned to tangible and identifiable intangible assets acquired and liabilities assumed are based on management’s estimates and assumptions. The estimated fair values of assets acquired and liabilities assumed, specifically current and noncurrent income taxes payable and deferred taxes, may be subject to change as additional information is received and certain tax returns are finalized. Thus the provisional measurements of fair value set forth above are subject to change. | ||||||
The goodwill balance is primarily attributed to the anticipated synergies from the acquisition and expanded market opportunities with respect to the integration of LeadRocket’s digital marketing platform with the Company's other solutions. The goodwill balance is not deductible for U.S. income tax purposes. | ||||||
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of the LeadRocket acquisition (in thousands): | ||||||
Fair Value | Useful Life | |||||
Developed technology | 570 | 2-4 years | ||||
Patents | 1,060 | 10 years | ||||
Domain names and trademarks | 850 | 5 years | ||||
Customer relationships | 160 | 3 years | ||||
Total intangible assets subject to amortization | 2,640 | |||||
Pro forma results of operations for the LeadRocket acquisition have not been presented because the acquisition is not material. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | |||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||||
The changes in the carrying amount of goodwill for the fiscal years ended December 31, 2014 and 2013 are as follows (in thousands): | ||||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||||
Balance as of December 31, 2012 and 2013 | $ | 31,207 | ||||||||||||||||||||||||
Acquisitions | 16,259 | |||||||||||||||||||||||||
Foreign currency translation impact | (496 | ) | ||||||||||||||||||||||||
Balance as of December 31, 2014 | $ | 46,970 | ||||||||||||||||||||||||
In February 2014, the Company recorded goodwill of $1.6 million related to the acquisition of LeadRocket Inc. and in the last quarter of 2014, the Company recorded goodwill of $14.7 million related to the acquisition of Clicktools Ltd. Refer to Note 3, Acquisitions for further details. | ||||||||||||||||||||||||||
Based on the Company's annual impairment review in the fourth quarter of 2014, 2013 and 2012, it concluded that goodwill was not impaired in any of the years presented. | ||||||||||||||||||||||||||
Intangible assets | ||||||||||||||||||||||||||
Intangible assets consisted of the following as of December 31, 2014 and 2013 (in thousands): | ||||||||||||||||||||||||||
December 31, | December 31, 2013 Net | Net Additions (1) | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2013 Cost | 2014 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 21,187 | $ | 9,669 | $ | 3,906 | $ | (53 | ) | $ | (3,271 | ) | $ | 10,251 | 4.1 | |||||||||||
Customer relationships | 8,154 | 4076 | 1,260 | (41 | ) | (1,025 | ) | 4,270 | 3.6 | |||||||||||||||||
Tradenames | 1,522 | 828 | 686 | (25 | ) | (298 | ) | 1,191 | 3.6 | |||||||||||||||||
Favorable lease | 53 | — | — | — | — | — | N/A | |||||||||||||||||||
Patents and licenses | 3,059 | 2393 | — | — | (348 | ) | 2,045 | 6.7 | ||||||||||||||||||
Other | 142 | 29 | — | — | (29 | ) | — | N/A | ||||||||||||||||||
Total | $ | 34,117 | $ | 16,995 | $ | 5,852 | $ | (119 | ) | $ | (4,971 | ) | $ | 17,757 | ||||||||||||
-1 | Included in the additions are the intangibles acquired for Clicktools of $3.0 million and LeadRocket of $2.6 million as discussed in Note 3 to the consolidated financial statements and other purchased technology as part of the normal course of operations. | |||||||||||||||||||||||||
December 31, | December 31, 2012 Net | Net Additions | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2012 Cost | 2013 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 20,576 | $ | 12,384 | $ | 611 | $ | — | $ | (3,326 | ) | $ | 9,669 | 4.3 | ||||||||||||
Customer relationships | 8,154 | 4,952 | — | — | (876 | ) | 4,076 | 4.9 | ||||||||||||||||||
Tradenames | 1,522 | 1,040 | — | — | (212 | ) | 828 | 5.2 | ||||||||||||||||||
Favorable lease | 40 | 1 | 13 | — | (14 | ) | — | N/A | ||||||||||||||||||
Patents and licenses | 3,059 | 2,744 | — | — | (351 | ) | 2,393 | 7.6 | ||||||||||||||||||
Other | 142 | 75 | — | — | (46 | ) | 29 | 0.5 | ||||||||||||||||||
Total | $ | 33,493 | $ | 21,196 | $ | 624 | $ | — | $ | (4,825 | ) | $ | 16,995 | |||||||||||||
Amortization expense related to intangible assets was $5.0 million, $4.8 million and $5.1 million in 2014, 2013 and 2012, respectively, and was charged to cost of revenue for purchased technology, tradenames and patents and licenses; sales and marketing expense for customer relationships; and general and administrative expense for the favorable lease and other. The Company's intangible assets are amortized over their estimated useful lives of one to twelve years. Total future expected amortization is as follows (in thousands): | ||||||||||||||||||||||||||
Developed | Customer | Tradenames | Patents and | |||||||||||||||||||||||
Technology | Relationships | Licenses | ||||||||||||||||||||||||
Year Ending December 31: | ||||||||||||||||||||||||||
2015 | $ | 2,828 | $ | 1,290 | $ | 382 | $ | 346 | ||||||||||||||||||
2016 | 2,741 | 1,290 | 353 | 346 | ||||||||||||||||||||||
2017 | 2,417 | 1,019 | 285 | 346 | ||||||||||||||||||||||
2018 | 1,519 | 491 | 96 | 313 | ||||||||||||||||||||||
2019 | 311 | 74 | 32 | 180 | ||||||||||||||||||||||
2020 and beyond | 435 | 106 | 43 | 514 | ||||||||||||||||||||||
Total expected amortization expense | $ | 10,251 | $ | 4,270 | $ | 1,191 | $ | 2,045 | ||||||||||||||||||
Financial_Instruments
Financial Instruments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Financial Instruments | |||||||||||||||||
Financial Instruments | Financial Instruments | ||||||||||||||||
As of December 31, 2014, all marketable debt securities are classified as available-for-sale and carried at estimated fair value, which is determined based on the inputs discussed below. | |||||||||||||||||
The Company classifies all highly liquid instruments with an original maturity on the date of purchase of three months or less as cash and cash equivalents. The Company classifies available-for-sale securities that have a maturity date longer than three months to be short-term investments, including those investments with a maturity date of longer than one year that are highly liquid and for which the Company does not have a positive intent to hold to maturity. | |||||||||||||||||
Interest income is included within interest income and other income (expense), net in the accompanying consolidated statements of comprehensive loss. Realized gains and losses are calculated using the specific identification method. As of December 31, 2014 and 2013, the Company had no short-term investments in an unrealized loss position for a duration greater than 12 months. | |||||||||||||||||
The components of the Company's marketable debt securities classified as available-for-sale were as follows at December 31, 2014 (in thousands): | |||||||||||||||||
December 31, 2014 | Amortized | Gross | Gross | Estimated | |||||||||||||
Cost | Unrealized | Unrealized | Fair value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Cash | $ | 27,890 | $ | — | $ | — | $ | 27,890 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | 6,310 | — | — | 6,310 | |||||||||||||
Total cash equivalents | 6,310 | — | — | 6,310 | |||||||||||||
Total cash and cash equivalents | $ | 34,200 | $ | — | $ | — | $ | 34,200 | |||||||||
Short-term investments: | |||||||||||||||||
Corporate notes and obligations | 2,773 | — | (7 | ) | 2,766 | ||||||||||||
Total short-term investments | $ | 2,773 | $ | — | $ | (7 | ) | $ | 2,766 | ||||||||
For investments in securities classified as available-for-sale, market value and the amortized cost of debt securities have been classified in accordance with the following maturity groupings based on the contractual maturities of those securities as of December 31, 2014 (in thousands): | |||||||||||||||||
Contractual maturity | Amortized | Estimated | |||||||||||||||
Cost | Fair value | ||||||||||||||||
Less than 1 year | $ | 1,956 | $ | 1,954 | |||||||||||||
Between 1 and 2 years | 817 | 812 | |||||||||||||||
Total | $ | 2,773 | $ | 2,766 | |||||||||||||
The components of the Company's marketable debt securities classified as available-for-sale were as follows for December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2013 | Amortized | Gross | Gross | Estimated | |||||||||||||
Cost | Unrealized | Unrealized | Fair value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Cash | $ | 21,989 | $ | — | $ | — | $ | 21,989 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | 6,306 | — | — | 6,306 | |||||||||||||
Total cash equivalents | 6,306 | — | — | 6,306 | |||||||||||||
Total cash and cash equivalents | $ | 28,295 | $ | — | $ | — | $ | 28,295 | |||||||||
Short-term investments: | |||||||||||||||||
U.S. government and agency obligations | 6,115 | — | — | 6,115 | |||||||||||||
Corporate notes and obligations | 1,751 | — | — | 1,751 | |||||||||||||
Total short-term investments | $ | 7,866 | $ | — | $ | — | $ | 7,866 | |||||||||
For investments in securities classified as available-for-sale, estimated fair value and the amortized cost of debt securities have been classified in accordance with the following maturity groupings based on the contractual maturities of those securities as of December 31, 2013 (in thousands): | |||||||||||||||||
Contractual maturity | Amortized | Estimated | |||||||||||||||
Cost | Fair value | ||||||||||||||||
Less than 1 year | $ | 5,066 | $ | 5,066 | |||||||||||||
Between 1 and 2 years | 2,800 | 2,800 | |||||||||||||||
Total | $ | 7,866 | $ | 7,866 | |||||||||||||
The Company had no realized losses on sales of its investments during the years ended December 31, 2014, 2013, and 2012, respectively. The Company had proceeds, net of purchases of investments, of $5.1 million and $4.8 million from maturities and sales of investments for 2014 and 2013, respectively. | |||||||||||||||||
The short-term investments in government obligations or highly rated credit securities generally have minor to moderate fluctuations in the fair values from period to period. The Company monitors credit ratings, downgrades and significant events surrounding these securities so as to assess if any of the impairments will be considered other-than-temporary. The Company did not identify any government obligations or highly rated credit securities held as of December 31, 2014 and 2013 for which the fair value declined significantly below amortized cost and were considered other-than-temporary impairments. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | Fair Value Measurements | ||||||||||||||||
The Company measures financial assets at fair value on an ongoing basis. The estimated fair value of the Company's financial assets was determined using the following inputs at December 31, 2014 and 2013 (in thousands): | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
December 31, 2014 | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Active Markets for | Other Observable Inputs | Unobservable | |||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 6,310 | $ | 6,310 | $ | — | $ | — | |||||||||
Corporate notes and obligations (2) | 2,766 | — | 2,766 | — | |||||||||||||
Total | $ | 9,076 | $ | 6,310 | $ | 2,766 | $ | — | |||||||||
_______________________________________________________________________________ | |||||||||||||||||
-1 | Included in cash and cash equivalents on the consolidated balance sheet. | ||||||||||||||||
-2 | Included in short-term investments on the consolidated balance sheet. | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
December 31, 2013 | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Money market funds(1) | $ | 6,306 | $ | 6,306 | $ | — | $ | — | |||||||||
Corporate notes and obligations(2) | 6,115 | — | 6,115 | — | |||||||||||||
U.S. government and agency obligations(2) | 1,751 | — | 1,751 | — | |||||||||||||
Total | $ | 14,172 | $ | 6,306 | $ | 7,866 | $ | — | |||||||||
_______________________________________________________________________________ | |||||||||||||||||
-1 | Included in cash and cash equivalents on the consolidated balance sheet. | ||||||||||||||||
-2 | Included in short-term investments on the consolidated balance sheet. | ||||||||||||||||
During 2014 and 2013 the Company had no Level 3 instruments. | |||||||||||||||||
Valuation of Investments | |||||||||||||||||
Level 1 and Level 2 | |||||||||||||||||
The Company's available-for-sale securities include money market funds, U.S. Treasury bills, commercial paper, corporate notes and obligations, and U.S. government and agency obligations. The Company values these securities using a pricing matrix from a pricing service provider, who may use quoted prices in active markets for identical assets (Level 1 inputs) or inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs). The Company classifies all of its available-for-sale securities, except for money market funds and U.S. Treasury, as having Level 2 inputs. The Company validates the estimated fair value of certain securities from a pricing service provider on a quarterly basis. The valuation techniques used to measure the fair value of the financial instruments having Level 2 inputs, all of which have counterparties with high credit ratings, were derived from the following: non-binding market consensus prices that are corroborated by observable market data, quoted market prices for similar instruments or pricing models, with all significant inputs derived from or corroborated by observable market data. | |||||||||||||||||
Level 3 | |||||||||||||||||
The Company did not have any transfers between Level 1, Level 2 and Level 3 fair value measurements during the year ended December 31, 2014 as there were no changes in the composition in Level 1, 2 or 3. |
Balance_Sheet_Components
Balance Sheet Components | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Balance Sheet Components | ||||||||||
Balance Sheet Components | Balance Sheet Components | |||||||||
Property and equipment consisted of the following (in thousands): | ||||||||||
Estimated Useful Life | As of December 31, | |||||||||
2014 | 2013 | |||||||||
Equipment | 3 years | $ | 24,189 | $ | 16,616 | |||||
Purchased software | 5 years | 6,784 | 6,648 | |||||||
Furniture and fixtures | 3 years | 1,772 | 1,612 | |||||||
Leasehold improvements | Lease term up to 5 years | 1,947 | 1,872 | |||||||
Construction in progress | 3,724 | 72 | ||||||||
Property and equipment, gross | 38,416 | 26,820 | ||||||||
Less: Accumulated depreciation | 19,661 | 15,469 | ||||||||
Property and equipment, net | $ | 18,755 | $ | 11,351 | ||||||
Depreciation expense for 2014, 2013 and 2012 was $4.8 million, $4.5 million and $3.1 million, respectively. | ||||||||||
In 2014, the Company improved its data center and incurred equipment costs. In addition, the Company moved its headquarters from Pleasanton, California to Dublin, California in February 2015 and incurred construction in progress costs related to furniture, fixtures and leasehold improvements. | ||||||||||
Property and equipment includes assets that were acquired under capital leases of $6.9 million and $7.3 million for the years ended December 31, 2014 and 2013, respectively. Accumulated amortization relating to these assets acquired under capital leases were $4.3 million and $3.5 million for the years ended December 31, 2014 and 2013, respectively. Amortization expense for these assets have been included in depreciation expense. | ||||||||||
Total prepaid and other current assets consisted of the following (in thousands): | ||||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Foreign withholding tax | $ | 177 | $ | 403 | ||||||
Convertible debt issuance costs, current portion | — | 129 | ||||||||
Deferred commissions | 4,215 | 3,381 | ||||||||
Prepaid expenses | 5,856 | 1,945 | ||||||||
Other current assets | 136 | 374 | ||||||||
Total prepaid and other current assets | $ | 10,384 | $ | 6,232 | ||||||
Accrued payroll and related expenses consisted of the following (in thousands): | ||||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Vacation accrual | $ | 2,793 | $ | 2,139 | ||||||
Commissions | 2,387 | 2,177 | ||||||||
Bonus | 1,628 | 1,262 | ||||||||
ESPP | 966 | 686 | ||||||||
Severance liability | — | 252 | ||||||||
Accrued payroll related expenses | 1,277 | 861 | ||||||||
Total accrued payroll related expenses | $ | 9,051 | $ | 7,377 | ||||||
Accrued expenses consisted of the following (in thousands): | ||||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Sales tax payable | $ | 733 | $ | 1,099 | ||||||
Income taxes payable | 125 | 87 | ||||||||
Restructuring facility liability | 148 | 98 | ||||||||
Versata settlement | 1,963 | — | ||||||||
Holdback payable | 1,922 | — | ||||||||
Customer payments | 998 | 438 | ||||||||
Equipment financing arrangement | 3,775 | — | ||||||||
Accrued expenses | 7,204 | 3,673 | ||||||||
Total accrued expenses | $ | 16,868 | $ | 5,395 | ||||||
Convertible_Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Convertible Notes |
The Convertible Notes contain an optional redemption feature which allows the Company, any time after June 6, 2014, to redeem all or part of the Convertible Notes for cash if the last reported sale price per share of common stock (as defined below) had been at least 130% of the conversion price then in effect for at least 20 trading days during any 30 consecutive trading-day period ending within 5 trading days prior to the date on which the Company provides notice of redemption. The redemption price would be 100% of the principal amount of the notes being redeemed, plus accrued and unpaid interest. | |
During 2014, the remaining aggregate principal amount of $14.2 million of the Company's 4.75% Convertible Senior Notes (“Convertible Notes”) were converted into 1,840,770 shares of common stock. The Company paid accrued interest of $0.3 million and reclassified $0.3 million of deferred debt issuance costs to additional paid-in capital in connection with the conversion of the Convertible Notes. As of December 31, 2014, the Company had no outstanding Convertible Notes or related deferred debt issuance costs. | |
During the fourth quarter of 2013, the Company entered into agreements with three existing holders of its Convertible Notes pursuant to which such holders converted $45.0 million aggregate principal amount of the Convertible Notes into 5,837,015 shares of the Company’s common stock. In addition to issuing the requisite number of shares of the Company’s common stock pursuant to the terms of the Convertible Notes, the Company also paid accrued interest of $0.3 million, associated broker cost, cash and stock premium of $4.8 million. The cash and stock premium recognized as Debt Conversion Expense on the Consolidated Statement of Comprehensive Loss for the twelve months ended December 31, 2013. Additionally, in 2013 the Company reclassified $1.0 million of deferred debt issuance costs to additional paid-in capital in connection with the conversion of the Convertible Notes. The current balance of the debt issuance costs associated with the issuance of the Convertible Notes was recorded within prepaid and other current assets, and the non-current balance was recorded within deposits and other assets, and has been amortized to interest expense over the terms of the Convertible Notes. As of December 31, 2013, $0.1 million of the debt issuance costs were included in prepaid and other current assets, with the remaining amount of $0.2 million recorded in deposits and other. |
Contractual_Obligations_Commit
Contractual Obligations, Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||
Contractual Obligations, Commitments and Contingencies | Contractual Obligations, Commitments and Contingencies | ||||||||||||||||||||
Contractual Obligations and Commitments | |||||||||||||||||||||
For each of the next five years and beyond, the Company has the following contractual obligations, long-term operating and capital lease obligations and unconditional purchase commitments (in thousands): | |||||||||||||||||||||
Settlement Payable (1) | Unconditional | Operating | Capital | ||||||||||||||||||
purchase | lease | lease | |||||||||||||||||||
Principal | Interest | commitments (2) (3) (4) | commitments (5) | obligations (6) | |||||||||||||||||
Year Ending December 31: | |||||||||||||||||||||
2015 | $ | 1,963 | $ | 37 | $ | 9,271 | $ | 694 | $ | 1,011 | |||||||||||
2016 | 1,900 | 100 | 223 | 2,323 | — | ||||||||||||||||
2017 | 466 | 34 | — | 2,266 | — | ||||||||||||||||
2018 | — | — | — | 2,185 | — | ||||||||||||||||
2019 | — | — | — | 2,024 | — | ||||||||||||||||
2020 and beyond | — | — | — | 5,067 | — | ||||||||||||||||
Future minimum payments | $ | 4,329 | $ | 171 | $ | 9,494 | $ | 14,559 | 1,011 | ||||||||||||
Less: amount representing interest | (10 | ) | |||||||||||||||||||
Present value of capital lease obligations | $ | 1,001 | |||||||||||||||||||
-1 | In November 2014, the Company entered into a settlement agreement with Versata and agreed to make payments of $0.5 million starting on January 31, 2015 and every three months thereafter to January 2017. | ||||||||||||||||||||
(2) Unconditional purchase commitments includes the financing arrangement that the Company entered into in 2014, for the purchase of storage equipment, primarily for the Company's data centers. The principal amount financed is $3.8 million and is payable in two installments of $2.6 million and $1.2 million in three months and one year, respectively, from November 2014. | |||||||||||||||||||||
-3 | Unconditional purchase commitments includes indemnity holdback payables for Clicktools Ltd. and LeadRocket, Inc. | ||||||||||||||||||||
(4) Unconditional purchase commitments includes $2.7 million for leasehold improvements for the Company's headquarters. | |||||||||||||||||||||
-5 | The Company has facilities under several non-cancellable operating lease agreements that expire at various dates through 2018. The Company's rent expense for the years ended December 31, 2014, 2013 and 2012 was $2.1 million, $1.9 million and $1.5 million, respectively. | ||||||||||||||||||||
-6 | The Company entered into non-cancellable capital leases with various expiration dates. | ||||||||||||||||||||
-7 | The above table does not include the Wells Fargo Revolver, because the Company was unable to make a reasonably reliable estimate of the amount and period in which the Revolver will be paid. | ||||||||||||||||||||
Included in non-current deposits and other assets in the consolidated balance sheets at December 31, 2014 and 2013 is restricted cash and rental deposits totaling $0.2 million and $0.5 million, respectively,related to security deposits on leased facilities and a customer letter of credit. The restricted cash represents investments in certificates of deposit and secured letters of credit required by landlords to meet security deposit requirements for the leased facilities. | |||||||||||||||||||||
As of December 31, 2014, the liability for uncertain tax positions was $3.0 million including interest. Due to the high degree of uncertainty regarding the timing of potential future cash flows associated with these liabilities, the Company is unable to make a reasonably reliable estimate of the amount and period in which these liabilities might be paid. | |||||||||||||||||||||
In October 2014, the Company entered into a sublease agreement ("Sublease") with Oracle America, Inc. (“Sublandlord”) for office space located at 4140 Dublin Boulevard, Dublin, California 94568 ("Subleased Premises"), to replace the Company’s current corporate headquarters. | |||||||||||||||||||||
The term of the Sublease commences in February 2015, when the Sublandlord delivers possession of the Subleased Premises to the Company and expires on May 15, 2022. Base rent will be abated from the commencement of the Sublease until November 30, 2015. Thereafter, monthly base rent will be $149,928 for 2015 and increase annually as set forth in the Sublease, up to $184,411 in 2022. The total cash obligation for base rent over the term of the Sublease is approximately $15.1 million, without rent abatement, and is included in the operating lease commitment in the table above. In addition to base rent, the Company will be required to pay its pro rata share of building operating costs including utilities, insurance, repair and personnel costs, along with real estate taxes in excess of the amounts for certain base years. | |||||||||||||||||||||
Letter of Credit | |||||||||||||||||||||
The Company obtained a $0.2 million letter of credit in August 2014 for its leased space in Pleasanton, California. The letter of credit will expire on August 31, 2015. | |||||||||||||||||||||
The Company obtained a $1.1 million letter of credit in October 2014 for its leased space in Dublin, California. The letter of credit will expire on October 1, 2015. | |||||||||||||||||||||
Warranties and Indemnification | |||||||||||||||||||||
The Company generally warrants that its software will perform to standard documentation. Under the Company's standard warranty, should a software product not perform as specified in the documentation within the warranty period, it will repair or replace the software or refund the license fee paid. To date, the Company has not incurred any costs related to warranty obligations for its software. | |||||||||||||||||||||
The Company's product license and on-demand agreements typically include a limited indemnification provision for claims by third parties relating to its intellectual property. To date, the Company has not incurred and has not accrued for any costs related to such indemnification provisions. | |||||||||||||||||||||
Intellectual Property Litigation | |||||||||||||||||||||
Versata Software, Inc., Versata Development Group, Inc. and Versata Inc. v. Callidus Software, Inc - Settled | |||||||||||||||||||||
On July 19, 2012, Versata Software, Inc. and Versata Development Group, Inc. (collectively, “Versata”) filed suit against the Company in the United States District Court for the District of Delaware (“Delaware District Court”). The suit asserted that the Company infringed U.S. Patent Nos. 7,904,326, 7,908,304 and 7,958,024. On May 30, 2013, the Company answered the complaint and filed a counterclaim in the Delaware District Court. The Company's counterclaim asserted that Versata infringed U.S. Patent Nos. 6,269,355, 6,850,924 and 6,473,748. On August 30, 2013, the Company filed petitions with the United States Patent and Trademark Office Patent Trial and Appeal Board (“PTAB”) for covered business method (“CBM”) patent review of U.S. Patent Nos. 7,904,326, 7,908,304 and 7,958,024, which Versata filed responses to on December 12, 2013. The Company also filed a motion with the Delaware District Court on August 30, 2013 to stay the litigation pending completion of the patent review proceedings with the PTAB (“Motion to Stay”). On January 8, 2014, the Company was granted leave by the Delaware District Court to add Versata Inc. (included in the above definition of “Versata”) as a counterclaim defendant. On March 4, 2014, the PTAB instituted covered business method patent review of each of Versata’s patents, namely, U.S. Patent Nos. 7,904,326, 7,908,304 and 7,958,024, finding it more likely than not that the Company would prevail in establishing that the challenged claims were not patentable. After requesting the PTAB to reconsider its decision to institute, which was denied, Versata filed a petition for writ of mandamus with the Court of Appeals for the Federal Circuit (“CAFC”) on April 11, 2014 asking that Court to deny institution of CBM patent review by the PTAB. The CAFC denied Versata’s petition for writ of mandamus on May 5, 2014. On April 17, 2014, the Company filed additional petitions with the PTAB for CBM patent review to address all of the remaining claims not previously covered in the prior petitions with respect to U.S Patent Nos. 7,908,304 and 7,958,024. On May 8, 2014, the Delaware District Court: (i) granted our Motion to Stay in part with respect to U.S. Patent No. 7,904,326, and (ii) denied the Company's Motion to Stay in part with respect to U.S. Patent Nos. 7,908,304 and 7,958,024. On May 8, 2014, the Company appealed to the CAFC the Delaware District Court’s denial of the Motion to Stay with respect to U.S. Patent Nos. 7,908,304 and 7,958,024. On October 2, 2014, the PTAB instituted covered business method patent review of the remaining claims covered in the second set of petitions for U.S Patent Nos. 7,908,304 and 7,958,024. On October 21, 2014, the Company engaged in a mediation with Versata and on November 13, 2014, entered into an agreement with Versata to settle and dismiss the pending district court litigation and patent office proceedings, to extend patent cross-licenses and covenants not to sue to one another, and the Company was appointed as an authorized reseller of certain Versata products. Under the agreement, each party covenanted not to sue the other (and its related entities) for infringement of any patents now owned (including pending patents) or later acquired by either party. In addition, each party granted to the other a fully paid-up, irrevocable, nonexclusive, worldwide license to certain patents (including the patents asserted in the pending district court litigation) for specified products of each party. The agreement also contained a release for any past infringement or claim between the parties and dismissal of the civil pending in the Delaware District Court, as well as the five covered business method patent review proceedings then-pending before the PTAB. Pursuant to the agreement, the Company agreed to pay to Versata $4.5 million in nine equal quarterly installments, commencing on January 31, 2015. The fair value of these payments was $4.3 million, of which the Company recognized a charge to earnings for $2.9 million in 2014 and capitalized $1.4 million for the value of the patent license. The $1.4 million will be amortized to expense over the average life span of the associated patents of approximately 9.5 years. The difference between the installment payment and the fair value will be charged to interest as incurred. | |||||||||||||||||||||
Callidus Software, Inc. v. Xactly Corporation - Settled | |||||||||||||||||||||
On August 31, 2012, the Company filed suit against Xactly Corporation (“Xactly”) in the United States District Court for the Central District of California. The suit alleged that Xactly infringed U.S. Patents 8,046,387 and 7,774,378. On October 24, 2012, the Company amended its complaint to add Xactly's President and Chief Executive Officer as a defendant and to add claims for trademark infringement, false advertising, false and misleading advertising, trade libel, defamation, intentional interference with prospective economic advantage, intentional interference with contractual relations, breach of contract and unfair competition, in addition to patent infringement. On January 28, 2013, the Company further amended its complaint to allege that Xactly also infringed U.S. Patent 6,473,748 and dismissed its intentional interference with contractual relations claim. On March 14, 2013, the case was transferred to the United States District Court in the Northern District of California. On May 31, 2013, the Company and Xactly entered into a stipulated dismissal of the Company's trademark infringement claim whereby Xactly agreed that it would not use the Company's trademarks-in-suit in certain of Xactly's marketing and advertising activities going forward. On November 25, 2013, Callidus, Xactly and Xactly's President and Chief Executive Officer entered into a Settlement, Release, and License Agreement that, among other things, included an agreement by Xactly to pay the Company $2.0 million in license fee, which will be paid in four equal annual installments of $0.5 million beginning November 2013. Upon receipt of installment payments, the Company will record the amount under operating expenses as an offset to legal fees. | |||||||||||||||||||||
TQP Development, LLC v. Callidus Software, Inc. - Settled | |||||||||||||||||||||
On December 14, 2012, TQP Development, LLC (“TQP”) filed suit against Callidus in the United States District Court for the Eastern District of Texas Marshall Division (“Texas District Court”). The suit asserted that Callidus infringed U.S. Patent No. 5,412,730. The Company filed a petition with the PTAB on October 11, 2013 for covered business method patent review of U.S. Patent No. 5,412,730. On December 2, 2013, the Company entered into a Settlement Agreement with TQP for no monetary consideration. Pursuant to the Settlement Agreement, 1) TQP dismissed, with prejudice, its outstanding suit against the Company in the Texas District Court on December 4, 2013, and 2) the PTAB accepted the parties’ joint motion to terminate the covered business method patent review proceeding on December 11, 2013. | |||||||||||||||||||||
Other matters | |||||||||||||||||||||
In addition to the above litigation matters, the Company from time to time is a party to other various litigation and customer disputes incidental to the conduct of its business. At the present time, the Company believes that none of these matters are likely to have a material adverse effect on the Company's future financial results. | |||||||||||||||||||||
The Company records a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. The Company reviews the need for any such liability on a quarterly basis and records any necessary adjustments to reflect the effect of ongoing negotiations, contract disputes, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case in the period they become known. At December 31, 2014, the Company has not recorded any such liabilities in accordance with accounting for contingencies. However, litigation is subject to inherent uncertainties and the Company's view on these matters may change in the future. |
Revolving_Line_of_Credit_Notes
Revolving Line of Credit (Notes) | 12 Months Ended |
Dec. 31, 2014 | |
Line of Credit Facility [Line Items] | |
Schedule of Line of Credit Facilities [Table Text Block] | Revolving Line of Credit |
In May 2014, the Company entered into a credit agreement with Wells Fargo Bank, National Association ("Wells Fargo"), under which Wells Fargo agreed to make a revolving loan ("Revolver") to us in an amount not to exceed $10.0 million, with an accordion feature that allows us to increase the maximum borrowing amount by not less than $5.0 million and not more than $10.0 million. In September 2014, the Company increased the maximum borrowing amount to $15.0 million. The Revolver matures in May 2019. | |
Pursuant to the agreement, the Company is required to maintain a leverage ratio of 3.00:1.00 and a minimum liquidity of $7.5 million. | |
Outstanding borrowings under the Revolver bear interest, at the Company's option, at a base rate plus an applicable margin. The applicable margin ranges between 0.75% and 2.25% depending on the Company's leverage ratio. A fee of 0.25% per annum is payable with respect to the unused portion of the commitment. Interest is payable every three months. As of December 31, 2014 the Company had borrowed $10.5 million under the Revolver. The carrying value of total debt approximates fair market value. Interest rate at December 31, 2014 was 2%. |
Net_Loss_Per_Share
Net Loss Per Share | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Net Loss Per Share | Net Loss Per Share | ||||||||
Basic net loss per share is calculated by dividing net loss for the period by the weighted average common shares outstanding during the period. Diluted net loss per share is calculated by dividing the net loss for the period by the weighted average common shares outstanding, adjusted for all dilutive potential common shares, which includes shares issuable upon the conversion of the Convertible Notes, the exercise of outstanding common stock options, the release of restricted stock, and purchases of shares under the Employee Share Purchase Plan (ESPP) to the extent these shares are dilutive. For 2014, 2013 and 2012, the diluted net loss per share calculation was the same as the basic net loss per share calculation as all potential common shares were anti-dilutive. | |||||||||
Diluted net loss per share does not include the effect of the following potential weighted average common shares because to do so would be anti-dilutive for the periods presented (in thousands): | |||||||||
Years Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Restricted stock | 2,379 | 1,918 | 3,543 | ||||||
Stock options | 1,630 | 2,490 | 3,299 | ||||||
ESPP | 39 | 42 | 67 | ||||||
Convertible notes | 829 | 7,129 | 7,680 | ||||||
Total | 4,877 | 11,579 | 14,589 | ||||||
The weighted average exercise price of stock options excluded for 2014, 2013 and 2012 was $4.09, $4.42 and $4.74, respectively. |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | |||||||||||||||
Stockholder-Approved Stock Option and Incentive Plans | ||||||||||||||||
In June 2013, the 2013 Stock Incentive Plan ("2013 Plan") became effective upon the approval of the Company's Board of Directors and stockholders, and as a result, the 2003 Stock Incentive Plan ("2003 Plan") was expired and replaced. All outstanding shares available for grant under the 2003 Plan expired upon the adoption of the 2013 Plan. | ||||||||||||||||
The Company was authorized to issue 3,469,500 shares of common stock under the 2013 Plan. Under the 2013 plan, the Company's Board of Directors (or an authorized subcommittee) may grant stock options or other types of stock awards, such as restricted stock, restricted stock units, stock bonus awards or stock appreciation rights. Incentive stock options may be granted only to the Company's employees. Nonstatutory stock options and other stock-based awards may be granted to employees, consultants or non-employee directors. These options vest as determined by the board of directors (or an authorized subcommittee), generally over four years. The restricted stock units also vest as determined by the board, generally over three years. | ||||||||||||||||
Shares Available for Grant | ||||||||||||||||
A summary of the Company's shares available for grant and the status of options and awards are as follows: | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
(Number of Shares) | ||||||||||||||||
Beginning Available | 2,478,798 | 2,578,940 | 2,014,218 | |||||||||||||
Authorized | — | 3,469,500 | 1,756,431 | |||||||||||||
Granted | (1,913,499 | ) | (2,024,798 | ) | (2,519,851 | ) | ||||||||||
Cancelled | 383,549 | 1,335,591 | 1,328,142 | |||||||||||||
Expired | (178,337 | ) | (2,880,435 | ) | — | |||||||||||
Ending Available | 770,511 | 2,478,798 | 2,578,940 | |||||||||||||
Expense Summary | ||||||||||||||||
Stock-based compensation expenses of $11.8 million, $10.4 million and $13.7 million was recorded during the years ended December 31, 2014, 2013 and 2012, in the consolidated statement of comprehensive loss. The table below sets forth a summary of stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands). | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Stock-based compensation: | ||||||||||||||||
Stock Options | $ | 790 | $ | 866 | $ | 838 | ||||||||||
Restricted Stock Units | ||||||||||||||||
Performance-based Awards | 2,370 | 1,097 | 444 | |||||||||||||
Service-based Awards | 7,705 | 7,835 | 11,571 | |||||||||||||
ESPP | 948 | 597 | 802 | |||||||||||||
Total stock-based compensation | $ | 11,813 | $ | 10,395 | $ | 13,655 | ||||||||||
The table below sets forth the functional classification of stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Stock-based compensation: | ||||||||||||||||
Cost of recurring revenue | $ | 911 | $ | 783 | $ | 1,550 | ||||||||||
Cost of services and other revenue | 1,026 | 1,060 | 2,070 | |||||||||||||
Sales and marketing | 3,518 | 2,420 | 3,778 | |||||||||||||
Research and development | 2,012 | 1,797 | 1,782 | |||||||||||||
General and administrative | 4,346 | 4,335 | 4,475 | |||||||||||||
Total stock-based compensation | $ | 11,813 | $ | 10,395 | $ | 13,655 | ||||||||||
Determination of Fair Value | ||||||||||||||||
The fair value of service-based awards is estimated based on the market value of the Company’s stock on the date of grant. A portion of the performance-based awards granted during 2014 are based on relative stockholder return and therefore are subject to a market condition. As a result, the fair value of performance awards is calculated using a Monte Carlo simulation model that estimates the distribution of the potential outcomes of the grants of performance awards based on simulated future index of the peer companies. | ||||||||||||||||
The fair value of each stock option is estimated on the date of grant and the fair value of each ESPP share is estimated on the beginning date of the offering period using the Black-Scholes-Merton valuation model and the assumptions noted in the following table. | ||||||||||||||||
Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Stock Option Plans | ||||||||||||||||
Expected life (in years) | — | 5.0 to 6.1 | 5.0 to 6.0 | |||||||||||||
Risk-free interest rate | — | 1.41% to 1.93% | 0.72% to 1.33% | |||||||||||||
Volatility | — | 61% to 63% | 60% to 65% | |||||||||||||
Dividend Yield | — | — | — | |||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||
Expected life (in years) | 0.5 to 1.0 | 0.5 to 1.0 | 0.5 to 1.0 | |||||||||||||
Risk-free interest rate | 0.05% to 0.12% | 0.08% to 0.17% | 0.13% to 0.20% | |||||||||||||
Volatility | 47% to 50% | 41% to 62% | 56% to 62% | |||||||||||||
Dividend Yield | — | — | — | |||||||||||||
Expected Dividend Yield—The Company has never paid dividends and do not expect to pay dividends. | ||||||||||||||||
Risk-Free Interest Rate—The risk-free interest rate was based on the implied yield currently available on U.S. Treasury zero-coupon issues with a remaining term equivalent to the expected term. | ||||||||||||||||
Expected Term—Expected term represents the period that the Company's stock-based awards are expected to be outstanding. The Company's assumptions about the expected term have been based on historical experience, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its stock-based awards. The expected term for stock options was estimated using the simplified method allowed under SEC guidance. | ||||||||||||||||
Expected Volatility—Expected volatility is based on the historical volatility over the expected term. | ||||||||||||||||
Stock Options | ||||||||||||||||
As of December 31, 2014, the Company had $1.8 million of unrecognized compensation expense, net of forfeitures, which it expects to recognize over a weighted average period of 2.5 years. No stock options were granted during the year ended December 31, 2014. For the years ended December 31, 2013, the weighted-average fair value of stock options granted by the Company was $3.87 per share. The total intrinsic value of stock options exercised was $5.9 million, $6.2 million and $1.4 million for 2014, 2013 and 2012, respectively. The total cash received from employees as a result of stock option exercises was $2.9 million, $5.1 million and $3.7 million for 2014, 2013 and 2012, respectively. | ||||||||||||||||
Stock option activity is summarized below: | ||||||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||||
Shares | Average | Average | Intrinsic Value | |||||||||||||
Exercise Price | Remaining | (in thousands) | ||||||||||||||
Contractual | ||||||||||||||||
Term (Years) | ||||||||||||||||
Outstanding as of December 31, 2011 | 4,403,003 | $ | 4.71 | |||||||||||||
Granted | 120,200 | 5.86 | ||||||||||||||
Exercised | (714,820 | ) | 5.16 | $ | 1,358 | |||||||||||
Forfeited | (134,346 | ) | 3.52 | |||||||||||||
Expired | (638,555 | ) | 7.64 | |||||||||||||
Outstanding as of December 31, 2012 | 3,035,482 | 4.09 | ||||||||||||||
Granted | 815,500 | 6.79 | ||||||||||||||
Exercised | (1,427,456 | ) | 3.54 | 6,151 | ||||||||||||
Forfeited | (108,306 | ) | 5.1 | |||||||||||||
Expired | (367,006 | ) | 5.3 | |||||||||||||
Outstanding as of December 31, 2013 | 1,948,214 | 5.34 | ||||||||||||||
Granted | — | — | ||||||||||||||
Exercised | (701,220 | ) | 4.09 | 5,940 | ||||||||||||
Forfeited | (44,407 | ) | 7.4 | |||||||||||||
Expired | (26,626 | ) | 10.17 | |||||||||||||
Outstanding as of December 31, 2014 | 1,175,961 | $ | 5.89 | 5.99 | $ | 12,278 | ||||||||||
Vested and Expected to Vest as of December 31, 2014 | 1,100,528 | $ | 5.82 | 5.83 | $ | 11,566 | ||||||||||
Exercisable as of December 31, 2014 | 730,899 | $ | 5.33 | 4.6 | $ | 8,039 | ||||||||||
As of December 31, 2014, the range of exercise prices and weighted average remaining contractual life of outstanding options are as follows: | ||||||||||||||||
Options Outstanding | Options Exercisable | |||||||||||||||
Range of Exercise Prices | Number of | Weighted Average Remaining | Weighted Average | Number of | Weighted | |||||||||||
Shares | Contractual Life | Exercise Price | Shares | Average | ||||||||||||
(Years) | Exercise Price | |||||||||||||||
$3.11 - $4.14 | 133,132 | 0.53 | $ | 3.63 | 133,132 | $ | 3.63 | |||||||||
$4.15 - $4.15 | 140,000 | 0.92 | 4.15 | 140,000 | 4.15 | |||||||||||
$4.31 - $5.27 | 140,061 | 5.53 | 4.93 | 109,695 | 5.03 | |||||||||||
$5.70 - $5.70 | 60,000 | 1.42 | 5.7 | 60,000 | 5.7 | |||||||||||
$6.01 - $6.01 | 122,000 | 8.41 | 6.01 | 48,291 | 6.01 | |||||||||||
$6.25 - $6.42 | 80,700 | 8.37 | 6.26 | 79,900 | 6.26 | |||||||||||
$6.59 - $6.59 | 231,407 | 8.49 | 6.59 | 70,989 | 6.59 | |||||||||||
$6.67 - $6.74 | 42,334 | 8.5 | 6.67 | 14,604 | 6.67 | |||||||||||
$7.69 - $7.69 | 207,327 | 8.66 | 7.69 | 68,622 | 7.69 | |||||||||||
$9.17 - $10.35 | 19,000 | 8.8 | 9.98 | 5,666 | 9.96 | |||||||||||
$3.11 - $10.35 | 1,175,961 | 5.99 | $ | 5.89 | 730,899 | $ | 5.33 | |||||||||
Restricted Stock Units | ||||||||||||||||
As of December 31, 2014, the Company had $16.1 million of unrecognized compensation expense, net of forfeitures, which it expect to recognize over a weighted average period of 1.7 years. | ||||||||||||||||
Restricted stock unit activity is summarized below: | ||||||||||||||||
Number of | Weighted | Aggregate | ||||||||||||||
Shares | Average | Intrinsic Value | ||||||||||||||
Remaining | (in thousands) | |||||||||||||||
Contractual | ||||||||||||||||
Term (Years) | ||||||||||||||||
Unreleased as of December 31, 2011 | 3,859,292 | |||||||||||||||
Granted | 2,399,651 | |||||||||||||||
Released | (2,597,880 | ) | ||||||||||||||
Forfeited | (551,380 | ) | ||||||||||||||
Unreleased as of December 31, 2012 | 3,109,683 | |||||||||||||||
Granted | 1,209,298 | |||||||||||||||
Released | (1,754,872 | ) | ||||||||||||||
Forfeited | (856,695 | ) | ||||||||||||||
Unreleased as of December 31, 2013 | 1,707,414 | |||||||||||||||
Granted | 1,913,499 | |||||||||||||||
Released | (736,269 | ) | ||||||||||||||
Forfeited | (183,607 | ) | ||||||||||||||
Unreleased as of December 31, 2014 | 2,701,037 | 1.02 | $ | 43,487 | ||||||||||||
Vested and Expected to Vest as of December 31, 2014 | 2,700,828 | 1.02 | $ | 40,169 | ||||||||||||
Restricted stock units granted to employees are not considered outstanding at the time of grant, as the holders of these units are not entitled to dividends and voting rights. Unvested restricted stock units are not considered outstanding in the computation of basic net loss per share. | ||||||||||||||||
Performance-based Awards | ||||||||||||||||
The Company includes performance-based award activity with restricted stock units. | ||||||||||||||||
In 2014 the Company granted performance-based awards with vesting contingent on absolute SaaS revenue growth over the three year period from 2014 to 2016, and the Company's relative total shareholder return over the three year period from 2014 through 2016 versus an index of 17 SaaS companies. In 2014, $1.9 million of expense, net of forfeiture, was recognized. | ||||||||||||||||
In 2013, the Company granted performance-based awards with vesting contingent on successful attainment of pre-set SaaS revenue growth and recurring revenue gross profit target. In 2014 $0.5 million expense, net of forfeiture, was recognized. | ||||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||
The Company's Employee Stock Purchase Plan (ESPP), which was adopted in 2003 and amended and restated in 2013, qualifies as an "employee stock purchase plan" under Section 423 of the Internal Revenue Code. The ESPP is designed to enable eligible employees to purchase shares of the Company's common stock at a discount on a periodic basis through payroll deductions. Each offering period under the ESPP covers 12 months and consists of two consecutive six-month purchase periods. The purchase price for shares of common stock purchased under the ESPP is 85% of the lesser of the fair market value of the Company's common stock on the first day of the applicable offering period and the fair market value of the Company's common stock on the last day of each purchase period. The Company issued approximately 319,000, 435,000 and 407,000 shares during the years ended December 31, 2014, 2013 and 2012 under the ESPP. The weighted-average fair value of stock purchase rights granted under the ESPP during 2014, 2013 and 2012 was $3.59 per share, $1.96 per share and $1.76 per share, respectively. | ||||||||||||||||
As of December 31, 2014, the Company had $0.5 million of unrecognized compensation expense related to ESPP subscriptions that will be recognized over 0.6 years. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity |
Preferred Stock | |
The Company's certificate of incorporation authorizes 5,000,000 shares of undesignated preferred stock with a par value of $0.001, of which no shares were outstanding as of December 31, 2014 and 2013. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
The following is a geographical breakdown of consolidated loss before income taxes by income tax jurisdiction (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (11,557 | ) | $ | (20,675 | ) | $ | (27,796 | ) | |||
Foreign | 1,008 | 1,319 | 486 | |||||||||
Total | $ | (10,549 | ) | $ | (19,356 | ) | $ | (27,310 | ) | |||
The provision for income taxes for 2014, 2013 and 2012 consists of the following (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (25 | ) | $ | — | $ | 4 | |||||
State | 3 | — | — | |||||||||
Foreign | 1,138 | 1,815 | 559 | |||||||||
Deferred: | ||||||||||||
Federal | 78 | 159 | (185 | ) | ||||||||
State | (89 | ) | — | (22 | ) | |||||||
Foreign | (93 | ) | 81 | 32 | ||||||||
Total provision for income taxes | $ | 1,012 | $ | 2,055 | $ | 388 | ||||||
The decrease in provision for income taxes in 2014 from 2013 was primarily due to a net decrease in foreign withholding taxes offset by an increase in income taxes in foreign jurisdiction. | ||||||||||||
The provision for income taxes differs from the expected tax benefit computed by applying the statutory federal income tax rates to consolidated loss before income taxes as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal tax at statutory rate | $ | (3,587 | ) | $ | (6,581 | ) | $ | (9,286 | ) | |||
State taxes, net of benefit | 3 | — | — | |||||||||
Non-deductible expenses | 453 | 1,248 | 2,416 | |||||||||
Foreign taxes | 703 | 1,447 | 427 | |||||||||
Current year net operating losses and other deferred tax assets for which no benefit has been recognized | 4,828 | 7,320 | 7,181 | |||||||||
Research and experimentation credit | (1,239 | ) | (1,379 | ) | — | |||||||
Tax benefit due to the recognition of acquired deferred tax liabilities | (149 | ) | — | (350 | ) | |||||||
Total provision for income taxes | $ | 1,012 | $ | 2,055 | $ | 388 | ||||||
Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. Net deferred tax assets consist of the following (in thousands): | ||||||||||||
As of December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets | ||||||||||||
Net operating loss carryforwards | $ | 54,712 | $ | 53,902 | ||||||||
Accrued expenses | 5,420 | 2,161 | ||||||||||
Unrealized gain/loss on investments | 916 | 915 | ||||||||||
Research and experimentation credit carryforwards | 12,609 | 10,884 | ||||||||||
Capitalized research and experimentation costs | 14,072 | 18,100 | ||||||||||
Deferred stock compensation | 3,956 | 2,223 | ||||||||||
Gross deferred tax assets | 91,685 | 88,185 | ||||||||||
Less valuation allowance | (90,598 | ) | (86,604 | ) | ||||||||
Total deferred tax assets, net of valuation allowance | 1,087 | 1,581 | ||||||||||
Deferred tax liabilities | ||||||||||||
Property and equipment and intangibles | (1,699 | ) | (1,602 | ) | ||||||||
Goodwill | (1,024 | ) | (887 | ) | ||||||||
Net deferred tax liabilities | $ | (1,636 | ) | $ | (908 | ) | ||||||
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Based on the level of historical taxable income and projections for future taxable income over the period in which the temporary differences are deductible, the Company recorded a valuation allowance against the deferred tax assets for which it believes it is not more likely than not to be realized. As of December 31, 2014 and 2013, a valuation allowance has been recorded on all deferred tax assets, except the deferred tax assets related to two of its foreign subsidiaries, based on the analysis of profitability for those subsidiaries. | ||||||||||||
The net changes for valuation allowance for years ended December 31, 2014 and 2013 were an increase of $4.0 million and $7.8 million, respectively. | ||||||||||||
The Company recorded approximately $0.9 million and no additional net deferred tax liabilities related to the various acquisitions completed during 2014 and 2013, respectively. The additional deferred tax liabilities create a new source of taxable income, thereby requiring the Company to release a portion of its deferred tax asset valuation allowance with a related reduction in income tax expense. | ||||||||||||
As of December 31, 2014, the Company had net operating loss carryforwards for federal and California income tax purposes of $169.0 million and $38.0 million, respectively, available to reduce future income subject to income taxes. The federal net operating loss carryforwards, if not utilized, will expire over 20 years beginning in 2017. The California net operating loss carryforward, began to expire in 2014. | ||||||||||||
Not included in the deferred income tax asset balance at December 31, 2014 is approximately $8.9 million, which pertains to certain net operating loss carryforwards resulting from the exercise of employee stock options. When recognized, the tax benefit of these losses will be accounted for as a credit to additional paid-in capital rather than a reduction of the income tax provision. | ||||||||||||
The Company also has research credit carryforwards for federal and California income tax purposes of approximately $8.4 million and $8.7 million, respectively, available to reduce future income taxes. The federal research credit carryforward, if not utilized, will expire over 20 years beginning in 2019. The California research credit carries forward indefinitely. | ||||||||||||
Federal and California tax laws impose restrictions on the utilization of net operating loss and tax credit carryforwards in the event of an ownership change, as defined in Section 382 of the Internal Revenue Code. The Company's ability to utilize its net operating loss and tax credit carryforwards are subject to limitations under these provisions. | ||||||||||||
The Company has not provided for federal income taxes on all of the non-U.S. subsidiaries' undistributed earnings as of December 31, 2014 of $2.7 million, because such earnings are intended to be indefinitely reinvested. The residual U.S. tax liability, if such amounts were remitted, would be nominal. | ||||||||||||
The activity related to the Company's unrecognized tax benefits is set forth below (in thousands): | ||||||||||||
Amount | ||||||||||||
Balance at January 1, 2013 | $ | 2,478 | ||||||||||
Increases related to prior year tax positions | 175 | |||||||||||
Increases related to current year tax positions | 222 | |||||||||||
Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations | (32 | ) | ||||||||||
Balance at December 31, 2013 (1) | 2,843 | |||||||||||
Increases related to prior year tax positions | (44 | ) | ||||||||||
Increases related to current year tax positions | 270 | |||||||||||
Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations | (32 | ) | ||||||||||
Balance at December 31, 2014 (2) | $ | 3,037 | ||||||||||
(1) $2.6 million million of the unrecognized tax benefits reduced deferred tax assets and $0.3 million was included in accrued expenses on the consolidated balance sheet. | ||||||||||||
(2) $2.7 million of the unrecognized tax benefits reduced deferred tax assets and $0.3 million was included in accrued expenses on the consolidated balance sheet. | ||||||||||||
If recognized, $0.3 million of the unrecognized tax benefits at December 31, 2014 would reduce the Company's annual effective tax rate. The Company also accrued potential penalties and interest of $0.1 million related to these unrecognized tax benefits during 2014, and in total, as of December 31, 2014, the Company recorded a liability for potential penalties and interest of $0.2 million. The Company recognized interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying consolidated statement of comprehensive loss. Accrued interest and penalties are included within the related tax liability line in the consolidated balance sheet. The Company classified the unrecognized tax benefits as a noncurrent liability, as the Company does not expect any payment of incremental taxes over the next 12 months. The Company also does not expect its unrecognized tax benefits to change significantly over the next 12 months. | ||||||||||||
The Company files U.S., state, and foreign income tax returns in jurisdictions with varying statutes of limitations. All tax years generally remain subject to examination by federal and most state tax authorities. In foreign jurisdictions, the 2004 through 2014 tax years generally remain subject to examination by their respective tax authorities. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan |
In 1999, the Company established a 401(k) tax-deferred savings plan ("401(k) plan"), whereby eligible employees may contribute a percentage of their eligible compensation up to the maximum allowed under IRS rules. The Company's contributions are discretionary, and no such contributions have been made since the inception of this plan up until December 31, 2011. Beginning January 1, 2012, the Company contributed 50% of each dollar that an employee contributed to their 401(k) plan up to a maximum of $1,000 annually, and the vesting of the Company's contributions is based on years of service. During the years ended December 31, 2014 and 2013, the Company recognized approximately $272,000 and $220,000, respectively in expense related to the 401(k) plan match. |
Segment_Geographic_and_Custome
Segment, Geographic and Customer Information | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Segment, Geographic and Customer Information | Segment, Geographic and Customer Information | |||||||||||
The accounting principles guiding disclosures about segments of an enterprise and related information establishes standards for the reporting by business enterprises of information about operating segments, products and services, geographic areas, and major customers. The method of determining which information is reported is based on the way that management organizes the operating segments within the Company for making operational decisions and assessments of financial performance. The Company's chief operating decision maker is considered to be the Company's chief executive officer (CEO). The CEO reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. By this definition, the Company operates in one reportable segment, which is the development, marketing and sale of enterprise software and related services. | ||||||||||||
The following table summarizes revenue for the years ended December 31, 2014, 2013 and 2012 by geographic areas (in thousands): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | 106,194 | $ | 88,684 | $ | 74,477 | ||||||
EMEA | 15,162 | 12,241 | 11,578 | |||||||||
Asia Pacific | 8,400 | 5,379 | 4,943 | |||||||||
Other | 6,862 | 6,033 | 3,954 | |||||||||
$ | 136,618 | $ | 112,337 | $ | 94,952 | |||||||
No individual country, outside of the U.S. accounted for more than 10% of the Company's property, plant and equipment as of December 31, 2014 and 2013. | ||||||||||||
As of December 31, 2014, the Company's goodwill balance was $47.0 million, of which $11.4 million was located in U.K. (EMEA) and intangible asset balance of $17.8 million, and $2.5 million was located in U.K. (EMEA). No individual country, outside the U.S. accounted for more than 10% of goodwill and intangible asset balance as of December 31, 2013. | ||||||||||||
In 2014, 2013 and 2012, no customer accounted for more than 10% of total revenue. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
In June 2013, in the normal course of business, the Company entered into agreements with Lithium Technologies, Inc. (“Lithium”). The Chief Financial Officer of Lithium is a member of the Company's Board of Directors. The Company purchased an annual subscription for Lithium's social media management solutions in the amount of $120,000 and renewed in 2014. During 2013 and 2014, the Company paid the entire annual fee of $120,000 in each year, for Lithium’s social media management solution. For the 2013 fee, $62,000 was expensed in 2013 and $58,000 was expensed in 2014. For the 2014 fee, $62,000 was expensed in 2014 and $58,000 was included in prepaid expenses in current assets, as of December 31, 2014. In 2013, Lithium entered into a two-year web hosting agreement with the Company in the amount of $113,000. During 2013, the Company recognized approximately $52,000 in revenue under this agreement. In addition, during 2013, the Company entered into an agreement with Lithium in the amount of $143,550 under which it provided professional services, of which approximately $120,000 was recognized in 2013 and the remaining balance of $23,550 was recognized in 2014. | |
In 2014, the Company purchased a one-time annual subscription from Lithium for Social Success Services for $40,000, which amount was paid in full in October 2014. As of December 31, 2014, $17,000 of this amount was expensed and $23,000 was included in prepaid expenses. Also in 2014, the Company purchased an annual subscription from Lithium for Community Administration for $45,000, which was paid in full in January 2015. | |
Webcom Inc., a wholly-owned subsidiary of the Company, uses the services of a third-party vendor to perform product modeling and maintenance of certain equipment. The third-party vendor is owned by a relative of Webcom's senior management. For the year ended December 31, 2014 and 2013, the Company paid approximately $149,000 and $143,000, respectively, to this vendor. |
The_Company_and_Significant_Ac1
The Company and Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||
Holdback Payable [Policy Text Block] | Holdback Payable | |||||||||||||||
The Company estimates the fair value of an indemnity holdback payable based on the contract value. The terms of the holdback payable includes standard representations and warranties. | ||||||||||||||||
Contingent Consideration [Policy Text Block] | Contingent Consideration | |||||||||||||||
The Company estimates the fair value of the contingent consideration issued in business combinations using a probability-based income approach. The fair value of the Company liability-classified contingent consideration is remeasured at each reporting period, with any changes in the fair value recorded as income or expense. Contingent acquisition consideration payable is included in accrued liabilities on the Company's consolidated balance sheets. | ||||||||||||||||
Business Description and Basis of Presentation [Text Block] | Description of Business | |||||||||||||||
Callidus Software Inc. (referred to herein as "CallidusCloud", "Callidus", "we" and "our") is a provider of sales and marketing effectiveness software. The Company provides organizations with a complete suite of Lead-to-Money solutions that identify the right leads, ensure proper territory and quota distribution, train sales forces, automate quote and proposal generation, and streamline sales compensation. | ||||||||||||||||
Principles of Consolidation | Principles of Consolidation | |||||||||||||||
The consolidated financial statements include the accounts of Callidus Software, Inc. and its wholly-owned subsidiaries (collectively, the Company), which include wholly-owned subsidiaries in Australia, Canada, Germany, Hong Kong, India, Malaysia, Mexico, New Zealand, Serbia, Singapore, Japan and the United Kingdom. All intercompany transactions and balances have been eliminated in the consolidation. | ||||||||||||||||
Use of Estimates | Use of Estimates | |||||||||||||||
The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles ("GAAP") as set forth in the Financial Accounting Standards Board’s ("FASB") Accounting Standards Codification ("ASC") and consider the various staff accounting bulletins and other applicable guidance issued by the U.S. Securities and Exchange Commission ("SEC"). These accounting principles require us to make certain estimates, judgments and assumptions. The Company believes that the estimates, judgments and assumptions upon which the Company relies are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent there are differences between these estimates, judgments or assumptions and actual results, the Company's consolidated financial statements will be affected. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP and does not require management’s judgment in its application. There are also areas in which management’s judgment in selecting among available alternatives would not produce a materially different result. | ||||||||||||||||
In addition, illiquid credit markets, volatile equity and foreign currency markets by companies have contributed to the increase in uncertainty in management estimates and assumptions. Also, future events, such as changes in economic environment, cannot be determined with precision, which would cause actual results to differ materially from management's estimates. Such changes in estimates will be reflected in the consolidated financial statements in future periods. | ||||||||||||||||
Foreign Currency Translation | Foreign Currency Translation | |||||||||||||||
The Company transact business in various foreign currencies. In general, the functional currency of a foreign operation is the local country’s currency. Accordingly, the foreign currencies are translated into U.S. Dollars using exchange rates in effect at period end for assets and liabilities and average rates during each reporting period for the results of operations. Adjustments resulting from the translation of the financial statements of the foreign subsidiaries are reported as a separate component of accumulated other comprehensive income (loss). Foreign currency transaction gains and losses are included in interest and other income (expense), net in the accompanying consolidated statements of comprehensive loss. | ||||||||||||||||
Cash and Cash Equivalents and Investments | Cash and Cash Equivalents and Investments | |||||||||||||||
The Company considers all highly liquid instruments with an original maturity on the date of purchase of three months or less to be cash equivalents. Cash equivalents as of December 31, 2014 and 2013 consisted of money market funds. The Company determines the appropriate classification of investment securities at the time of purchase and re-evaluates such designation as of each balance sheet date. As of December 31, 2014 and 2013, all investment securities were designated as "available-for-sale". The Company considers available-for-sale securities that have a maturity date longer than three months to be short-term investments, including those investments with a maturity date of longer than one year that are highly liquid and for which the Company does not have a positive intent to hold to maturity. These securities are carried at estimated fair value based on quoted market prices or other readily available market information, with the unrealized gains and losses included in other comprehensive income (loss). Recognized gains and losses are included in the consolidated statement of comprehensive loss. When the Company has determined that an other-than-temporary decline in fair value has occurred, the amount of the decline is recognized in earnings. Gains and losses are determined using the specific identification method. | ||||||||||||||||
Fair Value of Financial Instruments and Concentrations of Credit Risk | Fair Value of Financial Instruments and Concentrations of Credit Risk | |||||||||||||||
The fair value of certain of the Company's financial instruments that are not measured at fair value, including accounts receivable and accounts payable, approximates the carrying amount due to their short maturity. See Note 6 for discussion regarding the valuation of the Company's investments. Financial instruments that potentially subject us to concentrations of credit risk are short-term investments and trade receivables. The Company mitigates concentration of risk by monitoring the risk profiles of all bank counterparties on at least a quarterly basis. Based on the on-going assessment of counterparty risk, the Company will adjust its exposure to various counterparties. | ||||||||||||||||
The Company's customer base consists of businesses throughout the Americas, Europe, Middle East, Africa and Asia-Pacific. The Company performs ongoing credit evaluations of its customers and generally does not require collateral on accounts receivable. As of December 31, 2014 and 2013, the Company had no customers comprising greater than 10% of net accounts receivable or total revenue. Refer to Note 16 for information regarding revenue by geographic areas. | ||||||||||||||||
In May, 2014, the Company entered into a credit agreement with Wells Fargo Bank, National Association ("Wells Fargo"), under which Wells Fargo agreed to make a revolving loan ("Revolver") to us in an amount not to exceed $10.0 million, with an accordion feature that allows the Company to increase the maximum borrowing amount by not less than $5.0 million and not more than $10.0 million. The Revolver matures in May 2019. Outstanding borrowings under the Revolver bear interest, at the Company's option, at a base rate plus an applicable margin. The applicable margin ranges between 0.75% and 2.25% depending on the Company's leverage ratio. Interest is payable every three months. In September 2014 the Company exercised the accordion feature and increased the maximum amount of borrowing to $15.0 million. As of December 31, 2014 the Company had borrowed $10.5 million under the Revolver. The carrying value of total debt approximates fair market value. | ||||||||||||||||
Allowance for doubtful accounts and service remediation reserve | Allowance for Doubtful Accounts | |||||||||||||||
The Company reduces gross trade accounts receivable with its allowance for doubtful accounts. The allowance for doubtful accounts is the Company's estimate of the amount of probable credit losses in existing accounts receivable. Management analyzes accounts receivable and historical bad debt experience, customer creditworthiness, current economic trends and changes in customer payment history when evaluating the adequacy of the allowance for doubtful accounts. Provisions to the allowance for doubtful accounts are recorded in general and administrative expenses. | ||||||||||||||||
Below is a summary of the changes in the Company's allowance for doubtful accounts for 2014, 2013 and 2012 (in thousands): | ||||||||||||||||
Balance at Beginning of Year | Additions (charges to expense) | Deductions | Balance at | |||||||||||||
End of Year | ||||||||||||||||
Allowance for doubtful accounts | ||||||||||||||||
Year ended December 31, 2014 | $ | 650 | $ | 996 | $ | (583 | ) | $ | 1,063 | |||||||
Year ended December 31, 2013 | 481 | 830 | (661 | ) | 650 | |||||||||||
Year ended December 31, 2012 | 225 | 434 | (178 | ) | 481 | |||||||||||
Property and Equipment, net | Property and Equipment, net | |||||||||||||||
Property and equipment, net is stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the respective assets, generally three to five years. Leasehold improvements are amortized over the lesser of the assets' estimated useful lives or the related lease terms. Expenditures for maintenance and repairs are expensed as incurred. Cost and accumulated depreciation of assets sold or retired are removed from the respective property accounts and any resulting gain or loss is reflected in the consolidated statements of comprehensive loss. | ||||||||||||||||
Prepaid and other current assets and deposits and other assets | Prepaid and Other Current Assets and Deposits and Other Assets | |||||||||||||||
Included in prepaid and other current assets and deposits and other in long-term assets in the consolidated balance sheets at December 31, 2014 and 2013 is restricted cash totaling $0.2 million and $0.5 million, respectively, primarily related to security deposits on leases of the Company's facilities. The restricted cash represents investments in certificates of deposit required by landlords to meet security deposit requirements for the leased facilities. Restricted cash is included in prepaid and other current assets in short-term assets and deposits and other assets in long-term assets based on the contractual term for the release of the restriction. | ||||||||||||||||
Goodwill, Intangible Assets, Long-Lived Assets and Impairment Assessments | Goodwill, Intangible Assets, Long-Lived Assets and Impairment Assessments | |||||||||||||||
Goodwill represents the excess of the purchase price over the fair value of net assets acquired in connection with business combinations. Goodwill is not amortized, but instead goodwill is required to be tested for impairment annually and under certain circumstances. The Company performs such testing of goodwill in the fourth quarter of each year, or as events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. | ||||||||||||||||
The Company conducts a two-step test for impairment of goodwill. The first step of the test for goodwill impairment compares the fair value of the applicable reporting unit with its carrying value. If the fair value of a reporting unit is less than the reporting unit's carrying value, the Company will perform the second step of the test for impairment of goodwill. During the second step of the test for impairment of goodwill, the Company will compare the implied fair value of the reporting unit's goodwill with the carrying value of that goodwill. If the carrying value of the goodwill exceeds the calculated implied fair value, the excess amount will be recognized as an impairment loss. The Company has one reporting unit and evaluates goodwill for impairment at the entity level. Based upon the results of the step one testing, the Company concluded that no impairment existed as December 31, 2014, and did not perform the second step of the goodwill impairment test. | ||||||||||||||||
Intangible assets with finite lives are amortized over their estimated useful lives of one to twelve years. Generally, amortization is based on the higher of a straight-line method or the pattern in which the economic benefits of the intangible asset will be consumed. | ||||||||||||||||
The Company also evaluates the recoverability of its long-lived assets for possible impairment whenever events or circumstances indicate that the carrying amount of such assets may not be recoverable. If such review indicates that the carrying amount of long-lived assets is not recoverable, the carrying amount of such assets is reduced to fair value. There were no impairment charges recorded during the years ended December 31, 2014, 2013 and 2012. | ||||||||||||||||
Business Combinations | Business Combinations | |||||||||||||||
The Company recognizes assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date. The Company’s estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the fair value of assets acquired and liabilities assumed, with a corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to the Company's consolidated statements of operations. See Note 3 to the Company's consolidated financial statements, for a discussion of the Company's acquisitions during 2014. | ||||||||||||||||
In addition, uncertainties in income tax and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company continues to gather information and evaluate these items and records any adjustments to the preliminary estimates to goodwill when the estimates are within the measurement period. Subsequent to the measurement period, changes to these income tax uncertainties and tax related valuation allowances will affect the Company's provision for income taxes in its consolidated statements of comprehensive loss. | ||||||||||||||||
Restructuring Expenses | Restructuring and Other Expenses | |||||||||||||||
Restructuring and other expenses are comprised primarily of employee termination costs related to headcount reductions, costs related to properties abandoned in connection with facilities consolidation including estimated losses related to excess facilities based upon the Company's contractual obligations, net of estimated sublease income and related write-downs of leasehold improvements. The Company reassess the liability for excess facilities periodically based on market conditions. | ||||||||||||||||
Research and Development | Research and Development | |||||||||||||||
The Company expenses the cost of research and development as incurred. Research and development expenses consist primarily of expenses for research and development staff, the cost of certain third-party service providers and allocated overhead. | ||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | |||||||||||||||
The Company measures and recognizes compensation expense for stock-based awards made to employees and directors including employee stock options and employee stock purchases under the Company's Employee Stock Purchase Plan ("ESPP") based on estimated fair values on the date of grant using the Black-Scholes option pricing model. Stock-based compensation expense for restricted stock units ("RSU"), relating to both performance and service-based awards, is estimated based on the market value of the Company's stock on the date of grant. | ||||||||||||||||
The Company granted performance-based share award ("PSUs") to select executives and other key employees. The Company's PSUs are in the form of restricted stock units, the vesting of which is based on achievement of specified company or other goals. In 2014, the Company granted PSUs with vesting contingent on its absolute SaaS revenue growth over the three year period from 2014 to 2016, and the Company's relative total shareholder return over the three year period from 2014 through 2016 compared to an index of 17 SaaS companies. PSU awards based on SaaS revenue growth will, to the extent the performance criteria are achieved, vest on the third anniversary of the grant date. PSU awards based on total shareholder return is recognized as compensation costs over the requisite service period, if rendered, even if the market condition is never satisfied. In determining the fair value of PSUs based on total shareholder return the Company considered the achievement of the market condition in the estimated fair value. | ||||||||||||||||
Income Taxes | Income Taxes | |||||||||||||||
The Company is subject to income and foreign withholding taxes in both the United States and foreign jurisdictions and the Company uses estimates in determining its provision for income taxes. This process involves estimating actual current tax assets and liabilities together with assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are recorded on the consolidated balance sheets. Net deferred tax assets are recorded to the extent the Company believes that these assets will more likely than not be realized. In making such determination, all available positive and negative evidence is considered, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. With the exception of the net deferred tax assets of two of the Company's foreign subsidiaries, it maintained a full valuation allowance against its net deferred tax assets at December 31, 2014 because the Company believes that it is not more-likely-than-not that the gross deferred tax assets will be realized. While the Company has considered future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance, in the event the Company was able to determine that it would be able to realize the deferred tax assets in the future, an adjustment to the deferred tax assets would increase net income in the period such determination was made. | ||||||||||||||||
Income tax positions must meet a more-likely-than-not recognition threshold at the effective date to be recognized upon the adoption of accounting for uncertainty in income taxes and in subsequent periods. This interpretation also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company recognizes interest and penalties related to unrecognized tax benefits in income tax expense in the accompanying consolidated statement of comprehensive loss. Accrued interest and penalties are included in other liabilities. | ||||||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||||||
The Company generates revenue by providing software applications as a service through on-demand subscription, perpetual and term licenses and related software maintenance, and professional services. Amounts that have been invoiced are recorded in accounts receivable and in deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. | ||||||||||||||||
Recurring Revenue. Recurring revenue, which includes SaaS revenue and maintenance revenue, are recognized as revenue ratably over the stated contractual period. SaaS revenue consists of subscription fees from customers accessing our cloud-based service offerings. Maintenance revenue consists of fees from customers purchasing subscriptions and receiving support for on-premise solutions. The Company also recognizes revenue associated with customers using its products in excess of contracted usage. This customer excess use is primarily attributed to SaaS products and are recorded in SaaS revenue. Revenue related to customer excess use was immaterial during 2014 and 2013. | ||||||||||||||||
Service and Other Revenue. Service and other revenue primarily consist of training, integration, and configuration services. Generally, the Company's professional services arrangements are on a time-and-materials basis. Time and material services are recognized as revenue as the services are rendered based on inputs to the project, such as billable hours incurred. For fixed-fee professional service arrangements, the Company recognizes revenue under the proportional performance method of accounting and estimates the proportional performance on a monthly basis, utilizing hours incurred to date as a percentage of total estimated hours to complete the project. If the Company does not have a sufficient basis to measure progress toward completion, revenue is recognized upon completion. Service and other revenue also includes license revenue from perpetual licenses which are recognized upon delivery of the product, using the residual method, assuming all the other conditions for revenue recognition have been met. | ||||||||||||||||
In certain arrangements with non-standard acceptance criteria, the Company defers the revenue until the acceptance criteria are satisfied. Reimbursements, including those related to travel and out-of-pocket expenses, are included in services and other revenue, and an equivalent amount of reimbursable expenses is included in cost of services and other revenue. | ||||||||||||||||
In general, recurring revenue agreements are entered into for twelve to thirty-six months, and the professional services are performed within nine months of entering into a contract with the customer, depending on the size of integration. | ||||||||||||||||
SaaS agreements provide specified service level commitments, excluding scheduled maintenance. The failure to meet this level of service availability may require the Company to credit qualifying customers a portion of their subscription and support fees. Based on the Company's historical experience meeting its service level commitments, the Company does not currently have any liabilities on its balance sheet for these commitments. | ||||||||||||||||
The Company recognizes revenue when all of the following conditions are met: | ||||||||||||||||
• Persuasive evidence of an arrangement exists; | ||||||||||||||||
• Delivery has occurred or services have been rendered; | ||||||||||||||||
• The fees are fixed or determinable; and | ||||||||||||||||
• Collection of the fees is reasonably assured. | ||||||||||||||||
If the Company determines that any one of the four criteria is not met, it will defer recognition of revenue until all the criteria are met. | ||||||||||||||||
Multiple-deliverable arrangements with on-demand subscription. For on-demand subscription agreements with multiple-deliverables, the Company evaluates each element to determine whether it represents a separate unit of accounting. The Company determines the best estimated selling price of each deliverable in an arrangement based on a selling price hierarchy of methods contained in Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2009-13, Revenue Recognition (Accounting Standards Codification (“ASC”) Topic 605)-Multiple-Deliverable Revenue Arrangements. The best estimated selling price for a deliverable is based on its vendor-specific objective evidence (“VSOE”), if available, third-party evidence (“TPE”), if VSOE is not available, or estimated selling price (“ESP”), if neither VSOE nor TPE is available. Total arrangement fees are allocated to each element using the relative selling price method. The Company has currently established VSOE for most deliverables, except for fixed fee service arrangements. | ||||||||||||||||
The Company considered all of the following factors to establish the ESP for fixed fee service arrangements when sold with its on-demand services: the weighted average actual sales prices of professional services sold on a standalone basis for on-demand services; average billing rate for fixed fee service agreements when sold with on-demand services, cost plus a reasonable mark-up and other factors such as gross margin objectives, pricing practices and growth strategy. The Company is currently using cost plus a reasonable mark-up to establish ESP for fixed fee service. | ||||||||||||||||
Multiple-deliverable arrangements with on-premise license. For arrangements with multiple-deliverables, including license, professional services and maintenance, the Company recognizes license revenue using the residual method of accounting pursuant to the requirements of the guidance contained in ASC 985-605, Software Revenue Recognition. Under the residual method, revenue is recognized when VSOE for fair value exists for all of the undelivered elements in the arrangement, but does not exist for one or more of the delivered elements in the arrangement. If evidence of fair value cannot be established for the undelivered elements, all of the revenue is deferred until evidence of fair value can be established, or until the items for which evidence of fair value cannot be established are delivered. For maintenance and certain professional services, the Company has established VSOE as a consistent number of standalone sales of this deliverable have been priced within a reasonably narrow range. The Company's revenue arrangements generally do not include a general right of return relative to the delivered products. | ||||||||||||||||
For the Company's term-based licenses, included in services and licenses, that are typically bundled with maintenance for the entire duration of the license, if the only undelivered element is maintenance, then the entire amount of revenue is recognized over the maintenance period, as maintenance is not typically sold separately. | ||||||||||||||||
Sales and other taxes collected from customers to be remitted to government authorities are excluded from revenue. | ||||||||||||||||
Deferred Revenue | Deferred Revenue | |||||||||||||||
Deferred revenue consists of invoicing and payments received in advance of revenue recognition and is recognized as the revenue recognition criteria are met. The Company invoices its customers annually, quarterly, or in monthly installments. Deferred revenue that will be recognized during the succeeding twelve month period is recorded as current deferred revenue, and the remaining portion is recorded as non-current deferred revenue. | ||||||||||||||||
Cost of Revenues | Cost of Revenue | |||||||||||||||
Cost of recurring revenue consists primarily of salaries, benefits, allocated overhead costs related to on-demand operations and technical support personnel, as well as allocated amortization of purchased technology. Cost of services revenue consists primarily of salaries, benefits, travel and allocated overhead costs related to consulting, training and other professional services personnel, including cost of services provided by third-party consultants engaged by the Company. Cost of license revenue consists primarily of amortization of purchased technology. | ||||||||||||||||
Advertising Costs | Advertising Costs | |||||||||||||||
The Company expenses advertising costs in the period incurred. Advertising expense was $1.2 million, $227,000, and $146,000 for 2014, 2013 and 2012, respectively. | ||||||||||||||||
Comprehensive Income (Loss) | Comprehensive Income (Loss) | |||||||||||||||
Comprehensive income (loss) is the total of net income (loss), unrealized gains and losses on investments and foreign currency translation adjustments. Unrealized gains and losses on investments and foreign currency translation adjustment amounts are excluded from net loss and are reported in accumulated other comprehensive income (loss) in the accompanying consolidated financial statements. | ||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | |||||||||||||||
In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09) "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605)”, and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact of the adoption of ASU 2014-09 on the consolidated financial statements. | ||||||||||||||||
Deferred Charges, Policy [Policy Text Block] | Deferred Commissions | |||||||||||||||
The deferred commissions on the Company's consolidated balance sheets totaled $5.6 million and $4.8 million at December 31, 2014 and December 31, 2013, respectively. As of December 31, 2014 and 2013 $4.2 million and $3.4 million of the deferred commissions are included in prepaid and other current assets in short-term assets with the remaining amounts included in deposits and other assets in long-term assets in the consolidated balance sheets. The deferred costs mainly represent commission payments to the Company's direct sales force for on-demand subscription and maintenance agreements, which the Company amortizes as sales and marketing expense over the non-cancellable term of the contract as the related revenue is recognized. The commission payments are a direct and incremental cost of the revenue arrangements. |
The_Company_and_Significant_Ac2
The Company and Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||||||||
Summary of changes in the Company's reserve accounts | Below is a summary of the changes in the Company's allowance for doubtful accounts for 2014, 2013 and 2012 (in thousands): | |||||||||||||||
Balance at Beginning of Year | Additions (charges to expense) | Deductions | Balance at | |||||||||||||
End of Year | ||||||||||||||||
Allowance for doubtful accounts | ||||||||||||||||
Year ended December 31, 2014 | $ | 650 | $ | 996 | $ | (583 | ) | $ | 1,063 | |||||||
Year ended December 31, 2013 | 481 | 830 | (661 | ) | 650 | |||||||||||
Year ended December 31, 2012 | 225 | 434 | (178 | ) | 481 | |||||||||||
Restructuring_Tables
Restructuring (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Summary of accrued restructuring expenses | The following table sets forth a summary of accrued restructuring expenses for 2014 and 2013 (in thousands): | |||||||||||||||||||
December 31, | Additions | Adjustments | Cash Payments | December 31, | ||||||||||||||||
2013 | 2014 | |||||||||||||||||||
Severance and termination-related costs | $ | 141 | $ | 70 | $ | — | $ | (211 | ) | $ | — | |||||||||
Facilities related costs | 234 | 162 | 20 | (222 | ) | 194 | ||||||||||||||
Total accrued restructuring expenses | $ | 375 | $ | 232 | $ | 20 | $ | (433 | ) | $ | 194 | |||||||||
December 31, | Additions | Adjustments | Cash Payments | December 31, | ||||||||||||||||
2012 | 2013 | |||||||||||||||||||
Severance and termination-related costs | $ | 589 | $ | 1,706 | $ | (7 | ) | $ | (2,147 | ) | $ | 141 | ||||||||
Facilities related costs | 289 | — | — | (55 | ) | 234 | ||||||||||||||
Total accrued restructuring expenses | $ | 878 | $ | 1,706 | $ | (7 | ) | $ | (2,202 | ) | $ | 375 | ||||||||
Acquisition_Tables
Acquisition (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Acquisitions | ||||||||||||||||||||||||||
Schedule of intangible assets | Intangible assets consisted of the following as of December 31, 2014 and 2013 (in thousands): | |||||||||||||||||||||||||
December 31, | December 31, 2013 Net | Net Additions (1) | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2013 Cost | 2014 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 21,187 | $ | 9,669 | $ | 3,906 | $ | (53 | ) | $ | (3,271 | ) | $ | 10,251 | 4.1 | |||||||||||
Customer relationships | 8,154 | 4076 | 1,260 | (41 | ) | (1,025 | ) | 4,270 | 3.6 | |||||||||||||||||
Tradenames | 1,522 | 828 | 686 | (25 | ) | (298 | ) | 1,191 | 3.6 | |||||||||||||||||
Favorable lease | 53 | — | — | — | — | — | N/A | |||||||||||||||||||
Patents and licenses | 3,059 | 2393 | — | — | (348 | ) | 2,045 | 6.7 | ||||||||||||||||||
Other | 142 | 29 | — | — | (29 | ) | — | N/A | ||||||||||||||||||
Total | $ | 34,117 | $ | 16,995 | $ | 5,852 | $ | (119 | ) | $ | (4,971 | ) | $ | 17,757 | ||||||||||||
-1 | Included in the additions are the intangibles acquired for Clicktools of $3.0 million and LeadRocket of $2.6 million as discussed in Note 3 to the consolidated financial statements and other purchased technology as part of the normal course of operations. | |||||||||||||||||||||||||
December 31, | December 31, 2012 Net | Net Additions | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2012 Cost | 2013 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 20,576 | $ | 12,384 | $ | 611 | $ | — | $ | (3,326 | ) | $ | 9,669 | 4.3 | ||||||||||||
Customer relationships | 8,154 | 4,952 | — | — | (876 | ) | 4,076 | 4.9 | ||||||||||||||||||
Tradenames | 1,522 | 1,040 | — | — | (212 | ) | 828 | 5.2 | ||||||||||||||||||
Favorable lease | 40 | 1 | 13 | — | (14 | ) | — | N/A | ||||||||||||||||||
Patents and licenses | 3,059 | 2,744 | — | — | (351 | ) | 2,393 | 7.6 | ||||||||||||||||||
Other | 142 | 75 | — | — | (46 | ) | 29 | 0.5 | ||||||||||||||||||
Total | $ | 33,493 | $ | 21,196 | $ | 624 | $ | — | $ | (4,825 | ) | $ | 16,995 | |||||||||||||
LeadRocket [Member] | ||||||||||||||||||||||||||
Acquisitions | ||||||||||||||||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The purchase price allocation for LeadRocket is summarized as follows (in thousands): | |||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||||
Net liabilities assumed | $ | (1,224 | ) | |||||||||||||||||||||||
Intangible assets | 2,640 | |||||||||||||||||||||||||
Goodwill | 1,584 | |||||||||||||||||||||||||
Total purchase price | $ | 3,000 | ||||||||||||||||||||||||
Schedule of intangible assets | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of the LeadRocket acquisition (in thousands): | |||||||||||||||||||||||||
Fair Value | Useful Life | |||||||||||||||||||||||||
Developed technology | 570 | 2-4 years | ||||||||||||||||||||||||
Patents | 1,060 | 10 years | ||||||||||||||||||||||||
Domain names and trademarks | 850 | 5 years | ||||||||||||||||||||||||
Customer relationships | 160 | 3 years | ||||||||||||||||||||||||
Total intangible assets subject to amortization | 2,640 | |||||||||||||||||||||||||
Clicktools [Member] | ||||||||||||||||||||||||||
Acquisitions | ||||||||||||||||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | The preliminary purchase price allocation for Clicktools is summarized as follows (in thousands): | |||||||||||||||||||||||||
Fair Value | ||||||||||||||||||||||||||
Net liabilities assumed | $ | (1,270 | ) | |||||||||||||||||||||||
Intangible assets | 3,000 | |||||||||||||||||||||||||
Goodwill | 14,675 | |||||||||||||||||||||||||
Total purchase price | $ | 16,405 | ||||||||||||||||||||||||
Schedule of intangible assets | The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the date of the Clicktools acquisition (in thousands). The intangible assets are reported in British Pounds and will be translated to U.S. Dollars at December 31, 2014. | |||||||||||||||||||||||||
Fair Value | Useful Life | |||||||||||||||||||||||||
Developed technology | $ | 1,300 | 3 years | |||||||||||||||||||||||
Domain names and trademarks | 600 | 3 years | ||||||||||||||||||||||||
Customer relationships | 1,100 | 3 years | ||||||||||||||||||||||||
Total intangible assets subject to amortization | $ | 3,000 | ||||||||||||||||||||||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||
Schedule of changes in the carrying amount of goodwill | The changes in the carrying amount of goodwill for the fiscal years ended December 31, 2014 and 2013 are as follows (in thousands): | |||||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||||||
Balance as of December 31, 2012 and 2013 | $ | 31,207 | ||||||||||||||||||||||||
Acquisitions | 16,259 | |||||||||||||||||||||||||
Foreign currency translation impact | (496 | ) | ||||||||||||||||||||||||
Balance as of December 31, 2014 | $ | 46,970 | ||||||||||||||||||||||||
Schedule of intangible assets | Intangible assets consisted of the following as of December 31, 2014 and 2013 (in thousands): | |||||||||||||||||||||||||
December 31, | December 31, 2013 Net | Net Additions (1) | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2013 Cost | 2014 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 21,187 | $ | 9,669 | $ | 3,906 | $ | (53 | ) | $ | (3,271 | ) | $ | 10,251 | 4.1 | |||||||||||
Customer relationships | 8,154 | 4076 | 1,260 | (41 | ) | (1,025 | ) | 4,270 | 3.6 | |||||||||||||||||
Tradenames | 1,522 | 828 | 686 | (25 | ) | (298 | ) | 1,191 | 3.6 | |||||||||||||||||
Favorable lease | 53 | — | — | — | — | — | N/A | |||||||||||||||||||
Patents and licenses | 3,059 | 2393 | — | — | (348 | ) | 2,045 | 6.7 | ||||||||||||||||||
Other | 142 | 29 | — | — | (29 | ) | — | N/A | ||||||||||||||||||
Total | $ | 34,117 | $ | 16,995 | $ | 5,852 | $ | (119 | ) | $ | (4,971 | ) | $ | 17,757 | ||||||||||||
-1 | Included in the additions are the intangibles acquired for Clicktools of $3.0 million and LeadRocket of $2.6 million as discussed in Note 3 to the consolidated financial statements and other purchased technology as part of the normal course of operations. | |||||||||||||||||||||||||
December 31, | December 31, 2012 Net | Net Additions | Foreign currency translation impact | Amortization Expense | December 31, | Weighted | ||||||||||||||||||||
2012 Cost | 2013 Net | Average | ||||||||||||||||||||||||
Amortization | ||||||||||||||||||||||||||
Period (Years) | ||||||||||||||||||||||||||
Developed technology | $ | 20,576 | $ | 12,384 | $ | 611 | $ | — | $ | (3,326 | ) | $ | 9,669 | 4.3 | ||||||||||||
Customer relationships | 8,154 | 4,952 | — | — | (876 | ) | 4,076 | 4.9 | ||||||||||||||||||
Tradenames | 1,522 | 1,040 | — | — | (212 | ) | 828 | 5.2 | ||||||||||||||||||
Favorable lease | 40 | 1 | 13 | — | (14 | ) | — | N/A | ||||||||||||||||||
Patents and licenses | 3,059 | 2,744 | — | — | (351 | ) | 2,393 | 7.6 | ||||||||||||||||||
Other | 142 | 75 | — | — | (46 | ) | 29 | 0.5 | ||||||||||||||||||
Total | $ | 33,493 | $ | 21,196 | $ | 624 | $ | — | $ | (4,825 | ) | $ | 16,995 | |||||||||||||
Schedule of future expected amortization | Total future expected amortization is as follows (in thousands): | |||||||||||||||||||||||||
Developed | Customer | Tradenames | Patents and | |||||||||||||||||||||||
Technology | Relationships | Licenses | ||||||||||||||||||||||||
Year Ending December 31: | ||||||||||||||||||||||||||
2015 | $ | 2,828 | $ | 1,290 | $ | 382 | $ | 346 | ||||||||||||||||||
2016 | 2,741 | 1,290 | 353 | 346 | ||||||||||||||||||||||
2017 | 2,417 | 1,019 | 285 | 346 | ||||||||||||||||||||||
2018 | 1,519 | 491 | 96 | 313 | ||||||||||||||||||||||
2019 | 311 | 74 | 32 | 180 | ||||||||||||||||||||||
2020 and beyond | 435 | 106 | 43 | 514 | ||||||||||||||||||||||
Total expected amortization expense | $ | 10,251 | $ | 4,270 | $ | 1,191 | $ | 2,045 | ||||||||||||||||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Financial Instruments | |||||||||||||||||
Schedule of components of the Company's debt and marketable equity securities classified as available-for-sale | The components of the Company's marketable debt securities classified as available-for-sale were as follows at December 31, 2014 (in thousands): | ||||||||||||||||
December 31, 2014 | Amortized | Gross | Gross | Estimated | |||||||||||||
Cost | Unrealized | Unrealized | Fair value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Cash | $ | 27,890 | $ | — | $ | — | $ | 27,890 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | 6,310 | — | — | 6,310 | |||||||||||||
Total cash equivalents | 6,310 | — | — | 6,310 | |||||||||||||
Total cash and cash equivalents | $ | 34,200 | $ | — | $ | — | $ | 34,200 | |||||||||
Short-term investments: | |||||||||||||||||
Corporate notes and obligations | 2,773 | — | (7 | ) | 2,766 | ||||||||||||
Total short-term investments | $ | 2,773 | $ | — | $ | (7 | ) | $ | 2,766 | ||||||||
The components of the Company's marketable debt securities classified as available-for-sale were as follows for December 31, 2013 (in thousands): | |||||||||||||||||
December 31, 2013 | Amortized | Gross | Gross | Estimated | |||||||||||||
Cost | Unrealized | Unrealized | Fair value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Cash | $ | 21,989 | $ | — | $ | — | $ | 21,989 | |||||||||
Cash equivalents: | |||||||||||||||||
Money market funds | 6,306 | — | — | 6,306 | |||||||||||||
Total cash equivalents | 6,306 | — | — | 6,306 | |||||||||||||
Total cash and cash equivalents | $ | 28,295 | $ | — | $ | — | $ | 28,295 | |||||||||
Short-term investments: | |||||||||||||||||
U.S. government and agency obligations | 6,115 | — | — | 6,115 | |||||||||||||
Corporate notes and obligations | 1,751 | — | — | 1,751 | |||||||||||||
Total short-term investments | $ | 7,866 | $ | — | $ | — | $ | 7,866 | |||||||||
Schedule of contractual maturities of available-for-sale debt securities | For investments in securities classified as available-for-sale, market value and the amortized cost of debt securities have been classified in accordance with the following maturity groupings based on the contractual maturities of those securities as of December 31, 2014 (in thousands): | ||||||||||||||||
Contractual maturity | Amortized | Estimated | |||||||||||||||
Cost | Fair value | ||||||||||||||||
Less than 1 year | $ | 1,956 | $ | 1,954 | |||||||||||||
Between 1 and 2 years | 817 | 812 | |||||||||||||||
Total | $ | 2,773 | $ | 2,766 | |||||||||||||
For investments in securities classified as available-for-sale, estimated fair value and the amortized cost of debt securities have been classified in accordance with the following maturity groupings based on the contractual maturities of those securities as of December 31, 2013 (in thousands): | |||||||||||||||||
Contractual maturity | Amortized | Estimated | |||||||||||||||
Cost | Fair value | ||||||||||||||||
Less than 1 year | $ | 5,066 | $ | 5,066 | |||||||||||||
Between 1 and 2 years | 2,800 | 2,800 | |||||||||||||||
Total | $ | 7,866 | $ | 7,866 | |||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Schedule of estimated fair value of financial assets | The Company measures financial assets at fair value on an ongoing basis. The estimated fair value of the Company's financial assets was determined using the following inputs at December 31, 2014 and 2013 (in thousands): | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
December 31, 2014 | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Active Markets for | Other Observable Inputs | Unobservable | |||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 6,310 | $ | 6,310 | $ | — | $ | — | |||||||||
Corporate notes and obligations (2) | 2,766 | — | 2,766 | — | |||||||||||||
Total | $ | 9,076 | $ | 6,310 | $ | 2,766 | $ | — | |||||||||
_______________________________________________________________________________ | |||||||||||||||||
-1 | Included in cash and cash equivalents on the consolidated balance sheet. | ||||||||||||||||
-2 | Included in short-term investments on the consolidated balance sheet. | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
December 31, 2013 | Total | Quoted Prices in | Significant | Significant | |||||||||||||
Active Markets for | Other Observable | Unobservable | |||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Money market funds(1) | $ | 6,306 | $ | 6,306 | $ | — | $ | — | |||||||||
Corporate notes and obligations(2) | 6,115 | — | 6,115 | — | |||||||||||||
U.S. government and agency obligations(2) | 1,751 | — | 1,751 | — | |||||||||||||
Total | $ | 14,172 | $ | 6,306 | $ | 7,866 | $ | — | |||||||||
_______________________________________________________________________________ | |||||||||||||||||
-1 | Included in cash and cash equivalents on the consolidated balance sheet. | ||||||||||||||||
-2 | Included in short-term investments on the consolidated balance sheet. |
Balance_Sheet_Components_Table
Balance Sheet Components (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Balance Sheet Components | ||||||||||
Schedule of components of property and equipment | Property and equipment consisted of the following (in thousands): | |||||||||
Estimated Useful Life | As of December 31, | |||||||||
2014 | 2013 | |||||||||
Equipment | 3 years | $ | 24,189 | $ | 16,616 | |||||
Purchased software | 5 years | 6,784 | 6,648 | |||||||
Furniture and fixtures | 3 years | 1,772 | 1,612 | |||||||
Leasehold improvements | Lease term up to 5 years | 1,947 | 1,872 | |||||||
Construction in progress | 3,724 | 72 | ||||||||
Property and equipment, gross | 38,416 | 26,820 | ||||||||
Less: Accumulated depreciation | 19,661 | 15,469 | ||||||||
Property and equipment, net | $ | 18,755 | $ | 11,351 | ||||||
Schedule of components of prepaid and other current assets | Total prepaid and other current assets consisted of the following (in thousands): | |||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Foreign withholding tax | $ | 177 | $ | 403 | ||||||
Convertible debt issuance costs, current portion | — | 129 | ||||||||
Deferred commissions | 4,215 | 3,381 | ||||||||
Prepaid expenses | 5,856 | 1,945 | ||||||||
Other current assets | 136 | 374 | ||||||||
Total prepaid and other current assets | $ | 10,384 | $ | 6,232 | ||||||
Schedule of components of accrued payroll and related expenses | Accrued payroll and related expenses consisted of the following (in thousands): | |||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Vacation accrual | $ | 2,793 | $ | 2,139 | ||||||
Commissions | 2,387 | 2,177 | ||||||||
Bonus | 1,628 | 1,262 | ||||||||
ESPP | 966 | 686 | ||||||||
Severance liability | — | 252 | ||||||||
Accrued payroll related expenses | 1,277 | 861 | ||||||||
Total accrued payroll related expenses | $ | 9,051 | $ | 7,377 | ||||||
Schedule of components of accrued expenses | Accrued expenses consisted of the following (in thousands): | |||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Sales tax payable | $ | 733 | $ | 1,099 | ||||||
Income taxes payable | 125 | 87 | ||||||||
Restructuring facility liability | 148 | 98 | ||||||||
Versata settlement | 1,963 | — | ||||||||
Holdback payable | 1,922 | — | ||||||||
Customer payments | 998 | 438 | ||||||||
Equipment financing arrangement | 3,775 | — | ||||||||
Accrued expenses | 7,204 | 3,673 | ||||||||
Total accrued expenses | $ | 16,868 | $ | 5,395 | ||||||
Contractual_Obligations_Commit1
Contractual Obligations, Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||||||||||
Schedule of non-cancelable long-term operating and capital lease obligations and unconditional purchase commitments | For each of the next five years and beyond, the Company has the following contractual obligations, long-term operating and capital lease obligations and unconditional purchase commitments (in thousands): | ||||||||||||||||||||
Settlement Payable (1) | Unconditional | Operating | Capital | ||||||||||||||||||
purchase | lease | lease | |||||||||||||||||||
Principal | Interest | commitments (2) (3) (4) | commitments (5) | obligations (6) | |||||||||||||||||
Year Ending December 31: | |||||||||||||||||||||
2015 | $ | 1,963 | $ | 37 | $ | 9,271 | $ | 694 | $ | 1,011 | |||||||||||
2016 | 1,900 | 100 | 223 | 2,323 | — | ||||||||||||||||
2017 | 466 | 34 | — | 2,266 | — | ||||||||||||||||
2018 | — | — | — | 2,185 | — | ||||||||||||||||
2019 | — | — | — | 2,024 | — | ||||||||||||||||
2020 and beyond | — | — | — | 5,067 | — | ||||||||||||||||
Future minimum payments | $ | 4,329 | $ | 171 | $ | 9,494 | $ | 14,559 | 1,011 | ||||||||||||
Less: amount representing interest | (10 | ) | |||||||||||||||||||
Present value of capital lease obligations | $ | 1,001 | |||||||||||||||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Schedule of potential weighted average common shares excluded from computation of diluted net loss per share | Diluted net loss per share does not include the effect of the following potential weighted average common shares because to do so would be anti-dilutive for the periods presented (in thousands): | ||||||||
Years Ended December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Restricted stock | 2,379 | 1,918 | 3,543 | ||||||
Stock options | 1,630 | 2,490 | 3,299 | ||||||
ESPP | 39 | 42 | 67 | ||||||
Convertible notes | 829 | 7,129 | 7,680 | ||||||
Total | 4,877 | 11,579 | 14,589 | ||||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | ||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||
Summary of stock-based compensation expenses | The table below sets forth a summary of stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands). | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Stock-based compensation: | |||||||||||||||||||||||||
Stock Options | $ | 790 | $ | 866 | $ | 838 | |||||||||||||||||||
Restricted Stock Units | |||||||||||||||||||||||||
Performance-based Awards | 2,370 | 1,097 | 444 | ||||||||||||||||||||||
Service-based Awards | 7,705 | 7,835 | 11,571 | ||||||||||||||||||||||
ESPP | 948 | 597 | 802 | ||||||||||||||||||||||
Total stock-based compensation | $ | 11,813 | $ | 10,395 | $ | 13,655 | |||||||||||||||||||
Schedule of functional classification of stock-based compensation expense | The table below sets forth the functional classification of stock-based compensation expense for the years ended December 31, 2014, 2013 and 2012 (in thousands): | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Stock-based compensation: | |||||||||||||||||||||||||
Cost of recurring revenue | $ | 911 | $ | 783 | $ | 1,550 | |||||||||||||||||||
Cost of services and other revenue | 1,026 | 1,060 | 2,070 | ||||||||||||||||||||||
Sales and marketing | 3,518 | 2,420 | 3,778 | ||||||||||||||||||||||
Research and development | 2,012 | 1,797 | 1,782 | ||||||||||||||||||||||
General and administrative | 4,346 | 4,335 | 4,475 | ||||||||||||||||||||||
Total stock-based compensation | $ | 11,813 | $ | 10,395 | $ | 13,655 | |||||||||||||||||||
Schedule of valuation assumptions for determining the fair value of stock options and employee stock purchase plans | The fair value of each stock option is estimated on the date of grant and the fair value of each ESPP share is estimated on the beginning date of the offering period using the Black-Scholes-Merton valuation model and the assumptions noted in the following table. | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Stock Option Plans | |||||||||||||||||||||||||
Expected life (in years) | — | 5.0 to 6.1 | 5.0 to 6.0 | ||||||||||||||||||||||
Risk-free interest rate | — | 1.41% to 1.93% | 0.72% to 1.33% | ||||||||||||||||||||||
Volatility | — | 61% to 63% | 60% to 65% | ||||||||||||||||||||||
Dividend Yield | — | — | — | ||||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||||||
Expected life (in years) | 0.5 to 1.0 | 0.5 to 1.0 | 0.5 to 1.0 | ||||||||||||||||||||||
Risk-free interest rate | 0.05% to 0.12% | 0.08% to 0.17% | 0.13% to 0.20% | ||||||||||||||||||||||
Volatility | 47% to 50% | 41% to 62% | 56% to 62% | ||||||||||||||||||||||
Dividend Yield | — | — | — | ||||||||||||||||||||||
Summary of the Company's shares available for grant | A summary of the Company's shares available for grant and the status of options and awards are as follows: | ||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
(Number of Shares) | |||||||||||||||||||||||||
Beginning Available | 2,478,798 | 2,578,940 | 2,014,218 | ||||||||||||||||||||||
Authorized | — | 3,469,500 | 1,756,431 | ||||||||||||||||||||||
Granted | (1,913,499 | ) | (2,024,798 | ) | (2,519,851 | ) | |||||||||||||||||||
Cancelled | 383,549 | 1,335,591 | 1,328,142 | ||||||||||||||||||||||
Expired | (178,337 | ) | (2,880,435 | ) | — | ||||||||||||||||||||
Ending Available | 770,511 | 2,478,798 | 2,578,940 | ||||||||||||||||||||||
Schedule of stock option activity | |||||||||||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||||||||||
Shares | Average | Average | Intrinsic Value | ||||||||||||||||||||||
Exercise Price | Remaining | (in thousands) | |||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Term (Years) | |||||||||||||||||||||||||
Outstanding as of December 31, 2011 | 4,403,003 | $ | 4.71 | ||||||||||||||||||||||
Granted | 120,200 | 5.86 | |||||||||||||||||||||||
Exercised | (714,820 | ) | 5.16 | $ | 1,358 | ||||||||||||||||||||
Forfeited | (134,346 | ) | 3.52 | ||||||||||||||||||||||
Expired | (638,555 | ) | 7.64 | ||||||||||||||||||||||
Outstanding as of December 31, 2012 | 3,035,482 | 4.09 | |||||||||||||||||||||||
Granted | 815,500 | 6.79 | |||||||||||||||||||||||
Exercised | (1,427,456 | ) | 3.54 | 6,151 | |||||||||||||||||||||
Forfeited | (108,306 | ) | 5.1 | ||||||||||||||||||||||
Expired | (367,006 | ) | 5.3 | ||||||||||||||||||||||
Outstanding as of December 31, 2013 | 1,948,214 | 5.34 | |||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||
Exercised | (701,220 | ) | 4.09 | 5,940 | |||||||||||||||||||||
Forfeited | (44,407 | ) | 7.4 | ||||||||||||||||||||||
Expired | (26,626 | ) | 10.17 | ||||||||||||||||||||||
Outstanding as of December 31, 2014 | 1,175,961 | $ | 5.89 | 5.99 | $ | 12,278 | |||||||||||||||||||
Vested and Expected to Vest as of December 31, 2014 | 1,100,528 | $ | 5.82 | 5.83 | $ | 11,566 | |||||||||||||||||||
Exercisable as of December 31, 2014 | 730,899 | $ | 5.33 | 4.6 | $ | 8,039 | |||||||||||||||||||
Schedule of restricted stock unit activity | |||||||||||||||||||||||||
Number of | Weighted | Aggregate | |||||||||||||||||||||||
Shares | Average | Intrinsic Value | |||||||||||||||||||||||
Remaining | (in thousands) | ||||||||||||||||||||||||
Contractual | |||||||||||||||||||||||||
Term (Years) | |||||||||||||||||||||||||
Unreleased as of December 31, 2011 | 3,859,292 | ||||||||||||||||||||||||
Granted | 2,399,651 | ||||||||||||||||||||||||
Released | (2,597,880 | ) | |||||||||||||||||||||||
Forfeited | (551,380 | ) | |||||||||||||||||||||||
Unreleased as of December 31, 2012 | 3,109,683 | ||||||||||||||||||||||||
Granted | 1,209,298 | ||||||||||||||||||||||||
Released | (1,754,872 | ) | |||||||||||||||||||||||
Forfeited | (856,695 | ) | |||||||||||||||||||||||
Unreleased as of December 31, 2013 | 1,707,414 | ||||||||||||||||||||||||
Granted | 1,913,499 | ||||||||||||||||||||||||
Released | (736,269 | ) | |||||||||||||||||||||||
Forfeited | (183,607 | ) | |||||||||||||||||||||||
Unreleased as of December 31, 2014 | 2,701,037 | 1.02 | $ | 43,487 | |||||||||||||||||||||
Vested and Expected to Vest as of December 31, 2014 | 2,700,828 | 1.02 | $ | 40,169 | |||||||||||||||||||||
Schedule of range of exercise prices and weighted average remaining contractual life of outstanding options | As of December 31, 2014, the range of exercise prices and weighted average remaining contractual life of outstanding options are as follows: | ||||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||||
Range of Exercise Prices | Number of | Weighted Average Remaining | Weighted Average | Number of | Weighted | ||||||||||||||||||||
Shares | Contractual Life | Exercise Price | Shares | Average | |||||||||||||||||||||
(Years) | Exercise Price | ||||||||||||||||||||||||
$3.11 - $4.14 | 133,132 | 0.53 | $ | 3.63 | 133,132 | $ | 3.63 | ||||||||||||||||||
$4.15 - $4.15 | 140,000 | 0.92 | 4.15 | 140,000 | 4.15 | ||||||||||||||||||||
$4.31 - $5.27 | 140,061 | 5.53 | 4.93 | 109,695 | 5.03 | ||||||||||||||||||||
$5.70 - $5.70 | 60,000 | 1.42 | 5.7 | 60,000 | 5.7 | ||||||||||||||||||||
$6.01 - $6.01 | 122,000 | 8.41 | 6.01 | 48,291 | 6.01 | ||||||||||||||||||||
$6.25 - $6.42 | 80,700 | 8.37 | 6.26 | 79,900 | 6.26 | ||||||||||||||||||||
$6.59 - $6.59 | 231,407 | 8.49 | 6.59 | 70,989 | 6.59 | ||||||||||||||||||||
$6.67 - $6.74 | 42,334 | 8.5 | 6.67 | 14,604 | 6.67 | ||||||||||||||||||||
$7.69 - $7.69 | 207,327 | 8.66 | 7.69 | 68,622 | 7.69 | ||||||||||||||||||||
$9.17 - $10.35 | 19,000 | 8.8 | 9.98 | 5,666 | 9.96 | ||||||||||||||||||||
$3.11 - $10.35 | 1,175,961 | 5.99 | $ | 5.89 | 730,899 | $ | 5.33 | ||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Schedule of geographical breakdown of consolidated loss before income taxes by income tax jurisdiction | The following is a geographical breakdown of consolidated loss before income taxes by income tax jurisdiction (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | (11,557 | ) | $ | (20,675 | ) | $ | (27,796 | ) | |||
Foreign | 1,008 | 1,319 | 486 | |||||||||
Total | $ | (10,549 | ) | $ | (19,356 | ) | $ | (27,310 | ) | |||
Schedule of provision (benefit) for income taxes | The provision for income taxes for 2014, 2013 and 2012 consists of the following (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Current: | ||||||||||||
Federal | $ | (25 | ) | $ | — | $ | 4 | |||||
State | 3 | — | — | |||||||||
Foreign | 1,138 | 1,815 | 559 | |||||||||
Deferred: | ||||||||||||
Federal | 78 | 159 | (185 | ) | ||||||||
State | (89 | ) | — | (22 | ) | |||||||
Foreign | (93 | ) | 81 | 32 | ||||||||
Total provision for income taxes | $ | 1,012 | $ | 2,055 | $ | 388 | ||||||
Schedule of provision (benefit) for income taxes that differs from the expected tax benefit computed by applying the statutory federal income tax rates to consolidated loss before income taxes | The provision for income taxes differs from the expected tax benefit computed by applying the statutory federal income tax rates to consolidated loss before income taxes as follows (in thousands): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal tax at statutory rate | $ | (3,587 | ) | $ | (6,581 | ) | $ | (9,286 | ) | |||
State taxes, net of benefit | 3 | — | — | |||||||||
Non-deductible expenses | 453 | 1,248 | 2,416 | |||||||||
Foreign taxes | 703 | 1,447 | 427 | |||||||||
Current year net operating losses and other deferred tax assets for which no benefit has been recognized | 4,828 | 7,320 | 7,181 | |||||||||
Research and experimentation credit | (1,239 | ) | (1,379 | ) | — | |||||||
Tax benefit due to the recognition of acquired deferred tax liabilities | (149 | ) | — | (350 | ) | |||||||
Total provision for income taxes | $ | 1,012 | $ | 2,055 | $ | 388 | ||||||
Schedule of components of net deferred tax assets | Net deferred tax assets consist of the following (in thousands): | |||||||||||
As of December 31, | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets | ||||||||||||
Net operating loss carryforwards | $ | 54,712 | $ | 53,902 | ||||||||
Accrued expenses | 5,420 | 2,161 | ||||||||||
Unrealized gain/loss on investments | 916 | 915 | ||||||||||
Research and experimentation credit carryforwards | 12,609 | 10,884 | ||||||||||
Capitalized research and experimentation costs | 14,072 | 18,100 | ||||||||||
Deferred stock compensation | 3,956 | 2,223 | ||||||||||
Gross deferred tax assets | 91,685 | 88,185 | ||||||||||
Less valuation allowance | (90,598 | ) | (86,604 | ) | ||||||||
Total deferred tax assets, net of valuation allowance | 1,087 | 1,581 | ||||||||||
Deferred tax liabilities | ||||||||||||
Property and equipment and intangibles | (1,699 | ) | (1,602 | ) | ||||||||
Goodwill | (1,024 | ) | (887 | ) | ||||||||
Net deferred tax liabilities | $ | (1,636 | ) | $ | (908 | ) | ||||||
Schedule of activity related to the Company's unrecognized tax benefits | The activity related to the Company's unrecognized tax benefits is set forth below (in thousands): | |||||||||||
Amount | ||||||||||||
Balance at January 1, 2013 | $ | 2,478 | ||||||||||
Increases related to prior year tax positions | 175 | |||||||||||
Increases related to current year tax positions | 222 | |||||||||||
Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations | (32 | ) | ||||||||||
Balance at December 31, 2013 (1) | 2,843 | |||||||||||
Increases related to prior year tax positions | (44 | ) | ||||||||||
Increases related to current year tax positions | 270 | |||||||||||
Reductions to unrecognized tax benefits as a result of a lapse of applicable statute of limitations | (32 | ) | ||||||||||
Balance at December 31, 2014 (2) | $ | 3,037 | ||||||||||
(1) $2.6 million million of the unrecognized tax benefits reduced deferred tax assets and $0.3 million was included in accrued expenses on the consolidated balance sheet. | ||||||||||||
(2) $2.7 million of the unrecognized tax benefits reduced deferred tax assets and $0.3 million was included in accrued expenses on the consolidated balance sheet. |
Segment_Geographic_and_Custome1
Segment, Geographic and Customer Information (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Summary of revenues by geographic areas | The following table summarizes revenue for the years ended December 31, 2014, 2013 and 2012 by geographic areas (in thousands): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
United States | $ | 106,194 | $ | 88,684 | $ | 74,477 | ||||||
EMEA | 15,162 | 12,241 | 11,578 | |||||||||
Asia Pacific | 8,400 | 5,379 | 4,943 | |||||||||
Other | 6,862 | 6,033 | 3,954 | |||||||||
$ | 136,618 | $ | 112,337 | $ | 94,952 | |||||||
The_Company_and_Significant_Ac3
The Company and Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Jun. 30, 2014 | |
Allowance for doubtful accounts and service remediation reserve | |||||
Deferred costs | $5,600,000 | $4,800,000 | |||
Advertising expense | 1,200,000 | 227,000 | 146,000 | ||
Line of Credit Facility, Maximum Borrowing Capacity | 15,000,000 | 10,000,000 | |||
Changes in reserve accounts | |||||
Long-term Line of Credit, Noncurrent | 10,481,000 | 0 | |||
Deferred costs included in prepaid and other current assets | 4,200,000 | 3,400,000 | |||
Allowance for doubtful accounts | |||||
Changes in reserve accounts | |||||
Balance at Beginning of Period | 650,000 | 481,000 | 225,000 | ||
(Benefit) Provision Net of Recoveries | 996,000 | 830,000 | 434,000 | ||
Write-offs | -583,000 | -661,000 | -178,000 | ||
Balance at End of Period | 1,063,000 | 650,000 | 481,000 | ||
Minimum | |||||
Allowance for doubtful accounts and service remediation reserve | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 5,000,000 | ||||
Maximum | |||||
Allowance for doubtful accounts and service remediation reserve | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $10,000,000 |
The_Company_and_Significant_Ac4
The Company and Significant Accounting Policies (Details 1) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Prepaid and other current assets and deposits and other assets | ||
Restricted cash included in deposits and other assets | 0.2 | $0.50 |
Deferred costs included in prepaid and other current assets | 4.2 | $3.40 |
Minimum | ||
Property and Equipment, net | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Maximum | ||
Property and Equipment, net | ||
Property, Plant and Equipment, Useful Life | 5 years |
The_Company_and_Significant_Ac5
The Company and Significant Accounting Policies (Details 2) | 12 Months Ended |
Dec. 31, 2014 | |
segment | |
Goodwill | |
Number of reporting units | 1 |
Minimum | |
Intangible assets with finite lives | |
Amortization period | 1 year |
Maximum | |
Intangible assets with finite lives | |
Amortization period | 12 years |
The_Company_and_Significant_Ac6
The Company and Significant Accounting Policies (Details 3) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Business Combinations | |||
Measurement period of business combinations | 1 year | ||
Cost of Revenues | |||
Deferred costs | $5,600,000 | $4,800,000 | |
Deferred costs included in prepaid and other current assets | 4,200,000 | 3,400,000 | |
Advertising Costs | |||
Advertising expense | $1,200,000 | $227,000 | $146,000 |
Restructuring_Details
Restructuring (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restructuring and Related Activities [Abstract] | |||
Restructuring expenses | $1,025,000 | $1,699,000 | $1,115,000 |
Restructuring | |||
Other Noncash Income (Expense) | 800,000 | ||
Changes in restructuring reserve | |||
Balance at the beginning of the period | 194,000 | 375,000 | 878,000 |
Cash Payments | -232,000 | -1,706,000 | |
Additions | 20,000 | -7,000 | |
Adjustments | 433,000 | 2,202,000 | |
Balance at the end of the period | 194,000 | 375,000 | |
Severance and termination-related costs | |||
Changes in restructuring reserve | |||
Balance at the beginning of the period | 141,000 | 589,000 | |
Cash Payments | -70,000 | -1,706,000 | |
Additions | 0 | -7,000 | |
Adjustments | 211,000 | 2,147,000 | |
Balance at the end of the period | 0 | 141,000 | |
Facilities related costs | |||
Changes in restructuring reserve | |||
Balance at the beginning of the period | 234,000 | 289,000 | |
Cash Payments | -162,000 | 0 | |
Additions | 20,000 | 0 | |
Adjustments | 222,000 | 55,000 | |
Balance at the end of the period | $194,000 | $234,000 |
Acquisition_Details
Acquisition (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
Sep. 16, 2014 | Feb. 04, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Acquisitions | ||||
Goodwill | 46,970,000 | $31,207,000 | ||
Business Acquisition, Indemnity Holdback Accrued | 1,922,000 | 0 | ||
Clicktools [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,000,000 | |||
Cash paid for the acquisition | 14,800,000 | |||
Indemnity holdback | 1,600,000 | |||
Total purchase consideration | 16,405,000 | |||
Net Tangible Assets Acquired/(Liabilities Assumed) | -1,270,000 | |||
Identifiable intangible assets | 3,000,000 | |||
Goodwill | 14,675,000 | |||
LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2,640,000 | |||
Cash paid for the acquisition | 2,500,000 | |||
Indemnity holdback | 500,000 | |||
Total purchase consideration | 3,000,000 | |||
Net Tangible Assets Acquired/(Liabilities Assumed) | -1,224,000 | |||
Identifiable intangible assets | 2,640,000 | |||
Goodwill | 1,584,000 | |||
Business Acquisition, Indemnity Holdback Accrued | 300,000 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 3,000,000 | |||
United Kingdom, Pounds | Clicktools [Member] | ||||
Acquisitions | ||||
Indemnity holdback | 1,000,000 | |||
Developed technology | Clicktools [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 1,300,000 | |||
Amortization period | 3 years | |||
Developed technology | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 570,000 | |||
Tradename | Clicktools [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 600,000 | |||
Amortization period | 3 years | |||
Tradename | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 850,000 | |||
Amortization period | 5 years | |||
Customer relationships | Clicktools [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 1,100,000 | |||
Amortization period | 3 years | |||
Customer relationships | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 160,000 | |||
Amortization period | 3 years | |||
Patents [Member] | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $1,060,000 | |||
Amortization period | 10 years | |||
Minimum | ||||
Acquisitions | ||||
Amortization period | 1 year | |||
Minimum | Developed technology | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Amortization period | 2 years | |||
Maximum | ||||
Acquisitions | ||||
Amortization period | 12 years | |||
Maximum | Developed technology | LeadRocket, Inc. [Member] | ||||
Acquisitions | ||||
Amortization period | 4 years |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Feb. 28, 2014 | Sep. 16, 2014 |
Additional disclosure | |||
Balance at the beginning of the period | $31,207 | ||
Acquisitions | 16,259 | ||
Goodwill, Translation Adjustments | -496 | ||
Balance at the end of the period | 46,970 | ||
LeadRocket [Member] | |||
Additional disclosure | |||
Acquisitions | 1,584 | ||
Clicktools [Member] | |||
Additional disclosure | |||
Balance at the beginning of the period | 14,675 | ||
Acquisitions | $14,675 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Details 2) (USD $) | 12 Months Ended | 0 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 16, 2014 | Feb. 04, 2014 |
Changes in intangible assets during the year | |||||
Cost | $34,117 | $33,493 | |||
Balance at the beginning of the period, net | 16,995 | 21,196 | |||
Additions | 5,852 | 624 | |||
Finite-Lived Intangible Assets, Translation Adjustments | -119 | 0 | |||
Amortization Expense | -4,971 | -4,825 | -5,094 | ||
Balance at the end of the period, net | 17,757 | 16,995 | 21,196 | ||
Developed technology | |||||
Changes in intangible assets during the year | |||||
Cost | 21,187 | 20,576 | |||
Balance at the beginning of the period, net | 9,669 | 12,384 | |||
Additions | 3,906 | 611 | |||
Finite-Lived Intangible Assets, Translation Adjustments | -53 | 0 | |||
Amortization Expense | -3,271 | -3,326 | |||
Balance at the end of the period, net | 10,251 | 9,669 | |||
Developed technology | Weighted average | |||||
Changes in intangible assets during the year | |||||
Amortization period | 4 years 1 month 6 days | 4 years 3 months 18 days | |||
Customer relationships | |||||
Changes in intangible assets during the year | |||||
Cost | 8,154 | 8,154 | |||
Balance at the beginning of the period, net | 4,076 | 4,952 | |||
Additions | 1,260 | 0 | |||
Finite-Lived Intangible Assets, Translation Adjustments | -41 | 0 | |||
Amortization Expense | -1,025 | -876 | |||
Balance at the end of the period, net | 4,270 | 4,076 | |||
Customer relationships | Weighted average | |||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years 7 months 6 days | 4 years 10 months 24 days | |||
Tradenames | |||||
Changes in intangible assets during the year | |||||
Cost | 1,522 | 1,522 | |||
Balance at the beginning of the period, net | 828 | 1,040 | |||
Additions | 686 | 0 | |||
Finite-Lived Intangible Assets, Translation Adjustments | -25 | 0 | |||
Amortization Expense | -298 | -212 | |||
Balance at the end of the period, net | 1,191 | 828 | |||
Tradenames | Weighted average | |||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years 7 months 6 days | 5 years 2 months 12 days | |||
Favorable lease | |||||
Changes in intangible assets during the year | |||||
Cost | 53 | 40 | |||
Balance at the beginning of the period, net | 0 | 1 | |||
Additions | 0 | 13 | |||
Finite-Lived Intangible Assets, Translation Adjustments | 0 | 0 | |||
Amortization Expense | 0 | -14 | |||
Balance at the end of the period, net | 0 | 0 | |||
Patents and licenses | |||||
Changes in intangible assets during the year | |||||
Cost | 3,059 | 3,059 | |||
Balance at the beginning of the period, net | 2,393 | 2,744 | |||
Additions | 0 | 0 | |||
Finite-Lived Intangible Assets, Translation Adjustments | 0 | 0 | |||
Amortization Expense | -348 | -351 | |||
Balance at the end of the period, net | 2,045 | 2,393 | |||
Patents and licenses | Weighted average | |||||
Changes in intangible assets during the year | |||||
Amortization period | 6 years 8 months 12 days | 7 years 7 months 6 days | |||
Other | |||||
Changes in intangible assets during the year | |||||
Cost | 142 | 142 | |||
Balance at the beginning of the period, net | 29 | 75 | |||
Additions | 0 | 0 | |||
Finite-Lived Intangible Assets, Translation Adjustments | 0 | 0 | |||
Amortization Expense | -29 | -46 | |||
Balance at the end of the period, net | 0 | 29 | |||
Other | Weighted average | |||||
Changes in intangible assets during the year | |||||
Amortization period | 6 months | ||||
LeadRocket, Inc. [Member] | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 2,640 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities Noncurrent | 3,000 | ||||
LeadRocket, Inc. [Member] | Developed technology | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 570 | ||||
LeadRocket, Inc. [Member] | Customer relationships | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 160 | ||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years | ||||
LeadRocket, Inc. [Member] | Tradenames | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 850 | ||||
Changes in intangible assets during the year | |||||
Amortization period | 5 years | ||||
Clicktools [Member] | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,000 | ||||
Clicktools [Member] | Developed technology | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 1,300 | ||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years | ||||
Clicktools [Member] | Customer relationships | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 1,100 | ||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years | ||||
Clicktools [Member] | Tradenames | |||||
Intangible assets | |||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 600 | ||||
Changes in intangible assets during the year | |||||
Amortization period | 3 years |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Intangible assets | |||
Intangible assets, net | 17,757 | $16,995 | $21,196 |
Minimum | |||
Intangible assets | |||
Amortization period | 1 year | ||
Maximum | |||
Intangible assets | |||
Amortization period | 12 years | ||
Developed technology | |||
Intangible assets | |||
Intangible assets, net | 10,251 | 9,669 | 12,384 |
Future expected amortization expense | |||
2014 | 2,828 | ||
2015 | 2,741 | ||
2016 | 2,417 | ||
2017 | 1,519 | ||
2018 | 311 | ||
2019 and beyond | 435 | ||
Total expected amortization expense | 10,251 | ||
Customer relationships | |||
Intangible assets | |||
Intangible assets, net | 4,270 | 4,076 | 4,952 |
Future expected amortization expense | |||
2014 | 1,290 | ||
2015 | 1,290 | ||
2016 | 1,019 | ||
2017 | 491 | ||
2018 | 74 | ||
2019 and beyond | 106 | ||
Total expected amortization expense | 4,270 | ||
Tradenames | |||
Intangible assets | |||
Intangible assets, net | 1,191 | 828 | 1,040 |
Future expected amortization expense | |||
2014 | 382 | ||
2015 | 353 | ||
2016 | 285 | ||
2017 | 96 | ||
2018 | 32 | ||
2019 and beyond | 43 | ||
Total expected amortization expense | 1,191 | ||
Patents and licenses | |||
Intangible assets | |||
Intangible assets, net | 2,045 | 2,393 | 2,744 |
Future expected amortization expense | |||
2014 | 346 | ||
2015 | 346 | ||
2016 | 346 | ||
2017 | 313 | ||
2018 | 180 | ||
2019 and beyond | 514 | ||
Total expected amortization expense | 2,045 | ||
Other | |||
Intangible assets | |||
Intangible assets, net | 0 | $29 | $75 |
Financial_Instruments_Details
Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Financial instruments | ||||
Cash and cash equivalents | $34,200 | $28,295 | $16,400 | $17,383 |
Total | 7,866 | |||
Cash | ||||
Financial instruments | ||||
Cash and cash equivalents | 27,890 | 21,989 | ||
Estimated Fair Value | 27,890 | 21,989 | ||
Cash equivalents | ||||
Financial instruments | ||||
Cash and cash equivalents | 6,310 | 6,306 | ||
Estimated Fair Value | 6,310 | 6,306 | ||
Money market funds | ||||
Financial instruments | ||||
Cash and cash equivalents | 6,310 | 6,306 | ||
Estimated Fair Value | 6,310 | 6,306 | ||
Cash and cash equivalents | ||||
Financial instruments | ||||
Cash and cash equivalents | 34,200 | 28,295 | ||
Estimated Fair Value | 34,200 | 28,295 | ||
Short-term investments | ||||
Financial instruments | ||||
Total | 2,773 | 7,866 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | -7 | 0 | ||
Total | 2,766 | 7,866 | ||
U.S. government and agency obligations | ||||
Financial instruments | ||||
Total | 2,773 | 6,115 | ||
Gross Unrealized Gains | 0 | 0 | ||
Gross Unrealized Losses | -7 | 0 | ||
Total | 2,766 | 6,115 | ||
Corporate notes and obligations | ||||
Financial instruments | ||||
Total | 1,751 | |||
Gross Unrealized Gains | 0 | |||
Gross Unrealized Losses | 0 | |||
Total | $1,751 |
Financial_Instruments_Details_
Financial Instruments (Details 2) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
investment | investment | ||
Contractual maturity, Amortized Cost | |||
Less than 1 year | $1,956,000 | $5,066,000 | |
Between 1 and 2 years | 817,000 | 2,800,000 | |
Total | 2,773,000 | ||
Total | 7,866,000 | ||
Contractual maturity, Estimated Fair value | |||
Less than 1 year | 1,954,000 | 5,066,000 | |
Between 1 and 2 years | 812,000 | 2,800,000 | |
Total | 2,766,000 | 7,866,000 | |
Other disclosures pertaining to available-for-sale securities | |||
Available-for-sale, Securities in Unrealized Loss Positions, Qualitative Disclosure, Number of Positions, Less than One Year | 0 | 0 | |
Realized losses on sale of investments | 0 | 0 | 0 |
Proceeds from maturities and sales of investments, net of purchases | $5,100,000 | $4,800,000 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Ongoing basis, USD $) | Dec. 31, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Assets: | |||
Fair value of assets | $9,076 | $14,172 | |
Money market funds | |||
Assets: | |||
Fair value of assets | 6,310 | 6,306 | |
Corporate Debt Securities [Member] | |||
Assets: | |||
Fair value of assets | 2,766 | [1] | 6,115 |
US Treasury and Government [Member] | |||
Assets: | |||
Fair value of assets | 1,751 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Assets: | |||
Fair value of assets | 6,310 | 6,306 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | |||
Assets: | |||
Fair value of assets | 6,310 | 6,306 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate Debt Securities [Member] | |||
Assets: | |||
Fair value of assets | 0 | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | US Treasury and Government [Member] | |||
Assets: | |||
Fair value of assets | 0 | ||
Significant Other Observable Inputs (Level 2) | |||
Assets: | |||
Fair value of assets | 2,766 | 7,866 | |
Significant Other Observable Inputs (Level 2) | Money market funds | |||
Assets: | |||
Fair value of assets | 0 | 0 | |
Significant Other Observable Inputs (Level 2) | Corporate Debt Securities [Member] | |||
Assets: | |||
Fair value of assets | 2,766 | 6,115 | |
Significant Other Observable Inputs (Level 2) | US Treasury and Government [Member] | |||
Assets: | |||
Fair value of assets | 1,751 | ||
Significant Unobservable Inputs (Level 3) | |||
Assets: | |||
Fair value of assets | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | Money market funds | |||
Assets: | |||
Fair value of assets | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | Corporate Debt Securities [Member] | |||
Assets: | |||
Fair value of assets | 0 | 0 | |
Significant Unobservable Inputs (Level 3) | US Treasury and Government [Member] | |||
Assets: | |||
Fair value of assets | $0 | ||
[1] | Included in short-term investments on the consolidated balance sheet. |
Balance_Sheet_Components_Detai
Balance Sheet Components (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property and equipment | |||
Foreign withholding tax | $177,000 | $403,000 | |
Deferred Foreign Income Tax Expense (Benefit) | -93,000 | 81,000 | 32,000 |
Property and equipment, gross | 38,416,000 | 26,820,000 | |
Less: Accumulated depreciation | 19,661,000 | 15,469,000 | |
Property and equipment, net | 18,755,000 | 11,351,000 | |
Depreciation and amortization expense | 4,800,000 | 4,500,000 | 3,100,000 |
Amortization of intangible assets | 4,971,000 | 4,825,000 | 5,094,000 |
Prepaids and other current assets | |||
Convertible debt issuance costs, current portion | 0 | 129,000 | |
Deferred costs | 4,215,000 | 3,381,000 | |
Prepaid expenses | 5,856,000 | 1,945,000 | |
Other current assets | 136,000 | 374,000 | |
Total prepaid and other current assets | 10,384,000 | 6,232,000 | |
Accrued payroll and related expenses | |||
Vacation accrual | 2,793,000 | 2,139,000 | |
Commissions | 2,387,000 | 2,177,000 | |
Accrued Bonuses, Current | 1,628,000 | 1,262,000 | |
ESPP | 966,000 | 686,000 | |
Restructuring severance liability | 0 | 252,000 | |
Accrued payroll related expenses | 1,277,000 | 861,000 | |
Total accrued payroll related expenses | 9,051,000 | 7,377,000 | |
Accrued expenses | |||
Sales tax payable | 733,000 | 1,099,000 | |
Income taxes payable | 125,000 | 87,000 | |
Restructuring facility liability | 148,000 | 98,000 | |
Estimated Litigation Liability, Current | 1,963,000 | 0 | |
Business Acquisition, Indemnity Holdback Accrued | 1,922,000 | 0 | |
Customer Deposits, Current | 998,000 | 438,000 | |
Loans Payable, Current | 3,775,000 | 0 | |
Other Accrued Liabilities, Current | 7,204,000 | 3,673,000 | |
Total accrued expenses | 16,868,000 | 5,395,000 | |
Equipment | |||
Property and equipment | |||
Property and equipment, gross | 24,189,000 | 16,616,000 | |
Property, Plant and Equipment, Useful Life | 3 years | ||
Purchased software | |||
Property and equipment | |||
Property and equipment, gross | 6,784,000 | 6,648,000 | |
Property, Plant and Equipment, Useful Life | 5 years | ||
Furniture and fixtures | |||
Property and equipment | |||
Property and equipment, gross | 1,772,000 | 1,612,000 | |
Property, Plant and Equipment, Useful Life | 3 years | ||
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | 1,947,000 | 1,872,000 | |
Property, Plant and Equipment, Useful Life | 5 years | ||
Construction in progress | |||
Property and equipment | |||
Property and equipment, gross | 3,724,000 | 72,000 | |
Assets acquired under capital leases | |||
Property and equipment | |||
Property and equipment, gross | 6,900,000 | 7,300,000 | |
Less: Accumulated depreciation | $4,300,000 | $3,500,000 |
Convertible_Notes_Details
Convertible Notes (Details) (USD $) | 12 Months Ended | 3 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Convertible Notes | ||||
Aggregate principal amount of debt outstanding | $0 | $14,197,000 | $14,197,000 | |
Debt Conversion, Converted Instrument, Amount | 14,197,000 | 45,018,000 | 0 | |
Reclassification of deferred debt issuance cost to additional paid-in capital | 253,000 | 1,037,000 | 0 | |
Convertible debt issuance costs, current portion | 0 | 129,000 | 129,000 | |
4.75 % Convertible Senior Notes due in 2016 | ||||
Convertible Notes | ||||
Interest rate, stated percentage | 4.75% | |||
Debt Conversion, Converted Instrument, Amount | 14,200,000 | 45,000,000 | ||
Debt Conversion, Converted Instrument, Shares Issued | 1,840,770 | |||
Accrued interest paid upon debt conversion | 300,000 | |||
Cash and stock premium paid upon debt conversion | 4,800,000 | |||
Reclassification of deferred debt issuance cost to additional paid-in capital | 300,000 | 1,000,000 | ||
Percentage of the conversion price that the closing price of the entity's common stock must exceed in order for the notes to be convertible | 130.00% | 130.00% | ||
Number of days within 30 consecutive trading days in which the closing price of the entity's common stock must exceed the conversion price for the notes to be redeemable | 20 days | |||
Number of consecutive trading days during which the closing price of the entity's common stock must exceed the conversion price for at least 20 days in order for the notes to be redeemable | 30 days | |||
Number of trading days prior to the date on which the entity provides notice of redemption | 5 days | |||
Redemption price as percentage of principal amount of notes, plus accrued and unpaid interest | 100.00% | |||
Convertible debt issuance costs, current portion | 100,000 | 100,000 | ||
Debt issuance costs, recorded in deposits and other assets | $200,000 | $200,000 |
Contractual_Obligations_Commit2
Contractual Obligations, Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Contractual cash obligations | |||
Quarterly installment of legal settlement | $500,000 | ||
Operating lease rent expense | 2,100,000 | 1,900,000 | 1,500,000 |
Restricted cash | 200,000 | 500,000 | |
Unconditional purchase commitments | |||
Contractual cash obligations | |||
2014 | 9,271,000 | ||
2015 | 223,000 | ||
2016 | 0 | ||
2017 | 0 | ||
Future minimum payments | 9,494,000 | ||
Operating lease commitments | |||
Contractual cash obligations | |||
2014 | 694,000 | ||
2015 | 2,323,000 | ||
2016 | 2,266,000 | ||
2017 | 2,185,000 | ||
2018 | 2,024,000 | ||
2019 and beyond | 5,067,000 | ||
Future minimum payments | 14,559,000 | ||
Principal of settlement payable [Member] | |||
Contractual cash obligations | |||
2014 | 1,963,000 | ||
2015 | 1,900,000 | ||
2016 | 466,000 | ||
2017 | 0 | ||
2018 | 0 | ||
2019 and beyond | 0 | ||
Future minimum payments | 4,329,000 | ||
Interest on settlement payable [Member] | |||
Contractual cash obligations | |||
2014 | 37,000 | ||
2015 | 100,000 | ||
2016 | 34,000 | ||
2017 | 0 | ||
2018 | 0 | ||
Future minimum payments | 171,000 | ||
Capital lease obligations | |||
Contractual cash obligations | |||
2014 | 1,011,000 | ||
2015 | 0 | ||
2016 | 0 | ||
Future minimum payments | 1,011,000 | ||
Less: amount representing interest | -10,000 | ||
Present value of capital lease obligations | 1,001,000 | ||
EMC Storage Equipment [Member] | |||
Contractual cash obligations | |||
Principal Amount Outstanding on Loans Managed and Securitized or Asset-backed Financing Arrangement | 3,800,000 | ||
EMC Storage Equipment [Member] | Due in Three Months [Member] | |||
Contractual cash obligations | |||
Principal Amount Outstanding on Loans Managed and Securitized or Asset-backed Financing Arrangement | $2,600,000 |
Contractual_Obligations_Commit3
Contractual Obligations, Commitments and Contingencies (Details 2) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 77 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2022 | Dec. 31, 2015 | 15-May-22 | |
Commitments and Contingencies | |||||
Liability for Uncertain Tax Positions, Current | $3,000,000 | ||||
Long-term commitment | |||||
Quarterly installment of legal settlement | 500,000 | ||||
Estimated Litigation Liability | 4,500,000 | ||||
Prepaid Royalties | 1,400,000 | ||||
EMC Storage Equipment [Member] | |||||
Long-term commitment | |||||
Principal Amount Outstanding on Loans Managed and Securitized or Asset-backed Financing Arrangement | 3,800,000 | ||||
Versata [Member] | |||||
Long-term commitment | |||||
Patent settlement | 2,900,000 | ||||
Amortization period | 9 years 6 months | ||||
Xactly Corporation [Member] | |||||
Long-term commitment | |||||
Litigation Settlement, Gross | 2,000,000 | ||||
Quarterly installment of legal settlement | 500,000 | ||||
Due in Three Months [Member] | EMC Storage Equipment [Member] | |||||
Long-term commitment | |||||
Principal Amount Outstanding on Loans Managed and Securitized or Asset-backed Financing Arrangement | 2,600,000 | ||||
Due in One Year [Member] | EMC Storage Equipment [Member] | |||||
Long-term commitment | |||||
Principal Amount Outstanding on Loans Managed and Securitized or Asset-backed Financing Arrangement | 1,200,000 | ||||
Dublin (CA) Headquarter [Member] | |||||
Long-term commitment | |||||
Deposits | 1,100,000 | ||||
Pleasanton Headquarters [Member] | |||||
Long-term commitment | |||||
Letters of Credit Outstanding, Amount | 200,000 | ||||
Principal of settlement payable [Member] | |||||
Long-term commitment | |||||
Amount of commitment with a vendor | 1,963,000 | ||||
Contractual Obligation | 4,329,000 | ||||
Scenario, Forecast [Member] | Dublin (CA) Headquarter [Member] | |||||
Long-term commitment | |||||
Payments for Rent | $184,411 | $149,928 | $0 |
Revolving_Line_of_Credit_Detai
Revolving Line of Credit (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2014 | Jun. 30, 2014 | |
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $15,000,000 | $10,000,000 | |||
Line of Credit Facility, Priority | 7500 | ||||
Proceeds from Lines of Credit | 10,481,000 | 0 | 0 | ||
Line of Credit Facility, Interest Rate During Period | 2.00% | ||||
Maximum | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 10,000,000 | ||||
Minimum | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $5,000,000 |
Net_Loss_Per_Share_Details
Net Loss Per Share (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 4,877 | 11,579 | 14,589 |
Restricted stock | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 2,379 | 1,918 | 3,543 |
Stock options | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 1,630 | 2,490 | 3,299 |
Weighted average exercise price (in dollars per share) | 4.09 | 4.42 | 4.74 |
ESPP | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 39 | 42 | 67 |
Convertible notes | |||
Net Loss Per Share | |||
Anti-dilutive securities excluded from computation of diluted net loss per share (in shares) | 829 | 7,129 | 7,680 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock-based compensation | |||
Stock-based compensation expense | $11,813,000 | $10,395,000 | $13,655,000 |
Options | |||
Stock-based compensation | |||
Stock-based compensation expense | 790,000 | 866,000 | 838,000 |
Unrecognized compensation expense, stock options | 1,800,000 | ||
Weighted average recognition period | 2 years 5 months 19 days | ||
Restricted Stock Units | |||
Stock-based compensation | |||
Unrecognized compensation expense, share-based awards other than options | 16,100,000 | ||
Weighted average recognition period | 1 year 8 months 23 days | ||
Performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 2,370,000 | 1,097,000 | 444,000 |
Non-performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 7,705,000 | 7,835,000 | 11,571,000 |
ESPP | |||
Stock-based compensation | |||
Stock-based compensation expense | 948,000 | 597,000 | 802,000 |
Unrecognized compensation expense, share-based awards other than options | $500,000 | ||
Weighted average recognition period | 0 years 7 months 6 days |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Classification of stock-based compensation expense | |||
Stock-based compensation expense | $11,813 | $10,395 | $13,655 |
Cost of recurring revenues | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 911 | 783 | 1,550 |
Cost of services and other revenues | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 1,026 | 1,060 | 2,070 |
Sales and marketing | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 3,518 | 2,420 | 3,778 |
Research and development | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | 2,012 | 1,797 | 1,782 |
General and administrative | |||
Classification of stock-based compensation expense | |||
Stock-based compensation expense | $4,346 | $4,335 | $4,475 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Shares Available for Grant | |||
Beginning Available (in shares) | 2,478,798 | 2,578,940 | 2,014,218 |
Authorized (in shares) | 0 | 3,469,500 | 1,756,431 |
Granted (in shares) | 1,913,499 | 2,024,798 | 2,519,851 |
Forfeited (in shares) | 383,549 | 1,335,591 | 1,328,142 |
Expired (in shares) | 178,337 | 2,880,435 | 0 |
Ending Available (in shares) | 770,511 | 2,478,798 | 2,578,940 |
Stock options | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Risk-free interest rate, minimum (as a percent) | 0.00% | 1.41% | 0.72% |
Risk-free interest rate, maximum (as a percent) | 0.00% | 1.93% | 1.33% |
Volatility, minimum (as a percent) | 0.00% | 61.00% | 60.00% |
Volatility, maximum (as a percent) | 0.00% | 63.00% | 65.00% |
Dividend Yield (as a percent) | 0.00% | 0.00% | 0.00% |
Additional disclosures | |||
Vesting period | 4 years | ||
Number of Shares | |||
Outstanding at the beginning of the period (in shares) | 1,948,214 | 3,035,482 | 4,403,003 |
Granted (in shares) | 0 | 815,500 | 120,200 |
Exercised (in shares) | -701,220 | -1,427,456 | -714,820 |
Forfeited (in shares) | -44,407 | -108,306 | -134,346 |
Expired (in shares) | -26,626 | -367,006 | -638,555 |
Outstanding at the end of the period (in shares) | 1,175,961 | 1,948,214 | 3,035,482 |
Vested and Expected to Vest at the end of the period (in shares) | 1,100,528 | ||
Exercisable at the end of the period (in shares) | 730,899 | ||
Weighted Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | 5.34 | 4.09 | 4.71 |
Granted (in dollars per share) | 0 | 6.79 | 5.86 |
Exercised (in dollars per share) | 4.09 | 3.54 | 5.16 |
Forfeited (in dollars per share) | 7.4 | 5.1 | 3.52 |
Expired (in dollars per share) | 10.17 | 5.3 | 7.64 |
Outstanding at the end of the period (in dollars per share) | 5.89 | 5.34 | 4.09 |
Vested and Expected to Vest at the end of the period (in dollars per share) | 5.82 | ||
Exercisable at the end of the period (in dollars per share) | 5.33 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at the end of the period | 5 years 11 months 27 days | ||
Vested and Expected to Vest at the end of the period | 5 years 9 months 29 days | ||
Exercisable at the end of the period | 4 years 7 months 6 days | ||
Aggregate Intrinsic Value | |||
Exercised (in dollars) | 5,940 | 6,151 | 1,358 |
Outstanding at the end of the period (in dollars) | 12,278 | ||
Vested and Expected to Vest at the end of the period (in dollars) | 11,566 | ||
Exercisable at the end of the period (in dollars) | 8,039 | ||
Stock options | Minimum | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Expected life (in years) | 0 years | 5 years | 5 years |
Stock options | Maximum | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Expected life (in years) | 0 years | 6 years 1 month 6 days | 6 years |
Employee Stock Purchase Plan | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Risk-free interest rate, minimum (as a percent) | 0.05% | 0.08% | 0.13% |
Risk-free interest rate, maximum (as a percent) | 0.12% | 0.17% | 0.20% |
Volatility, minimum (as a percent) | 47.00% | 41.00% | 56.00% |
Volatility, maximum (as a percent) | 50.00% | 62.00% | 62.00% |
Dividend Yield (as a percent) | 0.00% | 0.00% | 0.00% |
Employee Stock Purchase Plan | Minimum | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Expected life (in years) | 0 years 6 months | 6 months | 6 months |
Employee Stock Purchase Plan | Maximum | |||
Fair value assumptions using the Black-Scholes-Merton valuation model | |||
Expected life (in years) | 1 year | 1 year | 1 year |
Restricted stock units | |||
Additional disclosures | |||
Vesting period | 3 years | ||
Stock Option Plan 1997 and Stock Incentive Plan 2003 [Member] | Restricted stock units | |||
Number of Shares | |||
Outstanding at the beginning of the period (in shares) | 1,707,414 | 3,109,683 | 3,859,292 |
Granted (in shares) | 1,913,499 | 1,209,298 | 2,399,651 |
Released (in shares) | -736,269 | -1,754,872 | -2,597,880 |
Forfeited (in shares) | -183,607 | -856,695 | -551,380 |
Outstanding at the end of the period (in shares) | 2,701,037 | 1,707,414 | 3,109,683 |
Vested or Expected to Vest at the end of the period (in shares) | 2,700,828 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at the end of the period | 1 year 7 days | ||
Vested and Expected to Vest at the end of the period | 1 year 7 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the period (in dollars) | 43,487 | ||
Vested or Expected to Vest at the end of the period (in dollars) | 40,169 | ||
2013 Stock Incentive Plan [Member] | |||
Shares Available for Grant | |||
Authorized (in shares) | 3,469,500 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details 4) (Stock options, USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
$3.11 - $4.14 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $3.11 | |
Range of exercise prices - upper limit (in dollars per share) | $4.14 | |
Options Outstanding, Number of Shares | 133,132 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 6 months 11 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $3.63 | |
Options Exercisable, Number of Shares | 133,132 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $3.63 | |
$4.15 - $4.15 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $4.15 | |
Range of exercise prices - upper limit (in dollars per share) | $4.15 | |
Options Outstanding, Number of Shares | 140,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 11 months 1 day | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $4.15 | |
Options Exercisable, Number of Shares | 140,000 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $4.15 | |
$4.31 - $5.27 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $4.31 | |
Range of exercise prices - upper limit (in dollars per share) | $5.27 | |
Options Outstanding, Number of Shares | 140,061 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 5 years 6 months 11 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $4.93 | |
Options Exercisable, Number of Shares | 109,695 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $5.03 | |
$5.70 - $5.70 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $5.70 | |
Range of exercise prices - upper limit (in dollars per share) | $5.70 | |
Options Outstanding, Number of Shares | 60,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 1 year 5 months 1 day | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $5.70 | |
Options Exercisable, Number of Shares | 60,000 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $5.70 | |
$6.01 - $6.01 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $6.01 | |
Range of exercise prices - upper limit (in dollars per share) | $6.01 | |
Options Outstanding, Number of Shares | 122,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 4 months 28 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $6.01 | |
Options Exercisable, Number of Shares | 48,291 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $6.01 | |
$6.25 - $6.42 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $6.25 | |
Range of exercise prices - upper limit (in dollars per share) | $6.42 | |
Options Outstanding, Number of Shares | 80,700 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 4 months 13 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $6.26 | |
Options Exercisable, Number of Shares | 79,900 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $6.26 | |
$6.59 - $6.59 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $6.59 | |
Range of exercise prices - upper limit (in dollars per share) | $6.59 | |
Options Outstanding, Number of Shares | 231,407 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 5 months 27 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $6.59 | |
Options Exercisable, Number of Shares | 70,989 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $6.59 | |
$6.67 - $6.74 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $6.67 | |
Range of exercise prices - upper limit (in dollars per share) | $6.74 | |
Options Outstanding, Number of Shares | 42,334 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 6 months | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $6.67 | |
Options Exercisable, Number of Shares | 14,604 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $6.67 | |
$7.69 - $7.69 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $7.69 | |
Range of exercise prices - upper limit (in dollars per share) | $7.69 | |
Options Outstanding, Number of Shares | 207,327 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 7 months 28 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $7.69 | |
Options Exercisable, Number of Shares | 68,622 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $7.69 | |
$9.17 - $10.35 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $9.17 | |
Range of exercise prices - upper limit (in dollars per share) | $10.35 | |
Options Outstanding, Number of Shares | 19,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 8 years 9 months 18 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $9.98 | |
Options Exercisable, Number of Shares | 5,666 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $9.96 | |
$3.11 - $10.35 | ||
Stock-Based Compensation | ||
Range of exercise prices - lower limit (in dollars per share) | $3.11 | |
Range of exercise prices - upper limit (in dollars per share) | $10.35 | |
Options Outstanding, Number of Shares | 1,175,961 | |
Options Outstanding, Weighted Average Remaining Contractual Life | 5 years 11 months 27 days | |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $5.89 | |
Options Exercisable, Number of Shares | 730,899 | |
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $5.33 |
StockBased_Compensation_Detail4
Stock-Based Compensation (Details 5) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock-based compensation | |||
Stock-based compensation expense | $11,813,000 | $10,395,000 | $13,655,000 |
Weighted-average fair value of options granted (in dollars per share) | $3.87 | ||
Maximum number of shares | 0 | 3,469,500 | 1,756,431 |
Stock options | |||
Stock-based compensation | |||
Stock-based compensation expense | 790,000 | 866,000 | 838,000 |
Intrinsic value of stock options exercised (in dollars) | 5,940,000 | 6,151,000 | 1,358,000 |
Total cash received from employees as a result of stock options exercised (in dollars) | 2,900,000 | 5,100,000 | 3,700,000 |
Vesting period | 4 years | ||
Exercise of stock options under stock incentive plans (in shares) | 701,220 | 1,427,456 | 714,820 |
Restricted stock units | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 2,370,000 | 1,097,000 | 444,000 |
Employee Stock Purchase Plan | |||
Stock-based compensation | |||
Stock-based compensation expense | 948,000 | 597,000 | 802,000 |
Weighted-average fair value of stock units granted (in dollars per share) | $3.59 | $1.96 | $1.76 |
Offering period | 12 months | ||
Number of consecutive stock purchase periods in the offering period | 2 | ||
Purchase price of shares of common stock (as a percent) | 85.00% | ||
Number of shares issued | 319,000 | 435,000 | 407,000 |
2013 Stock Incentive Plan [Member] | |||
Stock-based compensation | |||
Maximum number of shares | 3,469,500 | ||
Latest Tax Year [Member] | Performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | 1,900,000 | ||
Tax Year 2013 [Member] | Performance Awards | |||
Stock-based compensation | |||
Stock-based compensation expense | $500,000 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 30, 2003 |
Stockholders' Equity Note [Abstract] | |||
Preferred stock, shares outstanding | 0 | 0 | |
Preferred Stock | |||
Authorized shares of undesignated preferred stock | 5,000,000 | 5,000,000 | 5,000,000 |
Preferred stock par value (in dollars per share) | $0.00 | $0.00 | $0.00 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
subsidiary | |||
Loss before income taxes | |||
United States | ($11,557,000) | ($20,675,000) | ($27,796,000) |
Foreign | 1,008,000 | 1,319,000 | 486,000 |
Loss before provision (benefit) for income taxes | -10,549,000 | -19,356,000 | -27,310,000 |
Current: | |||
Federal | -25,000 | 0 | 4,000 |
State | 3,000 | 0 | 0 |
Foreign | 1,138,000 | 1,815,000 | 559,000 |
Deferred: | |||
Federal | 78,000 | 159,000 | -185,000 |
State | -89,000 | 0 | -22,000 |
Foreign | -93,000 | 81,000 | 32,000 |
Provision (benefit) for income taxes | 1,012,000 | 2,055,000 | 388,000 |
Reconciliation of provision (benefit) for income taxes that differs from the expected tax benefit computed by applying the statutory federal income tax rates to consolidated loss before income taxes | |||
Federal tax at statutory rate | -3,587,000 | -6,581,000 | -9,286,000 |
State taxes, net of benefit | 3,000 | 0 | 0 |
Non-deductible expenses | 453,000 | 1,248,000 | 2,416,000 |
Foreign taxes | 703,000 | 1,447,000 | 427,000 |
Current year net operating losses and other deferred tax assets for which no benefit has been recognized | 4,828,000 | 7,320,000 | 7,181,000 |
Research and experimentation credit | -1,239,000 | -1,379,000 | 0 |
Tax benefit due to the recognition of acquired deferred tax liabilities | -149,000 | 0 | -350,000 |
Provision (benefit) for income taxes | 1,012,000 | 2,055,000 | 388,000 |
Deferred tax assets | |||
Net operating loss carryforwards and deferred start-up costs | 54,712,000 | 53,902,000 | |
Accrued expenses and 481(a) | 5,420,000 | 2,161,000 | |
Unrealized gain/loss on investments | 916,000 | 915,000 | |
Research and experimentation credit carryforwards | 12,609,000 | 10,884,000 | |
Capitalized research and experimentation costs | 14,072,000 | 18,100,000 | |
Deferred stock compensation | 3,956,000 | 2,223,000 | |
Gross deferred tax assets | 91,685,000 | 88,185,000 | |
Less valuation allowance | -90,598,000 | -86,604,000 | |
Total deferred tax assets, net of valuation allowance | 1,087,000 | 1,581,000 | |
Deferred tax liabilities | |||
Property and equipment | -1,699,000 | -1,602,000 | |
Goodwill | -1,024,000 | -887,000 | |
Net deferred tax assets (liabilities) | -1,636,000 | -908,000 | |
Valuation allowance | |||
Number of foreign subsidiaries for which there is no valuation allowance on deferred tax assets | 2 | 2 | |
Net changes for valuation allowance | 4,000,000 | 7,800,000 | |
Additional net deferred tax liabilities related to the various acquisitions completed during the year | 900,000 | 0 | |
Release of Valuation Allowance | 265,000 | 0 | 350,000 |
Federal | |||
Net operating loss carryforwards | |||
Outstanding net operating loss carryforwards | 169,000,000 | ||
Expiry period of net operating loss carryforwards, if remained unutilized | 20 years | ||
California | |||
Net operating loss carryforwards | |||
Outstanding net operating loss carryforwards | $38,000,000 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | ||
Tax Credit Carryforward [Line Items] | |||
Net operating loss carryforwards resulting from exercise of employee stock options | $8,900,000 | ||
Undistributed earnings of the non-U.S. subsidiaries | 2,700,000 | ||
Activity related to the Company's unrecognized tax benefits | |||
Balance at the beginning of the period | 2,843,000 | 2,478,000 | |
Increases related to prior year tax positions | -44,000 | -175,000 | |
Increases related to current year tax positions | 270,000 | 222,000 | |
Reductions to unrecognized tax benefits as a result of a lapse of applicable statue of limitations | -32,000 | -32,000 | |
Balance at the end of the period | 3,037,000 | [1] | 2,843,000 |
Amount of unrecognized tax benefits included as reserve against deferred tax assets | 2,700,000 | 2,600,000 | |
Amount of unrecognized tax benefits included in accrued expenses | 300,000 | 300,000 | |
Accrued potential penalties and interest related to unrecognized tax benefits | 100,000 | ||
Liability for potential penalties and interest | 200,000 | ||
Federal | |||
Tax Credit Carryforward [Line Items] | |||
Operating Loss Carryforwards Expiration Period if Not Utilized | 20 years | ||
Research credit carryforwards | Federal | |||
Tax Credit Carryforward [Line Items] | |||
Research credit carryforwards | 8,400,000 | ||
Expiry period of tax credit carryforward, if not utilized | 20 years | ||
Research credit carryforwards | California | |||
Tax Credit Carryforward [Line Items] | |||
Research credit carryforwards | $8,700,000 | ||
[1] | $2.7 million of the unrecognized tax benefits reduced deferred tax assets and $0.3 million was included in accrued expenses on the consolidated balance sheet. |
Employee_Benefit_Plan_Details
Employee Benefit Plan (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Compensation and Retirement Disclosure [Abstract] | ||
Employer matching contribution as a percentage of employee's contribution | 50.00% | |
Maximum annual contribution to the plan made by the employer | $1,000 | |
Expense recognized related to 401(k) tax-deferred savings plan | $272,000 | $220,000 |
Segment_Geographic_and_Custome2
Segment, Geographic and Customer Information (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
customer | customer | customer | |
segment | |||
Segment Reporting [Abstract] | |||
Number of operating segments | 1 | ||
Revenues by geographic area | |||
Goodwill | $46,970 | $31,207 | |
Intangible Assets, Net (Excluding Goodwill) | 17,757 | 16,995 | 21,196 |
Concentration Risk Number of Customers | 0 | 0 | 0 |
Revenues | 136,618 | 112,337 | 94,952 |
Europe [Member] | |||
Revenues by geographic area | |||
Goodwill | 11,369 | ||
Intangible Assets, Net (Excluding Goodwill) | 2,549 | ||
United States | |||
Revenues by geographic area | |||
Revenues | 106,194 | 88,684 | 74,477 |
EMEA | |||
Revenues by geographic area | |||
Revenues | 15,162 | 12,241 | 11,578 |
Asia Pacific | |||
Revenues by geographic area | |||
Revenues | 8,400 | 5,379 | 4,943 |
Other | |||
Revenues by geographic area | |||
Revenues | $6,862 | $6,033 | $3,954 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Lithium [Member] | ||
Related party transactions | ||
Annual subscription expensed | $62,000 | |
Annual subscription recorded in prepaid expense and other current assets | 58,000 | |
Lithium [Member] | Two Year Hosting Agreement | ||
Related party transactions | ||
Agreement entered | 113,000 | |
Revenue from Related Parties | 52,000 | |
Lithium [Member] | Service Agreement | ||
Related party transactions | ||
Agreement entered | 143,550 | |
Revenue from Related Parties | 23,550 | 120,000 |
Webcom | ||
Related party transactions | ||
Product modeling and maintenance of certain equipment | 149,000 | 143,000 |
Subscription Arrangement [Member] | Lithium [Member] | ||
Related party transactions | ||
Related Party Transaction, Purchases from Related Party | 120,000 | |
Social Success Service [Member] | Lithium [Member] | ||
Related party transactions | ||
Related Party Transaction, Purchases from Related Party | 40,000 | |
Annual subscription expensed | 17,000 | |
Annual subscription recorded in prepaid expense and other current assets | 23,000 | |
Community Administration service [Member] | Lithium [Member] | ||
Related party transactions | ||
Related Party Transaction, Purchases from Related Party | $45,000 |